SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
FORM
8-K
CURRENT
REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date
of
Report: November 20th,
2007
Date
of
Earliest Event Reported: November 20, 2007
ODYSSEY
OIL & GAS, INC.
(Exact
Name of Registrant as Specified in its Charter)
_________________________
(Former
Name of Registrant)
Florida
(State
of
Organization)
65-1139235
(I.R.S.
Employer Identification No.)
Commission
File Number 333-106299
5005
Riverway, Suite 440
Houston,
TX 77056
Address
of Principal Executive Offices
Registrants
Telephone Number (including area code): (713) 623-2219
ODYSSEY
OIL & GAS, INC.
Report
on Form 8-K
ITEM
1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On
November 20, 2007, Odyssey Oil & Gas, Inc. entered into a definitive
agreement to acquire 100% of the outstanding stock in Uranium Acquisition Corp,
Inc. whose sole asset is a 49% ownership in MCA Uranium One (PTY) Ltd, a South
African registered company, which owns a Uranium exploration prospect in the
Bela Bela region of South Africa. The Registrant will issue 5,000,000 of the
Registrants common stock immediately. Further stock will be issued on the
completion of certain benchmarks over the next two years.
ITEM
2.01. COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS. As
a
result of the acquisition, as described in Item 1 above the Registrant has
acquired a forty nine percent (49%) interest in MCA Uranium One (PTY) Ltd.
Please see Item 1.01 above for additional disclosure regarding the Purchase.
As
a result of the acquisition as described in Item 1 above the Registrant will
issue 5,000,000 shares of the Registrants common stock immediately.
ITEM
9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(b)
EXHIBITS
| Exhibit
No. |
Exhibits |
| |
|
| 10.1 |
Stock
Purchase Agreement by and between Odyssey Oil & Gas, Inc. and Uranium
Acquisition Corp, Inc dated November 20,
2007 |
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 hereunto
duly authorized.
Odyssey
Oil & Gas, Inc.
| Dated November 20,
2007 |
By:
/s/ Arthur Johnson
Arthur
Johnson
Principal
Executive Officer,
President
and Director
|