NOTE

     

     

     

    
      	
              $20,000,000.00

               

            	
              September
                12, 2007

              New
                York, New York

            


    

     

    FOR
      VALUE
      RECEIVED, Pure Biofuels Del Peru S.A.C., a Peruvian corporation (the
“Borrower”),
      hereby promises to pay to Plainfield Special Situations Master Fund Limited
      or
      its registered assigns (the “Lender”),
      in
      lawful money of the United States of America in immediately available funds,
      at
      the Payment Office (as defined in the Agreement referred to below) initially
      located at 55
      Railroad Avenue, Greenwich, CT 06830, Attention: General Counsel,
      on the
      Final Maturity Date (as defined in the Agreement) the principal sum of Twenty
      Million and No/100ths Dollars ($20,000,000.00) or, if less, the unpaid principal
      amount of all Loans (as defined in the Agreement) made by the Lender pursuant
      to
      the Agreement, payable at such times and in such amounts as are specified in
      the
      Agreement.

     

    The
      Borrower also promises to pay interest on the unpaid principal amount of each
      Loan made by the Lender in like money at said office from the date hereof until
      paid at the rates and at the times provided in Section 2.08 of the
      Agreement.

     

    This
      Note
      is one of the Notes referred to in the Loan Agreement, dated as of September
      12,
      2007, among Pure Biofuels Corp., as Guarantor, Pure Biofuels Del Peru S.A.C.
      and
      Palma Industrial S.A.C. collectively (the “Borrowers”),
      the
      lenders from time to time party thereto (including the Lender), and Plainfield
      Special Situations Master Fund Limited, as Administrative Agent (as amended,
      restated, modified and/or supplemented from time to time, the “Agreement”)
      and is
      entitled to the benefits thereof and of the other Loan Documents (as defined
      in
      the Agreement). Each Borrower under the Agreement has executed and delivered
      to
      the Lender a Note in the principal sum of Twenty Million and No/100ths Dollars
      ($20,000,000.00), however, the aggregate liability of all Borrowers (as defined
      in the Agreement) under the Notes (as defined in the Agreement) shall not exceed
      the principal sum of Twenty Million and No/100ths Dollars ($20,000,000.00).
      This
      Note is secured by the Security Documents (as defined in the Agreement) and
      is
      entitled to the benefits of the Guaranties (as defined in the Agreement). As
      provided in the Agreement, this Note is subject to voluntary prepayment and
      mandatory repayment prior to the Final Maturity Date, in whole or in part,
      and
      Loans may be converted from one Type (as defined in the Agreement) into another
      Type to the extent provided in the Agreement.

     

    In
      case
      an Event of Default (as defined in the Agreement) shall occur and be continuing,
      the principal of and accrued interest on this Note may be declared to be due
      and
      payable in the manner and with the effect provided in the
      Agreement.

     

    The
      Borrower hereby waives presentment, demand, protest or notice of any kind in
      connection with this Note.

     

    THIS
      NOTE SHALL BE CONSTRUED IN ACCORDANCE WITH AND BE GOVERNED BY THE LAW OF THE
      STATE OF NEW YORK.

     

     

    
      	 	 	 
	 	PURE
              BIOFUELS DEL PERU S.A.C.
	 
 	 
 	 
 
	 	By:  	  
              /s/ Luis Goyzueta 
	 	
              
                

              

              Name: Luis Goyzueta

              Title: Authorized Signatory