OMDA Oil and Gas, Inc. (OOAG)

[penniesANDcrypto]

THE OMOG STORY

OMOG is an Oil and Gas (O&G) company which is now in responsible and able hands. The facts of its new ownership and direction follow. Until recently, the history of Omog was steeped in subterfuge and dishonesty. In short, it was a company and stock with the primary purpose of enticing shareholders in and then manipulating the stock so that the owner and cronies could fleece the shareholders on an annual basis to the tune of several million dollars. Drilling for oil was only the bait on the hook for investors. It gave the company the appearance of being actively engaged in a serious business, when the reality of the situation was that the only money being made was by the owner and persons shorting the stock. The former CEO would allegedly allow the short interests to cover their short sells by issuing shares to them in exchange for a million dollar ‘504’. A ‘504’ is a rule that allows pink sheet stocks to issue an unlimited number of shares for up to one million dollars. Synopsis of rule follows:

Rule 504 offering: This is a category of particular interest. It is an offering as a "private placement" and is exempt from the registration process but also has characteristics of a public offering since the issuer may offer its shares to any number of investors; may pay brokerage commissions to the underwriter and may publicly announce its offering terms. The issuer under a Rule 504 offering may receive up to $1,000,000 from the public during any 12-month period and need not file it’s offering with the SEC prior to the offer and sale. Under Rule 504 the issuer does not deliver a "prospectus" but rather an "Offering or Private Placement Memorandum". The offering memorandum should contain financial information (which need not be certified) regarding the company and all of the other information that would give the investor the full story in order to be able to make a considered determination as to the suitability of the investment.
( http://www.westor.com/wfe/6-offer.htm )

These ‘504’ offerings can be particularly devastating to ‘pinkies’ with micro penny prices (.000xxx). In these instances a 504 offering can lead to major dilution. A reverse split then usually follows the offering. There are legitimate uses for the 504 rule. The 504 rule could be used as a means of raising working capital of up to $1 million for investment in drilling etc. The money raised would not line Adam Barnett’s pockets as it allegedly did Joe Lanza’s pockets. For the sake of argument, IF Adam Barnett was to authorize OMOG to do a 504 TODAY (only hypothetical here– he’s on record as saying he won’t) then it would "only" result in an approx 15% dilution of shares. In other words the 504 risks are significantly less when the PPS is near a penny versus .0001. However, in many, if not most, circumstances, the rule is used as a scam by unethical company officers of ‘pinkies’ to cheat shareholders and enrich their own selves.

So the number of shares that can be issued under a 504 is potentially unlimited, but the total cash is limited to one million per year. The former CEO and ‘business’ associates did these deals over a number of years – the associates made money shorting, and the CEO made money issuing the shares to cover. Adam Barnett (a shareholder during the latter years of this scam) figured out what was going on and came up with the plan to acquire over 50 % of the outstanding shares and oust the CEO (Joe Lanza) and his cronies.

After the ouster, Adam retired some shares and pledged not to issue more. There have been NO 504's since Adam took over. He was at the helm of an oil company with no firm idea of what to do next. This was in September of 2003.

Over the ensuing months oil prices began to move upwards. These increases in oil and gas prices piqued the interest of various investors. These investors did have oil and gas experience. The investors approached Adam for an initial meeting. Adam met with the group of investors and they all agreed that not only are the assets of OMOG worth much more than the current market cap, but with O&G prices likely to continue to rise there were many opportunities to grow. They decided to join forces. The emerging plan was to grow OMOG's assets and become a "real" O&G company.

Adam and the investors began to buy up huge amounts of stock in the open market. The intention was to basically take the public company private through the open market purchases. A funny thing happened as the group did this - the price per share did not move from approximately .008 over months of buying. The investor group and Adam had purchased an amount of shares equal to the number outstanding in the float (780 million) and yet shares were still being sold. It began to become evident that the short interest in the stock had continued unabated even after Lanza was removed. The conjecture is that the short interests had simply felt that the new CEO would do the ‘million 504’ as it had always been done. The short interests were incorrect in this assumption and Adam has not done ‘business as usual’. Short interests are now heavily into this stock. Using the best available counts available from about 100 shareholders (including the ‘core’ group of Adam and his investors) the current short position is estimated to be over 700 million shares on the 780 million float. This is obviously ‘naked shorting’ in which shares were never borrowed to sell. It was this form of shorting that Reg SHO was enacted to curb. Existing short situations (as in OMOG) were ‘grand fathered’ in under Reg SHO, but it does appear to be having some effect in slowing down the shorting action in 2005.

The price-per-share peaked in late summer, but one of the large core investors became concerned (read: scared) about the intensity of the situation and sold his holdings of 64 million shares all in one day. This prompted the stock to drop and the price action to become unstable over the next few weeks.

Meanwhile, in events peripherally related to the share price action, OMOG acquired interest in drilling leases in Panola County, Texas. The plan is to use horizontal drilling technology to extract oil from high porosity - low permeability rock. Not all oil deposits are readily accessible to traditional vertical drilling and horizontal drilling is increasingly used with success to extract reserves from fractured pool formations such as those found in the Panola Prospect. When a vertical well is drilled through a narrow formation, its exposure to the formation is limited, but if the well is turned and follows the formation for a distance, the well bore to formation surface is greatly increased.

This increase in surface contact allows for easier retrieval of oil. (http://www.teachingtools.com/CrudeEnergy/AdvancedTechnology.htm)

Drilling in the Panola Prospect is scheduled to start in March of 2005. Details of the Panola Prospect, including the petroleum engineer’s report, is posted in detail on the OMOG website. ( http://www.omogoil.com/ )

The legal saga involving the former CEO, Joe Lanza, continues. Mr. Lanza has raised questions re: the ownership of certain leases (unrelated to the Panola leases). These matters are currently awaiting resolution in a Louisiana courtroom. Case numbers follow:

OMDA Oil and Gas Management, Inc. vs. Joseph A. Lanza et. al.
Case Number 488,345-B
First Judicial District Court
Parrish of Caddo, LA

This court action is underway but going slowly as lawsuits often do. A new lawsuit is expected to be initiated against Lanza in Texas. The company believes that it has more than enough evidence of Lanza’s skullduggery and is confident of victory in this action. Once these legal matters are cleared up OMOG will be free to report earnings AND develop some of the original stripper wells disputed by Lanza. Some of these are in promising areas.

Summary...
OMOG is a speculative "turn around story"
OMOG actually owns significantly more assets than many other companies with far larger market caps. (The current cap is about $6,000,000).
It is believed (pending legal resolution) OMDA currently owns interests in 350 wells. Most of these are stripper wells and many are not producing, but many of these are in promising areas.

Things to look forward to...
World supply and demand will continue to keep oil prices at, near, or above record prices.
Drilling in Panola County begins this month (March 2005)
Oil will hopefully be found in economical quantities in Panola. The engineer’s report is quite decided that the prospects are worthwhile.
OMOG wins its lawsuit against Lanza. There is the potential for significant damages attributed to his alleged interference in company matters.
OMOG then develops some of the original leases to increase revenues.
OMOG continues to do more deals.
The consensus opinion of current holders is that OMOG is an interesting speculative play with many scenarios that could produce marked increases in its current valuation.
The short interest is a wild card that makes having an otherwise good hand better.

Some interesting links:

http://www.ragingbull.lycos.com/mboard/boards.cgi?board=OMOG&read=180015

http://www.omogoil.com/