SC 13D

                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                  ------------

                                  SCHEDULE 13D
                                 (RULE 13d-101)

         INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-
             1(a) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(a)

                                  AMG OIL LTD.
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                                (Name of Issuer)

                   COMMON STOCK, PAR VALUE $0.00001 PER SHARE
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)

                                    001696 10
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                                 (CUSIP Number)

                                James Berns, Esq.
                                  Berns & Berns
                           1270 Avenue of the Americas
                            New York, New York 10020
                             Tel. No. (212) 332-3320
- --------------------------------------------------------------------------------
                  (Name, Address and Telephone Number of Person
                Authorized to Receive Notices and Communications)

                                November 29, 2005
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             (Date of Event Which Requires Filing of This Statement)

     If the filing person has previously filed a statement on Schedule 13G to
report the acquisition which is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(b)(3) or (4), check the following box. [_]

     Note. Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1 (a) for other parties to whom copies are to
be sent.

                       (Continued on the following pages)
                              (Page 1 of 15 Pages)



- -------------------                                           ------------------
CUSIP NO. 001696 10                    13D                    PAGE 2 OF 15 PAGES
- -------------------                                           ------------------

- --------------------------------------------------------------------------------
1    NAMES OF REPORTING PERSONS
     I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
     (ENTITIES ONLY)

          Robert Pollock

- --------------------------------------------------------------------------------
2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
     ---------------------------------------------------------------------------
     (a) [_]
     ---------------------------------------------------------------------------
     (b) [_]
     ---------------------------------------------------------------------------

     ---------------------------------------------------------------------------

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3    SEC USE ONLY
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4    SOURCE OF FUNDS*
          PF
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5    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM
     2(d) or 2(e) [_]
     ---------------------------------------------------------------------------

     ---------------------------------------------------------------------------

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6    CITIZENSHIP OR PLACE OF ORGANIZATION

               Canada
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                    SOLE VOTING POWER

               7         8,600,000 shares of common stock
               -----------------------------------------------------------------
                    SHARED VOTING POWER

               8         0
  NUMBER OF    -----------------------------------------------------------------
   SHARES           SOLE DISPOSITIVE POWER
BENEFICIALLY
  OWNED BY     9         8,600,000 shares of common stock
    EACH       -----------------------------------------------------------------
  REPORTING         SHARED DISPOSITIVE POWER
   PERSON
    WITH       10        0
- --------------------------------------------------------------------------------

11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

          8,600,000 shares of common stock


                                        2



- --------------------------------------------------------------------------------
12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
     ---------------------------------------------------------------------------

     ---------------------------------------------------------------------------

- --------------------------------------------------------------------------------
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
               51.80%
- --------------------------------------------------------------------------------
14   TYPE OF REPORTING PERSON*
               IN
- --------------------------------------------------------------------------------

ITEM 1. SECURITY AND ISSUER.

     (a)  This Statement on Schedule 13D relates to the Common Stock, par value
          $0.00001 per share (the "Shares"), of AMG Oil Ltd., a Nevada
          corporation (the "Company").

     (b)  The Company's principal executive offices are located at 1470-1050
          Burrard Street, Vancouver, British Columbia, V6Z 2S3 Canada.

ITEM 2. IDENTITY AND BACKGROUND.

     (a)  This Statement on Schedule 13D is being filed by Robert Pollock (the
          "Reporting Person").

     (b)  The Reporting Person's business address is 77 King Street West, Suite
          3110, Royal Trust Tower, Toronto-Dominion Centre, Toronto, Ontario M5K
          1H1 Canada

     (c)  The Reporting Person is Senior Vice President of Quest Capital. Quest
          Capital's principal focus is providing financial services,
          specifically providing loans to small and mid-cap companies. Quest
          Capital is located at 77 King Street West, Suite 3110, Royal Trust
          Tower, Toronto-Dominion Centre, Toronto, Ontario M5K 1H1 Canada.

     (d)  During the last five years, the Reporting Person has not been
          convicted in any criminal proceeding (excluding traffic violations or
          similar misdemeanors) nor during that time has the Reporting Person
          been a party to a civil proceeding of a judicial or administrative
          body of competent jurisdiction which resulted in a judgment, decree or
          final order enjoining the Reporting Person from future violations of,
          or prohibiting or mandating activities subject to, federal, state, or
          Canadian securities laws or any finding of any violation with respect
          to such laws.

     (e)  The Reporting Person is a Canadian citizen.

ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.

     The Reporting Person used his personal funds for the $86,000 purchase price
for the acquisition of 8,600,000 Shares.


                                        3



ITEM 4. PURPOSE OF TRANSACTION.

At the time the Reporting Person acquired 8,600,000 Shares, the Company was a
"shell company," as defined under the SEC's regulations, with nominal assets and
no operations. The Reporting Person intends to have the Company obtain a
business either through purchase, merger, consolidation, or other means, so that
the Company would cease being a shell company. Initially, the Reporting Person
anticipates concentrating his efforts, on behalf of the Company, on locating and
acquiring a business, properties, or other assets, or combination thereof, in
the oil and gas industry, although the Reporting Person may also have the
Company attempt to acquire a business in another area. However, there can be no
assurance the Company will be able to find a suitable business to acquire,
successfully negotiate the terms of any acquisition, or have the assets to
complete any transaction. Because the Company is a shell company with nominal
assets and no operations, it will be necessary for the Company to obtain
financing (i) to pay its ongoing operating expenses (audit fees, rent, etc.) and
(ii) the costs of locating and acquiring another business. There can be no
assurance the Company will be able to raise any funds for any purposes. In the
event the Company is unable to raise sufficient funds, the Company will be
unable to acquire any businesses and may be forced to halt all operations.

     Except as set forth herein, the Reporting Person has no plans or proposals
which would relate to or result in:

     (a)  The acquisition by any person of additional securities of the Company.
          The Reporting Person may sell some or all of his Shares to family
          members, friends, or business associates, at a price of $0.01 per
          Share (the same price Reporting Person paid to acquire the Shares).
          However, the Reporting Person has made no determination as to the
          exact number of Shares he may sell, the timing of such sales, and
          whether these sales will ever be made.

     (b)  Other than Reporting Person's plans to acquire another business
          described above, the Reporting Persons has no specific plans or
          proposals which would relate to or result in an extraordinary
          corporate transaction, such as a merger, reorganization or
          liquidation, involving the Company or any of its subsidiaries;

     (c)  A sale or transfer of a material amount of assets of the Company or
          any of its subsidiaries;

     (d)  Any change in the present board of directors or management of the
          Company, including any plans or proposals to change the number or
          terms of directors or to fill any existing vacancies on the board.
          However, the current members of the board of directors have agreed to
          resign upon a request from Reporting Person to do so.

     (e)  Any material change in the present capitalization or dividend policy
          of the Company;

     (f)  Any other material change in the Company's business or corporate
          structure;

     (g)  Changes in the Company's charter, by-laws or instruments corresponding
          thereto or other actions which may impede the acquisition of control
          of the Company by any person;


                                        4



     (h)  Causing a class of securities of the Company to be delisted from a
          national securities exchange or to cease to be authorized to be quoted
          in an inter-dealer quotation system of a registered national
          securities association;

     (i)  A class of equity securities of the Company becoming eligible for
          termination of registration pursuant to Section 12(g)(4) of the
          Securities Exchange Act of 1934, as amended; or

     (j)  Any action similar to any of those enumerated above.

     The Reporting Person reserves the right from time to time to acquire or
dispose of Shares, or to formulate other purposes, plans or proposals regarding
the Company or securities of the Company held by the Reporting Person to the
extent deemed advisable in light of general investment policies, market
conditions and other factors.

ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.

     (a) As of the date hereof, the Reporting Person may be deemed to
beneficially own 8,600,000 Shares, which represents approximately 51.80% of the
Company's outstanding Shares.

     (b) The Reporting Person has sole voting power to vote or to direct the
vote over 8,600,000 Shares and sole power to dispose or to direct the
disposition over 8,600,000 Shares.

     (c) Other than the acquisition of 8,600,000 Shares for an aggregate
purchase price of $86,000 on November 29, 2005, the Reporting Person has not
engaged in any transactions in the Shares during the past sixty days.

     (d) Not applicable.

     (e) Not applicable.

ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
     SECURITIES OF THE ISSUER.

There are no contracts, arrangements, understandings or relationships (legal or
otherwise) among the Reporting Person and any person with respect to any of the
Company's securities, including but not limited to transfer or voting of any of
the securities, finder's fees, joint ventures, loan or option arrangements, puts
or calls, guarantees of profits, division of profits or loss, or the giving or
withholding of proxies, naming the persons with whom such contracts,
arrangements, understandings or relationships have been entered into.

ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.

a. Agreement of Purchase and Sale of Stock, dated as of November 16, 2005
between Robert Pollock and Trans Orient Petroleum Ltd.


                                        5



                                    SIGNATURE

     After reasonable inquiry and to the best of my knowledge and belief, the
undersigned certifies that the information set forth in this statement is true,
complete and correct.

                                                  December 6, 2005


                                                  /s/ Robert Pollock
                                                  ------------------------------
                                                  Robert Pollock


                                        6



EXHIBITS

1. Agreement of Purchase and Sale of Stock, dated as of November 16, 2005
between Robert Pollock and Trans Orient Petroleum Ltd.


                                        7

EX-1

                     AGREEMENT OF PURCHASE AND SALE OF STOCK

     AGREEMENT, dated this 16th day of November, 2005, between (i) Robert
Pollock, an individual having an address at 94 Garfield Avenue, Toronto, Ontario
M4T 1G1, Canada, ("Purchaser"), and (ii) TRANS-ORIENT PETROLEUM LTD., a Yukon
corporation having an address at 1407-1050 Burrard Street, Vancouver, B.C. V6Z
2S3 Canada ("Seller"), regarding the purchase and sale of 8,600,000 Shares of
common stock ("Shares") of AMG Oil Ltd., a Nevada corporation (the "Company").

                                   WITNESSETH:

     WHEREAS, the Seller is the beneficial owner of a sufficient number of
Shares of the Company so that together with one other (undisclosed) shareholder
on whose behalf the Seller is agent (together with Seller the "Co-Sellers"), the
Seller is able to sell to the Purchaser hereunder a total of 8,600,000 Shares;

     WHEREAS, the Seller wishes to sell and the Purchaser wishes to purchase
from Seller 8,600,000 Shares of the Company;

     WHEREAS, Seller, because of its ownership of a majority of the Company's
outstanding Shares, controls the Company;

     NOW, THEREFORE, in consideration of the foregoing premises and the mutual
covenants and agreements herein contained, the parties hereto do hereby covenant
and agree as follows:

1. Purchase and Sale of Stock.

(a) Upon the terms and subject to the conditions set forth in this Agreement,
Seller will sell, transfer, convey, assign and deliver to Purchaser, and
Purchaser will purchase, 8,600,000 Shares of the Company at US$0.01 per Share;

(b) At the Closing, Seller shall deliver to Purchaser 8,600,000 Shares
registered in his name; and

(c) Purchase Price. In consideration of the sale, transfer, conveyance,
assignment and delivery of the Shares to Purchaser, and in reliance upon the
representations, warranties and covenants made herein by Seller, Purchaser will,
in full payment therefore, pay to Seller's attorney in escrow for payment to
Seller on behalf of Co-Sellers against delivery





of the Share certificates, a total purchase price (the "Purchase Price") of
US$86,000. Seller shall duly allocate and pay any portion of the funds due to
the Co-Sellers.

(d) No Sales of Certain Securities by Company and Seller. From and between the
effective date of this agreement and the Closing, Seller will not (i) permit the
Company to enter into any contracts, understandings or agreements respecting any
aspect of its operations, (ii) permit the Company to amend in any way the
capital structure of the Company, (iii) permit the Company issue or authorize
the issuance of any securities, or instruments convertible or exchangeable into
securities of the Company, and (iv)allow itself or any Co-Seller to offer to
sell or to sell any of the 8,600,000 shares to be sold hereunder to anyone other
than the Purchaser.

2. Closing. Time is of the essence. The closing hereunder (the "Closing") shall
take place at 10:00 A.M., local time, on the 18th day of November, 2005 and
shall be effected by way of exchange of documents and certified check or
attorney's escrow fund check c/o of the Purchaser's attorneys, Berns and Berns
at 1270 Avenue of the Americas, New York, New York 10020 (Attn James Berns) and
c/o the Seller's attorneys, Lang Michener LLP, 1500- 1055 West Georgia Street,
Vancouver, BC, Canada, V6E 4N6 (Attn B. Zinkhofer). The day on which the Closing
actually takes place is herein sometimes referred to as the Closing Date.

3. The Sellers' Obligations; Further Assurances.

(a) Seller and Co-sellers, collectively, are delivering to Purchaser at Closing
stock certificates representing 8,600,000 Shares, registered in the name of
Purchaser;

(b) At any time and from time-to-time at or after the Closing, at Purchaser's
request and without further consideration, Sellers will execute and deliver, or
cause to be executed and delivered, such other instruments of sale, transfer,
conveyance, assignment and confirmation, and will take such action as Purchaser
may reasonably request, in order more effectively to transfer, convey and assign
to Purchaser, and to confirm their title to, the Shares providing however that
nothing herein will obligate the Seller to pay any money or incur any
disbursement to fulfill this commitment and it will be limited in its
obligations to executing documents which have been prepared by and reasonably
requested by Purchaser;

(c) Seller will use reasonable efforts to arrange for the current directors of
the Company to remain as directors of the Company's Board of Directors after the
Closing Date for a period that the Seller deems reasonable. Seller will arrange
for members of the Company's current Board of Directors to each execute a letter
agreeing to resign from the




Company's Board of Directors immediately upon notice from Purchaser requesting
such resignations. The form of such letter is attached as Schedule A to this
agreement.

4. Representations and Warranties by Seller. Seller hereby represents and
warrants to Purchaser as follows and the Purchaser may look solely to the Seller
for the following which the Seller guarantees on behalf of the Co-Sellers:

(a) Organization, Standing and Qualification of the Seller. Seller is a
corporation duly organized, validly existing and in good standing under the laws
of the Yukon, Canada, its jurisdiction of incorporation;

(b) Execution, Delivery and Performance of Agreement; Authority. The Seller has
the full power and authority to enter into this Agreement and to carry out the
transaction contemplated hereby for itself and for the account of its
Co-Sellers, and all proceedings or corporate action required to be taken by
Seller to authorize the execution, delivery and performance of this Agreement
and the consummation of the transaction contemplated hereby have been properly
taken and not revoked by the Seller and the Co-Sellers. This Agreement
constitutes a valid and binding obligation of each of the Seller and is
enforceable against the Seller in accordance with its terms.

(c) Ownership of Shares. The Shares being sold hereunder are beneficially owned
by the Seller and by the Co-Sellers, are free and clear of any liens, claims,
encumbrances or restrictions of any kind except securities law restrictions of
general application including control party restrictions. At the Closing, Seller
will on its own behalf and on behalf of Co-Sellers convey to Purchaser good
title to the Shares, free and clear of any liens, claims, encumbrances or
restrictions of any kind (except those of general application relating to
securities laws' control party restrictions).

(d) Outstanding Securities. Seller represents that at November 15th, 2005 the
Company has 16.6 million Shares outstanding, and there are no stock options and
warrants to issue further Shares and that there are no other securities,
instruments, or other obligations outstanding that could result in the issuance
of additional Shares.

(e) Future Activities of Company. Seller acknowledges that although Purchaser
has represented that he intends to use his best efforts to cause the Company to
attempt to acquire either an operating business or assets, there can be no
assurance that the Purchaser will be able to do so. Seller acknowledges that the
Company may be unable to identify, negotiate, and, ultimately, acquire any
operating business or assets. In such an event, Seller acknowledges that all
Shares it owns will continue to have little or no value. Seller specifically
understands, warrants, and represents to Purchaser, intending that Purchaser
rely thereon, that it is not, and is not now, relying upon any written or oral



statements or representations regarding any matter, including estimates and
projections with respect to the future operations, growth, plans and performance
of the Company, made by or on behalf of Purchaser in determining whether to sell
Shares to Purchaser;

(f) Speculative Investment. Seller acknowledges for itself and for the
Co-Sellers that after the sale of its Shares to Purchaser, the remaining Shares
owned by the Seller and Co-Sellers will continue to be a speculative investment
which involve a substantial degree of risk with no assurance of any income from
such investment and the possibility that the Shares may become worthless. The
Seller and Co-Sellers are therefore prepared for the total loss of their
remaining investment in the Company;

5. Representations and Warranties by Purchaser. Purchaser hereby represents and
warrants to the Company as follows:

(a) Standing. Purchaser has full power and authority to enter into this
Agreement and to carry out the transactions contemplated hereby.

(b) Future Activities of Company. Purchaser represents that after the Closing it
will use its best efforts to have the Company attempt to acquire either an
operating business or assets. However, Purchaser has not represented, promised,
or guaranteed that he will be able to identify, negotiate the acquisition of a
business or assets, and, ultimately, consummate any transaction.

(c) Non-Disclosure. Purchaser will make no public or private disclosure, prior
to the Closing hereunder or any termination hereof, of the terms or existence of
this Agreement to any person or entity without the prior written consent and
approval of the Seller provided, that Purchaser may provide copies of this
Agreement to prospective investors in the Company or to the extent disclosure is
required to be made by Seller in connection with any required regulatory
filings;

(d) Limitations on Re-sales. The Purchaser acknowledges that the sale of the
Shares is not being registered under the laws of any jurisdiction, and such
Shares may be deemed to be "restricted securities," under United States
securities laws. The Purchaser understands that he may not dispose of the
Shares, or any part thereof, or any interest therein, unless and until legal
counsel for the Company shall have determined that the intended disposition does
not violate the law of any jurisdiction. The Purchaser acknowledges that the
Shares are non-transferable, that the certificates representing the Shares will
bear a legend describing the limitations on transfers, and that it will not be
possible for the Purchaser to liquidate his investment in the Shares in case of
an emergency;




(e) The Purchaser acknowledges it has completed a due diligence review of the
Company and is satisfied as to its financial and legal condition. The Shares are
being sold on an "as is " basis and the Purchaser is relying on no
representation by the Seller except that to the Seller's information and belief
the Company's public filings are materially correct and up-to date.
Notwithstanding anything else in this agreement, in no event will the Seller or
the Co-Sellers be liable to the Purchaser for an amount exceeding the US$86,000
purchase consideration paid hereunder.

6. Miscellaneous.

(a) Entire Agreement. This writing, together with the exhibits hereto and the
other documents, instruments and agreements entered into contemporaneously
herewith, constitutes the entire agreement of the parties with respect to the
subject matter hereof and may not be modified, amended or terminated except by a
written agreement specifically referring to this Agreement signed by all of the
parties hereto.

(b) Waivers. No waiver of any breach or default hereunder shall be considered
valid unless in writing and signed by the party giving such waiver, and no such
waiver shall be deemed a waiver of any prior, contemporaneous or subsequent
breach or default of the same or similar nature or otherwise. No delay or
omission on the part of any party in exercising any right or remedy shall
operate as a waiver thereof, and no single or partial exercise by any party of
any right or remedy shall preclude any other or future exercise thereof or the
exercise of any other right or remedy.

(c) Survival of Representations and Warranties; Certain Limitations on Claims.
All written statements, representations, warranties, covenants and agreements
made by each of the parties hereto shall survive the Closing.

(d) Binding Nature. This Agreement shall be binding upon and inure to the
benefit of each corporate party hereto, and its successors and assigns, and each
individual party hereto and his or her heirs, personal representatives,
successors and assigns, it being understood that no party hereto shall have any
right to convey or assign any or all of its rights hereunder without the prior
written consent of all other parties hereto, except that Purchaser may assign
its rights hereunder to a corporation, or other form of business entity,
wholly-owned by Purchaser.

(e) Governing Law. This Agreement shall be governed by and construed and
enforced in accordance with the laws of British Columbia applicable to contracts
made and to be performed wholly within said jurisdiction, and without regard to
principles of conflict of laws.




(f) Consent to Jurisdiction and Forum. The parties hereto hereby consent to the
competent jurisdiction of the courts of British Columbia.

(g) Service of Process. The parties hereto further agree that the service of
process or of any other papers upon them or any of them by registered mail in
the manner provided in Section 7.(h) shall be deemed good, proper and effective
service upon them.

(h) Notices. Any and all notices or other communications required or permitted
to be given under any of the provisions of this Agreement shall be in writing
and shall be deemed to have been duly given when personally delivered or emailed
or faxed, addressed to the parties at the addresses set forth above (or at such
other address as any party may specify by notice to all other parties given as
aforesaid), together with copies, to either or both of the Company or the
Seller, to #1407-1050 Burrard Street, V6Z 2S3 Vancouver, BC, fax 604 682 1174,
garthj@iremco.com and if to Purchaser, to James Berns, Esq., Berns & Berns, 1270
Avenue of the Americas, New York, New York 10020.

(i) Expenses. Whether or not the transaction contemplated by this Agreement is
consummated, Seller and Purchaser shall each be responsible and pay for their
respective costs, fees and expenses incident to the negotiation, preparation,
execution and performance of this Agreement;

(j) Captions; Sections; Exhibits; Schedules. The caption headings of the
Sections, subsections, of and to this Agreement, are for convenience of
reference only and are not intended to be, and should not construed as, defining
or limiting the contents of such Sections, subsections.

(k) Counterparts. This Agreement may be executed in any number of counterparts,
each of which shall be deemed to be an original, but all of which taken together
shall constitute one and the same instrument.

(l) Remedies Cumulative. The rights and remedies provided for in this Agreement
are cumulative, not alternative, and are in addition to the other benefits,
rights and remedies existing at law or in equity.

     IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
duly executed as of the day and year first above written.

                                    TRANS-ORIENT PETROLEUM LTD.






                                    By: /s/ Peter Loretto
                                        ----------------------------------------
                                        Peter Loretto, President and Director


                                        /s/ Robert Pollock
                                        ----------------------------------------
                                        Robert Pollock







































                                       7



                                   Schedule A

Mr. Robert Pollock
77 King Street West
Royal Trust Tower - TD Centre
Toronto, Ontario M4T 1G1
Canada

Dear Mr. Pollock:

The undersigned hereby agrees to resign immediately from the Board of Directors
of AMG Oil Ltd. upon receiving a written by fax, email or any other form of
written communication, from you requesting such resignation. My email address is
______________ and fax number is ___________. For greater certainty, I reserve
my right to resign from the Board of AMG at any time by delivering my written
resignation to the Vancouver business office with a copy to you.

                                                    Sincerely,


                                                    ----------------------------
                                                    [name]



                                       8