SANDRIDGE ENERGY INC — Director's Dealing 2012

Nov 19, 2012

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: SANDRIDGE ENERGY INC (SD)
CIK: 0001349436
Period of Report: 2012-11-15

Reporting Person: FAIRFAX FINANCIAL HOLDINGS LTD/ CAN (10% Owner)
Reporting Person: Northbridge Commercial Insurance Corp (10% Owner)
Reporting Person: Federated Insurance CO of Canada (10% Owner)
Reporting Person: Northbridge Indemnity Insurance Corp (10% Owner)
Reporting Person: Northbridge General Insurance Corp (10% Owner)
Reporting Person: UNITED STATES FIRE INSURANCE CO (10% Owner)
Reporting Person: NORTH RIVER INSURANCE CO (10% Owner)
Reporting Person: Zenith Insurance Co (10% Owner)
Reporting Person: Falcon Insurance Co (Hong Kong) Ltd (10% Owner)
Reporting Person: CLEARWATER INSURANCE CO (10% Owner)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, $0.001 par value ("Common Shares")	24740200	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
6.0% Conv. Perp. Preferred Stock ("6.0% Preferred Shares")	$		Common Stock, $0.001 par value (18422992)		Indirect
8.5% Conv. Perp. Preferred Stock ("8.5% Preferred Shares")	$		Common Stock, $0.001 par value (11388456)		Indirect

Footnotes

F1: 277,000 Common Shares are held directly by V. Prem Watsa, 544,000 Common Shares are held by Northbridge Commercial Insurance Corporation (formerly Markel Insurance Company of Canada), 781,000 Common Shares are held by Federated Insurance Company of Canada, 1,578,000 Common Shares are held by Northbridge Indemnity Insurance Corporation (formerly Commonwealth Insurance Company), 2,230,200 Common Shares are held by Northbridge General Insurance Corporation (formerly Lombard General Insurance Company of Canada), 2,048,400 Common Shares are held by TIG Insurance Company, 2,500,000 Common Shares are held by Zenith Insurance Company, 6,415,100 Common Shares are held by Odyssey Reinsurance Company (formerly Odyssey America Reinsurance Corporation) and 1,023,000 Common Shares are held by Clearwater Insurance Company.

F2: The 6.0% Preferred Shares are convertible into Common Shares at the option of the holder thereof at any time prior to December 21, 2014, on which date the 6.0% Preferred Shares will be automatically converted into Common Shares.

F3: Each 6.0% Preferred Share is convertible into approximately 9.21 Common Shares, subject to adjustment under certain circumstances.

F4: 206,000 6.0% Preferred Shares are held by Fairfax (US) Inc., 460,000 6.0% Preferred Shares are held by Fairfax Financial Holdings Limited, 750,000 6.0% Preferred Shares are held by Odyssey Reinsurance Company (formerly Odyssey America Reinsurance Corporation), 294,000 6.0% Preferred Shares are held by Clearwater Insurance Company, 250,000 6.0% Preferred Shares are held by United States Fire Insurance Company and 40,000 6.0% Preferred Shares held by pension plans of certain subsidiaries of Fairfax Financial Holdings Limited.

F5: The 8.5% Preferred Shares are convertible at any time at the holder's option.

F6: After February 20, 2014, Sandridge Energy Inc. may cause all outstanding 8.5% Preferred Shares to automatically convert into Common Shares at the then-prevailing conversion rate if certain conditions are met.

F7: Each 8.5% Preferred Share is convertible into 12.4805 Common Shares, subject to adjustment under certain circumstances.

F8: 57,600 8.5% Preferred Shares are held by United States Fire Insurance Company, 44,400 8.5% Preferred Shares are held by The North River Insurance Company, 69,000 8.5% Preferred Shares are held by TIG Insurance Company, 444,900 8.5% Preferred Shares are held by Odyssey Reinsurance Company (formerly Odyssey America Reinsurance Corporation), 22,700 8.5% Preferred Shares are held by Falcon Insurance Company (Hong Kong) Ltd., and 8,600 8.5% Preferred Shares are held by pension plans of certain subsidiaries of Fairfax Financial Holdings Limited.