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 report): November 26, 2007

DEEP WELL OIL & GAS, INC.

(Exact name of registrant as specified in its charter)

NEVADA	0-24012	13-3087510
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

10117 Jasper Avenue, Suite 510, Edmonton, Alberta, Canada	T5J 1W8
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (780) 409-8144

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:

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

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 1.01Entry into a Material Definitive Agreement.

As previously reported on October 30, 2007 on Form 10-QSB, Signet Energy, Inc. now known as 1350826 Alberta Ltd. (herein after referred to as "Farmee" subsequently acquired by Andora Energy Corporation) filed against Deep Well Oil & Gas, Inc. and it’s subsidiaries (the “Company”) with a Statement of Claim filed on June 1, 2007 in the Court of Alberta, District of Calgary. On June 25, 2007, the Company served Signet with a Statement of Defence and Counterclaim issued in the Alberta Court District of Calgary.

On November 26, 2007 Deep Well Oil & Gas, Inc. and its subsidiaries (herein after referred to as the “Company”) entered into mediation with the Farmee and Andora Energy Inc. and resolved their differences and certain collateral matters on the terms contained in the Minutes of Settlement (“Settlement”) in which the parties shall jointly discontinue and release the other with respect to Court of Queen’s Bench Action No. 0701-05692 Claim and Counterclaim. Attached hereto as exhibit 10.1 are the Minutes of Settlement. The Settlement includes but is not limited to:

1. the Farmout Agreement, dated February 25, 2005 by and between the Company and its subsidiaries, and Surge Global Energy, Inc., Signet Energy, Inc. (formerly known as Surge Global Energy (Canada) Ltd.), filed with Form 10-KSB on February 23, 2007, (herein after referred to as the “Farmout Agreement”), being effectively terminated;

2. the Farmee being regarded as having earned the two sections on which the option wells were drilled and 4 additional sections as set out in the Settlement;

3. the Farmee will reconvey registered title to 57.5 unearned sections of the Farmout Lands, as defined in the Farmout Agreement, to the Company.

4. the Company having the right to retest, at its sole cost and expense, the option wells previously drilled; and

5. Andora has acknowledged that Deep Well is not responsible for any royalty assumed by Deep Well on behalf of Signet in the Farmout Agreement.

Item 1.02Termination of a Material Definitive Agreement.

The information set forth under “Item 1.01 Entry into a Material Definitive Agreement” of this report is incorporated by reference into this Item 1.02. As noted above, the Farmout Agreement dated February 25, 2005 2005 by and between the Deep Well Oil & Gas, Inc., Northern Alberta Oil Ltd., and Surge Global Energy, Inc., Signet Energy, Inc. (formerly known as Surge Global Energy (Canada) Ltd. and now known as 1350826 Alberta Ltd.) and incorporated herein by reference as exhibit 10.2, has effectively been terminated concurrently with the execution of the Settlement agreement.

Item 8.01Other Events.

On December 4, 2007, the Company issued a press release announcing that it had entered into mediation with the Farmee, under which the parties resolved their differences and certain collateral matters on the terms contained in the Settlement. A copy of the press release is attached hereto as exhibit 99.1.

Item 9.01Financial Statements and Exhibits.

(a) Financial Statements

Not Applicable.

(d) Exhibits to subject matter reported on this Form 8-K

Exhibit No.	Description
10.1	Minutes of Settlement dated November 26, 2007 by and between Deep Well Oil & Gas, Inc. and its subsidiaries and 1350826 Alberta Ltd. (formerly known as Signet Energy Inc.) and Andora Energy Corporation (formerly known as Pan Orient Energy Inc.), filed herewith.
10.2	Forming Schedule A to the Minutes of Settlement is the Farmout Agreement dated February 25, 2005 by and between the Company and its subsidiaries, and Surge Global Energy, Inc., Signet Energy, Inc. (formerly known as Surge Global Energy (Canada) Ltd.), filed with Form 10-KSB on February 23, 2007, and incorporated herein by reference.
99.1	Press Release, filed herewith.

SIGNATURE

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.

	DEEP WELL OIL & GAS, INC.
Date: December 13, 2007	By:	/s/ Horst A. Schmid
		Dr. Horst A. Schmid
		President and CEO

EX-10.1

Exhibit 10.1

Minutes of Settlement

Between:Deep Well Oil & Gas, Inc. and

Northern Alberta Oil Ltd.

Deep Well Oil & Gas (Alberta) Ltd., ("the Farmor")

and

1350826 Alberta Ltd. (the Farmee")

and

Andora Energy Corporation ("Andora")

Whereas the parties are the successors in interest to a Farmout Agreement dated February 25, 2005, as amended, attached hereto as Schedule "A";

And whereas Andora is the beneficial owner of 3 percentage points of the Gross Overriding Royalty created under a royalty agreement dated December 12, 2003 originally between Mikwec Energy Canada Ltd. and Nearshore Petroleum Corporation (the “Nearshore ORR”)

And whereas a dispute has arisen with respect to the performance of the Farmee's obligations under clause 4 of the Farmout Agreement and the selection of earned sections under clause 4;

And whereas the parties have mediated and resolved these differences and certain collateral matters on the terms contained herein:

1. The Farmee shall be regarded as having earned the two sections on which the Option Wells were drilled and 4 additional sections of its choosing, which shall consists of the following:

· 40% W.I. Twp 91 Range 12 W5 sections 29 & 28

· 40% W.I. Twp 91 Range 13 W5 section 25

· 40% W.I. Twp 92 Range 13 W5 section 1

· 40% W.I. Twp 91 Range 12 W5 section 32

· 40% W.I. Twp 91 Range 12 W5 section 30

(the "Earned Sections")

2. Farmee and Andora acknowledge that their only interest in the Nearshore ORR in the 12 sections earned by Farmee under the Farmout Agreement is 3 percentage points of the Nearshore ORR on the Farmor's 40% beneficial interest in such sections.

Further, should the Farmee or Andora acquire any additional percentage points of the Nearshore ORR, the additional percentage points of the Nearshore ORR will only apply to Farmor’s 40% beneficial interest on those additional lands where a 40% beneficial interest was transferred by Farmor to Farmee.

3. The Farmee shall provide the following information to the Farmor:

· a complete copy of the well files;

· a copy of the interpretation of the reprocessed seismic information;

· a copy of all aero-magnetic studies and geo-physical interpretations;

· a copy of the D&M Report.

4. The parties shall jointly discontinue and release the other with respect to Court of Queen's Bench Action No. 0701-05692 Claim and Counterclaim.

5. The Farmee shall sign an authorization permitting any present or former employee of the Farmor or its predecessor to disclose and discuss with the Farmor technical information known to them regarding the Sawn Lake Project.

6. The Farmee expressly acknowledges that the Farmor has the right to perform such retesting with respect to the Option Wells as it may choose to perform at the Farmor's sole cost and expense. If, however, such retesting results in the production of at least 100 barrels of oil per day for 20 consecutive days, the Farmee shall share in such costs to the extent of its Working Interest ownership.

7. The Farmee, within 30 days, will reconvey registered title to all unearned sections of the Farmout Lands to the Farmor.

8. The Farmee agrees and acknowledges that it has no ownership or interest in any other sections of the Farmout Lands other than what it has previously earned pursuant to clause 3 of the Farmout Agreement and in those sections indicated in paragraph 1 of this Settlement Agreement.

9. The Farmor and Farmee agree to use their best efforts to negotiate and enter into a new Joint Operating Agreement with respect to the Farmout Lands using the UK Operating Agreement as a working document. Until such time as a new Joint Operating Agreement is executed, the Operating Procedure as defined in the Farmout Agreement shall continue to govern the relationship between the Farmor and the Farmee. With respect to the lands earned under clause 3 of the Farmout Agreement and the lands described in paragraph 1 of this Agreement, the Farmee shall be designated as the Operator.

10. The parties shall execute such additional documents as may be necessary to give effect to the above terms.

Agreed to this 26^th day of November 2007.

Deep Well Oil & Gas, Inc.	1350826 Alberta Ltd.
Northern Alberta Oil Ltd.
Deep Well Oil & Gas (Alberta) Ltd.
/s/ Curtis Sparrow	/s/ Jeff Chisholm
Per:	Per:
Andora Energy Corporation
/s/ Jeff Chisholm
Per:

EX-99.1

Exhibit 99.1

DEEP WELL REGAINS TITLE TO MAJORITY OF SAWN LAKE PROJECT LEASES

EDMONTON, ALBERTA — (Marketwire - December 4, 2007) Deep Well Oil & Gas, Inc. and its subsidiaries ("Deep Well") (PINK SHEETS: DWOG - News) are pleased to announce they have amicably resolved all outstanding issues with their Sawn Lake heavy oil project partner, Andora Energy Corporation, ("Andora"), to both companies operational and commercial satisfaction. The settlement includes the following key points:

· Deep Well has confirmed that Andora has earned a 40% working interest ("WI") in 12 sections (the "Earned Sections") of oil sands development leases by way of the 2005 farmout agreement entered into between Deep Well and Signet Energy Inc. (Signet was subsequently acquired by Andora in September 2007). Six of these sections have already been conveyed to Andora (Signet at the time) with the final six sections to be transferred.

· Andora has been confirmed as the operator of the 12 sections earned under the farmout agreement. Deep Well will be the operator on its other sections.

· Andora has acknowledged that Deep Well is not responsible for any royalty assumed by Deep Well on behalf of Signet in the Farmout Agreement.

· A joint discontinuance of the remaining minor litigation issues amongst the two parties.

With the amicable settlement completed Deep Well plans to continue with its development efforts of the Sawn Lake project.

Deep Well Oil & Gas, Inc. is a Nevada corporation based in Alberta Canada. Deep Well and its subsidiaries Northern Alberta Oil Ltd. and Deep Well Oil & Gas (Alberta) Ltd. have an 80% working interest, in 51 contiguous sections of oil sands development leases, 40% working interest in an additional 12 sections of oil sands development leases and a 90% working interest in 6.5 sections of oil sands permits in the Sawn Lake heavy oil area in North Central Alberta. The permits and leases cover 43,964 acres. Andora Energy (formerly Signet Energy) has earned a 40% interest in 12 sections. A previously published independent engineering report estimated that, there are 819.5 million original barrels of oil in place.

This press release contains forward-looking statements. The words or phrases "would be," "will allow," "intends to," "will likely result," "are expected to," "will continue," "is anticipated," "estimate," "project," or similar expressions are intended to identify "forward-looking statements." Actual results could differ materially from those projected in the Company's proposed oil and gas related business. The Company's business is subject to various risks, which are discussed in the Company's filings with the Securities and Exchange Commission ("SEC"). The Company's filings may be accessed at the SEC's Edgar system at www.sec.gov. Statements made herein are as of the date of this press release and should not be relied upon as of any subsequent date. The Company cautions readers not to place reliance on such statements. Unless otherwise required by applicable law, we do not undertake, and we specifically disclaim any obligation, to update any forward-looking statements to reflect occurrences, developments, unanticipated events or circumstances after the date of such a statement. Deep Well Oil & Gas, Inc. (PINK SHEETS: DWOG - News)

Contact:

Deep Well Oil & Gas, Inc.

Investor Relations

1 888 - OILSAND (1-888-645-7263)

www.deepwelloil.com