Sec Form 4 Filing - BARCH MACKIE @ SUNPEAKS VENTURES, INC. - 2012-12-31

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person BARCH MACKIE 2. Issuer Name and Ticker or Trading Symbol SUNPEAKS VENTURES, INC. [ SNPK] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) CEO, Pres., Treasurer and Sec. (Last) (First) (Middle) 9337 FRASER AVE 3. Date of Earliest Transaction (MM/DD/YY) 12/31/2012 (Street) SILVER SPRINGS, MD20910 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 03/06/2012 S 25,000,000 D 175,000,000 D Common Stock 04/27/2012 S 1,000,000 D 174,000,000 D Common Stock 12/31/2012 S 174,000,000 D 0 D Common Stock 12/31/2012 P 174,000,000 A 174,000,000 I By Old Line Partners, LLC

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Owne rship (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Class A Preferred Stock ( 4 ) 12/31/2012 S 3,000,000 02/13/2012 ( 5 ) Common Stock 15,000,000 ( 3 ) 0 D Class A Preferred Stock ( 4 ) 12/31/2012 P 3,000,000 02/13/2012 ( 5 ) Common Stock 15,000,000 ( 3 ) 3,000,000 I By Old Line Partners, LLC

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other BARCH MACKIE 9337 FRASER AVE SILVER SPRINGS, MD20910 X X CEO, Pres., Treasurer and Sec. Signatures /s/ Mackie Barch 01/11/2013 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On March 6, 2012, Mackie Barch returned 25,000,000 shares of common stock to Sunpeaks Ventures, Inc. ( 2 )On April 27, 2012, Mr. Barch transferred 1,000,000 shares of common stock to the Asian American Convenience Store Association ("AACSA") in satisfaction of an agreement between AACSA and Sunpeaks Ventures, Inc. ( 3 )On December 31, 2012, Mr. Barch transferred 174,000,000 shares of common stock and 3,000,000 shares of Class A Preferred Stock of Sunpeaks Ventures, Inc. to Old Line Partners, LLC for no consideration in fulfillment of previous obligations to various individuals. ( 4 )Each share of Sunpeaks' Class A Preferred Stock is convertible into five shares of Sunpeaks' common stock at the discretion of the holder and with no conversion price. ( 5 )The shares of Sunpeaks' Class A Preferred Stock do not expire.

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).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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