vivakor_posam-3.htm

As filed with the Securities and Exchange Commission on April 8, 2009

Registration No. 333-155686

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

POST EFFECTIVE AMENDMENT NO. 3 TO

FORM S-1

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

VIVAKOR, INC.

(Name of small business issuer in its charter)

Nevada	8371	26-2178141
(State or Other Jurisdiction of	(Primary Standard Industrial	(I.R.S. Employer
Incorporation or Organization)	Classification Code Number)	Identification No.)

2590 Holiday Road, Suite 100

Coralville, IA 52241

(319) 625-2172

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

Registered Agent Solutions, Inc.

4625 West Nevso Drive, Suite 2

Las Vegas, NV 89103

(888) 705-7274

(Name, address, including zip code, and telephone number, including area code, of agent for service)

Copies to:

Christopher A. Wilson, Esq.

Wilson, Haglund & Paulsen, P.C.

9110 Irvine Center Drive

Irvine, CA 92618

Telephone No. (949) 752-1100

Facsimile No. (949) 752-1144

cwilson@whp-law.com

Approximate date of proposed sale to the public: Completed

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. £

If this Form is a post effective amendment filed under Rule 462(d) of the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. £

If delivery of the prospectus is expected to be made pursuant to Rule 434, check the following box. £

This Post Effective Amendment No. 3 clarifies and confirms that the 5,133,000 shares of Vivakor, Inc. (the “Company”) common stock registered for resale by existing shareholders continue to registered for resale and were not subject to the de-registration set forth in the Post Effective Amendment No.2 filed on April 2, 2009. Such 5,133,000 shares are registered on behalf of the selling shareholders and may be sold by each of them as set forth in the registration statement. The Company will not receive any of the proceeds of such sales.

SIGNATURES

In accordance with the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements of filing on Form S-1 and authorized this Post Effective Amendment No. 3 to be signed on its behalf by the undersigned, in the City of Coralville, State of Iowa on April 8, 2009.

Vivakor, Inc.

By: /s/ Tannin J. Fuja

Tannin J. Fuja

President and Director

In accordance with the requirements of the Securities Act of 1933, this Post Effective Amendment was signed by the following persons in the capacities stated on April 8, 2009:

Signature		Title

/s/ Tannin J. Fuja		President and Director
Tannin J. Fuja