Filed pursuant to Rule 433
Registration Statement No. 333-148982
Email Being Sent to Zion's Database
Dear
Zion
Shareholder and/or Friend of Zion…
On
Friday, October 24, 2008, we held an 'initial closing' of our current '$10
unit'
public offering. (The Press Release is below this letter).
We
issued
350,994
units,
where:
One
Unit = One
Share
of Zion
stock +
One Warrant
(The
warrant gives a purchaser the right, but not an obligation, to purchase one
share of common stock at $7 per share through January 31, 2012).
The
initial closing was for subscriptions amounting to US$
3,509,940
and if
you subscribed for units before October 11, 2008, and your subscription
documents passed review, then your certificate of units purchased will soon
be
delivered to you, or deposited into your brokerage account, depending on your
instructions when you completed your Subscription Agreement. The units will
trade on the New York Stock Exchange Alternext (NYSE Alternext US) under the
symbol ZN.U.
For
those who have not yet subscribed,
you
still have the opportunity available to you,
as
our public offer is still open.
At
the
annual shareholders' meeting in June 2008, I noted that two of the most talked
about subjects in the world are Israel and
Oil
and Zion
Oil brings both subjects together.
In
January 1999, about 15 months before Zion was founded, the price of a barrel
of
oil hit a low of just $8 per barrel. In January 2002 oil was trading at $20,
in
July 2008 the price was over $145 and, as I write the price is approximately
$70
per barrel. Watching the oil price fluctuations is rather like being in an
elevator with a lunatic at the control panel.
Thankfully,
independent of world markets suffering a nervous breakdown or cardiac arrest,
Zion's exceptional team is steadily making progress with our business plan
in a
calm rational manner.
We
continue to raise funds in order to pursue our planned multi-well drilling
program in Israel and, depending on the actual amounts raised, we intend to
carry out the following work program:
| |
(1)
|
drill
our second well,
on the Joseph License,
|
| |
(2)
|
drill
a test well
on
our Asher-Menashe License, and
|
| |
(3)
|
prepare
for the drilling of an
additional well
on
either license.
|
Recently,
the world's most successful investor, Warren Buffett, wrote an opinion piece
in
the New York Times. He commented that the time to invest in the stock
market was now, when everyone is 'fearful' of the future and that: 'If
you wait for the robins, spring will be over'.
But
those
who trust in the Lord need not be fearful of the future. Warren Buffet's advice
regarding the forward-thinking philosophy of ice hockey great Wayne Gretzky
is
accurate. Wayne Gretzky said: 'I
skate to where the puck is going to be, not to where it has been.'
In
the
event of success with our drilling plans, it may seem that the $10 unit price
of
our offering was a real 'don't
miss'
opportunity.
If
you have already subscribed, thank you for your
support.
If
you have not yet subscribed, please don't you miss this
opportunity.
It
is
better to take refuge in the LORD than to trust in man.
(Psalm
118:8)
Shalom
from Israel
Richard
Rinberg
CEO
of
Zion Oil & Gas, Inc.
P.S.
Full details of the offer are set out in the Prospectus which is available
for
download and review on our website www.zionoil.com
under “Investor Center” If you would prefer a hard copy of the Prospectus,
please call: 1-888-TX1-ZION (1-888-891-9466) or email: dallas@zionoil.com
FORWARD
LOOKING STATEMENTS: Statements in this communication that are not historical
fact, including statements regarding the closing of the offering, the timing
and
results thereof, Zion’s planned operations, potential results thereof and
potential effects of those results on the market for Zion's securities and
returns on investments in those securities, are forward-looking statements
as
defined in the "Safe Harbor'' provision of the Private Securities Litigation
Reform Act of 1995. These forward-looking statements are based on assumptions
that are subject to significant known and unknown risks, uncertainties and
other
unpredictable factors, many of which are described in Zion's Prospectus and
its
periodic reports filed with the SEC and are beyond Zion's control. These risks
could cause Zion’s actual performance to differ materially from the results
predicted by these forward-looking statements. Zion can give no assurance that
the expectations reflected in these statements will prove to be correct and
assumes no responsibility to update these statements.
Zion
Oil
& Gas, Inc. has filed a registration statement (including a prospectus) with
the SEC for the offering to which this communication relates. Before you invest,
you should read the prospectus in that registration statement and other
documents the issuer has filed with the SEC for more complete information about
Zion Oil & Gas and its offering. You may get these documents for free by
visiting EDGAR on the SEC website at www.sec.gov. Alternatively, Zion Oil &
Gas or its underwriter will arrange to send you the prospectus if you request
it
by calling toll free 1-888-TX1-ZION (1-888-891-9466). Direct links to the SEC
location, or to the documents in PDF, may be found on the home page of Zion
Oil
& Gas. Inc., at www.zionoil.com.
October
2008
ZION
OIL ISSUES UNITS IN INITIAL CLOSING
OF
FOLLOW-ON OFFERING
SUBSCRIPTIONS
STILL BEING ACCEPTED
Dallas,
Texas and Caesarea, Israel – October 24, 2008 –
Zion Oil & Gas, Inc. (NYSE Alternext US: ZN)
announced that, today, the company issued 350,994 units in the initial closing
of Zion's follow-on offering. Each unit consists of one share of Zion stock
and
one warrant to purchase one share of Zion stock. The units were issued at $10
per unit and the amount raised in this initial closing was
$3,509,940.
Zion
continues to accept subscriptions at $10 per unit and the offering will remain
open until the earlier of: (i) January 9, 2009, (ii) the date on which a total
of 2,500,000 units have been subscribed and accepted, or (iii) such date as
announced by the Company on no less than two trading days' prior notice.
Zion
has
scheduled November 17, 2008 as the cut-off date for the receipt of documents
to
be included in the next interim closing.
As
detailed in its registration statement, Zion is raising funds in order to pursue
its planned multi-well drilling program. Depending on actual amounts raised,
Zion intends to carry out the following work program: drill Zion's second well,
on Zion's Joseph License, to the Triassic Formation (down to a depth of 15,400
feet) and / or to the Permian Formation (down to a depth of 18,040 feet), drill
a test well on Zion's Asher-Menashe License to the Triassic Formation and,
if
appropriate, the Permian Formation and prepare for the drilling of an additional
well on either its Joseph or Asher-Menashe License.
Zion's
common stock trades on the NYSE Alternext US under the symbol ZN
and
Zion's units will trade under the symbol ZN.U
Before
you invest, for more complete information about Zion Oil & Gas and its
offering, you should read Zion’s registration statement (including a prospectus)
together with the other documents Zion has filed with the SEC. You may get
these
documents for free by visiting EDGAR on the SEC website at www.sec.gov.
Alternatively, Zion Oil & Gas or its underwriter, Brockington Securities,
Inc, will arrange to send you the prospectus if you request it by calling toll
free 1-888-TX1-ZION (1-888-891-9466). Direct links to the SEC location, or
to
the documents in PDF, may be found on the home page of Zion Oil & Gas, at
www.zionoil.com.
Zion
Oil
& Gas, Inc., a Delaware corporation, explores for oil and gas in Israel in
areas located onshore between Tel-Aviv and Haifa. It currently holds two
petroleum exploration licenses, the Joseph and Asher-Menashe Licenses, between
Netanya on the south and Haifa on the north, covering a total of approximately
162,000 acres.
FORWARD
LOOKING STATEMENTS: Statements in this press release that are not historical
fact, including statements regarding the future effectiveness of Zion’s
registration statement, matters regarding the offering and closings thereof,
Zion's planned operations, potential results thereof and plans contingent
thereon, including selection of potential drilling targets and locations, are
forward-looking statements as defined in the “Safe Harbor” provisions of the
Private Securities Litigation Reform Act of 1995. These forward looking
statements are based on assumptions that are subject to significant known and
unknown risks, uncertainties and other unpredictable factors, many of which
are
described in Zion’s periodic reports filed with the SEC and are beyond Zion’s
control. These risks could cause Zion’s actual performance to differ materially
from the results predicted by these forward-looking statements. Zion can give
no
assurance that the expectations reflected in these statements will prove to
be
correct and assumes no responsibility to update these statements.
Zion’s
homepage may be found at: www.zionoil.com
Contact:
Brittany
Russell
Zion
Oil
& Gas, Inc.
6510
Abrams Rd., Suite 300
Dallas,
TX 75231
(1)
214-221-4610
Email:
dallas@zionoil.com