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Exhibit 4(i)
 GSL ENERGY CORPORATION
2005 STOCK OPTION PLAN
 As Adopted On August 10, 2005
  Definitions
  Board
 Code
 Common Stock
 Company
 Date Of Grant
 Fair Market Value
 Incentive Options
 1




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Key Employee
 Key Individual
 Non-Employee Director
 Non-Qualified Options
 Option
 Option Agreement
 Option Committee
 Option Shares
 Optionee
 Purpose And Scope
 2
         Administration Of The Plan
     (i)
    
    materially modify the eligibility requirements
for receiving Options under the Plan;
 3




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(ii)
    
    materially increase the benefits accruing to
Key Employees, Key Individuals, or Non-Employee Directors under the
Plan; or(iii)
    
    materially increase the number of shares of
Common Stock that may be issued under the Plan.
  The Common Stock
  Eligibility
  Option Price
  Duration And Exercise Of Options
  4




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Non-Qualified Options
 Option Exercise Price
 Exercise
 Term
 Payment For Option Shares
  5




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Change In Stock, Adjustments, Etc.
   Relationship To Employment Or Position
  6




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Non-transferability Of Option
  Rights As A Stockholder
  Securities Laws Requirements
  Disposition Of Shares
  Effective Date Of Plan; Termination Date Of Plan
  7




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Limitation On Amount Of Option
  Ten Percent Stockholder Rule
  Withholding Taxes
  Effect Of Changes In Control And Certain Reorganizations
  8




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(i)
    
    provide for an Optionee to surrender an Option
(or portion thereof) and to receive in exchange a cash payment, for
each Option share underlying the surrendered Option, equal to the
excess of the aggregate Fair Market Value of the Option Share on the
date of surrender over the exercise price for the Option Share. To the
extent any Option is surrendered pursuant to this Subparagraph 20(a)
(ii), it shall be deemed to have been exercised for purposes of Section
4 hereof; and(ii)
    
    make any other adjustments, or take any other
action, as the Option Committee, in its discretion, shall deem
appropriate provided that any such adjustments or actions would not
result in an Optionee receiving less value than pursuant to any or all
of Subparagraphs 20(a)(i) or 20(a) (ii) above.
   (i)
    
    by written notice to each Optionee provide that
such Optionees Options shall be terminated or cancelled, unless
exercised within 30 days (or such longer period as the Option Committee
shall determine) after the date of such notice;(ii)
    
    provide for termination or cancellation of an
Option in exchange for payment to the Optionee of an amount in cash or
securities equal to the excess, if any, over the exercise price of that
Option of the Fair Market Value of the Option Shares subject to the
Option at the time of such termination or cancellation; and(iii)
    
    make any other adjustments, or take any other
action, as the Option Committee, in its discretion, shall deem
appropriate, provided that any such adjustments or actions shall not
result in the Optionee receiving less value than is possible pursuant
to any or all of Subparagraphs 20(b)(i) and 20(b)(ii) above. Any
action taken by the Option Committee may be made conditional upon the
consummation of the applicable Reorganization Event.
 9




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Other Provisions
       10