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 August 16, 2007, executed by the Company (the “Promissory
Note”), for shares of the Company’s common stock, par value $.001 per share (the “Common Stock”). In order
to induce the Company to authorize the conversion and enter into this Subscription Agreement, Profit Consultants
has agreed to provide certain representations, warranties, and obligations to the Company as follows.
Subject to and in accordance with the terms and conditions of this Subscription Agreement, the undersigned
hereby offers to purchase 78,300 shares of Common Stock (the “Shares”). The undersigned hereby delivers to the
Company the full purchase price of $78,300 (the “Purchase Price”) for the Shares in the form of cancelling all
principal and interest outstanding under the Promissory Note and surrendering the Promissory Note to the
Company for cancellation.
2. Representations and Warranties of the Undersigned
(a) The undersigned hereby represents and warrants to, and agrees with, the Company as follows:
(i) the undersigned can bear the economic risk of losing the undersigned’s entire investment;
(ii) the undersigned is acquiring the Shares for its own account and not with a view to, or for resale in
connection with, a distribution of the Shares in violation of the Securities Act of 1933, as amended
(the “1933 Act”);
(iii) the undersigned’s overall commitments to investments that are not readily marketable is not
disproportionate to the undersigned’s net worth and the undersigned’s investment in the Shares will
not cause such overall commitments to become excessive;