8-K

UNITED STATES

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

Date of report (Date of earliest event reported): May 31, 2013

ZION OIL & GAS, INC.

(Exact name of registrant as specified in its charter)

Delaware	001-33228	20-0065053
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer  Identification No.)

6510 Abrams Road, Suite 300, Dallas, TX 75231

(Address of principal executive offices, including Zip Code)

214-221-4610

(Registrant's telephone number, including area code)

(Former name or former address, if changed since last report.)

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 (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

x 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 Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 8.01. Other Events

On May 31, 2013, Victor G. Carrillo, the President and Chief Operating Officer of Zion Oil & Gas, Inc. (the "Company") sent a notice, regarding the Company’s Annual Meeting and Proxy Proposals, to the Company's shareholders and other persons listed on the Company’s database. A copy of such notice is attached to this report as Exhibit 99.1.

Item 9.01(d): Exhibits

99.1 Database E-Mail Update, dated May 31, 2013

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.

Date: May 31, 2013
Zion Oil and Gas, Inc.
By:	/s/ Victor G. Carrillo
	Victor G. Carrillo
	President and Chief Operating Officer

EX-99.1

May 31, 2013

Reminder to all Zion Shareholders,

If you held Zion Common Stock on April 16, 2013, you should have received information, either by mail or email, on Zion’s 2013 Annual Meeting and the Proposals up for Vote this year.

If you haven’t already done so…

You can vote via Internet, Telephone or by Mail as follows:

Vote by Internet:   www.proxyvote.com

Vote by Phone: 800-690-6903

Vote by Mail: Mark, Sign and Date your proxy card and return it in the postage paid envelope provided to: Vote Processing, c/o Broadridge, 51 Mercedes Way, Edgewood, NY 11717

To vote via Internet or Phone, you will need your Control Number found in the Proxy Notice you received. Your Control Number can be found in a box with an arrow pointing to it.

If you have not received your Proxy Materials, please contact your Broker, if you hold shares in a brokerage account. If you hold Zion Common Stock Certificates and have not received your Proxy Materials, please contact Zion’s Dallas Office at 214-221-4610 or by email at info@zionoil.com.

The deadline to vote is 11:59 P.M. Eastern Time, Monday, June 10^th 2013.

Meeting Information:

This year’s meeting of shareholders will be held in Dallas, Texas at the Westin Galleria Hotel on Tuesday, June 11, 2013 at 2:00 pm. Registration starts at 1:30 pm. There will be a Reception immediately following the meeting where you can meet and speak directly to our Board of Directors and Executive Staff.

If you plan to attend the meeting, please click the RSVP Box below and Pre-Register. All attendees must register in advance or before the meeting.

Thank you for your ongoing support and for

Sharing Zion’s Vision to help Israel become Energy Independent,

Brittany Russell

Marketing Manager

Contact Information:
Website:  www.zionoil.com
Brittany Russell (info@zionoil.com)
Zion Oil & Gas, Inc.
6510 Abrams Rd., Suite 300
Dallas, TX 75231
Tel: 1-214-221-4610 or 1-888-891-9466

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