-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, E0EUPjdvazdpQto2Zt0zI5Wf7mALpREFV9GEeW7o2aDAvVYAOLmLjiVvXEsf8M0F wxiVpbPxGF1M8ntG0fvlKQ== 0001050502-07-000032.txt : 20070213 0001050502-07-000032.hdr.sgml : 20070213 20070213154123 ACCESSION NUMBER: 0001050502-07-000032 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20070206 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070213 DATE AS OF CHANGE: 20070213 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Avalon Oil & Gas, Inc. CENTRAL INDEX KEY: 0000918573 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 841168832 STATE OF INCORPORATION: CO FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12850 FILM NUMBER: 07609860 BUSINESS ADDRESS: STREET 1: 7807 CREEKRIDGE CIRCLE STREET 2: SUITE 105 CITY: MINNEAPOLIS STATE: MN ZIP: 55439 BUSINESS PHONE: 6123599020 MAIL ADDRESS: STREET 1: 7807 CREEKRIDGE CIRCLE STREET 2: SUITE 105 CITY: MINNEAPOLIS STATE: MN ZIP: 55439 FORMER COMPANY: FORMER CONFORMED NAME: XDOGS COM INC DATE OF NAME CHANGE: 20000225 FORMER COMPANY: FORMER CONFORMED NAME: SLED DOGS CO DATE OF NAME CHANGE: 19950112 FORMER COMPANY: FORMER CONFORMED NAME: SNOWRUNNER INC DATE OF NAME CHANGE: 19940203 8-K 1 avalon8k2-6.txt 8-K 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 reported): February 6, 2007 Avalon Oil & Gas, Inc. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Nevada 1-12850 84-1168832 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 7808 Creekridge Circle, Suite 105 Minneapolis, MN 55439 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (952) 746-9652 - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report.) 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 (see General Instruction A.2. below): |_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Section 7 --Regulation FD Item 7.01 Regulation FD Disclosure. Avalon Oil & Gas, Inc., has announced in press releases issued on February 6, 2007 and February 8, 2007 that Avalon, along with its partners, has commenced testing for productive capabilities prior to acquisition on the six well production property located in Grant Parish, Louisiana, subject to a recently announced letter of intent. Avalon owns an undivided twenty five percent (25%) working interest in the properties. A due diligence evaluation is also underway. A) The February 6, 2007 press release announced that the first phase of field work consisting of moving a bottom hole assembly for a pumping unit deeper in one of the wells, along with related modification of the surface components of the pumping unit, has been completed. B) The February 8, 2007 press release announced a workover has been completed on one of the wells to lower the bottom hole pump assembly, along with related modifications. Although fluid was recovered with an oil cut showing signs of improvement, mechanical complications have arisen that have limited production from this well over the last week. These complications have been addressed and this well is expected to be put back on production late this week. In addition, a second well is currently undergoing workover operations on the existing downhole pump, as well as modifications to the surface facilities. A third well has been placed in operation in its current condition. Upon completion of the current work on the second and third wells, production is expected to continue for a number of weeks in order to monitor the oil cut, total fluid production, and saltwater disposal capabilities of the property. Section 9 - Financial Statements and Exhibits Item 9.01 Financial Statements and Exhibits. Exhibit No. Description ----------- ----------- 99.1 Press Release dated February 6, 2007 99.2 Press Release dated February 8, 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. Avalon Oil & Gas, Inc. Date: February 12, 2007 By: /s/ Kent Rodriguez -------------------------------- Kent Rodriguez, President EX-99.1 2 avalon8k2-6991.txt PRESS RELEASE Exhibit 99.1 Press Release Source: Avalon Oil & Gas, Inc. Avalon Oil & Gas Commences Testing Operations in Grant Parish, Louisiana Tuesday February 6, 9:30 am ET MINNEAPOLIS--(BUSINESS WIRE)--Avalon Oil & Gas, Inc., (OTCBB:AOGS - News) and its partners have commenced field operations designed to provide a measure of the productive capabilities of this property prior to acquisition. The first phase of field work consisting of moving a bottom hole assembly for a pumping unit deeper in one of the wells, along with related modification of the surface components of the pumping unit, have been completed. Avalon owns an undivided twenty five percent (25%) working interest in the property. A due diligence evaluation is also underway on the property. Avalon and KROG are continuing their focus on enhancing operating synergies in the Southwest Arkansas, Northwest Louisiana and East Texas region through acquisition of other mature production in the area. The area immediately surrounding these new properties consists mainly of independent producers. About Avalon Oil & Gas, Inc. Avalon Oil & Gas, Inc. is an oil and gas company engaged in the acquisition of oil and gas producing properties with multiple enhancement opportunities. Forward-Looking Statements This press release contains statements, which may constitute "forward-looking statements" within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, as amended by the Private Securities Litigation Reform Act of 1995. Those statements include statements regarding the intent, belief or current expectations of Avalon Oil & Gas, Inc., and members of its management as well as the assumptions on which such statements are based. Prospective investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those contemplated by such forward-looking statements. The Company undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results. FOR FURTHER INFORMATION, please visit the company's website at www.avalonoilinc.com. Contact: Avalon Oil & Gas, Inc., Minneapolis Kent Rodriguez, 952-746-9655 Fax: 952-746-5216 Source: Avalon Oil & Gas, Inc. EX-99.2 3 avalon8k2-6992.txt PRESS RELEASE Exhibit 99.2 Press Release Source: Avalon Oil & Gas, Inc. Avalon Oil & Gas Commences Testing Operations in Grant Parish, Louisiana Thursday February 8, 9:30 am ET MINNEAPOLIS--(BUSINESS WIRE)--Avalon Oil & Gas, Inc., (OTCBB:AOGS - News) and its partners have commenced field operations designed to provide a measure of the productive capabilities of this property prior to acquisition. Initial activities have been performed that included a workover of one of the wells to lower the bottom hole pump assembly, along with related modification of the surface components of the pumping unit. This work has been completed, and fluid was recovered with an oil cut showing signs of improvement, although mechanical complications have arisen that have limited production from this well over the last week. These complications have been addressed and this well is expected to be put back on production late this week. A second well is currently undergoing workover operations to repair or replace the existing downhole pump, as well as provide modifications of the existing surface facilities. A third well has been placed in operation in its current condition. Upon completion of the current work on the second and third wells, production is expected to continue for a number of weeks in order to monitor the oil cut, total fluid production, and saltwater disposal capabilities of the property. Avalon owns an undivided twenty five percent (25%) working interest in the property. A due diligence evaluation is also underway on the property. Avalon and KROG are continuing their focus on enhancing operating synergies in the Southwest Arkansas, Northwest Louisiana and East Texas region through acquisition of other mature production in the area. The area immediately surrounding these new properties consists mainly of independent producers. About Avalon Oil & Gas, Inc. Avalon Oil & Gas, Inc. is an oil and gas company engaged in the acquisition of oil and gas producing properties with multiple enhancement opportunities. Forward-Looking Statements This press release contains statements, which may constitute "forward-looking statements" within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, as amended by the Private Securities Litigation Reform Act of 1995. Those statements include statements regarding the intent, belief or current expectations of Avalon Oil & Gas, Inc., and members of its management as well as the assumptions on which such statements are based. Prospective investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those contemplated by such forward-looking statements. The Company undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results. FOR FURTHER INFORMATION, please visit the company's website at www.avalonoilinc.com. Contact: Avalon Oil & Gas, Inc., Minneapolis Kent Rodriguez, 952-746-9655 Fax: 952-746-5216 Source: Avalon Oil & Gas, Inc. -----END PRIVACY-ENHANCED MESSAGE-----