Filed
pursuant to Rule 433
Registration
Statement No. 333-160871
Zion Oil
& Gas Newsletter
November
13, 2009
~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~
Dear
Shareholder and/or Friend of Zion...
This past
week we commemorated Veterans
Day (known, outside the U.S., as Armistice Day or Remembrance Day) and also
learned of the tragic massacre at Fort Hood in Texas. Our thoughts and prayers
are with all the families who lost loved ones and we honor all those who died
defending freedom.
On a much
happier note, this week, in Dallas, Zion member of staff Kim Kaylor gave birth
to a baby boy, named Gavin. Congratulations to Kim, Van, baby Gavin, and all the
family.
With
regard to business matters, here is this week's operations update.
The Ma'anit-Rehoboth #2
Well
In
previous weeks, I have summarized the situation regarding this
well.
We
drilled the Ma'anit-Rehoboth #2 well to a depth of 17,913 feet (5,460 meters)
and soon intend to carry out completion operations on the seven zones that
warrant completion testing.
Four of
the zones are in the upper (Triassic) part of the hole (and were seen in the
Ma'anit #1 well) and three of the zones are in the deeper hole (drilled in the
Ma'anit-Rehoboth #2 well).
The 2,000 horsepower drilling rig at
the Elijah #3 location.
Zion's Chief
Financial Officer, Sandra Green, at the Elijah #3 location.
The
view from the Drilling Rig towards the Carmel Mountains.
Drilling Operations on the
Elijah #3 Well
The
photographs above were taken on Wednesday, November 11, 2009.
Drilling
operations are proceeding 'according to schedule' and there is nothing adverse
to report.
This past
week we carried out a 'cement
job'. A 'string' (a number of joints that have been screwed together) of
thin-walled, steel pipe, known as 'casing', was run into the well. The casing
has an outer diameter of at least 2 inches (5 centimeters) less than the
wellbore diameter. The casing string is cemented to the sides of the well, so as
to stabilize the well and protect the fresh water aquifers.
We cased
the well from the surface down to 3,461 feet (1,055 meters) and then waited for
the cement to set. We then cut the casing off at the well head and used further
cement in order to stabilize the casing at the surface.
The BOP
(Blow Out Preventer) is presently being connected so that we can continue to
drill deeper.
As of
today, Friday, November 13, 2009, we have drilled to a depth of approximately
3,468 feet (1,057 meters) and are 'right on schedule'.
Rights
Offering
Our
rights offering began last month and you should have received your package (or
email) containing the documentation.
If your
stock is held by you in certificate form and you haven't received any package or
email from us, please contact us at the number shown below.
If your
stock is held in a brokerage account, you should have received electronic
notification. If you haven't, please contact your broker for help.
In the
rights offering, a maximum of 3.6 million shares of common stock are being
offered at $5.00 for each share of stock. Should the rights offering be fully
subscribed, Zion will receive gross proceeds of $18 million.
Under the
rights offering, stockholders have the right to purchase twenty three (23)
shares of stock for every one hundred (100) shares of common stock owned on the
record date. This is identical to 0.23 subscription rights for each
share of common stock owned on the record date.
If you
were among the many hundreds of our stockholders who did not receive as many
$5.00 shares as you subscribed for in the earlier rights offering, this is your
'second chance' opportunity. This offer is open to everyone who was a
stockholder of record on October 19, 2009.
The
scheduled termination date for the rights offering is November 30, 2009 but we
may elect to terminate the offering prior to the scheduled expiration date by
giving two business days notice. Please note that Zion may also elect to extend
the rights offering beyond November 30, 2009.
We have
posted on the Investor Center section of the Zion website some Frequently Asked
Questions (and answers). Please click here to visit
the Investor Center.
Wall
Street
NASDAQ
and Oppenheimer & Co. have invited Zion Oil & Gas to make a presentation
at their upcoming 14th Annual Israeli Equities Conference, to be held in New
York City, during February 2010.
NASDAQ
has been working with Israeli companies, as well as companies like Zion Oil
& Gas that are not Israeli but that have significant Israel based
operations, for the past 30 years. Oppenheimer & Co. is a major provider of
U.S. brokerage and investment banking service to the Israeli market. In 2009,
Oppenheimer was a leading market maker in Israeli equities traded in the
U.S.
The
Annual Israeli Equities Conference (which is 'by invitation only') will
bring together over twenty of Israel's leading companies, representing a variety
of industries. The Conference will give us a great opportunity to present Zion
Oil & Gas to the Wall Street investment community.
"In your good pleasure, make Zion
prosper..."
Psalm
51:18
Thank you
for your support of Zion and Shalom from Israel
Richard
Rinberg
CEO of
Zion Oil & Gas, Inc.
www.zionoil.com
FORWARD LOOKING STATEMENTS: Statements
in this communication that are not historical fact, including statements
regarding Zion's planned operations, geophysical and geological data and
interpretation, anticipated attributes of geological strata being drilled,
drilling efforts and locations, the presence or recoverability of hydrocarbons,
timing and potential results thereof and plans contingent thereon and rights
offering 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.
NOTICE: 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 will send you the
prospectus if you request it by calling toll free 1-888-TX1-ZION
(1-888-891-9466).
Contact
Information
~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~
More
information about Zion is available at www.zionoil.com or by contacting Michael
Williams at Zion Oil & Gas, Inc.,
6510
Abrams Rd., Suite 300, Dallas, TX 75231; telephone 1-214-221-4610; email: mailto:dallas@zionoil.com