Filed
pursuant to Rule 433
Registration
Statement No. 333-160871
Zion Oil
& Gas Newsletter
October
16, 2009
~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~
Dear
Shareholder and/or Friend of Zion...
Here is
an update of our progress during the past week.
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Operations on the
Ma'anit-Rehoboth #2 Well
As I have
mentioned previously, we drilled the Ma'anit-Rehoboth #2 well to a depth of
17,913 feet (5,460 meters), and on October 2, 2009 released the drilling rig for
use on the Elijah #3 well and temporarily suspended operations on the
Ma'anit-Rehoboth #2 well, until a smaller rig becomes available for completion
operations on the seven zones that warrant completion testing.
However,
before we released the drilling rig we put a 'wellhead' in place, as you can see
in the above photographs.
Last week
I noted that 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.
In the
meantime, we continue to analyze the results of the logging together with the
other scientific data that we collected during the drilling of the well and we
continue to update our scientific database as we prepare our completion and
testing procedures.
We want
to carry out completion operations at the earliest opportunity, but as with the
logging, we have to wait for the correct tools for the job.
In the
1960s the Supremes sang:
"You
can't hurry love, No, you just have to wait."
Fifty
years later, the Zion version is:
"You can't hurry completion
operations, No, you just have to wait."
But
hopefully, not for too long...
In the
meantime, we are moving forward with the...
Preparations at the site of
the Elijah #3 Well
On
Wednesday, October 14, 2009, the mast of Aladdin Middle East's (AME's) 2,000
horsepower rig was raised into a vertical position.
Here are
some of the photographs taken at the site of the Elijah #3 well, on Wednesday,
October 14:
The mast
of the drilling rig in a horizontal position
The view
from behind the drilling rig before the mast was raised
The mast
has been raised and the drilling rig will soon be able to start drilling the
Elijah # 3 well.
'Spudding'
(that is, the start of drilling operations) of the Elijah #3 well is expected
next week and operations are expected to last approximately six
months.
Rights
Offering
Our
registration statement was declared effective on October 9, 2009, so the rights
offering can begin.
The
record date will be October 19,
2009 - everyone recorded in the official records as a stockholder on
October 19th has the right to participate in the rights offering.
The
rights offering will offer a maximum of 3.6 million shares of stock 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. Obviously, this offer is open to everyone who is 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 a copy of the press
release we issued on October 13 and some Frequently Asked Questions
(and answers).
The press
release can also be seen here.
Please
click here to visit the Investor Center: http://www.zionoil.com/investor-center
Television and
Media
DAYSTAR
TV
On
Thursday, October 15, 2009, Zion's Founder and Chairman of the Board, John
Brown, participated in DayStar TV's show, 'Celebration' (with
approximately 216 Million Viewers) live with Marcus and Joni Lamb.
THE JEWISH VOICE TV
SHOW
Earlier
in the week, John Brown was in Phoenix and participated in 'The Jewish Voice' TV show.
John Brown was interviewed by TV host Jonathan Bernis and the show also featured
pre-recorded footage and interviews filmed in Israel at our Ma'anit well site.
The show airs on Daystar, GodTV, God TV Europe, Church Channel, multiple single
market stations and on streamed internet to over 75 million homes. The show is
repeated a few times on each network, so you may be able to watch the show, if
you look out for it.
ZION
WEBSITE
This past
week, we upgraded the Media
Center web page on Zion's website:
http://www.zionoil.com/media-center
You can
watch over twenty five video presentations and TV programs relating to Zion Oil.
I hope you will take the opportunity to view some of the
presentations.
"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, 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 Kim
Kaylor at Zion Oil & Gas, Inc., 6510 Abrams Rd., Suite 300, Dallas, TX
75231; telephone 1-214-221-4610; email: dallas@zionoil.com