This announcement is being made in compliance with NASDAQ Marketplace Rule 5250(b)(2), which requires separate disclosure of an audit opinion that contains a going concern qualification. This announcement does not represent any changes or amendment to the Zion’s 2009 financial statements or to the Form 10-K which was filed with the Securities and Exchange Commission on March 16, 2010.

Upon release of the 2009 annual results, Zion’s Chief Executive Officer, Richard J. Rinberg, commented: “During 2009, Zion’s staff were successful in significantly moving Zion’s business forward. We completed three offerings, comprised of a follow-on offering and two rights offerings, raising total gross proceeds in excess of $45 million. We were awarded a preliminary petroleum exploration permit (the Issachar-Zebulun permit) on approximately 165,000 acres onshore Israel. We drilled the Ma’anit-Rehoboth #2 well to a depth of 17,913 feet (5,460 meters) and recovered a small quantity of crude oil. We also drilled the Elijah #3 well to a depth of approximately 10,938 feet (3,334 meters). In September, we switched the listing of ZN common stock and common stock purchase warrants from the NYSE Amex to the NASDAQ Global Market.”

For additional information regarding the 2009 results, please refer to the Company’s latest Form 10-K which is available on the SEC’s website www.sec.gov and at Zion’s website www.zionoil.com.

Zion Oil & Gas, a Delaware corporation, explores for oil and gas in Israel in areas located on-shore between Haifa and Tel Aviv. It currently holds two petroleum exploration licenses, the Joseph and the Asher-Menashe Licenses, between Netanya, in the south, and Haifa, in the north, covering a total of approximately 162,000 acres and the Issachar-Zebulun Permit Area, adjacent to and to the east of Zion’s Asher-Menashe license area, covering approximately 165,000 acres. Zion’s total petroleum exploration rights area is approximately 327,000 acres.

The Company’s financial statement information is summarized below:

(US$ In thousands, except for per share income)

FORWARD LOOKING STATEMENTS: Statements in this press release that are not historical fact, including statements regarding Zion’s operations and 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 sufficiency of cash reserves 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 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 home page may be found at: www.zionoil.com

Contact:

Zion Oil & Gas, Inc.
6510 Abrams Rd., Suite 300
Dallas, TX 75231

Mike Williams, tel: 214-221-4610
Email:

Richard Rinberg, Zion’s Chief Executive Officer, and Bill Ottaviani, Zion’s President and Chief Operating Officer, presented to investment professionals attending the ‘by invitation only’ event. Amongst others, conference attendees included representatives from Bank of America, Morgan Stanley and Credit Suisse. A link to the presentation, an audio webcast with slides, has been posted on Zion’s homepage and can be accessed by visiting www.zionoil.com.

Zion’s common stock trades on the NASDAQ Global Market under the symbol “ZN” and Zion’s warrants trade under the symbol “ZNWAW”.

Zion Oil & Gas, a Delaware corporation, explores for oil and gas in Israel in areas located on-shore between Haifa and Tel Aviv. It currently holds two petroleum exploration licenses, the Joseph and the Asher-Menashe Licenses, between Netanya, in the south, and Haifa, in the north, covering a total of approximately 162,000 acres and the Issachar-Zebulun Permit Area, adjacent to and to the east of Zion’s Asher-Menashe license area, covering approximately 165,000 acres. Zion’s total petroleum exploration rights area is approximately 327,000 acres.

Zion’s homepage may be found at: www.zionoil.com

Contact:
Zion Oil & Gas, Inc.
Mike Williams, 214-221-4610

Richard Rinberg, Zion’s Chief Executive Officer, and Bill Ottaviani, Zion’s President and Chief Operating Officer, are scheduled to present at the conference at 3:05 p.m. EST on February 23, 2010. A copy of the presentation will be made available on Zion’s website after that date.

Zion’s common stock trades on the NASDAQ Global Market under the symbol “ZN” and Zion’s warrants trade under the symbol “ZNWAW”.

Zion Oil & Gas, a Delaware corporation, explores for oil and gas in Israel in areas located on-shore between Haifa and Tel Aviv. It currently holds two petroleum exploration licenses, the Joseph and the Asher-Menashe Licenses, between Netanya, in the south, and Haifa, in the north, covering a total of approximately 162,000 acres and the Issachar-Zebulun Permit Area, adjacent to and to the east of Zion’s Asher-Menashe license area, covering approximately 165,000 acres. Zion’s total petroleum exploration rights area is approximately 327,000 acres.

Zion’s homepage may be found at: www.zionoil.com

Contact:
Zion Oil & Gas, Inc.
Mike Williams, 214-221-4610

Zion drilled the Ma’anit-Rehoboth #2 well to a depth of 17,913 feet (5,460 meters). The well penetrated a number of geologic formations that have been preliminarily deemed to have hydrocarbon potential and a small quantity of crude oil has been recovered and analyzed.

Zion completed drilling the Ma’anit-Rehoboth #2 well in September 2009 and decided, based on the best information then available, to move its drilling rig to begin drilling its Elijah #3 well. Zion’s intention was to attempt to test and complete the Ma’anit-Rehoboth #2 well with a small workover rig. In December 2009, as planned, the Company brought in a small workover rig to conduct swabbing operations on the Ma’anit-Rehoboth #2 well.

Due in part to personnel transitions and a shortage of adequate equipment in Israel to conduct satisfactory completion operations on the Ma’anit-Rehoboth #2 well, the Company was not planning to resume testing operations on the Ma’anit-Rehoboth #2 well until sometime in March or April of 2010.

However, given previously reported operational challenges on the Elijah #3 well, Bill Ottaviani, Zion’s newly appointed President and Chief Operating Officer, decided that a temporary suspension of operations at the Elijah #3 was a prudent course of action in order to expedite production testing at the Ma’anit-Rehoboth #2 well.

Mr. Ottaviani commented, “Following the drilling of our Ma’anit-Rehoboth #2 well, we have continued to observe evidence of reservoir pressure and the presence of hydrocarbons at the surface. Our geologists have identified several potential hydrocarbon-bearing intervals from the diagnostic data acquired when the Ma’anit-Rehoboth #2 well was drilled. We are currently fine-tuning our plans for production testing these intervals and are looking forward to resuming operations at the Ma’anit-Rehoboth #2 well. As we have stated in the past, we are unsure as to whether we have made a discovery of any hydrocarbon reservoir or, if such a reservoir exists, whether it would be commercially viable. ”

Zion’s Chief Executive Officer, Richard Rinberg, said today that, “We have every expectation to resume activity on the Elijah #3 well in the not-too-distant future, once we conclude on the best course of action for this well. Based on our current geologic assessment, we remain excited about the hydrocarbon potential in this license area and look forward to ‘making hole’ once again at this location. While we temporarily step back from one well to reconfigure our next steps, we are quickly ramping-up activity at another, as we continue to implement our multi-well strategy.”

Zion’s common stock trades on the NASDAQ Global Market under the symbol “ZN” and Zion’s warrants trade under the symbol “ZNWAW”.

Zion Oil & Gas, a Delaware corporation, explores for oil and gas in Israel in areas located on-shore between Haifa and Tel Aviv. It currently holds two petroleum exploration licenses, the Joseph and the Asher-Menashe Licenses, between Netanya, in the south, and Haifa, in the north, covering a total of approximately 162,000 acres and the Issachar-Zebulun Permit Area, adjacent to and to the east of Zion’s Asher-Menashe license area, covering approximately 165,000 acres. Zion’s total petroleum exploration rights area is approximately 327,000 acres.

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 sufficiency of cash reserves 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:
Zion Oil & Gas, Inc.
Mike Williams, 214-221-4610

William (Bill) Ottaviani, a Petroleum Engineer, has spent 25 years (1982 to 2007) working for Chevron Corporation in various countries, including Angola, Indonesia and the USA, and two years (2007-2009) as Chief Operating Officer of Rex Energy. He earned a Masters in Business Administration from California State University and a Bachelor of Science degree (with High Distinction) in Petroleum and Natural Gas Engineering from Pennsylvania State University.

During his career, Mr. Ottaviani was awarded multiple Chevron and US Department of Energy Recognition Awards for performance achievements. When working for Chevron’s subsidiary, Caltex Pacific Indonesia, Bill was awarded the company’s highest recognition, earning the President’s Award for his work in successfully negotiating a $1.5 Billion gas contract. He is a member of the Society of Petroleum Engineers.

Zion’s Chief Executive Officer, Richard Rinberg, said today that, “Bill Ottaviani joins Zion with a proven industry track record and will greatly strengthen our managerial and operational competence. Bill is a first class oil and gas professional who has the experience, the ability and the specific skill-set to provide Zion with fundamental operational and technical direction, help us to implement our multi-well strategy and achieve success with our operations.”

Zion’s common stock trades on the NASDAQ Global Market under the symbol “ZN” and Zion’s warrants trade under the symbol “ZNWAW”.

Zion Oil & Gas, a Delaware corporation, explores for oil and gas in Israel in areas located on-shore between Haifa and Tel Aviv. It currently holds two petroleum exploration licenses, the Joseph and the Asher-Menashe Licenses, between Netanya, in the south, and Haifa, in the north, covering a total of approximately 162,000 acres and the Issachar-Zebulun Permit Area, adjacent to and to the east of Zion’s Asher-Menashe license area, covering approximately 165,000 acres. Zion’s total petroleum exploration rights area is approximately 327,000 acres.

FORWARD LOOKING STATEMENTS: Statements in this communication that are not historical fact, including statements regarding Zion’s planned operations, drilling efforts and locations, the presence or recoverability of hydrocarbons, timing and potential results thereof and plans contingent thereon and sufficiency of cash reserves 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:
Zion Oil & Gas, Inc.
Brittany Russell, 214-221-4610

The total available subscription of 3.6 million shares, for gross proceeds of $18 million, will be accepted by Zion and amounts for the unfilled oversubscriptions will be refunded as soon as possible. As detailed in the prospectus, oversubscription rights will be allocated pro rata in accordance with the number of basic subscriptions rights exercised.

Zion’s Chief Executive Officer, Richard Rinberg, said today, “I am pleased to announce the successful conclusion of our rights offering. The significant oversubscription is very gratifying and shows the high level of interest in our oil and gas exploration work in Israel. The $18 Million proceeds will provide us with financial and operating flexibility and will enable us to significantly further our exploration and drilling program.”

Under the completed rights offering, holders of record of Zion’s common stock, as of the close of business on October 19, 2009, were given non-transferable subscription rights to purchase up to 3.6 million shares of common stock at a subscription price of $5.00 per share.

Zion is currently drilling its Elijah #3 well and drilling has reached a depth of approximately 5,250 feet (1,600 meters). Next week, Zion plans to carry out completion testing on its Ma’anit-Rehoboth #2 well that was drilled to a depth of 17,913 feet (5,460 meters).

For updates on the drilling activity please visit Zion’s website “www.zionoil.com”.

Zion Oil & Gas, a Delaware corporation, explores for oil and gas in Israel in areas located on-shore between Haifa and Tel Aviv. It currently holds two petroleum exploration licenses, the Joseph and the Asher-Menashe Licenses, between Netanya in the south and Haifa in the north, covering a total of approximately 162,000 acres and the Issachar-Zebulun Permit Area, adjacent to and to the east of Zion’s Asher-Menashe license area, covering approximately 165,000 acres. Zion’s total petroleum exploration rights area is approximately 327,000 acres.

Zion’s common stock trades on the NASDAQ Global Market exchange under the symbol “ZN” and Zion’s warrants trade under the symbol “ZNWAW”.

FORWARD LOOKING STATEMENTS: Statements in this press release that are not historical fact, including statements regarding Zion’s operations and planned operations 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 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.

Contact:
Brittany Russell
Zion Oil & Gas, Inc.
6510 Abrams Rd., Suite 300
Dallas, TX 75231
(1) 214-221-4610
Email:

Zion’s Chief Executive Officer, Richard Rinberg, commented: “During the third quarter, Zion drilled the Ma’anit-Rehoboth #2 well to a depth of 17,913 feet (5,460 meters) and we intend to carry out completion operations soon, on the seven zones that warrant completion testing, using a suitable workover rig. Having successfully drilled Zion’s Ma’anit-Rehoboth #2 well, in early October, we moved the 2,000 horsepower drilling rig to a new location further north in Israel, to begin drilling our Elijah #3 well. Drilling operations on the Elijah #3 well are underway; we have already drilled and cased the Elijah #3 well to approximately 3,461 feet (1,055 meters) and are currently drilling at 3,763 feet (1,147 meters).”

We are currently drilling our Ma’anit-Rehoboth #2 well and, to date, the drilling has reached a depth of approximately 17,470 feet. The planned final target for this well is approximately 18,040 feet. In addition, we have commenced preparatory work at the site of our planned next well, the Elijah #3 (on our Asher-Menashe license area).

For updates on the drilling activity please visit Zion’s website at: www.zionoil.com

Zion Oil & Gas, a Delaware corporation, explores for oil and gas in Israel in areas located on-shore between Haifa and Tel Aviv. It currently holds two petroleum exploration licenses, the Joseph and the Asher-Menashe Licenses, between Netanya, in the south, and Haifa, in the north, covering a total of approximately 162,000 acres and the Issachar-Zebulun Permit Area, adjacent to and to the east of Zion’s Asher-Menashe license area, covering approximately 165,000 acres. Zion’s total petroleum exploration rights area is approximately 327,000 acres.

The Company’s financial statement information is summarized below:

(In thousands, except for per share income)

FORWARD LOOKING STATEMENTS: Statements in this press release that are not historical fact, including statements regarding Zion’s operations and planned operations 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 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.

Contact:

Zion Oil & Gas, Inc.
6510 Abrams Rd., Suite 300
Dallas, TX 75231
Brittany Russell – tel: 214-221-4610
Email:

Ilan Sheena C.P.A. (Isr.) is an accounting professional with broad local and international experience. He has a degree in Accounting and Economics from Tel Aviv University. After qualifying as a C.P.A. and working for three years with KPMG Somekh Chaikin in Israel, he spent four years at Alcatel in Sydney, Australia. Returning to Israel, he joined a high-tech start-up that, with his help, subsequently held an IPO and listed on Nasdaq. He then joined Bezeq International as the Financial Controller and Finance Manager and, after that, Verint Systems, a subsidiary of the Comverse group. He then joined a venture capital fund (with investors such as JP Morgan, Siemens, EDF, AXA, Schlumberger) and dealt with over eighteen start-up companies.

In addition, effective October 28, 2009, Andrew (Drew) Louis, a licensed attorney and Zion’s current Vice President of Administration, has been appointed as Zion’s Company Secretary and Company Treasurer.

Zion’s Chief Executive Officer, Richard Rinberg, said today that, “The appointments of Andrew (Drew) Louis as Zion’s Secretary and Treasurer, based in the Company’s Dallas office and Ilan Sheena as Vice President of Finance in Zion’s Caesarea office, greatly strengthen our team. Zion has a first class team of professionals who have both the experience and the ability to ensure that Zion’s administration is always in very good order.”

Zion’s common stock trades on the NASDAQ Global Market under the symbol “ZN” and Zion’s warrants trade under the symbol “ZNWAW”.

Zion Oil & Gas, a Delaware corporation, explores for oil and gas in Israel in areas located on-shore between Haifa and Tel Aviv. It currently holds two petroleum exploration licenses, the Joseph and the Asher-Menashe Licenses, between Netanya, in the south, and Haifa, in the north, covering a total of approximately 162,000 acres and the Issachar-Zebulun Permit Area, adjacent to and to the east of Zion’s Asher-Menashe license area, covering approximately 165,000 acres. Zion’s total petroleum exploration rights area is approximately 327,000 acres.

Zion’s homepage may be found at: www.zionoil.com

Contact:
Zion Oil & Gas, Inc.
Brittany Russell, 214-221-4610

Utilizing the 2,000 horsepower drilling rig used to drill Zion’s Ma’anit-Rehoboth #2 well, Zion has commenced drilling its Elijah #3 well toward the Triassic geological formation, which is expected below approximately 10,000 feet (3,048 meters). Zion then plans to continue drilling to the Permian geological formation, down to a total depth below 17,000 feet (5,182 meters).

The rig will operate on a 24 hour basis utilizing two drilling crews on 12 hour shifts. Samples will be collected, continuously analyzed for hydrocarbon content and stored.

For updates on the drilling activity, please visit Zion’s website: “www.zionoil.com”.

Zion’s Chief Executive Officer, Richard Rinberg, said today, “We are excited to announce the next step in our planned multi-well drilling program. On Sunday October 18, 2009 we commenced drilling our Elijah #3 well on our Asher-Menashe license and expect that operations will last approximately six months.

On October 2, 2009, after fixing a wellhead in place, we temporarily suspended drilling activities on our Ma’anit-Rehoboth #2 well, drilled by us to a depth of 17,913 feet (5,460 meters), until a smaller rig becomes available for completion operations on the seven zones that warrant completion testing. We expect that the completion rig will be available in December 2009.”

Zion’s common stock trades on the NASDAQ Global Market under the symbol “ZN” and Zion’s warrants trade under the symbol “ZNWAW”.

Zion Oil & Gas, a Delaware corporation, explores for oil and gas in Israel in areas located on-shore between Haifa and Tel Aviv. It currently holds two petroleum exploration licenses, the Joseph and the Asher-Menashe Licenses, between Netanya, in the south, and Haifa, in the north, covering a total of approximately 162,000 acres and the Issachar-Zebulun Permit Area, adjacent to and to the east of Zion’s Asher-Menashe license area, covering approximately 165,000 acres. Zion’s total petroleum exploration rights area is approximately 327,000 acres.

FORWARD LOOKING STATEMENTS: Statements in this press release that are not historical fact, including statements regarding Zion’s planned operations, drilling efforts and potential results thereof and plans contingent thereon, 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:
Zion Oil & Gas, Inc.
Brittany Russell, 214-221-4610

Zion’s Chief Executive Officer, Richard Rinberg, said today, “We are honored to participate in the NASDAQ opening bell ceremony. We believe that listing on NASDAQ will expand our exposure to the U.S. investment community and further enhance shareholder value.”

Zion’s securities will commence trading on NASDAQ Global Market on September 2, 2009. Zion’s common stock will continue to trade under the symbol ‘ZN’ and Zion’s warrants will trade under the symbol ‘ZNWAW’.

The opening bell ceremony will take place beginning at 9:20 a.m. Eastern Time at the NASDAQ MarketSite in New York’s Times Square and will be broadcast live on the seven-story NASDAQ tower.

Webcast:

A live webcast of the opening bell ceremony will be available at:

www.zionoil.com

and at

http://www.nasdaq.com/about/marketsitetowervideo.asx

Photos:

For hi-resolution photographs of the market open, please go to

www.nasdaq.com/reference/marketsite_events.stm

and click on the Zion Oil & Gas market open option.

Zion Oil & Gas, a Delaware corporation, explores for oil and gas in Israel in areas located on-shore between Haifa and Tel Aviv. It currently holds two petroleum exploration licenses, the Joseph and the Asher-Menashe Licenses, between Netanya, in the south, and Haifa, in the north, covering a total of approximately 162,000 acres and the Issachar-Zebulun Permit Area, adjacent to and to the east of Zion’s Asher-Menashe license area, covering approximately 165,000 acres. Zion’s total petroleum exploration rights area is approximately 327,000 acres.

Zion’s homepage may be found at: www.zionoil.com

Contact:

Zion Oil & Gas, Inc.
Brittany Russell, 214-221-4610