EMPLOYMENT CONTRACT



                  AGREEMENT made the 21st day of April, 2006



B E T W E E N:

                           Ciaran Robert Griffin, of the City of Mississauga,
                           in the Province of Ontario

                           (the "Employee")

                           - and -


                           NORTHERN ETHANOL, INC., a corporation incorporated
                           under the laws of Delaware

                           ("Northern" or the "Company")

            RECITALS:

            WHEREAS the Employee is an experienced senior financial executive;

            AND  WHEREAS  Northern  wishes to employ the  Employee  as its Chief
Financial Officer;

            AND WHEREAS the  Employee is willing to be employed by Northern  and
render such services on the terms and conditions hereinafter set forth;

            NOW,  THEREFORE,  IN  CONSIDERATION  of  the  mutual  covenants  and
agreements  herein contained and of other good and valuable  consideration,  the
parties agree with one another as follows:


1.          INTERPRETATION

1.1         DEFINITIONS

            In this  agreement,  unless there is something in the subject matter
or context inconsistent therewith,

            "ACT" means the Employment  Standards Act of Ontario as the same may
            be amended or restated, or any comparable successor legislation;

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            "AFFILIATE"  and  "SUBSIDIARY"  shall have the  respective  meanings
            ascribed to such terms by the Business Corporations Act (Ontario) on
            the date hereof;

            "BUSINESS DAY" means any day of the week except Saturday,  Sunday or
            any statutory or civic holiday observed in Toronto, Ontario;

            "CONFIDENTIAL  INFORMATION"  includes,  but is not  limited  to: any
            information, know-how, data, patent, copyright, Intangible Property,
            trade secret,  process,  technique,  program, design or formula; any
            marketing, advertising,  financial, commercial, sales or programming
            matter; any customer or supplier lists or pricing  information;  any
            confidential  information  of  customers,  suppliers  or  any  other
            parties to whom the Company has obligations of confidentiality;  any
            budget,   plan,   model  or   analysis;   any   written   materials,
            compositions,  drawings,  diagrams, computer programs, studies, work
            in progress,  visual  demonstrations,  ideas or concepts;  any other
            data  including  the  terms  and  conditions  of  any  completed  or
            potential  transaction;  and any of the forgoing derived in whole or
            in part from  Confidential  Information  whether  in oral,  written,
            graphic,  electronic, or any other form or medium whatsoever, of the
            or  relating  to the  Company  that may be  disclosed  to, or in the
            possession  of,  the  Employee  in  connection  with his  employment
            hereunder. The term "Confidential Information" shall not include the
            following:

            (i)   information  which is now or which hereafter  becomes publicly
                  known or  available  through  no act or failure on the part of
                  the  Employee,  whether  through  breach of this  Agreement or
                  otherwise; or

            (ii)  information  which the Employee is by law, order of a Court of
                  competent jurisdiction,  or other legal compulsion required to
                  disclose   (provided,   that  information  shall  continue  to
                  constitute Confidential Information is subject to a protective
                  order or other  action  of the  Court  or the  parties  to the
                  proceeding in order to protect the confidentiality thereof);


            "INCLUDING"  means "including  without  limitation" and shall not be
            construed  to limit any  general  statement  which it follows to the
            specific or similar items or matters immediately following it;

            "INTANGIBLE    PROPERTY"   means   all   discoveries,    inventions,
            improvements,  techniques, concepts and ideas, whether patentable or
            not,  know-how and similar  intangible  property  made,  discovered,
            conceived,  invented or improved by the Employee  during the term of
            his employment  hereunder,  whether alone or with others and whether
            during  regular  working hours and through the use of the facilities
            and property of the Company or any  affiliate or  otherwise,  in any
            way relating to the Company; and

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            "PERSON"  includes an individual,  corporation,  partnership,  joint
            venture, trust, unincorporated organization, the Crown or any agency
            or instrumentality thereof or any other entity recognized by law.

1.2         HEADINGS

            The division of this agreement into paragraphs and subparagraphs and
the insertion of headings are for  convenience  of reference  only and shall not
affect the  construction or  interpretation  of this agreement.  The headings in
this agreement are not intended to be full or precise  descriptions  of the text
to  which  they  refer  and  shall  not be  considered  part of this  agreement.
References to a paragraph or a subparagraph are to the  corresponding  paragraph
or subparagraph of this agreement.

1.3         NUMBER AND GENDER

            In this  agreement,  words in the  singular  include  the plural and
vice-versa and words in one gender include all genders.


2.          EMPLOYMENT

            The Company  agrees to employ the Employee and the Employee  accepts
such  employment  on and subject to the terms of this  agreement.  The  Employee
shall  be  the  Chief   Financial   Officer   and  shall  have  the  duties  and
responsibilities set out in Section 4.


3.          TERM

            The  Employee's  employment  shall commence on April 1st, 2006 or as
mutually  agreed and continue until April 30, 2009 unless earlier  terminated in
accordance with Section 11 (the "TERM").


4.          DUTIES AND RESPONSIBILITIES

            So long as this  agreement  continues in full force and effect,  the
Employee shall

      (a)   devote his  energies  to the  business  and affairs of NORTHERN on a
            non-exclusive basis;

      (b)   well and faithfully serve NORTHERN; and

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      (c)   use his best efforts,  skills and abilities to promote the interests
            of NORTHERN.

            The Employee's duties and responsibilities shall also include:

      (i)   all  financial  and  related   commercial   services   necessary  or
            incidental  to the sale of ethanol  products  in North  America  and
            Europe;

      (ii)  business development services; and

      (iii) generally  providing  such services as are required to carry out the
            financial affairs of a company with operations and assets similar to
            Northern.

            The Employee  shall also perform such other tasks and duties related
to the  foregoing  as may  from  time to  time be  determined  by the  Board  of
Directors or such person as the President may designate.  The Employee shall, in
carrying out the obligations under this agreement,  report directly to the Board
of  Directors,  or such  person as the Board of  Directors  may  designate.  The
Employee  shall work based out of the Company's  offices in Toronto,  Ontario as
possible.

            The Employee  acknowledges that the hours of work involved will vary
and be  irregular  and are those hours  required to meet the  objectives  of the
Company. The Employee  acknowledges that this paragraph constitutes an agreement
to work such hours where such agreement is required by applicable legislation.

            The   Employee   shall  also  submit  to  such   medical  and  other
examinations and provide such samples as are reasonably  necessary to obtain key
man life insurance on his life.


5.          CONFIDENTIAL INFORMATION

            The Employee  acknowledges  that during the course of his employment
with  the  Company,   the  Employee  will  acquire   Confidential   Information.
Confidential Information is the exclusive property of the Company.  Further, the
Employee   acknowledges   that  the  Company's   business  and  Northern  depend
significantly upon maintaining the confidentiality of Confidential  Information.
In partial consideration for the Employee's  employment hereunder,  the Employee
covenants  and  agrees  that he shall  not,  at any time  during the term of his
employment by the Company or thereafter,  until such information becomes part of
the public domain, reveal, divulge or make known to any persons or entity (other
than the Company and its duly  authorized  Employees)  or use for his own or any
other's  benefit,  or  to  the  detriment  of  the  Company  or  Northern,   the
Confidential  Information  or his  knowledge of any of the business or financial
affairs of Northern,  which during or after his  employment  pursuant  hereto is
made known to the Employee.


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                                      -5-


6.          INVENTIONS AND DISCOVERIES

            The Employee  agrees to fully and freely (and without expense to the
Company during the Term) communicate to the Company, and the Employee assigns to
the Company, all Intangible Property.  All Intangible Property shall be the sole
and exclusive  property of the Company and, upon its request at any time or from
time to time  during  the  term  or  after  the  termination  of the  Employee's
employment,  the Employee  shall  deliver to the Company all designs,  drawings,
sketches, models,  prototypes,  notes and other data and records relating to the
Intangible  Property,  that may be in his  possession or otherwise  available to
him. The Employee  agrees that he will at all times (both during the continuance
of his  employment  hereunder and at all times  thereafter  provided the Company
pays for all reasonable and approved  expenses  related thereto) take all action
and execute and file all such  documents to assist the Company or its  assignees
in every way to protect  the rights of the Company or its  assignees  under this
paragraph and to vest in the Company or its  assignees the entire right,  title,
interest and benefits (including without limitation patent and copyright rights)
in and to any and all of the Intangible Property. The Employee shall not (either
during the  continuance of his employment  hereunder or at any time  thereafter)
disclose any of the  Intangible  Property to any person,  firm or company or use
any of the  Intangible  Property for his own  purposes,  to the detriment of the
Company or for any purpose  other than those of the Company and its  affiliates.
Without  limiting  the  foregoing,  Employee  recognizes  and  understands  that
Employee 's duties at the Company may  include  the  preparation  of  materials,
including without  limitation  written or graphic  materials,  and that any such
materials  conceived or written by Employee shall be done as "work made for hire
as defined and used in the United States Copyright Act of 1976, 17 U.S.C. ss. et
seq.". In the event of publication of such materials,  Employee understands that
since the work is a "work made for hire", the Company will solely retain and own
all rights in said materials, including right of copyright.


7.          VACATION

            The Employee  shall be entitled to 4 weeks of paid vacation per year
to be taken at such times as agreed to by the parties. Any unused vacation shall
accrue to the following year up to a maximum of ten days.


8.          EXPENSES

            The  Company  shall  pay to the  Employee  on a monthly  basis  upon
receipt of a true,  complete and accurate monthly expense report with supporting
invoices  and  other  documentation,  the  Company  shall pay or  reimburse  the
Employee for all traveling and other direct out-of-pocket  expenses actually and
properly  incurred  by him in  connection  with the  performance  of his  duties
hereunder. With the exception of expenses related to business travel approved by
the Company in advance any single expense over $500.00 and any monthly  expenses
over $2,000.00 in the aggregate  shall only be paid or reimbursed by the Company
if they have been approved by the Company in advance of their incurrence.

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                                      -6-


9.          COMPENSATION

9.1         SALARY

            The Employee shall receive a monthly salary of $5,000.00  payable on
or before the 30th day of each month, subject to applicable statutory deductions
(the "Base Salary"). . The Employee shall also be entitled to an annual bonus up
to fifty  percent  (50%) of his  annual  compensation.  The amount of such bonus
shall be  determined  by the Board of Directors  having  regard to its financial
performance and the Employee's individual  performance.  The Employee shall have
vested, in equal quarterly  instalments over twenty-four 24 months, Five Hundred
Thousand  500,000 options for common shares at a strike price of $1.00 each. The
common shares issued on the exercise of these options shall be  unrestricted  as
permitted by law.  (Option  entitlements  and exercise price indicated above are
stated after giving effect to a possible 10 for 1 stock split,  which may or may
not occur at some point in the future.)

9.2         STOCK OPTION PLAN

            The Company will  implement  an incentive  stock option plan for its
officers,  directors,  employees  and  service  providers.  Upon  implementation
(including receipt of all necessary  regulatory approval) of the Company's stock
option plan,  the Employee  shall be entitled to  participate as an executive in
such plan in accordance  with the terms and  conditions  thereof and  applicable
law.


10.         BENEFITS

            The Employee acknowledges and agrees that Company does not currently
maintain any benefit plans for its  employees  including  group life,  accident,
sickness and medical  insurance or pension plans. The Company intends to adopt a
benefit plan, in its discretion,  commensurate  with those generally  offered to
employees  in the  ethanol or  petrochemical  industry.  The  Employee  shall be
entitled to  participate  at no direct cost as an  executive in any such plan in
accordance with the terms and conditions thereof.

11.         TERMINATION

            The Employee's employment hereunder may be terminated in each of the
circumstances in subparagraphs 11.1 to 11.5 inclusive:

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11.1        DEATH

            The Employee's  employment  hereunder shall automatically  terminate
upon his death. For the purposes of Section 12, in the event that the Employee's
employment  is  terminated  pursuant to this Section 11.1 or Section  11.2,  all
references  to  Employee,  shall be deemed to be  references  to the  Employee's
heirs,  executors,   administrators  or  legal  personal   representatives,   as
applicable in the circumstances.

11.2        DISABILITY

            The Company may terminate the Employee's employment hereunder if the
Employee,  by reason of physical or mental disability,  is unable to fulfill his
obligations  and duties  hereunder on the basis agreed in this  contract  (other
than by reason of authorized  vacation or leave) for a period in excess of three
consecutive  months,  subject to applicable law. It is  acknowledged  and agreed
that the salary  contemplated  by Section 9.1 is not payable during periods that
the Employee is unable to fulfill his  obligations  and duties  hereunder on the
basis agreed in this contract  (other than by reason of  authorized  vacation or
leave).

11.3        CAUSE

            The Company may terminate the  Employee's  employment  hereunder for
cause. The term "cause" shall include:

      (a)   any  material  failure by the Employee to observe and perform any of
            his covenants and obligations hereunder,  where such failure has not
            been cured  within two (2) weeks of  written  notice  thereof by the
            Company to the Employee.

      (b)   the voluntary or involuntary bankruptcy of the Employee;

      (c)   fraud and dishonesty, gross negligence, unethical or immoral conduct
            or  willful  malfeasance  by the  Employee  in  connection  with the
            performance of his duties hereunder; or

      (d)   a conviction of the Employee for any  indictable  offence by a court
            of  final  and  competent  jurisdiction  (or  the  equivalent  in  a
            jurisdiction outside Canada).

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11.4        WITHOUT CAUSE

During the nine (9) month period  immediately after the commencement of the Term
(the  "Earn  Out  Period"),  the  Company  may  only  terminate  the  Employee's
employment for cause pursuant to Section 11.3 hereof, and shall therefore not be
entitled  to  terminate  the  Employee  during the Earn Out Period by  providing
notice or  payment in lieu of notice.  In the event that the  Company  elects to
terminate  without cause by providing pay in lieu of notice in the amount as set
out above,  the Employee  shall be entitled to payment of the Base  Salary,  the
Fixed Expenses,  and the continuation of benefits under section 10 hereof during
the applicable notice period.  Thereafter,  the Company may terminate Employee's
employment  hereunder at any time without  cause on three (3) months  notice (or
pay in lieu of notice).  Except as otherwise outlined in this section, after the
effective date of such termination, the Employee shall be entitled to no further
rights or benefits hereunder or in connection with his employment by the Company
whether pursuant to this Agreement, the Act, applicable law or otherwise.  After
the  termination of the employment of the Employee  hereunder for any reason the
Employee  shall  not,  directly  or  indirectly,  take any  action to damage the
goodwill,  the business or the relationships of Northern. The Employee expressly
agrees  that  the  foregoing   represents  the  Company's  maximum   termination
obligations.


12.         COMPETITION AND NON-SOLICITATION

            The Employee shall not during the five (5) years  following the date
of the Agreement:

      (a)   work for or be interested in any business which provides services or
            products  which are directly  competitive  with services or products
            offered by the Company or a subsidiary or affiliate of Company.  For
            the purpose of this  Agreement,  the term "work for or be interested
            in any business" means that the Employee is a stockholder, director,
            officer,  employee,  partner,   individual  proprietor,   lender  or
            consultant  with  that  business,  but  not if (i) his  interest  is
            limited solely to the passive ownership of five percent (5%) or less
            of any class of the equity or debt securities of a corporation whose
            shares are listed for trading on a national  securities  exchange or
            traded in the over-the-counter market. In the event that any part of
            this Section 12 is adjudged invalid or unenforceable by any court of
            record,  board of arbitration  or judicial or quasi judicial  entity
            having   jurisdiction   thereof   by   reason  of  length  of  time,
            geographical coverage,  activities covered, or for any other reason,
            then the invalid or unenforceable  provisions of this covenant shall
            be deemed  reformed  and amended to the maximum  extent  permissible
            under  applicable  law and shall be enforced and  enforceable  as so
            amended in accordance with the intention of the parties as expressed
            herein.

      (b)   directly or indirectly: (i) solicit the trade of, or trade with, any
            present or  prospective  customer of the  Company  for any  business
            purpose that  directly or  indirectly  competes with the business of
            Company or a subsidiary or affiliate of Company;  or (ii) solicit or
            induce, or attempt to solicit or induce,  any employee of Company to
            leave Company for any reason whatsoever, or assist or participate in
            the hiring of any employee of Company to work for another entity.


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                                      -9-


13.         GENERAL

13.1 INJUNCTIVE RELIEF


            The Employee  acknowledges that the injury that would be suffered by
the  Company  as a result  of a breach of the  provisions  of any  provision  of
Sections 5 and 12 of this Agreement  would be  irreparable  and that an award of
monetary damages to the Company for such a breach would be an inadequate remedy.
Consequently Company will have the right, in addition to any other rights it may
have, to obtain injunctive relief to restrain any breach or threatened breach or
otherwise to  specifically  enforce any  provisions of Sections 5 and 12 of this
Agreement,  subject to applicable  law, and the Company will not be obligated to
post bond or other security in seeking such relief.

13.2 TOLLING PERIOD


            The non-competition, non-disclosure and non-solicitation obligations
contained in Sections 5 and 12 of this Agreement shall be extended by the length
of time during which Employee shall have been in breach of any of the provisions
of such Sections 5 and 12, regardless of whether the Company knew or should have
known of such breach.



13.3 ENTIRE AGREEMENT

            This agreement  constitutes the entire agreement between the parties
pertaining to the  employment of the Employee by the Company and  supersedes all
prior agreements, negotiations, discussions and understandings, written or oral,
between the parties. There are no representations, warranties, conditions, other
agreements  or  acknowledgements,  whether  direct  or  collateral,  express  or
implied, that form part of or affect this agreement,  or which induced any party
to enter into this agreement or on which reliance is placed by any party, except
as specifically set forth in this agreement.


13.4.       AMENDMENT

            This  agreement  may be  amended or  supplemented  only by a written
agreement signed by each party.

13.5.       WAIVER OF RIGHTS

            Any waiver of, or consent to depart from,  the  requirements  of any
provision  of this  agreement  shall be  effective  only if it is in writing and
signed by the party  giving it, and only in the  specific  instance  and for the
specific  purpose  for which it has been given.  The rights and  remedies of the
parties to this  Agreement  are  cumulative  and not  alternative.  Neither  the
failure  nor any  delay by either  party in  exercising  any  right,  power,  or
privilege under this Agreement will operate as a waiver of such right, power, or
privilege,  and no single or  partial  exercise  of any such  right,  power,  or
privilege will preclude any other or further  exercise of such right,  power, or
privilege or the exercise of any other right, power, or privilege.

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                                      -10-



13.6.       APPLICABLE LAW

            This agreement shall be governed by and construed in accordance with
the laws in force in the Province of Ontario.  Each party irrevocably submits to
the  non-exclusive  jurisdiction  of the courts of Ontario  with  respect to any
matter arising hereunder or related hereto.

13.7.       TIME

            Time is and shall remain of the essence of this agreement and all of
its provisions.

13.8.       NOTICES

            Any  notice,  demand  or other  communication  (in this  Section,  a
"notice")  required  or  permitted  to be  given or made  hereunder  shall be in
writing and shall be sufficiently given or made if:

      (a)   delivered in person during normal  business  hours on a Business Day
            and left with a receptionist  or other  responsible  Employee of the
            relevant party at the applicable address set forth below;

      (b)   sent by prepaid first class mail; or

      (c)   sent by any electronic means of sending messages, including telex or
            facsimile  transmission,  which produces a paper record ("Electronic
            Transmission")  during  normal  business  hours  on a  Business  Day
            charges prepaid and confirmed by prepaid first class mail;

            in the case of a notice to the Employee, addressed to him at:

                      2366 Morrison Avenue
                      Mississauga, Ontario
                      L5C 3H8

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            and in the case of a notice to the Company, addressed to it at:

                      Northern Ethanol Inc.
                      497 Delaware Avenue,
                      Buffalo, New York

                      Attention:  Board of Directors

                      Telecopier No.: 716-883-0061

            Each notice sent in accordance  with this Section shall be deemed to
have been received:

      (a)   on the day it was delivered;

      (b)   on the  third  Business  Day  after it was  mailed  (excluding  each
            Business Day during which there existed any general  interruption of
            postal services due to strike, lockout or other cause); or

      (c)   on the same day that it was sent by Electronic  Transmission,  or on
            the  first  Business  Day  thereafter  if it was sent by  Electronic
            Transmission  after 5:00 p.m.  local time or the day on which it was
            sent by Electronic Transmission was not a Business Day.

            The  Employee  or the  Company  may change the address for notice by
giving notice to each other as provided in this Section.

13.9.       NO THIRD PARTY BENEFITS

            The terms and provisions of this  Agreement are intended  solely for
the  benefit of the  Employee  and  Northern  and their  respective  affiliates,
successors or permitted  assigns,  and it is not the intention of the parties to
confer third party beneficiary rights upon any other person.

13.10.      ASSIGNMENT

            Neither this agreement nor any rights or obligations hereunder shall
be assignable by the Employee  without the prior written consent of the Company.
Subject  thereto,  this  agreement  shall enure to the benefit of and be binding
upon the parties and their respective heirs,  executors,  administrators,  legal
personal  representatives,  successors  (including  any  successor  by reason of
amalgamation or statutory arrangement of any party) and permitted assigns.

13.11       NO PARTNERSHIP OR JOINT VENTURE OF AGENCY

            None of the parties to this  Agreement  are nor shall any of them be
deemed to be partners  or joint  venturers  with one another and nothing  herein
shall be construed so as to impose any liability as such on any of them.

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                                      -12-


13.12.      FURTHER ASSURANCES

            Each  party  shall  do such  acts and  shall  execute  such  further
documents,  conveyances,  deeds,  assignments,  transfers and the like, and will
cause the  doing of such  acts and will  cause  the  execution  of such  further
documents  as are within its power as any other party may in writing at any time
and from time to time  reasonably  request be done and or executed,  in order to
give full effect to the provisions of this agreement.


            IN WITNESS  WHEREOF the parties have duly  executed  this  agreement
this 21st day of April 2006.



SIGNED, SEALED AND DELIVERED    )
    In the presence of:         )
                                ) /s/ Ciaran Robert Griffin
                                ) ----------------------------------------------
                                )     Ciaran Robert Griffin
                                )
                                )
                                ) NORTHERN  ETHANOL INC.
                                )
                                ) /s/ Andrew Gertler
                                ) ----------------------------------------------

                                ) Per: Andrew Gertler
                                ) Director