GCEI / Global Clean Energy, Inc. - SEC-arkiveringar, Årsredovisning, Fullmaktsutlåtande

GCEI / Global Clean Energy, Inc. RW - - RW

Paul J. Pollock 212.895.4216 [email protected] August 29, 2014 Via EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Re: Global Clean Energy, Inc. Registration Statement on Form 10 Filed July 9, 2014 File No. 0-30303 Dear Sir or Madam: On behalf of our client, Global Clean Energy, Inc (“Global Clean”), and pursuant to Rule 477 promu

$100,000, 7.5% Promissory Note dated November 1, 2013, payable to 7068778 Canada Inc.

EX-4.16 20 ex4-16.htm EX-4.16 Exhibit 4.16 PROMISSORY NOTE November 1, 2013 $100,000.00 FOR VALUE RECEIVED, the undersigned Global Clean Energy, Inc., a Maryland corporation ("Maker") promises to pay to the order of 7068778 Canada Inc. ("Lender"), at his principal office, or at such other place as may be designated in writing by the holders of this Promissory Note ("Note"), the principal sum of On

$15,000, 7.5% Promissory Note dated May 15, 2013, payable to Kenneth S. Adessky.

Exhibit 4.14 PROMISSORY NOTE May 1, 2013 $15,000.00 FOR VALUE RECEIVED, the undersigned Global Clean Energy, Inc., a Maryland corporation ("Maker") promises to pay to the order of Kenneth Adessky ("Lender"), at his principal office, or at such other place as may be designated in writing by the holders of this Promissory Note ("Note"), the principal sum of Fifteen Thousand THOUSAND 00/100 DOLLARS (

Specimen Common Stock Certificate (Incorporated by reference to the Company’s Registration Statement on Form 10SB-12G filed with the Commission on April 12, 2000).

Exhibit 4.1 (In form of certificate, two-sided) Newsearch, Inc. INCORPORATED UNDER THE LAWS OF THE STATE OF COLORADO 25,000,000 SHARES OF COMMON STOCK AUTHORIZED, $.001 PAR VALUE NUMBER- SHARES- CUSIP This certifies that is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK OF Newsearch, Inc. Transferable on the books of the corporation in person or by duly authorized attorney upon

Memorandum of Understanding between Global Clean Energy, Inc. and UK Coal Mining Limited of Harworth Park, dated April 7, 2008 (Incorporated by reference to the Company’s Current Report on Form 8-K filed with the Commission on May 30, 2008).

Exhibit 10.6 MEMORANDUM OF UNDERSTANDING between UK Coal Mining Limited of Harworth Park, Doncaster, South Yorkshire DN118DB (“UKCML”) and Global Clean Energy Inc. of 2005, 3095 E. Parker Road, Aurora, Colorado 80014 (“GCE”). WHEREAS UKCML has had numerous discussions with GCE concerning a project to remove and separate clay slimes and coal fines from the Prince of Wales mine slurry lagoon. WHEREA

May 9, 2013 Agreement converting the October 14, 2009 $5,000 7.5% Promissory Note payable to Jay Kar Inc. into the shares of the Company’s common stock.

Exhibit 10.16 NOTICE OF CONVERSION Global Clean Energy, Inc: The undersigned hereby elects to surrender and convert a certain past due promissory note dated October 14, 2009 due by Global Clean Energy, Inc, (the “Company”) in favor Jay- Kar Financial Ltd for $5,778.00, which was thereafter assigned to Whydah Communicacion, Inc, into shares of common stock of the Company (the “Common Shares” accord

July 15, 2012 Agreement converting the July 10, 2008 $145,000 7.5% Promissory Note payable to Profit Consultants, Inc. into shares of the Company’s common stock.

Exhibit 10.11 CLEAN ENERGY FUNDING INC. 6040 Upshaw, Ste. 105 Humble, Texas 77396 Tel: (281) 441-2538 July 15, 2012 GLOBAL CLEAN ENERGY, INC 4150 St Catherine Street West Suite 525 Montreal. QC H3Z 2Y5 Attention; Kenneth S. Adessky RE: Convertible Promissory Note Dated April 25, 2011 Dear Sir, As you are aware you executed a Convertible Promissory Note to our company for the sum of ONE HUNDRED EIG

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934 GLOBAL CLEAN ENERGY, INC. (Exact name of registrant as specified in its charter) Maryland No. 84-1522846 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.)

License Agreement dated December 15, 2006, between EnviroClean Energy Corporation and the Company (Incorporated by reference to the Company’s Current Report on Form 8-K filed with the Commission on January 4, 2007).

Exhibit 10.2 LICENSE ASSIGNMENT AGREEMENT This LICENSE ASSIGNMENT AGREEMENT is made as of December 15th 2006. BY: ENVIROCLEAN ENERGY CORPORATION, incorporated in accordance with the laws of the State of Delaware, having its principal place of business at 6040 Upshaw, Suite 105, Humble, Texas 77396, represented by Randy Renken, duly authorized as he so declares; (Hereinafter the "Assignor") AND BET

March 27, 2008 Agreement converting the March 21, 2007 $100,000 7.5% Promissory Note payable to Vision Capital Partners AA Ltd. Into shares of the Company’s common stock (Incorporated by reference to the Company’s Quarterly Report on Form 10-Q filed with the Commission on May 15, 2008).

Exhibit 10.3 SUBSCRIPTION AGREEMENT Global Clean Energy, Inc. 3095 S. Parker Road, Suite 200 Aurora, CO 80014 Gentlemen and Ladies: The undersigned desires to exchange and convert all of the outstanding principal and interest owed to Vision Capital Partners AA Ltd. (“Vision Capital”) by Global Clean Energy, Inc., a Maryland corporation (the “Company”), pursuant to that certain Promissory Note, dat

March 27, 2008 Agreement converting the October 20, 2007 $75,000 7.5% Promissory Note payable to Profit Consultants, Inc. into shares of the Company’s common stock (Incorporated by reference to the Company’s Quarterly Report on Form 10-Q filed with the Commission on May 15, 2008).

Exhibit 10.5 SUBSCRIPTION AGREEMENT Global Clean Energy, Inc. 3095 S. Parker Road, Suite 200 Aurora, CO 80014 Gentlemen and Ladies: The undersigned desires to exchange and convert all of the outstanding principal and interest owed to Profit Consultants, Inc. (“Profit Consultants”) by Global Clean Energy, Inc., a Maryland corporation (the “Company”), pursuant to that certain Promissory Note, dated

$20,000, 7.5% Promissory Note dated November 4, 2009, payable to Sylvain McMahon.

EX-4.11 15 ex4-11.htm EX-4.11 Exhibit 4.11 PROMISSORY NOTE $20,000.00 CND November 4th, 2009 FOR VALUE RECEIVED, the undersigned Global Clean Energy, Inc., a Maryland corporation ("Maker") promises to pay to the order of Sylvain McMahon ("Lender"), at his principal office, or at such other place as may be designated in writing by the holders of this Promissory Note ("Note"), the principal sum of T

$50,000, 7.5% Promissory Note dated January 21, 2013, payable to 7068778 Canada Inc.

Exhibit 4.12 PROMISSORY NOTE $50,000.00 January 21, 2013 FOR VALUE RECEIVED, the undersigned Global Clean Energy, Inc., a Maryland corporation ("Maker") promises to pay to the order of 7068778 Canada Inc. ("Lender"), at his principal office, or at such other place as may be designated in writing by the holders of this Promissory Note ("Note"), the principal sum of Fifty THOUSAND 00/100 DOLLARS ($5

$100,000, 7.5% Promissory Note dated January 20, 2008 payable Profit Consultants, Inc. (Incorporated by reference to the Company’s Current Report on Form 8-K filed with the Commission on March 27, 2008).

Exhibit 4.2 PROMISSORY NOTE $100,000.00 January 20th, 2008 FOR VALUE RECEIVED, the undersigned Global Clean Energy, Inc., a Maryland corporation (“Maker”) promises to pay to the order of Profit Consultants Inc (“Lender”), at its principal office, or at such other place as may be designated in writing by the holders of this Promissory Note (“Note”), the principal sum of ONE HUNDRED THOUSAND 00/100

$30,000, 7.5% Promissory Note dated May 15, 2009, payable to Sylvain McMahon.

Exhibit 4.6 PROMISSORY NOTE $30,000.00 CND May 15th, 2009 FOR VALUE RECEIVED, the undersigned Global Clean Energy, Inc., a Maryland corporation ("Maker") promises to pay to the order of Sylvain McMahon ("Lender"), at his principal office, or at such other place as may be designated in writing by the holders of this Promissory Note ("Note"), the principal sum of THIRTY THOUSAND 00/100 CANADIAN DOLL

$16,220, 7.0% Promissory Note dated October 14, 2009, payable to Eastveld Realties Inc.

EX-4.8 12 ex4-8.htm EX-4.8 Exhibit 4.8 PROMISSORY NOTE $16,220.00 October 14, 2009 FOR VALUE RECEIVED, the undersigned Global Clean Energy, Inc., a Maryland corporation ("Maker") promises to pay to the order of Eastveld Realties Inc.. ("Lender"), at its principal office, or at such other place as may be designated in writing by the holders of this Promissory Note ("Note"), the principal sum of SIX

$25,000, 7.0% Promissory Note dated September 15, 2009, payable to Mario Nadeau.

EX-4.7 11 ex4-7.htm EX-4.7 Exhibit 4.7 PROMISSORY NOTE $25,000.00 Cdn September 15, 2009 FOR VALUE RECEIVED, the undersigned Global Clean Energy, Inc., a Maryland corporation ("Maker") promises to pay to the order of Mario Nadeau. ("Lender"), at its principal office, or at such other place as may be designated in writing by the holders of this Promissory Note ("Note"), the principal sum of TWENTY

October 4, 2012 Agreement converting $55,000 of the April 25, 2008 $125,000 7.5% Promissory Note payable to Profit Consultants, Inc. into shares of the Company’s common stock.

Exhibit 10.13 NOTICE OF CONVERSION Global Clean Energy, Inc: The undersigned hereby elects to surrender and convert a portion of a certain past due promissory note dated April 15, 2008 due by Global Clean Energy, Inc, (the “Company”) in favor Profit Consultants Inc for $55,000.00, which was thereafter assigned to Whydah Communicacion, Inc, into shares of common stock of the Company (the “Common Sh

$5,000, 7.0% Promissory Note dated October 14, 2009, payable to Jay Kar Inc.

Exhibit 4.9 PROMISSORY NOTE $5,000.00 October 14, 2009 FOR VALUE RECEIVED, the undersigned Global Clean Energy, Inc., a Maryland corporation ("Maker") promises to pay to the order of Jay- Kar Financial Inc.. ("Lender"), at its principal office, or at such other place as may be designated in writing by the holders of this Promissory Note ("Note"), the principal sum of FIVE THOUSAND 00/100 DOLLARS (

April 24, 2008 Purchase Order Between Global Clean Energy, Inc. and Cascades Engineering & Projects Inc. (Incorporated by reference to the Company’s Current Report on Form 8-K filed with the Commission on May 30, 2008).

Exhibit 10.8 GLOBAL CLEAN ENERGY 4150 Sainte-Catherine Street West, Suite 525 Montreal, Quebec H3Z 2Y5 (T) (514) 288-8070, (F) (514) 288-8655 BY MAIL AND TELECOPIER April 24, 2008 Louis-Philippe Senecal, Eng. Project Manager CASCADES ENGINEERING & PROJECTS INC. 465 Boul. Marie Victorin, Kinglsey Falls, Quebec J0A 1B0 Re: Quote No. 1928, Budget B. Dear Sir, The following is in furtherance to the Bu

March 27, 2008 Agreement converting the August 16, 2007 $75,000 7.5% Promissory Note payable to Profit Consultants, Inc. into shares of the Company’s common stock (Incorporated by reference to the Company’s Quarterly Report on Form 10-Q filed with the Commission on May 15, 2008).

Exhibit 10.4 SUBSCRIPTION AGREEMENT Global Clean Energy, Inc. 3095 S. Parker Road, Suite 200 Aurora, CO 80014 Gentlemen and Ladies: The undersigned desires to exchange and convert all of the outstanding principal and interest owed to Profit Consultants, Inc. (“Profit Consultants”) by Global Clean Energy, Inc., a Maryland corporation (the “Company”), pursuant to that certain Promissory Note, dated

Memorandum of Understanding between Global Clean Energy, Inc. and UK Coal Mining Limited of Harworth Park, dated April 7, 2008 (Incorporated by reference to the Company’s Current Report on Form 8-K filed with the Commission on May 30, 2008).

Exhibit 10.7 MEMORANDUM OF UNDERSTANDING between UK Coal Mining Limited of Harworth Park, Doncaster, South Yorkshire DN118DB (“UKCML”) and Global Clean Energy Inc. of 2005, 3095 S. Parker Road, Aurora, Colorado 80014 (“GCE”). WHEREAS it is intended that discussions relating to an ethanol plant(s) to be based at Kellingley Colliery, near Knottingley, North Yorkshire (the “Reformation Project”). 1.

$125,000, 7.5% Promissory Note dated April 25, 2008 payable Profit Consultants, Inc. (Incorporated by reference to the Company’s Current Report on Form 8-K filed with the Commission on June 30, 2008).

Exhibit 4.3 PROMISSORY NOTE April 25th, 2008 $125,000.00 FOR VALUE RECEIVED, the undersigned Global Clean Energy, Inc., a Maryland corporation (“Maker”) promises to pay to the order of Profit Consultants Inc (“Lender”), at its principal office, or at such other place as may be designated in writing by the holders of this Promissory Note (“Note”), the principal sum of ONE HUNDRED TWENTY FIVE THOUSA

November 25, 2011 Agreement converting the January 20, 2008 $100,000 7.5% Promissory Note payable to Profit Consultants, Inc. into shares of the Company’s common stock.

Exhibit 10.10 PROFIT CONSULTANTS INC. 6040 Upshaw, Ste. 105 Humble, Texas 77396 Tel: (281) 441-2538 October 18, 2011 GLOBAL CLEAN ENERGY, INC 4150 St Catherine Street West Suite 525 Montreal. QC H3Z 2Y5 Attention; Kenneth S. Adessky RE: Convertible Promissory Note Dated January 31, 2010 Dear Sir, As you are aware you executed a Convertible Promissory Note to our company for the sum of One Hundred

2007 Stock Incentive Plan (Incorporated by reference to the Company’s Current Report on Form 8-K filed with the Commission on June 12, 2007).

Exhibit 10.1 NEWSEARCH, INC. (D.B.A. GLOBAL CLEAN ENERGY, INC.) 2007 STOCK INCENTIVE PLAN This 2007 Stock Incentive Plan (the “Plan”) is adopted in consideration for services rendered and to be rendered to Newsearch, Inc. (d.b.a. Global Clean Energy, Inc.). 1. Definitions. The terms used in this Plan shall, unless otherwise indicated or required by the particular context, have the following meanin

$145,000, 7.5% Promissory Note dated July 10, 2008, payable to Clean Energy Funding, Inc. (Incorporated by reference to the Company’s Quarterly Report on Form 10-Q filed with the Commission on November 13, 2008).

EX-4.4 8 ex4-4.htm EX-4.4 Exhibit 4.4 PROMISSORY NOTE $145,000.00 July 10th, 2008 FOR VALUE RECEIVED, the undersigned Global Clean Energy, Inc., a Maryland corporation (“Maker”) promises to pay to the order of Clean Energy Funding, Inc. (“Lender”), at its principal office, or at such other place as may be designated in writing by the holders of this Promissory Note (“Note”), the principal sum of O

$25,000, 7.0% Promissory Note dated October 16, 2009, payable to Mario Nadeau.

Exhibit 4.10 PROMISSORY NOTE $25,000.00 Cdn October 16, 2009 FOR VALUE RECEIVED, the undersigned Global Clean Energy, Inc., a Maryland corporation ("Maker") promises to pay to the order of Mario Nadeau. ("Lender"), at its principal office, or at such other place as may be designated in writing by the holders of this Promissory Note ("Note"), the principal sum of TWENTY FIVE THOUSAND 00/100 DOLLARS

Amended and Restated Articles of Incorporation (Incorporated by reference to the Company’s Annual Report on Form 10-KSB for the year ended December 31, 2006 filed with the Commission on May 7, 2007).

EX-3.1 3 ex3-1.htm EX-3.1 Exhibit 3.1 Amended and Restated Articles of Incorporation AMENDED AND RESTATED ARTICLES OF INCORPORATION NEWSEARCH, INC. KNOW ALL MEN BY THESE PRESENTS: That I, Irwin Krushansky, desiring to establish a corporation under the name of NEWSEARCH, INC., for the purpose of becoming a body corporate under and by virtue of the laws of the State of Colorado and, in accordance wi

November 7, 2007 Agreement and Plan of Merger between Newsearch, Inc. and Global Clean Energy, Inc. (Incorporated by reference to the Company’s Current Report on Form 8-K filed with the Commission on November 13, 2007).

Exhibit 2.1 AGREEMENT AND PLAN OF MERGER This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of the 8th day of November 2007, by and between Newsearch, Inc., a Colorado corporation doing business as Global Clean Energy, Inc. (“GCE Colorado”), and Global Clean Energy, Inc., a Maryland corporation (“GCE Maryland”). Each of GCE Colorado and GCE Maryland is sometimes refer

April 21, 2013 Agreement converting the $70,000 of the April 25, 2008 $125,000 7.5% Promissory Note payable to Profit Consultants, Inc. into shares of the Company’s common stock.

Exhibit 10.15 PROFIT CONSULTANTS INC. 6040 Upshaw, Ste. 105 Humble, Texas 77396 Tel: (281) 441-2538 April 21, 2013 GLOBAL CLEAN ENERGY, INC 4150 St Catherine Street West Suite 525 Montreal. QC H3Z 2Y5 Attention; Kenneth S. Adessky RE: Convertible Promissory Note Dated April 25, 2011 Dear Sir, As you are aware you executed a Convertible Promissory Note to our company for the sum of ONE HUNDRED FIFT

September 15, 2012 Agreement converting the September 15, 2009 $25,000 7.5% Promissory Note and October 16, 2009 $25,000 7.0% Promissory Note payable to Mario Nadeau into shares of the Company’s common stock.

Exhibit 10.12 MARIO NADEAU 1630 rue Richelieu Beloeil, Qc. J3G 4S1 Tel: (514) 295-0043 September 15, 2012 GLOBAL CLEAN ENERGY, INC 4150 St Catherine Street West Suite 525 Montreal. QC H3Z 2Y5 Attention; Kenneth S. Adessky RE: Convertible Promissory Note Dated September 15, 2010 and October 15, 2010 Dear Sir, As you are aware you executed Convertible Promissory Notes to us for the total sum of FIFT

March 4, 2013 Agreement converting the May 15, 2009 $30,000 7.0% Promissory Note and November 4, 2009 $20,000 7.0% Promissory Note payable to Sylvain McMahon into the Shares of the Company’s Common Stock.

Exhibit 10.14 NOTICE OF CONVERSION Global Clean Energy, Inc: The undersigned hereby elects to surrender and convert a certain past due promissory note dated May 15, 2009 and November 4, 2009 due by Global Clean Energy, Inc, (the“Company”) in favor Sylvain McMahon for a total of $50,000.00, which was thereafter assigned to 7068778 Canada Inc, into shares of common stock of the Company (the “Common

May 9, 2013 Agreement converting the $16,220 7.5% Promissory Note payable to Eastveld Realties dated October 14, 2009

Exhibit 10.17 NOTICE OF CONVERSION Global Clean Energy, Inc: The undersigned hereby elects to surrender and convert a certain past due promissory note dated October 14, 2009 due by Global Clean Energy, Inc, (the “Company”) in favor Eastveld Realty Corp for $18,745.00, which was thereafter assigned to Whydah Communicacion, Inc, into shares of common stock of the Company (the “Common Shares”) accord

$75,000, 7.5% Promissory Note dated April 15, 2014, payable to 7068778 Canada Inc.

Exhibit 4.18 PROMISSORY NOTE April 15, 2014 $75,000.00 FOR VALUE RECEIVED, the undersigned Global Clean Energy, Inc., a Maryland corporation ("Maker") promises to pay to the order of 7068778 Canada Inc. ("Lender"), at his principal office, or at such other place as may be designated in writing by the holders of this Promissory Note ("Note"), the principal sum of Seventy Five THOUSAND 00/100 DOLLAR

Subsidiaries of the Registrant

Exhibit 21 Subsidiaries of the Registrant None

Assignment Agreement between Global Clean Energy, Inc. and Philip Azimov dated June 26, 2008 (Incorporated by reference to the Company’s Current Report on Form 8-K filed with the Commission on June 26, 2008).

Exhibit 10.9 ASSIGNMENT AGREEMENT ASSIGNMENT AGREEMENT (THE “AGREEMENT”) entered into to be effective as of this 26th day of June 2008 (the “Effective Date”). BY AND BETWEEN: GLOBAL CLEAN ENERGY INC., an entity duly incorporated according to law having its head office at 1241 S. Parker Rd. #201, Aurora, Colorado 80014; (hereinafter referred to as the “COMPANY”) AND: PHILIP AZIMOV, domiciled and re

Bylaws of Global Clean Energy, Inc. (Incorporated by reference to the Company’s Current Report on Form 8-K filed with the Commission on November 13, 2007).

Exhibit 3.2 BYLAWS OF GLOBAL CLEAN ENERGY, INC. ARTICLE I OFFICES SECTION 1. REGISTERED OFFICE AND AGENT The registered office of Global Clean Energy, Inc. (the “Corporation”) shall be in the City and County of Baltimore, State of Maryland or such other city and county as the Board of Directors (the “Board”) shall determine. The street address of the principal office and registered agent of the Co

$75,000, 7.5% Promissory Note dated April 1, 2013, payable to 7068778 Canada Inc.

Exhibit 4.13 PROMISSORY NOTE April 1, 2013 $75,000.00 FOR VALUE RECEIVED, the undersigned Global Clean Energy, Inc., a Maryland corporation ("Maker") promises to pay to the order of 7068778 Canada Inc. ("Lender"), at his principal office, or at such other place as may be designated in writing by the holders of this Promissory Note ("Note"), the principal sum of Seventy Five THOUSAND 00/100 DOLLARS

$50,000, 7.5% Promissory Note dated February 20, 2014, Payable to 7068778 Canada Inc.

Exhibit 4.17 PROMISSORY NOTE February 20, 2014 $50,000.00 FOR VALUE RECEIVED, the undersigned Global Clean Energy, Inc., a Maryland corporation ("Maker") promises to pay to the order of 7068778 Canada Inc. ("Lender"), at his principal office, or at such other place as may be designated in writing by the holders of this Promissory Note ("Note"), the principal sum of Fifty THOUSAND 00/100 DOLLARS ($

$80,000, 7.5% Promissory Note dated August 15, 2008, payable to Vision Capital Partners AA, Ltd. (Incorporated by reference to the Company’s Quarterly Report on Form 10-Q filed with the Commission on November 13, 2008).

Exhibit 4.5 PROMISSORY NOTE $80,000.00 August 15th, 2008 FOR VALUE RECEIVED, the undersigned Global Clean Energy, Inc., a Maryland corporation (“Maker”) promises to pay to the order of Vision Capital Partners AA., Ltd. (“Lender”), at its principal office, or at such other place as may be designated in writing by the holders of this Promissory Note (“Note”), the principal sum of EIGHTY THOUSAND 00/

$100,000, 7.5% Promissory Note dated July 11, 2013, payable to 7068778 Canada Inc

Exhibit 4.15 PROMISSORY NOTE July 11, 2013 $100,000.00 FOR VALUE RECEIVED, the undersigned Global Clean Energy, Inc., a Maryland corporation ("Maker") promises to pay to the order of 7068778 Canada Inc. ("Lender"), at his principal office, or at such other place as may be designated in writing by the holders of this Promissory Note ("Note"), the principal sum of One Hundred THOUSAND 00/100 DOLLARS

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 000-30303 GLOBAL CLEAN ENERGY, INC. (Exact name of registrant as specified i

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C.20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 1, 2009 GLOBAL CLEAN ENERGY, INC. (Exact name of registrant as specified in its charter) Maryland 0-30303 84-1522846 (State or other jurisdiction of incorporation) (Commission F

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C.20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 1, 2009 GLOBAL CLEAN ENERGY, INC. (Exact name of registrant as specified in its charter) Maryland 0-30303 84-1522846 (State or other jurisdiction of incorporation) (Commission F

Changes in Registrant's Certifying Accountant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 18, 2011 GLOBAL CLEAN ENERGY, INC. (Exact name of registrant as specified in its charter) Maryland 0-30303 84-1522846 (State or other jurisdiction of incorporation) (Commission F

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July 29, 2011 VIA EDGAR AND OVERNIGHT COURIER Mr. Jeffrey Gordon Staff Accountant U.S. Securities and Exchange Commission Division of Corporation Finance 450 Fifth Street N.W. Washington, D.C. 20549 Re: Global Clean Energy, Inc. Item 4.02 Form 8-K filed May 25, 2011 Dear Mr. Gordon: On behalf of Global Clean Energy, Inc. (the “Company”), this letter provides the Company’s response to the Staff’s c

Accountant's letter to SEC

EXHIBIT No. 16.1 Accountant's letter to SEC Ankit Consulting Services, Inc. Certified Public Accountants 11 Plushstone Rancho Santa Margarita, CA 92688 Tel: 949-683-3034 Fax: 949-271-4737 May 24, 2011 U.S. Securities and Exchange Commission Office of the Chief Accountant 100F Street, NE Washington, DC 20549 Re: GLOBAL CLEAN ENERGY INC File No. 000-30303 Dear Sir or Madam: We have read Item 4.01 of

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

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 reported) May 18, 2011 GLOBAL CLEAN ENERGY, INC. (Exact name of registrant as specified in its charter) Maryland 0-30303 84-1522846 (State or other jurisdiction of incorporation) (Commission Fil

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SEC FILE NUMBER 000-30303 CUSIP NUMBER 378986 103 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25* NOTIFICATION OF LATE FILING (Check one): o Form 10?K o Form 20?F o Form 11?K x Form 10?Q o Form 10?D o Form N?SAR o Form N?CSR For Period Ended: March 31, 2011 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transition Report on Form N-SAR For the Transition Period Ended: Read Instruction (on back page) Before Preparing Form.

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SEC FILE NUMBER 000-30303 CUSIP NUMBER 378986 103 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25* NOTIFICATION OF LATE FILING (Check one): x Form 10?K o Form 20?F o Form 11?K o Form 10?Q o Form 10?D o Form N?SAR oForm N?CSR For Period Ended: December 31, 2010 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transition Report on Form N-SAR For the Transition Period Ended: Read Instruction (on back page) Before Preparing Form.

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March 17, 2011 VIA FEDERAL EXPRESS Mr. Jeffrey Gordon Staff Accountant United States Securities and Exchange Commission 450 Fifth Street, N.W. Washington, DC 20549 Re: Global Clean Energy, Inc. Item 4.01 Form 8-K filed March 1, 2011 Item 4.01 Form 8-K/A filed March 11, 2011 File No. 333-30303 Dear Mr. Gordon: On behalf of our client, Global Clean Energy, Inc. (?Global?), and in response to your le

Changes in Registrant's Certifying Accountant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A 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 9, 2011 GLOBAL CLEAN ENERGY, INC. (Exact name of registrant as specified in its charter) Maryland 0-30303 84-1522846 (State or other jurisdiction of incorporation) (Commissi

Changes in Registrant's Certifying Accountant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A 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 9, 2011 GLOBAL CLEAN ENERGY, INC. (Exact name of registrant as specified in its charter) Maryland 0-30303 84-1522846 (State or other jurisdiction of incorporation) (Commissi

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March 11, 2011 VIA FEDERAL EXPRESS Mr. Jeffrey Gordon Staff Accountant United States Securities and Exchange Commission 450 Fifth Street, N.W. Washington, DC 20549 Re: Global Clean Energy, Inc. Item 4.01 Form 8-K filed March 1, 2011 File No. 333-30303 Dear Mr. Gordon: On behalf of our client, Global Clean Energy, Inc. (“Global”), and in response to your letter of comment dated March 3, 2011 relati

Changes in Registrant's Certifying Accountant

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 reported) February 16, 2011 GLOBAL CLEAN ENERGY, INC. (Exact name of registrant as specified in its charter) Maryland 0-30303 84-1522846 (State or other jurisdiction of incorporation) (Commissio

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended September 30, 2010 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-30303 GLOBAL CLEAN ENER

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SEC FILE NUMBER 000-30303 CUSIP NUMBER 378986 103 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25* NOTIFICATION OF LATE FILING (Check one): o Form 10?K o Form 20?F o Form 11?K x Form 10?Q o Form 10?D o Form N?SAR oForm N?CSR For Period Ended: September 30, 2010 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transition Report on Form N-SAR For the Transition Period Ended: Read Instruction (on back page) Before Preparing Form.

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2010 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-30303 GLOBAL CLEAN ENERGY, I

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2010 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-30303 GLOBAL CLEAN ENERGY,

Annual Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2009 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 0-30303 GLOBAL CLEAN ENERGY, INC. (Exact name of registran

Subsidiaries

Exhibit 21 Subsidiaries None.

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SEC FILE NUMBER 000-30303 CUSIP NUMBER 378986 103 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25* NOTIFICATION OF LATE FILING (Check one): x Form 10?K o Form 20?F o Form 11?K o Form 10?Q o Form 10?D o Form N?SAR oForm N?CSR For Period Ended: December 31, 2009 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transition Report on Form N-SAR For the Transition Period Ended: Read Instruction (on back page) Before Preparing Form.

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2009 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission File No.: 0-30303 GLOBAL CLEAN ENERGY, INC. (Exact n

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Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 GLOBAL CLEAN ENERGY, INC. (Exact Name of Registrant as Specified in Its Charter) MARYLAND (State or other Jurisdiction of Incorporation or Organization) 84-1522846 (I.R.S Employer Identification Number) 1241 S. PARKER ROAD, #201 DENVER, CO (Ad

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2009 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission File No.: 0-30303 GLOBAL CLEAN ENERGY, INC. (Exact name o

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2009 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-30303 GLOBAL CLEAN ENERGY,

ASSIGNMENT AGREEMENT

Exhibit 10.1 ASSIGNMENT AGREEMENT ASSIGNMENT AGREEMENT (THE “AGREEMENT”) entered into to be effective as of this 29th day of April 2009 (the “Effective Date”) BY AND BETWEEN: GLOBAL CLEAN ENERGY, INC., an entity duly incorporated according to law having its head office at 1241 S. Parker Rd, #201, Denver, Colorado, 80023; (hereinafter referred to as the “COMPANY”) AND: PHILLIP AZIMOV, domiciled and

Entry into a Material Definitive Agreement, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Other Events, Financial Statements and Exhibits

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 reported) March 26, 2009 GLOBAL CLEAN ENERGY, INC. (Exact name of registrant as specified in its charter) Maryland 0-30303 84-1522846 (State or other jurisdiction of incorporation) (Commission F

PROMISSORY NOTE

PROMISSORY NOTE $45,000.00 CDN October 1st, 2008 FOR VALUE RECEIVED, the undersigned Global Clean Energy, Inc., a Maryland corporation ("Maker") promises to pay to the order of Howard Stupp ("Lender"), at his principal office, or at such other place as may be designated in writing by the holders of this Promissory Note ("Note"), the principal sum of FORTY FIVE THOUSAND 00/100 CANADIAN DOLLARS ($45

Annual Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2008 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 0-30303 GLOBAL CLEAN ENERGY, INC. (Exact name of registran

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 OMB APPROVAL OMB Number: 3235-0058 Expires: April 30, 2009 Estimated average burden hours per response: 2.

- FORM 10-KSB/A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-KSB/A Amendment No. 2. (Mark One) ? ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2007 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission File No.: 0

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December 22, 2008 Alan L. Talesnick 303-894-6378 [email protected] VIA EDGAR AND OVERNIGHT COURIER Mr. John Cash Accounting Branch Chief U.S. Securities and Exchange Commission Division of Corporation Finance 450 Fifth Street N.W. Washington, D.C. 20549 Re: Global Clean Energy, Inc. Form 10-KSB for Fiscal Year Ended December 31, 2007 Form 10-KSB/A Filed May 7, 2008 File No. 0-30303 Dear M

Exhibit 10.1

Filed by Bowne Pure Compliance Exhibit 10.1 PROMISSORY NOTE $145,000.00 July 10th, 2008 FOR VALUE RECEIVED, the undersigned Global Clean Energy, Inc., a Maryland corporation (“Maker”) promises to pay to the order of Clean Energy Funding, Inc. (“Lender”), at its principal office, or at such other place as may be designated in writing by the holders of this Promissory Note (“Note”), the principal su

Exhibit 10.2

Filed by Bowne Pure Compliance Exhibit 10.2 PROMISSORY NOTE $80,000.00 August 15th, 2008 FOR VALUE RECEIVED, the undersigned Global Clean Energy, Inc., a Maryland corporation (“Maker”) promises to pay to the order of Vision Capital Partners AA., Ltd. (“Lender”), at its principal office, or at such other place as may be designated in writing by the holders of this Promissory Note (“Note”), the prin

Quarterly Report - FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2008 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe

Other Events - FORM 8-K

Filed by Bowne Pure Compliance UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 22, 2008 (September 22, 2008) GLOBAL CLEAN ENERGY, INC. (Exact name of registrant as specified in its charter) Maryland 0-30303 84-1255846 (State or othe

GLOBAL CLEAN ENERGY INC. RECEIVES TRADING SYMBOL GCEI.OB

Filed by Bowne Pure Compliance Exhibit 99.1 GLOBAL CLEAN ENERGY INC. RECEIVES TRADING SYMBOL GCEI.OB Denver, Colorado, September 22, 2008 — Global Clean Energy Inc. (the “Company”) is pleased to announce that the Financial Industry Regulatory Authority has approved the Company’s common stock for quotation on the Over-The-Counter Bulletin Board under the trading symbol “GCEI”. Global Clean anticipa

GLOBAL CLEAN ENERGY INC. RECEIVES TRADING SYMBOL GCEI.OB

Filed by Bowne Pure Compliance Exhibit 99.1 GLOBAL CLEAN ENERGY INC. RECEIVES TRADING SYMBOL GCEI.OB Denver, Colorado, September 22, 2008 — Global Clean Energy Inc. (the “Company”) is pleased to announce that the Financial Industry Regulatory Authority has approved the Company’s common stock for quotation on the Over-The-Counter Bulletin Board under the trading symbol “GCEI”. Global Clean anticipa

Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K

Filed by Bowne Pure Compliance UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Quarterly Report - FORM 10-Q

Filed by Bowne Pure Compliance Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K

Filed by Bowne Pure Compliance UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

PROMISSORY NOTE

Filed by Bowne Pure Compliance Exhibit 10.1 PROMISSORY NOTE $125,000.00 April 25th, 2008 FOR VALUE RECEIVED, the undersigned Global Clean Energy, Inc., a Maryland corporation (“Maker”) promises to pay to the order of Profit Consultants Inc (“Lender”), at its principal office, or at such other place as may be designated in writing by the holders of this Promissory Note (“Note”), the principal sum o

ASSIGNMENT AGREEMENT

Exhibit 10.1 ASSIGNMENT AGREEMENT ASSIGNMENT AGREEMENT (THE ?AGREEMENT?) entered into to be effective as of this 26th day of June 2008 (the ?Effective Date?). BY AND BETWEEN: GLOBAL CLEAN ENERGY INC., an entity duly incorporated according to law having its head office at 1241 S. Parker Rd. #201, Aurora, Colorado 80014; (hereinafter referred to as the ?COMPANY?) AND: PHILIP AZIMOV, domiciled and re

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits - FORM 8-K

Filed by Bowne Pure Compliance UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

/s/ P.E. Garner Per: P.E. Garner 9/4/08

Filed by Bowne Pure Compliance Exhibit 10.1 MEMORANDUM OF UNDERSTANDING between UK Coal Mining Limited of Harworth Park, Doncaster, South Yorkshire DN118DB (“UKCML”) and Global Clean Energy Inc. of 2005, 3095 E. Parker Road, Aurora, Colorado 80014 (“GCE”). WHEREAS UKCML has had numerous discussions with GCE concerning a project to remove and separate clay slimes and coal fines from the Prince of W

GLOBAL CLEAN ENERGY 4150 Sainte-Catherine Street West, Suite 525 Montreal, Quebec H3Z 2Y5 (T) (514) 288-8070, (F) (514) 288-8655

Filed by Bowne Pure Compliance Exhibit 10.3 GLOBAL CLEAN ENERGY 4150 Sainte-Catherine Street West, Suite 525 Montreal, Quebec H3Z 2Y5 (T) (514) 288-8070, (F) (514) 288-8655 BY MAIL AND TELECOPIER April 24, 2008 Louis-Philippe Senecal, Eng. Project Manager CASCADES ENGINEERING & PROJECTS INC. 465 Boul. Marie Victorin, Kinglsey Falls, Quebec J0A 1B0 Re: Quote No. 1928, Budget B. Dear Sir, The follow

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K

Filed by Bowne Pure Compliance UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

/s/ P.E. Garner Per: P.E. Garner 9/4/08

Filed by Bowne Pure Compliance Exhibit 10.2 MEMORANDUM OF UNDERSTANDING between UK Coal Mining Limited of Harworth Park, Doncaster, South Yorkshire DN118DB (“UKCML”) and Global Clean Energy Inc. of 2005, 3095 S. Parker Road, Aurora, Colorado 80014 (“GCE”). WHEREAS it is intended that discussions relating to an ethanol plant(s) to be based at Kellingley Colliery, near Knottingley, North Yorkshire (

Exhibit 10.7

Filed by Bowne Pure Compliance Exhibit 10.7 SUBSCRIPTION AGREEMENT Global Clean Energy, Inc. 3095 S. Parker Road, Suite 200 Aurora, CO 80014 Gentlemen and Ladies: The undersigned desires to exchange and convert all of the outstanding principal and interest owed to Profit Consultants, Inc. (“Profit Consultants”) by Global Clean Energy, Inc., a Maryland corporation (the “Company”), pursuant to that

Quarterly Report - 10-Q

Filed by Bowne Pure Compliance Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Exhibit 10.8

Filed by Bowne Pure Compliance Exhibit 10.8 SUBSCRIPTION AGREEMENT Global Clean Energy, Inc. 3095 S. Parker Road, Suite 200 Aurora, CO 80014 Gentlemen and Ladies: The undersigned desires to exchange and convert all of the outstanding principal and interest owed to Profit Consultants, Inc. (“Profit Consultants”) by Global Clean Energy, Inc., a Maryland corporation (the “Company”), pursuant to that

Exhibit 10.6

Filed by Bowne Pure Compliance Exhibit 10.6 SUBSCRIPTION AGREEMENT Global Clean Energy, Inc. 3095 S. Parker Road, Suite 200 Aurora, CO 80014 Gentlemen and Ladies: The undersigned desires to exchange and convert all of the outstanding principal and interest owed to Vision Capital Partners AA Ltd. (“Vision Capital”) by Global Clean Energy, Inc., a Maryland corporation (the “Company”), pursuant to th

- 10KSB/A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-KSB/A (Mark One) ? ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2007 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission File No.: 0-30303 GLOBAL CLE

Exhibit 21

Filed by Bowne Pure Compliance Exhibit 21 Subsidiaries None.

- FORM 10-KSB

Filed by Bowne Pure Compliance Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Exhibit 21

Filed by Bowne Pure Compliance Exhibit 21 Subsidiaries None.

- FORM 12B-25

OMB APPROVAL OMB Number: 3235-0058 Expires: April 30, 2009 Estimated average burden hours per response .

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits - FORM 8-K

Filed by Bowne Pure Compliance UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

PROMISSORY NOTE

Filed by Bowne Pure Compliance Exhibit 10.1 PROMISSORY NOTE $100,000.00 January 20th, 2008 FOR VALUE RECEIVED, the undersigned Global Clean Energy, Inc., a Maryland corporation (“Maker”) promises to pay to the order of Profit Consultants Inc (“Lender”), at its principal office, or at such other place as may be designated in writing by the holders of this Promissory Note (“Note”), the principal sum

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - FORM 8-K

Filed by Bowne Pure Compliance UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Other Events - FORM 8-K

Filed by Bowne Pure Compliance UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

- FORM 10QSB

Filed by Bowne Pure Compliance Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Exhibit 10.2

Filed by Bowne Pure Compliance Exhibit 10.2 PROMISSORY NOTE $75,000.00 October 20th, 2007 FOR VALUE RECEIVED, the undersigned Newsearch, Inc., a Colorado corporation (“Maker”) promises to pay to the order of Profit Consultants Inc (“Lender”), at its principal office, or at such other place as may be designated in writing by the holders of this Promissory Note (“Note”), the principal sum of SEVENTY

- FORM 12B-25

OMB APPROVAL OMB Number: 3235-0058 Expires: April 30, 2009 Estimated average burden hours per response .

BYLAWS OF GLOBAL CLEAN ENERGY, INC. ARTICLE I OFFICES

Filed by Bowne Pure Compliance Exhibit 3.2 BYLAWS OF GLOBAL CLEAN ENERGY, INC. ARTICLE I OFFICES SECTION 1. REGISTERED OFFICE AND AGENT The registered office of Global Clean Energy, Inc. (the “Corporation”) shall be in the City and County of Baltimore, State of Maryland or such other city and county as the Board of Directors (the “Board”) shall determine. The street address of the principal office

AGREEMENT AND PLAN OF MERGER

Exhibit 2.1 AGREEMENT AND PLAN OF MERGER This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of the 8th day of November 2007, by and between Newsearch, Inc., a Colorado corporation doing business as Global Clean Energy, Inc. (“GCE Colorado”), and Global Clean Energy, Inc., a Maryland corporation (“GCE Maryland”). Each of GCE Colorado and GCE Maryland is sometimes refer

ARTICLES OF INCORPORATION GLOBAL CLEAN ENERGY, INC.

Filed by Bowne Pure Compliance Exhibit 3.1 ARTICLES OF INCORPORATION OF GLOBAL CLEAN ENERGY, INC. The undersigned, Kristin Dunlap, whose address is c/o Patton Boggs LLP, 1801 California Street, Suite 4900, Denver, Colorado 80202, being at least 18 years of age, acting as incorporator, does hereby form a corporation under the general laws of the State of Maryland having the following Articles: ARTI

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits - FORM 8-K

Filed by Bowne Pure Compliance UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

- DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

Exhibit 10.2

Filed by Bowne Pure Compliance Exhibit 10.2 PROMISSORY NOTE $75,000.00 August 16th, 2007 FOR VALUE RECEIVED, the undersigned Newsearch, Inc., a Colorado corporation (“Maker”) promises to pay to the order of Profit Consultants, Inc (“Lender”), at its principal office, or at such other place as may be designated in writing by the holders of this Promissory Note (“Note”), the principal sum of SEVENTY

- FORM 10QSB

Filed by Bowne Pure Compliance Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

- 10QSB

Filed by Bowne Pure Compliance Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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 reported): June 12, 2007 (June 7, 2007) NEWSEARCH, INC. (Exact name of registrant as specified in its charter) Colorado 0-30303 84-1255846 (State or other Jurisdiction of Incorporation) (Commiss

- SCHEDULE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant o Check the appropriate box: ? Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

AMENDED AND RESTATED ARTICLES OF INCORPORATION NEWSEARCH, INC.

AutoCoded Document Exhibit 3.1 Amended and Restated Articles of Incorporation AMENDED AND RESTATED ARTICLES OF INCORPORATION NEWSEARCH, INC. KNOW ALL MEN BY THESE PRESENTS: That I, Irwin Krushansky, desiring to establish a corporation under the name of NEWSEARCH, INC., for the purpose of becoming a body corporate under and by virtue of the laws of the State of Colorado and, in accordance with the

None.

AutoCoded Document Exhibit 21 Subsidiaries None.

PROMISSORY NOTE

AutoCoded Document Exhibit 10.7 Material Contract PROMISSORY NOTE $100,000 .00 March 8th, 2007 FOR VALUE RECEIVED, the undersigned Newsearch, Inc., a Colorado corporation (“Maker”) promises to pay to the order of VISION CAPITAL PARTNERS AA LTD. (“Lender”), at its principal office, or at such other place as may be designated in writing by the holders of this Promissory Note (“Note”), the principal

- FORM 10-KSB (12-31-2006)

AutoCoded Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

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AutoCoded Document NEWSEARCH, INC. 2005 10th Street, Suite A Boulder, Colorado 80302 303-444-4959 April 6, 2007 United States Securities and Exchange Commission Office of Emerging Growth Companies - Division of Corporation Finance Attn: Ms. Tia L. Jenkins - Senior Assistant Chief Accountant 450 Fifth Street, N.W. Washington, D.C. 20549 Re: Comment Letter dated March 29, 2007 regarding Form 10-KSB/

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - FORM 8-K

AutoCoded Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

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AutoCoded Document NEWSEARCH, INC. 2005 10th Street, Suite A Boulder,Colorado 80302 303-444-4959 March 20, 2007 United States Securities and Exchange Commission Office of Emerging Growth Companies - Division of Corporation Finance Attn: Ms. Tia L. Jenkins - Senior Assistant Chief Accountant 450 Fifth Street, N.W. Washington, D.C. 20549 Re: Comment Letter dated August 29, 2006 Form 10-KSB for the y

EX-10.1

Exhibit 10.1 LICENSE ASSIGNMENT AGREEMENT This LICENSE ASSIGNMENT AGREEMENT is made as of December 15th 2006. BY: ENVIROCLEAN ENERGY CORPORATION, incorporated in accordance with the laws of the State of Delaware, having its principal place of business at 6040 Upshaw, Suite 105, Humble, Texas 77396, represented by Randy Renken, duly authorized as he so declares; AND (Hereinafter the "Assignor") BET

EX-27

5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE UNAUDITED FINANCIAL STATEMENTS FOR THE PERIOD ENDED JUNE 30, 2000 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 3-MOS DEC-31-2000 APR-01-2000 JUN-30-2000 1902 0 0 0 0 1902 0 0 1902 1902 0 0 0 1,001,050 0 1902 0 0 0 0 800 0 0 800 0 0 0 0 0 800 0 0