SHARE LOAN REGISTRATION RIGHTS AGREEMENT

Exhibit 4.4

SHARE LOAN REGISTRATION RIGHTS AGREEMENT

AMONG

NOVA BIOSOURCE FUELS, INC., A NEVADA CORPORATION,

THE LENDERS LISTED HEREIN AND

JEFFERIES & COMPANY, INC.

AS OF SEPTEMBER 28, 2007

TABLE OF CONTENTS

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Nova Biosource Fuels, Inc., a corporation organized under the laws of Nevada (the “Company”), proposes to issue and sell to certain purchasers (the “Purchasers”), its 10% Convertible Senior Secured Notes due 2012 (the “Notes”), upon the terms set forth in the Purchase Agreement between the Company and each of the Purchasers dated as of September 27, 2007 (the “Purchase Agreement”). The Notes will be convertible into fully paid, nonassessable shares of common stock, par value $.001 per share, of the Company (the “Common Stock”) on the terms, and subject to the conditions, set forth in the Indenture (as defined herein).

The Lenders and the Company are entering into this agreement to facilitate hedging transactions by the Purchasers and future, other holders of the Notes and, relatedly, to facilitate the Lenders’ satisfying an obligation under the Master Securities Loan Agreement to have available shares of Common Stock as Loaned Securities (as defined therein) that are not restricted for purposes of the U.S. federal securities laws. Jefferies & Company, Inc. (“Jefferies”) is entering into this Agreement with the Company and the Lenders for the limited purposes stated herein. In consideration of the foregoing and for good and valuable consideration, the parties hereto hereby agree as follows:

1.             Definitions. Capitalized terms used herein without definition shall have their respective meanings set forth in the Purchase Agreement. As used in this Agreement, the following capitalized defined terms shall have the following meanings:

“Act” shall mean the Securities Act of 1933, as amended, and the rules and regulations of the Commission promulgated thereunder.

“Affiliate” shall have the meaning specified in Rule 405 under the Act and the terms “controlling” and “controlled” shall have meanings correlative thereto.

“Borrower” shall mean Jefferies & Company, Inc., as Borrower under the Master Securities Loan Agreement.

“Business Day” shall mean any day other than a Saturday, a Sunday or a legal holiday or a day on which banking institutions or trust companies are authorized or obligated by law to close in New York City.

“Closing Date” shall mean the date of the first issuance of the Notes.

“Commission” shall mean the Securities and Exchange Commission.

“Common Stock” shall have the meaning set forth in the preamble hereto.

“Confirmation” shall have the meaning set forth in the Master Securities Loan Agreement.

“Damages Payment Date” shall mean the sixteenth day of each month.

“Exchange Act” shall mean the Securities Exchange Act of 1934 , as amended, and the rules and regulations of the Commission promulgated thereunder.

 “Holder” shall have the meaning set forth in the preamble hereto.

“Indenture” shall mean the Indenture relating to the Notes, dated as of

September 28, 2007 , between the Company, the Guarantors named therein, Nova Holding Seneca LLC and The Bank of New York, as trustee, as the same may be amended from time to time in accordance with the terms thereof.

“Initial Registration Statement” shall have the meaning set forth in Section 2 hereof.

“Lenders” means Kenneth T. Hern and J.D. McGraw, as Lenders under the Master Securities Loan Agreement.

“Liquidated Damages” shall have the meaning set forth in Section 4 hereof.

“Loan Availability Period” shall mean the period during which shares may be borrowed pursuant to the Master Securities Loan Agreement.

“Master Securities Loan Agreement” means the Master Securities Loan Agreement dated as of September 28, 2007 among the Borrower and the Lenders.

“Majority Holders” shall mean, on any date, Holders of a majority of the aggregate original principal amount of Notes then outstanding.

“NASD Rules” shall mean the Conduct Rules and the By-Laws of the NASD.

“Notes” shall have the meaning set forth in the preamble hereto.

“Prospectus” shall mean a prospectus included in a Registration Statement (including, without limitation, a prospectus that discloses information previously omitted from a prospectus filed as part of an effective registration statement in reliance upon Rule 430A under the Act), as amended or supplemented by any prospectus supplement, with respect to the terms of the offering of any portion of the Common Stock covered by such Registration Statement, and all amendments and supplements thereto, including any and all exhibits thereto and any information incorporated by reference therein.

“Purchase Agreement” shall have the meaning set forth in the preamble hereto.

“Purchasers” shall have the meaning set forth in the preamble hereto.

“Record Date” shall mean the first day of any month.

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“Record Holder” shall mean with respect to any Damages Payment Date, each person who is a Holder of Notes at the close of business on the Record Date immediately preceding such Damages Payment Date.

“Registration Request” shall have the meaning set forth in Section 3 hereof.

“Registration Statement” shall mean a registration statement of the Company pursuant to the provisions of Section 2 or Section 3 hereof which covers the Securities on an appropriate form under the Act, amendments and supplements to such registration statement, including post-effective amendments, in each case including the Prospectus contained therein, all exhibits thereto and all materials incorporated by reference therein; provided, however, that for purposes of Section 2 hereof, the Company shall use commercially reasonable efforts to effect such Registration Statement by means of a post effective amendment to the Company’s existing registration statement on Form S-3.

“Securities” shall mean 8 million shares of Common Stock to be borrowed by Borrower pursuant to the Master Securities Loan Agreement.

“Trustee” shall mean the trustee with respect to the Securities under the Indenture.

“Underwriting Agreement” shall mean a customary underwriting agreement between the Company, the Lenders and the Borrower relating to the offering of the Securities pursuant to a Registration Statement. In any such Underwriting Agreement, the Company shall agree to provide Borrower with, among other things, an auditor’s comfort letter and opinion of counsel (including a 10b-5 statement), in each case in a form customary for underwritten securities offerings.

2.             Initial Registration . (a)  The Company shall no later than the first date on which the Purchase Agreement is executed, file with the Commission an amendment to its existing Registration Statement (the “Initial Registration Statement”) providing for the registration of the Securities in connection with the contemplated use of them under the Master Securities Loan Agreement.

(b)           The Company shall use its reasonable best efforts to cause the Initial Registration Statement to become or be declared effective under the Act as promptly as practicable (but in no event more than (1) 30 calendar days after the Closing Date in the event the Initial Registration Statement is not reviewed by Commission or (2) 120 days if the Initial Registration Statement is reviewed by the Commission).

(c)           The Company shall use its reasonable best efforts to keep the Initial Registration Statement effective, supplemented and amended as required by the Act, in order to permit the Prospectus forming part thereof to be usable by the Borrower from the date the Initial Registration Statement is declared effective by the Commission until the earlier of (i) the date all of the Securities loaned to the Borrower pursuant to the initial loan under the Master Securities Loan Agreement have been disposed of by the Borrower and (ii) the date the Borrower notifies the Company that the disposition of the Securities under the Initial Registration Statement has terminated.

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(d)           The Company shall cause the Initial Registration Statement and the related Prospectus and any amendment or supplement thereto, as of the effective date of the Initial Registration Statement or such amendment or supplement, (i) to comply in all material respects with the applicable requirements of the Act; and (ii) not to contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein (in the case of the Prospectus, in the light of the circumstances under which they were made) not misleading.

3.         Subsequent Registrations . After the Initial Registration Statement has been declared effective, the Company shall effect any additional registrations as provided in this Section 3 .

(a)           If less than the full number of Securities are borrowed pursuant to the Initial Registration Statement, at any time during the period beginning after the date on which the Initial Registration Statement has been declared effective and ending on the last day of the Loan Availability Period and if requested by any Lenders, such Lenders shall have the right, solely in connection with a Confirmation that the Borrower intends to submit pursuant to the Master Securities Loan Agreement, to submit to the Company a written request pursuant to this Section 3 (“Registration Request”) that the Company file a Registration Statement under the Securities Act with respect to the Securities that such Lenders specify in the Registration Request. Following receipt of the Registration Request, the Company shall use its commercially reasonable efforts to as promptly as practicable file with the Commission a Registration Statement providing for the registration of such Securities (but in no event more than 30 days following the date of the Registration Request. The Company shall use its commercially reasonable efforts to cause any such Registration Statement to become or be declared effective under the Act as promptly as practicable following the filing thereof (but in no event more than 120 days following the date of the Registration Request; provided that such 120-day period shall be tolled for each day at the conclusion of such 120-day period during which the Registration Statement may not be declared effective by the Commission as a result of the applicable provisions of Regulation S-X under the Exchange Act prior to the filing of the Company’s Annual Report on Form 10-K with the Commission (a “Subsequent Registration Extension”).

(b)           The Company shall use its commercially reasonable efforts to keep any Registration Statement filed pursuant to this Section 3 effective, supplemented and amended as required by the Act, in order to permit the Prospectus forming part thereof to be usable by the Borrower from the date the Registration Statement is declared effective by the Commission until the earlier of (i) the date all of the Securities registered pursuant to such Registration Statement have been disposed of by the Borrower or (ii) the date the Lenders notify the Company that the disposition of the Securities pursuant to such Registration Statement has terminated.

(c)           The Company shall cause any such Registration Statement and the related Prospectus and any amendment or supplement thereto, as of the effective date of such Registration Statement or such amendment or supplement, (i) to comply in all material respects with the applicable requirements of the Act; and (ii) not to contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein (in the case of the Prospectus, in the light of the circumstances under which they were made) not misleading.

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4.                                                                                        Registration Defaults . (a)  If:

(i)                                      the Initial Registration Statement is not filed with the Commission on or prior to the date of the first execution of the Purchase Agreement;

(ii)                                   the Initial Registration Statement is not declared effective by the Commission on or before the 30 ^th calendar day following the Closing Date, if the Initial Registration Statement is not reviewed by the Commission, and the 120 ^th calendar day if the Initial Registration Statement is reviewed by the Commission;

(iii)                                any subsequent Registration Statement is not filed with the Commission on or prior to the 30th day following the delivery of Registration Request;

(iv)                               any subsequent Registration Statement is not declared effective by the Commission on or before the 120 ^th calendar day following the delivery of a Registration Request (except in the event of a Subsequent Registration Extension, in which case a Registration Default will occur if such Registration Statement is not declared effective at the conclusion of such Subsequent Registration Extension);

(v)                                  in connection with any Registration Statement, the Company does not execute the Underwriting Agreement when required, such Underwriting Agreement does not comply with Section 6 hereof, the Company does not provide customary legal opinions (including a 10b-5 statement) or a customary comfort letter in connection with such Underwriting Agreement, or the Company does not comply with any other material agreements or satisfy any other material conditions set forth in such Underwriting Agreement; provided that such events shall constitute a Registration Default (as defined below) only if such events have not been cured by the 30 ^th calendar day following the Closing Date or the delivery of a Registration Request, as applicable, and then such Registration Default shall be deemed to begin on such 30 ^th day; and provided, further , for the avoidance of doubt, any such Registration Default shall only exist until such default is cured; and provided, further , to the extent any such failure to comply with such agreements or satisfy such conditions relates to deficiencies in the Registration Statement (or changes in circumstances after the Registration Statement has become effective), such failure may be cured through the filing of appropriate amendments or supplements to such Registration Statement and entering into a new Underwriting Agreement (so long as the foregoing agreements and conditions are met with respect to the new Underwriting Agreement);

(each such event referred to in the foregoing clauses (i) through (v), a “Registration Default”), the Company hereby agrees to pay liquidated damages (“Liquidated Damages”) with respect to the Notes from and including the day following the Registration Default to but excluding the earlier of (1) the day two years following the Closing Date and (2) the day on which the

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Registration Default has been cured to each Holder cash in an amount per month equal to 0.25% of the accreted principal amount of the Notes (such Liquidated Damages to accrue daily and be paid monthly), increasing by an additional 0.25% for each additional 90 day period during which time a Registration Default has occurred and is continuing, up to a maximum of 1.0%.

(b)           Liquidated Damages shall accrue daily. All accrued Liquidated Damages shall be paid in arrears to Record Holders by the Company on each Damages Payment Date by wire transfer of immediately available funds or by federal funds check. Following the cure of all Registration Defaults, the further accrual of Liquidated Damages with respect to all Notes will cease. All Liquidated Damages shall be computed on the basis of a 360-day year composed of twelve 30-day months.

(c)           The parties hereto agree that the Liquidated Damages provided for in this Section 7 constitute a reasonable estimate of the damages that may be incurred by Holders by reason of a Registration Default and that such Liquidated Damages are the only monetary damages available to Holders with respect to a Registration Default.

5.              Registration Procedures . The following provisions shall apply in connection with any Registration Statement.

(a)           The Company shall use its reasonable best efforts to furnish to the Lenders and the Borrower and to their counsel, not less than two Business Days in the case of an Initial Registration Statement and not less than five Business Days in the case of any subsequent Registration Statement, pri