SECURED LINE OF CREDIT PROMISSORY NOTE

FOR VALUE RECENED , the undersigned, Global Energy Holdings Group, Inc., a Delaware Corporation ("Borrower"), promises to pay to the order of David R. Ames and/or Cindy Ames, residents of the State of Georgia ("Lender"), on the Maturity Date (as hereinafter defined) at 3348 Peachtree Road NE, Suite 250, Atlanta, Georgia, 30326 or at such other place designated from time to time by Lender ("Lender's Office"), the principal amount of FIFTY FIVE THOUSAND AND NO/l00 DOLLARS ($55,000.00), or such lesser principal amount as may then constitute the aggregate unpaid balance of all advances made by Lender to Borrower under that certain "Loan Agreement" (as hereinafter defined) of even date herewith, in lawful money of the United States of America in federal or other immediately available funds.

Borrower also unconditionally promises to pay interest at the rate of eight percent (8%) per annum on the unpaid principal amount of each advance made to Borrower under the Loan Agreement outstanding from time to time for each day from the date of disbursement of such advance until the principal amount of such advance is paid in full, payable on the Maturity Date (as hereinafter defined) at Lender's Office in lawful money of the United States of America in federal or other immediately available funds. Interest will be computed on the basis of a 360-day year and the actual number of days elapsed. For the purposes of this Note, "Maturity Date" shall mean the earlier to occur of the following events: (i) December 31, 2009 and (ii) the date on which an “equity event” for the Borrower takes place.  Equity event is defined as receipt of cash for the sale of New Generation Biofuels Holdings, Inc. stock or real estate sales transaction.  The Lender may also accelerate the maturity of this Note as a consequence of any default hereunder or under the Loan and Security Agreement dated as of even date herewith, by and between Lender and Borrower (the "Loan Agreement"; unless otherwise defined herein, capitalized terms are used herein as defined in the Loan Agreement).

In no contingency or event whatsoever, whether by reason of advancement of the proceeds under the Loan Agreement or otherwise, shall the amount paid or agreed to be paid to Lender for the use, forbearance or detention of money advanced hereunder exceed the highest lawful rate permissible under any law which a court of competent jur