FORM 5
[ ] Check this box if no
longer subject to Section
16. Form 4 or Form 5
obligations may continue
See Instruction 1(b).
[ ] Form 3 Holdings Reported
[ ] Form 4 Transactions Reported

UNITED STATES SECURITIES AND
EXCHANGE COMMISSION
Washington, D.C.  20549
ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

OMB APRIVAL

OMB Number: 3235-0362
Expires: December 31, 2001
Estimated average burden
hours per response. . . . 1.0

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility
Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940

1. Name and Address of
   Reporting Person*
   
   Mac Donald, Douglas Norman
   Suite 212, 214 - 11^th Avenue S.E.
   Calgary, Alberta T2G 0X8

December 2001

6. Relationship of Reporting Person to Issuer
   (Check all appropriate)

3.  Social Security Number

5. If Amendment, Date of Original
(Month/Year)

TABLE I - Non Derivative Securities Acquired, Disposed of or Beneficially Owned.

1. Title of Security
(Instr.3)

2. Transaction
Date (Month/
Day/Year)

3. Transaction
Code
(Instr. 8)

4.  Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)

5. Amount of Securities Beneficially Owned at End of Issuer's Fiscal Year
(Instr. 3 and 4)

6. Ownership Form:
Direct (D) or
Indirect (I)
(Instr. 4)

7. Nature of Indirect

Beneficial Ownership
(Instr. 4)

Amount

(A) or (D)

Price

Common Stock

2,057,410

I

These shares are held in the name of Mac Donald Ventures Corp., of which Mr. Mac Donald is the sole shareholder.

Common Stock

225,000

D

Common Stock

225,000

I

These shares are held in the name of Mr. Mac Donald's Son, Myles Mac Donald.

Common Stock

225,000

I

These shares are held in the name of Mr. Mac Donald's Wife, Patty Mac Donald.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).

(Over)
SEC 2270 (3/91)

TABLE II - Derivative Securities Acquired, Disposed of or Beneficially Owned
(e.g. puts, calls, warrants, options, convertible securities)

1. Title of
  Derivative
  Security
 (Instr.3)

2. Conversion or Exercise Price of Derivative
Security

3. Transaction Date
(Month/
Day/Year

4. Transaction Code
(Instr. 8)

5. Number of Derivative
Securities Acquired
(A) or Disposed of (D)
(Instr. 3, 4 and 5)

6. Date Exercisable and
Expiration
Date (Month/
Day/Year)

7. Title and
Amount of
Underlying
Securities
(Instr. 3 and 4)

8. Price of
Derivative
Securities
(Instr. 5)

9. Number of
Derivative
Underlying
Securities
Benefically
Owned at
End of Year
(Instr. 4)

10. Ownership
  Form of
  Derivative
  Security:
  Direct (D)
  or
  Indirect (I)
  (Instr. 4)

11. Nature of Indirect
Beneficial Ownership
(Instr. 4)

(A)

(D)

Date Exercisble

Expiration Date

Title

Amount or
Number of-
Shares