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: August 19, 2008
Date
of
Earliest Event Reported: August 19, 2008
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
18
George
Avenue
Rivonia,
2128 South Africa
Address
of Principal Executive Offices
Registrants
Telephone Number (including area code):+27(11)807-1446
ODYSSEY
OIL & GAS, INC.
Report
on Form 8-K
ITEM
7.01. REGULATION FD Disclosure.
On
August
19, 2008, the registrant’s Board of Directors approved changing the name of the
Company to reflect the type of business that the Company is entering into.
On
the same day written consent was obtained from stockholders holding 68.4% of
the
outstanding shares of common stock to change the name to Odyssey Oil &
Energy, Inc.
Additionally,
on August 19, 2008, the registrant’s Board of Directors and stockholders holding
68.4% of the outstanding shares of common stock approved increasing the
authorized shares of the Company to a total of 650,000,000 (six hundred and
fifty million) shares of common stock and 20,000,000 (twenty million) shares
of
preferred stock effective September 20, 2008.
The
Company has entered into the business of creating bio fuels from algae and
is
actively looking for acquisitions in areas relating to bio fuels and energy
conservation. In this regards the Company is deliberating the future of its
uranium holdings. Various options are available and decisions will be made
in
the near future. On July 25, 2008 the South African Department of Minerals
and
Energy granted the Section 11 prospecting rights to our subsidiary MCA Uranium
One (Pty) Ltd to commence exploration of our prospect. The options available
are
| |
a.
|
To
continue with the exploration of the uranium
prospect.
|
| |
b.
|
Acquire
further uranium prospects and together with the existing one develop
them
in a new listing separate from our other
business.
|
| |
c.
|
Sell
the uranium prospect to an outside
buyer.
|
| |
d.
|
Enter
into an agreement with unaffiliated shareholders in the subsidiary
to
dispose of the uranium prospect.
|
The
Board
will perform its due diligence prior to making a decision regarding which of
the
above options to pursue.
ITEM
9.01 FINANCIAL STATEMENTS AND EXHIBITS.
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. |
|
|
|
| Date: August
19, 2008 |
By: |
/s/ Arthur
Johnson |
| |
|
| |
Name:
Arthur
Johnson
Title:
Principal Executive Officer, President and Director
|
| |
|
| |
|
| |
|