Dear Omagine Investors,

Please be advised that Omagine, Inc. has filed a Current Report with the SEC today on Form 8-K.

To review the complete filing please use the link below, or to review all corporate filings, please click on the “View Filings” section of the main page of the Omagine hub here at Agoracom. See below in this posting for an excerpt from the Report.

http://www.sec.gov/Archives/edgar/data/820600/000101376211001611/form8k.htm

Regards,

AGORACOM

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Item 1.01. Entry into a Material Definitive Agreement

Omagine, Inc. (the “Company” or “Registrant”) and three (3) investors (the “New Shareholders”) are the parties to a shareholders’ agreement dated as of April 20, 2011 (the “Shareholder Agreement”) with respect to Omagine LLC. On May 29, 2011, the last of the New Shareholders delivered its signed Shareholder Agreement to the Company.

Prior to the signing of the Shareholder Agreement by all the parties thereto, Omagine LLC was a wholly owned subsidiary of Omagine, Inc. Pursuant to the provisions of the Shareholder Agreement, Omagine, Inc. reduced its 100% ownership of Omagine LLC to sixty percent (60%) and Omagine LLC sold newly issued shares of its capital stock to the New Shareholders and to Omagine, Inc. The New Shareholders are (i) the office of Royal Court Affairs, (ii) Consolidated Contracting Company S.A., and (iii) Consolidated Contractors Co. Oman LLC.

The office of Royal Court Affairs ("RCA") is an Omani organization representing the personal interests of His Majesty; Sultan Qaboos bin Said, the ruler of the Sultanate of Oman.

Consolidated Contractors Group S.A.L. (Holding Company), a Lebanese corporation (“CCG”), is a 60 year old multi-national company headquartered in Athens, Greece whose main activities involve general contracting and building services. In 2010 CCG had approximately five and one-half billion dollars (5.5 billion USD) in annual revenue, one hundred twenty thousand (120,000) employees worldwide and operating subsidiaries in, among other places, every country in the Middle East and North Africa.

Consolidated Contracting Company S.A., a Panamanian company, (“CCC-Panama”), is a wholly owned subsidiary of CCG and is CCG’s investment arm.

Consolidated Contractors Co. Oman LLC, an Omani limited liability company (“CCC-Oman”), has approximately 8,000 employees in Oman and is CCG’s construction operating subsidiary in Oman.

The Shareholder Agreement specifies that Omagine, Inc. and the New Shareholders will invest an aggregate of $70.1 million into Omagine LLC.

The Shareholder Agreement also recognizes the payment-in-kind (“PIK”) capital contribution to be made by RCA to Omagine LLC represented by the approximately 245 acres of beachfront land (the “Omagine Site”) on which the Omagine Project will be developed and built. The Omagine Site was previously owned by His Majesty the Sultan and was transferred by him to the Government of Oman (“Government”) for the specific purpose of developing the Omagine Site into the Omagine Project. Subsequent to the signing of the development agreement with the Government, the value of the PIK will be determined by a professional valuation expert in accordance with Omani law and with the concurrence of Omagine LLC’s independent auditor, Deloitte & Touche (M.E.) & Co. LLC.

The percentage ownership of Omagine LLC is now as follows:

and subsequent to the above-mentioned cash investments into Omagine LLC being made pursuant to the Shareholder Agreement, the capital of Omagine LLC (exclusive of any yet to be determined amount of additional capital, if any, resulting from the valuation of the PIK) will be approximately $70.2 million.

The Shareholder Agreement also provides for (i) the re imbursement to Omagine, Inc. of approximately $9 million of pre- development expenses incurred by the Company, and (ii) payment of a $10 million success fee to Omagine, Inc.

The foregoing summary of the terms of the Shareholder Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Shareholder Agreement, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.

Item 7.01 Regulation FD Disclosure

On May 31, 2011 the Company issued a press release announcing the execution of the Shareholder Agreement by the Registrant and the New Shareholders. A copy of the press release is attached hereto as Exhibit 10.2.

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Regards,

AGORACOM