13D Filing: Whitebox Advisors and Saexploration Holdings Inc. (SAEX)

CUSIP No.

78636X204

1.	NAME OF REPORTING PERSONS
	I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
	Whitebox General Partner LLC

2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a)   [_]
		(b)  [X]

3.	SEC USE ONLY

4.	SOURCE OF FUNDS
	AF

5.

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

[_]

6.	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON

7.	SOLE VOTING POWER
	0

8.	SHARED VOTING POWER
	3,337,426*

9.	SOLE DISPOSITIVE POWER
	0

10.	SHARED DISPOSITIVE POWER
	3,337,426*

11.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	3,337,426*

12.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

[_]

13.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	9.99%*

14.	TYPE OF REPORTING PERSON
	OO

* The number of Common Stock reported
herein and the percent of class is calculated based on 32,679,286 shares of Common Stock issued and outstanding as of the Expiration
Time as reported in the 2017 RSA, which is comprised of 2,609,039 shares of Common Stock and additional shares of Common Stock
issuable upon the exercise of 27,853,256 Series A Preferred Shares and 2,446,026 Series C Warrants issuable in the aggregate to
WMP, WCP and certain other WA Private Funds, subject to the Conversion Caps.