LOCK UP AGREEMENT

THIS LOCK UP AGREEMENT (this “Agreement”) is made and entered into by Abundant Renewable Energy, LLC, an Oregon limited liability company (“ARE”).

Reference is hereby made to that certain Asset Purchase Agreement (the “Purchase Agreement”), dated even date herewith, by and among Helix Wind, Corp., Helix Wind, Inc., ARE, Renewable Energy Engineering, LLC and Robert W. Preus and Helen M. Hull. Capitalized terms used and not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement.

Pursuant to the Purchase Agreement, and in recognition of the benefit that the transaction contemplated by the Purchase Agreement will confer upon the undersigned, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the undersigned hereby covenants and agrees that during the period commencing on the date hereof and expiring on the 12-month anniversary of the date hereof (the “Lock-up Period”) the undersigned shall not, directly or indirectly, without the prior written consent of Helix, issue, of