SWISS IDENTIFICATION NO. CH1462433
Certificate No. 3
NEITHER THIS NOTE NOR THE SHARES OF COMMON STOCK ISSUABLE ON CONVERSION
OF THIS NOTE (THE "SHARES") HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF
1933, AS AMENDED (THE "SECURITIES ACT"), OR THE SECURITIES LAWS OF ANY STATE. THE
HOLDER HEREOF, BY PURCHASING THIS NOTE, AGREES FOR THE BENEFIT OF THE
COMPANY THAT THIS NOTE AND THE SHARES MAY NOT BE RESOLD, PLEDGED OR
OTHERWISE TRANSFERRED OR DISPOSED OF UNLESS THE NOTE OR THE SHARES AS THE
CASE MAY BE, HAS BEEN REGISTERED UNDER THE SECURITIES ACT AND ANY APPLICABLE
STATE SECURITIES OR BLUE SKY LAWS OR EXEMPTIONS FROM THE REGISTRATION
REQUIREMENTS OF SUCH LAWS ARE AVAILABLE.
IF THE HOLDER OF THIS NOTE WAS AN AFFILIATE OF THE COMPANY AT ANY TIME DURING
THE THREE MONTHS PRECEDING THE DATE OF ANY SUCH TRANSFER, THE FOREGOING
CONDITIONS MUST BE COMPLIED WITH REGARDLESS OF WHEN SUCH TRANSFER IS MADE.
ANY UNITED STATES PERSON WHO HOLDS THIS OBLIGATION WILL BE SUBJECT TO
LIMITATIONS UNDER THE U.S. INCOME TAX LAWS, INCLUDING THE LIMITATIONS
PROVIDED IN SECTIONS 165(j) AND 1287(a) OF THE UNITED STATES INTERNAL REVENUE
CODE OF 1986, AS AMENDED.
THIS OBLIGATION IS NOT A DEPOSIT AND IS NOT INSURED BY ANY AGENCY OF
THE UNITED STATES GOVERNMENT.
HARKEN ENERGY CORPORATION
7% SENIOR CONVERTIBLE NOTES DUE 2007, SERIES A
Harken Energy Corporation, a Delaware corporation (hereinafter, the "Company," which term includes any
successor to the Company), for value received, hereby promises to pay to The Bank of New York Depository
(Nominees) Limited, upon presentation and surrender of this Global Note (the "Global Note") the principal sum
of Two Million Two Hundred Ten Thousand Dollars (U.S. $2,210,000) (the "Principal Amount") on March 31,
2007, and to pay interest thereon from and including August 2, 2002, semi-annually in arrears on September 30
and March 31 in each year, commencing September 30, 2002, at the rate of 7% per annum, calculated on the
basis of a