A unit is different from a share of stock. Each unit equals one (1) share of common stock plus one (1) warrant to purchase one share of common stock at $7 per share through January 31, 2012.

A warrant is an option or right, but not an obligation, to buy an additional share of stock at a set price for a set period of time. In this instance, you will have the option to buy an additional share of stock at $7 per share until January 31, 2012. That $7 price remains fixed, no matter what the price of Zion stock in the stock market.

An exercise price is the price you pay for stock that you have the option to purchase under the warrant, if you decide to purchase that stock. In this instance, the exercise price is $7 per share.

The warrants cannot be exercised until the 31st day after the offering terminates.

These warrants expire on January 31, 2012. After that date, the warrants have no value and cannot be used to purchase stock.

The warrants will become exercisable on the 31st day after the offering terminates. You can then 'exercise them' (purchase your stock) anytime between that date and the expiration date of January 31, 2012.

The stock cannot be traded until the 31^st day after the offering terminates. At that time, you can trade your stock on the American Stock Exchange.

The warrants cannot be traded until the 31^st day after the offering terminates. At that time, you can trade your warrants on the American Stock Exchange.

The unit will automatically split apart on the 31^st day after the offering terminates. Before that date (but after initial closing), the units can be traded on the American Stock Exchange. After that date, both the shares of stock and the warrants will trade separately.

The offering began on the 'effective date', which was May 14, 2008.

We have until August 12, 2008 (extendable until October 11, 2008) to receive a total of $3,250,000 in subscriptions. If that minimum is not met by that date, all funds received will be returned with interest.

Yes, but each purchase will require a separate subscription on our subscription agreement form.

We will divide the dollar amount of your check by $10.00 per unit to arrive at a whole number of units. If there is any non-trivial amount of money left over, then we will send you a check for the difference, once the offering terminates.

A subscription is your offer to purchase a certain number of units from us, as set out in the Subscription Form at the back of the Prospectus. A completed subscription includes a check from you for the amount of the purchase, at $10.00 per unit.

Once the minimum has been met, we will continue to accept additional subscriptions up to a maximum of $25,000,000, or until some date as agreed between us and our underwriter, but not later than January 9, 2009, when we will have a 'final' closing.

The offering will end on the 'termination date', 180 days after the effective date, extendable by the Company for up to 60 additional days. Therefore, the offering could end on November 10, 2008, or even earlier if the maximum funds are raised before then or we decide to end it earlier, but could be extended until January 9, 2009.

When you send in your subscription agreement and payment, your funds are deposited directly into an interest bearing savings account at Sterling Trust Company together with the subscriptions of all the other investors. Zion does not have access to the funds until the minimum in the offering has been reached. If the minimum is not reached by October 11, 2008, your money will be returned with interest. Once the minimum has been reached, we will schedule the 'initial' closing and the funds will be transferred to Zion and your units will be issued. After the 'initial' closing, until the offering closes, we may have periodic closings.

Any subscription to purchase units may be withdrawn or revoked, without obligation or commitment of any kind, at any time prior to your receipt of notice of its acceptance by Zion.

Shortly after each closing, a certificate evidencing your units will be delivered to you, or deposited into your brokerage account, based on your instructions on the subscription agreement form. The timing of the 'initial' closing and subsequent closings is flexible and will be determined by us and the underwriter based on a number of factors. The 'initial' closing will take place on a date set by us and our underwriter following our reaching the minimum offering amount; 'initial closing' cannot be later than October 11, 2008.

After the initial closing, the units will trade under the symbol ZN.U.

Once the units split apart on the 31^st day after the termination of the offering, the warrants will trade under the symbol ZN.WS

When you purchase on the exchange, the money you spend goes directly to the person selling you the stock through the exchange. When you purchase from the company, the money goes to Zion for the uses set out in the Prospectus. Also, when you purchase from the company, we pay the brokerage commission. When you purchase on the exchange, you pay the brokerage commission. When you purchase from the company, your price is $10.00 per unit, regardless of the market price.

In order for us to comply with the securities laws of each state, the units have to be sold by a registered or licensed broker in that state, who is entitled to a fee for his services. If we did not use an already licensed and registered brokerage firm, we would have had to hire licensed brokers and establish a subsidiary firm and then go through the process of licensing and registering state by state. This would take considerable time and money.

There is no way around our agreement with them. Their percentage complies with the rules set by the regulatory bodies and is fair and reasonable for our type and size of offering.

Some of the offering expenses are set out in the underwriting agreement. Others were our best estimates of the amounts that we would incur in connection with the offering.

After we have a closing, we will announce how much money has been raised. Otherwise, we cannot give out details of how much has been raised.

Complete the two-page subscription form. If you haven't retained your copy, you can print the form from this link: www.zionoil.com/subform.pdf. Fill out the form with your personal information. Attach a check made payable to "Sterling Trust Company, Escrow Agent FBO Zion Oil Subscribers" and send it to Brockington Securities at the address at the back of the form. Payment by wire transfer is also acceptable.

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