NOTICE
      OF GRANT OF STOCK OPTION

    


    Notice
      is
      hereby given of the following option grant (the “Option”) to purchase shares of
      the common stock, par value $0.001 per share (the “Common Stock”), of Sionix
      Corporation, a Nevada corporation (the “Corporation”):

    


    
      	
              Optionee:

            	 	
              Richard
                H. Papalian

            
	
              Grant
                Date:

            	 	
              November
                11, 2008

            
	
              Vesting
                Commencement Date:

            	 	
              Grant
                Date

            
	
              Number
                of Option Shares:

            	 	
              3,500,000
                (the “Option Shares”)

            
	
              Expiration
                Date:

            	 	
              5
                years from Grant Date

            
	
              Type
                of Option:

            	 	
              Non-Qualified
                Stock Option

            
	
              Exercise
                Price Per Share:

            	 	
              $0.15
                (the “Exercise Price”)

            
	
              Vesting
                Schedule:

            	 	
              Options
                to purchase all of the Option Shares (i.e., 3,500,000 shares) are
                vested
                as of the Grant Date.

            


    

    


    1.    Terms.
      The
      Optionee agrees to be bound by the terms of the Option as set forth in the
      Stock
      Option Agreement attached hereto as Exhibit
      A.
      

    


    2.    No
      Employment or Service Contract.
      Except
      as may otherwise be set forth in an a written agreement by and between the
      Optionee and the Corporation, if any, nothing in this Grant Notice or in the
      attached Stock Option Agreement shall confer upon the Optionee any right to
      continue in service in any capacity, including as an employee, for any period
      of
      specific duration or interfere with or otherwise restrict in any way the rights
      of the Corporation or of the Optionee, which rights are hereby expressly
      reserved by each, to terminate the Optionee’s service and/or employment at any
      time for any reason, with or without cause.

    


    3.    Definitions.
      All
      capitalized terms used but not defined herein shall have the definition ascribed
      to them in the Stock Option Agreement.

    


    


    [SIGNATURE
      PAGE FOLLOWS]

     

    
      
         

      

      
         

        
          

        

      

      
         

      

    


    IN
      WITNESS WHEREOF,
      the
      Corporation and the Optionee have duly executed this Notice of Grant as of
      the
      date set forth below.

    


    Dated:
      November 11, 2008

     

    
      	 	
              CORPORATION:

               

              SIONIX
                CORPORATION

              


              By:
                /s/
                James Houtz

              Name:
                James
                Houtz

              Title:
                Chief
                Executive Officer

              


              


              OPTIONEE:     

              


              


              /S/
                RICHARD H. PAPALIAN

              RICHARD
                H. PAPALIAN

            


    

    


    


    ATTACHMENTS

    


    Exhibit
      A - Stock Option Agreement

     

    
      
         

      

      
         

        
          

        

      

      
         

      

    


    EXHIBIT
      A

    


    STOCK
      OPTION AGREEMENT