Dear Omagine Investors,

Please be informed that Omagine has filed their Quarterly Report on Form 10-Q today with the SEC for the period ended September 30, 2010.

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/820600/000082060010000010/tenq09302010.txt

Regards,

AGORACOM

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Excerpt:

On June 9, 2010 the Ministry of Tourism of the Sultanate of Oman (“MOT”) approved the proposed Development Agreement between the Government and Omagine LLC.

In October 2010 the proposed Development Agreement was approved by the Ministry of Finance of the Sultanate of Oman (“MOF”).

The final step in the Government approval process is the approval of the DA by the Ministry of Legal Affairs (“MOLA”). Since representatives of MOLA were involved in the DA negotiation process, management expects the official approval from MOLA to be forthcoming quickly. Before MOLA can review and approve the DA however, the Project Company must conclude its ongoing negotiations with its proposed new shareholders and register them with the Ministry of Commerce and Industry (“MCI”).

The Omani Integrated Tourism Projects Fund (the “Fund”) is an investment fund managed by Bank Muscat. The Company and the Fund have had an agreement for several years with respect to the Fund becoming an investor in Omagine LLC. The tenor – or life - of the Fund is seven years from inception and now because of the extensive delays experienced in finalizing the DA, the Fund finds itself in the position that its tenor will in all likelihood expire before the Omagine Project will be finished. In August 2010 the Fund requested the Company to suggest an investment structure which would give the Fund an exit by November 2014 for its proposed investment.

The Office of Royal Court Affairs (“RCA”) is another proposed investor in Omagine LLC. RCA represents the interests of His Majesty, Sultan Qaboos bin Said, the ruler of Oman. RCA owns approximately 30% of Bank Muscat and is the major investor in the Fund.

For the past several months management has been in intensive discussions and negotiations with the Fund, Bank Muscat and RCA in an attempt to accommodate all parties’ interests and concerns. These discussions and negotiations are now in their final stage and the present indication – subject always to a final written agreement – is that: (i) RCA will have a greater than previously disclosed equity ownership position in Omagine LLC in recognition of its contribution of the land for the Omagine Project, (ii) the Fund will deliver a term sheet with respect to the provision of up to $65 million of subordinate debt financing (the “Mezzanine Financing”) to Omagine LLC and will not purchase the 20% equity ownership stake in Omagine LLC for $32 million as previously disclosed, (iii) Omagine, Inc.’s previously disclosed ownership stake of 50.5% will in all likelihood be increased, (iv) Omagine LLC will engage Bank Muscat as a financial advisor subsequent to the signing of the DA, and (v) all other previously agreed terms and conditions will remain the same as previously disclosed.

While these discussions and negotiations have been lengthy and arduous, management is pleased with the present indication of their outcome. Investors are cautioned however that the foregoing results of the negotiations with RCA and the Fund are subject to further modest or material modification and such negotiations are not concluded and will not be concluded until a written agreement (a “Shareholders’ Agreement”) is executed.

The other proposed Omagine LLC investors are Consolidated Contractors International Company, S.A.L. ("CCIC") and Al-Mabkharah LLC, an Omani limited liability company ("ALM"). Both CCIC and ALM approved the previous Shareholders’ Agreement (which reflected the state of affairs prior to the present negotiations with RCA and the Fund) and no change to the previously disclosed proposed shareholding percentages or investments have been requested by either CCIC or ALM but the Company will hold final discussions with both of them with respect to the final Shareholders’ Agreement once it is amended to reflect the conclusion of the RCA negotiations.

The final conclusion of the aforementioned RCA negotiation is expected imminently.

Management expects to quickly thereafter sign the Shareholders’ Agreement, register RCA, CCIC and ALM with MCI, obtain the official approval from MOLA, and sign the Development Agreement.

RCA and ALM are referred to herein as the “Omani Shareholders” and RCA, ALM and CCIC are referred to herein collectively as the “New Shareholders”.

At each of Omagine LLC’s and the Fund’s sole discretion, the Fund may decide to offer to provide Mezzanine Financing to Omagine LLC subsequent to the signing of the DA and Omagine LLC may decide to accept or reject such offer. Mezzanine Financing is a form of debt financing, some of the terms of which as discussed between Omagine LLC and the Fund, make the obligation for the re-payment of such Mezzanine Financing junior to the obligation for the re-payment of other debt financing provided by banks (“Senior Debt”). Such Mezzanine Financing however makes the obligation for the re-payment of such Mezzanine Financing senior to any payment of dividends or payments to shareholders. Also any such Mezzanine Financing from the Fund will have a targeted “exit date” and the payment of its fixed rate of return (which is approximately one-third of the return to shareholders predicted by our present financial model) will be deferred until such exit date. Finally the exit time will be dependent upon the availability of cash in Omagine LLC after all Senior Debt has been repaid.

Mezzanine Financing has been described as a type of financing that “feels like debt but acts like capital”. It is attractive to lenders and investors because it has a fixed term and provides a fixed rate of return which is generally higher than interest rates charged by banks. To the investor therefore it provides a return which is superior to the interest rate on Senior Debt and while it is more risky than Senior Debt but less risky than equity. At the same time it is attractive to borrowers (like Omagine LLC) because banks providing Senior Debt for construction or other financing will view it as “quasi-capital” since their Senior Debt must be repaid first before any Mezzanine Financing is repaid. To the Project Company therefore, it reduces the need to sell shares for capital while enhancing its balance sheet with “quasi-capital”. Simultaneously it provides the opportunity (but not the guarantee) that Omagine LLC may (provided its business plan evolves as forecast) pay the provider of Mezzanine Financing a lower rate of return than it might otherwise pay such provider had such provider been a stockholder – and, in such an event, thereby pay its stockholders a proportionately higher return.

The fact that the Fund will not be a 20% equity investor in Omagine LLC as previously disclosed will probably result in an increase in the Company’s and RCA’s ownership percentage of Omagine LLC. CCIC and ALM are not presently expected to have any changes to their previously disclosed respective investment amounts or the timings of their investments. The precise details of any changes will be determined shortly by the conclusion of the RCA negotiations referred to above and the Company’s and the New Shareholders’ percentage ownership and investment amounts will then be memorialized in the Shareholders’ Agreement which the Company expects to conclude before December 10, 2010.

Prior to the signing of the Development Agreement, the New Shareholders and the Company will enter into a written Shareholders' Agreement with respect to, among other things, their respective investments in Omagine LLC and the corporate governance and management of Omagine LLC. Promptly thereafter the New Shareholders will be formally registered with MCI and then, after the official approval of the DA by MOLA, the Development Agreement will be signed by Omagine LLC and the Government.

As presently contemplated (but subject to a final written agreement), the Shareholders’ Agreement will memorialize that the Company's 100% ownership of Omagine LLC will be reduced to between 50.5% and 70.5%, that the CCIC and ALM shareholdings and percentage ownerships will remain as previously disclosed, and that the RCA cash investment will remain the same as previously disclosed but that RCA’s percentage ownership of Omagine LLC will be increased in recognition of its “payment-in-kind capital contribution” to Omagine LLC represented by the land owned by the Government which is to be developed into the Omagine Project.

The Shareholders Agreement is expected to memorialize that Omagine LLC will have approximately $78 million of capital represented by cash investments by Omagine, Inc. and the New Shareholders. Although it remains uncertain as of the date hereof: (i) Omagine LLC may also have a yet to be determined amount of additional capital resulting from RCA’s payment-in-kind to the Project Company resulting from RCA’s contribution of the Omagine Site to the Project Company and the imbedded gain thereon to the Project Company as represented by the terms of the Usufruct Agreement covering such land, and (ii) Omagine LLC and the Fund may enter into an agreement subsequent to the signing of the DA whereby the Fund provides Mezzanine Financing to the Project Company.

The "Financing Agreement Date" is the day subsequent to the signing of the DA upon which the Project Company and an investment fund, bank, or other person or financial institution (collectively, a “Lender”) execute and deliver a legally binding agreement pursuant to which such Lender agrees to provide loans or Mezzanine Financing for the first phase or for any or all phases of the Omagine Project. The Financing Agreement Date is projected by management to occur approximately six months after the signing of the DA. As mentioned above the total amount of cash capital investments presently planned to be made into Omagine LLC by the Company and the New Shareholders is approximately $78 million. As presently contemplated, Omagine LLC will receive approximately $21 million of such $78 million in approximately equal monthly installments during the six months after the DA is signed and it will receive the $57 million balance on the Financing Agreement Date. As presently contemplated therefore, Omagine LLC will not have to wait for the Financing Agreement Date to begin the design and development of the Omagine Project as it will have the financial capacity to begin such design and development activities immediately after the Development Agreement is signed.

The Company and the New Shareholders are referred to herein and in the Development Agreement as the "Founder Shareholders" of Omagine LLC.

As of the date hereof, the Company owns all 200,000 of the presently issued and outstanding shares of Omagine LLC. The Company presently intends to enter into a Shareholders’ Agreement with the New Shareholders whereby the Company and the New Shareholders will purchase new shares of Omagine LLC such that Omagine LLC will have 5,000,000 shares issued and outstanding (the “Outstanding Capital Stock”)and such Outstanding Capital Stock will be owned as follows: the Company will own between 50.5% and 70.5% of such Outstanding Capital Stock;RCA will own between 12.5% and 25% of such Outstanding Capital Stock); CCIC will own 12.0% of such Outstanding Capital Stock); and ALM will own 5% of such Outstanding Capital Stock). The precise ownership percentages will depend upon the final conclusion of the aforementioned RCA negotiations which final conclusion is expected imminently. Investors are cautioned however that the foregoing projected results of such negotiations with RCA are subject to further modest or material modification and such negotiations are not concluded and will not be concluded until a written Shareholders’ Agreement is executed and delivered by the Founder Shareholders.

All of the aforementioned investment amounts and ownership percentages were and are being negotiated by Company management on behalf of Omagine LLC in arms-length transactions between the Project Company and the New Shareholders. No New Shareholder is an affiliate of the Company.

The Company anticipates that after the Development Agreement is signed, and only if necessary, Omagine LLC will be able to sell additional shares of its capital stock to investors at a substantially higher price than was originally offered to the Fund.

As of the date hereof, the negotiation of the DA with the Government is concluded and the negotiation of the Shareholders’ Agreement with the New Shareholders is expected to conclude imminently.

As of the date hereof religious and National Day holidays and celebrations are occurring simultaneously in Oman for several weeks, but the Company nevertheless anticipates that the Shareholders’ Agreement will be signed in the next few weeks and that MOLA, the last of three ministries required to approve the DA, will provide its approval before the end of December 2010.

The date of signing the Development Agreement is entirely in the hands of the Government but management also expects the DA to be signed before the end of December 2010. The Company recently received a notice from the MOT requesting a copy of the official MCI registration of the New Shareholders. In spite of the extraordinary delays to date, the Company believes that the Government is now quite anxious to conclude and sign the DA as soon as possible.

Consolidated Contractors Group S.A.L. (www.ccc.gr) is a Lebanese multi-national corporation ("CCG") whose main activities involve general building contracting services in the Middle East. CCG employs approximately 125,000 people worldwide and has annual revenue of approximately $5 billion. Consolidated Contractors International Company, S.A.L., a Panamanian corporation ("CCIC") is the investment arm of CCG. Consolidated Contractors Company (Oman), LLC, an Omani limited liability corporation ("CCC") is a construction company with approximately 13,000 employees in Oman and is CCG's operating subsidiary in Oman. Neither CCG, CCIC, CCC nor either of the Omani Shareholders is an affiliate of the Company.

The Company has agreed with CCIC regarding (i) its approximately $49.4 million investment in Omagine LLC, and (ii) the appointment of CCC as the general contractor for the construction of the Omagine Project, and these agreements will be memorialized in CCIC’s Subscription Agreement executed with Omagine LLC.

As of the date hereof, the Company has arranged approximately $77.3 million of equity capital (the "Minority Equity") for the Project Company via the proposed sales of minority equity interests in the Project Company to the New Shareholders. The Company's agreements with the New Shareholders have been reduced to writings and they constitute the subscription agreements with each New Shareholder and with the Company ("Subscription Agreements") and the proposed Shareholders' Agreement as generally described above and as modified pursuant to the conclusion of the ongoing RCA negotiations and discussions.

Although the Company expects the New Shareholders to execute the Shareholders’ Agreement within the next few weeks, until it is actually executed, no assurance can be given that it will be executed.

The Company invested approximately $52,000 into the Project Company at its formation in November 2009 and an additional $26,000 during the third quarter of 2010. As previously disclosed, additional cash investments of approximately $144,950 and $459,550 were planned to be made by the Company into Omagine LLC bringing the Company’s total aggregate investment into Omagine LLC to approximately $656,500. The Company’s percentage ownership of Omagine LLC will however probably increase as a result of the absence of the Fund as a stockholder and the ongoing negotiations with RCA and, in such an event, the Company’s total aggregate investment into Omagine LLC shall eventually increase proportionately to its increased ownership percentage. Such increase, if any, is not expected to present any funding difficulty for the Company.

In order to move into the actual design and development stage of the Omagine Project, Omagine LLC and the Government must first sign the Development Agreement. Although this process has often been delayed to date, the fact that the DA has now been approved by both the Ministry of Tourism and the Ministry of Finance is viewed by management as tantamount to full Government approval and management and the Founder Shareholders remain confident that attainment of the ultimate objective of signing the Development Agreement with the Government is now imminent – although the precise date for such signing is not possible to predict at this time. Notwithstanding the foregoing, no assurance can be given at this time that the Development Agreement actually will be signed.

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Regards,

AGORACOM