SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
Render Robert E

(Last) (First) (Middle)
2700 COBB RD.

(Street)
LEWISTON MI 49756

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
01/12/2011
3. Issuer Name and Ticker or Trading Symbol
ZION OIL & GAS INC [ ZN ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, Par Value $0.01(1) 10,000 D
Common Stock, Par Value $0.01(1) 10,000 I By Spouse
Common Stock, Par Value $0.01(1) 25,059 I As trustee & beneficiary of Robert E. Render Trust
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Warrants(1) 12/16/2010 12/31/2012 Common Stock, Par Value $0.01 10,000 4 D
Warrants(1) 12/16/2010 12/31/2012 Common Stock, Par Value $0.01 10,000 4 I By Spouse
Warrants(1) 12/16/2010 12/31/2012 Common Stock, Par Value $0.01 25,059 4 I As trustee & beneficiary of Robert E.Render Trust
Call Options (Right to Buy)(2) (2) (2) Common Stock, Par Value $0.01(2) 2,000 2.5 D
Call Options (Right to Buy)(3) (3) (3) Common Stock, Par Value $0.01(3) 27,000 2.5 I As trustee & beneficiary of Robert E. Render Trust
Call Options (Right to Buy)(4) (4) (4) Common Stock, Par Value $0.01(4) 3,000 2.5 I As trustee & beneficiary of Robert E. Render Trust
Explanation of Responses:
1. These securities were purchased through the Company's last completed rights offering which closed on December 15, 2010.
2. The call options reference an aggregate of 2,000 shares of the Company's common stock par value $0.01 per share (the "Common Stock") and have an exercise price per share of $2.50 and expire on March 19, 2011. The call options were immediately exercisable upon purchase.
3. The call options reference an aggregate of 27,000 shares of the Company's Common Stock and have an exercise price per share of $2.50 and expire on March 19, 2011. The call options were immediately exercisable upon purchase.
4. The call options reference an aggregate of 3,000 shares of the Company's Common Stock and have an exercise price of $2.50 and expire on August 18, 2011. The call options were immediately exercisable upon purchase.
Remarks:
Explanatory Note: The reporting person previously served as a director of Zion Oil & Gas, Inc. (the "Company") from September 2004 through June 16, 2009, the date of the Company's 2009 annual meeting of shareholders whereupon he did not stand for re-election. The reporting person was re-appointed as a director on January 12, 2011, and this Form 3 is being filed to reflect such re-appointment.
Robert E. Render 01/25/2011
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.