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World Carbon LLC Private Placement Memorandum Executive Summary November 23, 2011 WORLD CARBON PPM OFFERING:

Cumulative Convertible Preferred Membership Units Up to 10% Number of Units Offered: 1,000,000 Price per Unit: $0.50 Minimum Units: 30,000 Minimum Unit Price: $15,000 Maximum Units: 1,000,000 Maximum Units Price: $500,000 Details Available in Private Placement Memorandum

WORLD CARBON SERVICE OFFERINGS:


World Carbon leverages its core competencies in the following areas to meet and exceed the needs of its clients: 1: Project Developer: World Carbon offers carbon offset project development services locally, regionally and internationally. Services include forest sequestration projects, and mitigation of greenhouse gas emissions with respect to hydrogen project design services. World Carbon provides due diligence services which include analytics, verification and serialization to create projects yielding monetizable environmental commodities. 2: Environmental Commodities Liquidator: World Carbon provides VER, CER and REC services through various liquidation platforms. World Carbon has relationships with Markit and the California Climate Action Reserve which provides access to global trading platforms. 3: Consulting Services: World Carbon combines consulting services with existing state of the art technologies to forge strong customer relationships and advance product offerings. The provision of consulting services allows a more customized, relationship-driven approach to our customers, while affording companies and landowners scalable solutions which compliment a variety of structures/projects. 4: Sustainability Reporting: World Carbon provides ISO series 14000 compliance and certified triple bottom line reporting which includes scope 1, 2, and 3. World Carbon offers sustainability markets a cost effective solution by implementing a streamlined financial data mining supply chain strategy. This provides the highest level of assurance and materiality.

WORLD CARBON PORTFOLIO:


World Carbon LLC offers end to end carbon advisory services and is a vertically integrated sustainability solution provider. World Carbon currently has offset liquidation rights to over 3.9 million acres of forestry, with an expected annual yield of 23.4 million environmental VERs, or verified emission reduction units {carbon credits}. The market value is approximately $234,000,000 annually with exclusive contracts when acreage has been certified and brought to market. The nucleus of World Carbon revolves around the global need to reduce greenhouse gases through the execution of GHG sequestration and mitigation projects and the development, monitoring and reporting of small to large-scale sustainability initiatives for emitters of any size.

KEY POINTS OF DIFFERENTIATION


Company Management
Mark Loewen Founder/President/CEO has been involved for over 6 years in multiple ventures related to reduction of greenhouse gases, LEED certification and sustainability projects. Prior to founding World Carbon LLC, Mark served as President/CEO of Carbon International as well as serving on International Committees related to certification, process and design of carbon sequestration projects worldwide. Mark is a graduate of the University of Georgia with a degree in Finance with a minor in German. He is also a Certified Electronic Architect related to LEED Certification and Energy Efficiency. Mark is an avid golfer and long distance runner. George H Bergmark III Founder/Chief Financial Officer has over 29 years of operations, financial and technology experience to include 14 years of leadership experience with an international energy company headquartered in Houston, 11 years as President/CEO of an international systems consulting firm, and Corporate Controller of an international oilfield services company headquartered in Anchorage. He has also served as an outsourced CFO for growing mid-size companies in the Greater Metro Atlanta area. George graduated from The Georgia Institute of Technology with a Bachelor of Industrial Engineering, and completed graduate coursework at the University of Oklahoma for an MBA majoring in Finance. While at Georgia Tech, George was a Varsity Letterwinner on the Swimming Team.

GLOBAL CARBON MARKET:


Global adoption of the Kyoto Protocol now includes 191 countries which have agreed to a significant decrease in their greenhouse gas emissions. This consensus has produced a global infrastructure redevelopment initiative which is unprecedented on this scale. The size of the initiative is expected to grow to $625 billion over the next three years. The Kyoto Protocol sets a clear and concise reduction standard for carbon emissions which incorporates a reduction benchmark to drive wholesale infrastructure redevelopment. As an incentive, the global markets have adopted a standard for carbon trading which is an environmental commodity identified as a carbon credit. These credits can in turn be monetized within both the compliance and voluntary markets to offer a monetary reward for entities which create carbon sequestration platforms in compliance with Kyoto. The Wall Street Journal has estimated the Carbon Credit Market could swell to $15 trillion. In order for companies to participate in the carbon credit market, a verified third party certified appraisal must be performed to establish an emissions baseline. Additionally the infrastructure redevelopment market will ramp to some $500 billion dollars in the U.S. alone. Non-compliance with SEC guidance could have severe if not catastrophic consequences on bottom line financial performance and negatively impact shareholder valuation. The world carbon market is considered to be maturing as companies position for the pending developing markets slated to begin in California and Australia in 2012. Market advantages include strategic alliances forged with Markit, the worlds most active environmental carbon depository, and the Climate Action Reserve, which provides all the compliance guidelines for credits to be traded on the emerging California cap and trade market in January of 2012.

Legal Counsel Taylor English Duma, LLP


Taylor English is one of the fastest growing law firms in the southeast with over 110 attorneys with experience in a diverse stable of industries. Michael Sullivan, Partner Mike has over 30 years experience as both an Inside General Counsel of publicly traded companies and Outside Counsel. Jonathan Wilson is founder of the firms Renewable Energy Practice and serves as Founder/Chair of the Renewable Energy Committee of the American Bar Association Public Utility Section. Jonathan has several clients in the renewable energy space.

Private Placement available upon request: 678-558-5587

789 Hammond Road, Suite 1509 Sandy Springs, GA 30328

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