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North American Oil and Gas Merger and Placement

VENTURA, CA -- (Marketwire) -- 12/04/12 -- North American Oil and Gas Corporation (OTCBB: CLDDD)

Highlights

  • Merger with Lani LLC, a private San Joaquin focused oil and gas company targeting +16mmboe (pmean) gross Potential.
  • Private placement to East West Petroleum for $500,000
  • Farm out to Avere Energy Corp., a wholly owned subsidiary of East West Petroleum For $2.5m

North American Oil and Gas Corporation (OTCBB: CLDDD) (the "Company" or "NAMG") is pleased to announce the Company has completed a merger with Lani LLC ("Lani"), a private oil and gas company operating in the San Joaquin Basin of California, USA. The merged company will continue to be called North American Oil and Gas.

The Company holds participation interests in approximately 5,000 gross acres (3,500 net) with most of the acres in two prospective areas named Tejon Extension and Tejon Main. The Tejon Extension and Tejon Main Project areas are situated between the Tejon North and Tejon Fields.

The Company has concluded a farm out agreement with Avere Energy Corp., a Delaware corporation and wholly-owned subsidiary of East West Petroleum. East West Petroleum is a Corporation organized in British Columbia, Canada, listed on the TSX Venture Exchange and focused on unconventional oil and gas opportunities. Avere Energy Corp. will contribute $2.5 million to the joint work program, holding a 25% participation interest in Tejon Extension leases and a 21.25% participation interest in Tejon Main leases. The funds will be used to participate in the drilling of two exploratory wells and for acquiring additional joint leases in the area.

About North American Oil and Gas Corporation (OTCBB: CLDDD)
North American Oil and Gas Corporation ("CLDDD") is a publicly listed (OTCBB) oil and gas company. The Company is focused on the San Joaquin Basin, onshore California, with existing foundation assets targeting exploration and exploitation of high impact oil and gas projects located near infrastructure and existing discoveries.

This press release contains "forward-looking information" that is based on the Company's current expectations, estimates, forecasts and projections. This forward-looking information includes, among other things, statements with respect to the Company's plans, outlook, business strategy and exploration and development of the Company's properties. The words "may", "would", "could", "should", "will", "likely", "expect", "anticipate", "intend", "estimate", "plan", "forecast", "project" and "believe" or other similar words and phrases are intended to identify forward-looking information.

Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the Company's actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information. Such factors include, but are not limited to: the ability to raise sufficient capital to fund exploration and development; the quantity of and future net revenues from the Company's reserves; oil and natural gas production levels; commodity prices, foreign currency exchange rates and interest rates; capital expenditure programs and other expenditures; supply and demand for oil and natural gas; schedules and timing of certain projects and the Company's strategy for growth; competitive conditions; the Company's future operating and financial results; and treatment under governmental and other regulatory regimes and tax, environmental and other laws.

This list is not exhaustive of the factors that may affect our forward-looking information. These and other factors should be considered carefully and readers should not place undue reliance on such forward-looking information. The Company disclaims any intention or obligation to update or revise forward-looking information, whether as a result of new information, future events or otherwise.

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CONTACT
Robert (Bob) Rosenthal
Chairman, President and CEO
Telephone: +1 805 643 0385
Fax: +1 805 643 0211
Website: www.namoag.com

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