Unassociated Document
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Form
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of
The
Securities Exchange Act of 1934
July 14,
2010
Date
of Report (Date of earliest event reported)
Zion Oil
& Gas, Inc.
(Exact
name of registrant as specified in its charter)
Delaware
(State
or other jurisdiction of incorporation)
001-33228
(Commission
File Number)
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20-0065053
(IRS
Employer Identification No.)
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6510
Abrams Road, Suite 300, Dallas, TX 75231
(Address
of Principal Executive Offices)
Registrant's
telephone number, including area code: 214-221-4610
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
[ ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
[ ]
Pre-commencement communications pursuant to 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
Item 8.01 Other
Events.
In
connection with the previously announced rights offering by Zion Oil & Gas,
Inc. (the “Company”) of non-transferable subscription rights to the holders of
the Company’s common stock, par value $0.01 per share (“Common Stock”) on May 6,
2010, to purchase 10 million shares of Common Stock, the Company is filing
the item included as an exhibit to this current report on Form 8–K
for the purpose of incorporating such item as an exhibit in the Company’s
Registration Statement on Form S–3 (File No. 333-164563) declared effective
on April 16, 2010. The Company filed a Base Prospectus dated April
16, 2010. The Company distributed the subscription rights on or about
May 13, 2010 pursuant to the terms of a Prospectus Supplement, dated April 28,
2010.
Item 9.01 Financial
Statements and Exhibits.
5.1 Opinion
of Aboudi & Brounstein regarding the validity of the subscription rights and
common stock being offered.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereto
duly authorized.
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Zion
Oil and Gas, Inc.
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By:
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/s/ Richard
J. Rinberg |
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Richard
J. Rinberg
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Chief
Executive Officer
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