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 OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

MIKOLAJCZYK JERRY GEORGE 		2. Issuer Name and Ticker or Trading Symbol

Xun Energy, Inc. [ XNRG ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      __ X __ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
PRESIDENT, CEO & CFO
(Last)          (First)          (Middle)

12759 NE WHITAKER WAY, #C453 		3. Date of Earliest Transaction (MM/DD/YYYY)

5/30/2014
(Street)

PORTLAND, OR 97230
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   (1) 5/30/2014   5/30/2014   J    15000   A $0.0002   160424421   D    
COMMON STOCK                  13200000   I   100% OF LIGHTHOUSE INVESTMENTS  
COMMON STOCK                  15000000   I   100% OF WOMACK HOLDINGS  

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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 Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
SERIES B PREFFERED SHARES   (2)   (3)                  5/13/2014   5/31/2024   (5) COMMON STOCK   11383417540   (4)   600000   I   100% OF WOMACK HOLDINGS  

Explanation of Responses:
( 1)  BOARD COMPENSATION
( 2)  VOTING RIGHTS - The holder of each issued and outstanding share of Series B Preferred Stock shall have the right to cast a vote of 0.000093333333333% for each Series B Share held relative to the holders of common stock on a fully dilutive basis on every matter duly brought before the holders of Common Stock at all meetings of stockholders of the Corporation.
( 3)  CONVERSION RIGHTS - Each outstanding share of Series B Preferred Stock shall be convertible, at the option of the holder thereof, without payment of any additional consideration, at any time and from time to time, into shares of the Corporations Common Stock at the rate of 0.000093333333333% for each one (1) share of Series B Preferred Stock held relative to the holders of common stock on a fully dilutive basis.
( 4)  As of May 14, 2014 on a fully diluted basis. Common Shares will vary from time to time depending on issued and outstanding on a fully diluted basis.
( 5)  FORM REQUIRES DATE TO INPUT, NO EXPIRY DATE

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
MIKOLAJCZYK JERRY GEORGE
12759 NE WHITAKER WAY, #C453
PORTLAND, OR 97230 		X X PRESIDENT, CEO & CFO

Signatures
JERRY G MIKOLAJCZYK 6/2/2014
** Signature of Reporting Person Date


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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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