----

| California                                         |   | 87-0673375                           |
|----------------------------------------------------|--------|--------------------------------------|
| (State of Incorporation)                           |   | (I.R.S. Employer Identification No.) |
| 6720 N. Scottsdale Road, Suite # 390Scottsdale, AZ |   | 85253                                |
| (Address of Principal Executive Offices)           |   | (Zip Code)                           |

| Large accelerated filer o | Accelerated filer o | Non-accelerated filer o | Smaller reporting company x |
|---------------------------|---------------------|-------------------------|-----------------------------|

----

----

| PART III |     |
|----------|----------|
|     | Item 10. | Directors, Executive Officers and Corporate Governance | 3 |
|     | Item 11. | Executive Compensation | 7 |
|     | Item 12. | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters | 14 |
|     | Item 13. | Certain Relationships and Related Transactions, and Director Independence | 16 |
|     | Item 14. | Principal Accountant Fees and Services | 17 |
| PART IV  |     |   |
|     | Item 15. | Exhibits and Financial Statement Schedules | 18 |

----

Index

| Name                              |  | Age |  | Position                                                                                 |
|-----------------------------------|--|-----|--|------------------------------------------------------------------------------------------|
| W. John Short (4)                 |  | 65  |  | Chief Executive Officer, President and Director                                          |
| Jerry Dale Belt                   |  | 56  |  | Chief Financial Officer and Secretary                                                    |
| Mark McKnight                     |  | 48  |  | Senior Vice President of Contract Manufacturing; President of H&N Distribution, Inc. |
| Robert D. Smith, Ph.D.            |  | 53  |  | Senior Vice President of Sales and Business Development                                  |
| David Goldman (1)(3)(5)           |  | 70  |  | Director                                                                                 |
| Baruch Halpern (4)                |  | 63  |  | Director                                                                                 |
| Henk W. Hoogenkamp (3)            |  | 65  |  | Director                                                                                 |
| Robert S. Kopriva (1)(2)          |  | 63  |  | Director                                                                                 |
| Robert C. Schweitzer (1)(2)(4)(5) |  | 67  |  | Chairman of the Board of Directors                                                       |
| Peter A. Woog (2)(3)              |  | 71  |  | Director                                                                                 |

| (1) | Current member of the Audit Committee. |
|-----|----------------------------------------|

| (2) | Current member of the Compensation Committee. |
|-----|-----------------------------------------------|

| (3) | Current member of the Nominating and Governance Committee. |
|-----|------------------------------------------------------------|

| (4) | Current member of the Executive Committee. |
|-----|--------------------------------------------|

| (5) | Current member of the Strategic Committee. |
|-----|--------------------------------------------|

----

Index

----

Index

----

Index

----

Index

|                                                                         |      |    |   | Salary      |    |   | OptionAwards |   |   | NonequityIncentive PlanCompensation |   |   | All OtherCompensation |   |   | Total  |   |
|------------------------------------------------------------------------------|------|--------------|--------|-------------|---------|--------|--------------|--------|--------|-------------------------------------|--------|--------|-----------------------|--------|--------|--------|--------|
| Name and Principal Position                                                  |      | Year         |   | ($) (1) (2) |    |   | ($) (4)      |   |   | ($) (3)                             |   |   | ($) (6)               |   |   | ($)    |   |
| W. John Short, President and Chief Executive Officer                         |      | 2013         |   |        | 375,000 |   |         |   | -      |                                |   |   | 426,157               |   |   |   | 56,488 |   |   |   | 857,645 |   |
|                                                                              | 2012 |         |   | 375,000     |    |   |         | 63,886 |   |                                |   | -      |                  |   |   | 55,124 |   |   |   | 494,010 |   |
|                                                                         |      |         |   |        |    |   |         |   |   |                                |   |   |                  |   |   |   |   |   |   |   |   |   |
| Jerry Dale Belt, Chief Financial Officer and Secretary                       |      | 2013         |   |        | 255,000 |   |         |   | -      |                                |   |   | 157,191               |   |   |   | 7,650  |   |   |   | 419,841 |   |
|                                                                              | 2012 |         |   | 255,000     |    |   |         | 14,307 |   |                                |   | -      |                  |   |   | 6,885  |   |   |   | 276,192 |   |
|                                                                         |      |         |   |        |    |   |         |   |   |                                |   |   |                  |   |   |   |   |   |   |   |   |   |
| Robert D. Smith, Senior Vice President of Sales and Business Development (5) |      | 2013         |   |        | 139,425 |   |         |   | -      |                                |   |   | 30,849                |   |   |   | 4,483  |   |   |   | 174,757 |   |
|                                                                              | 2012 |         |   | 78,845      |    |   |         | 83,900 |   |                                |   | -      |                  |   |   | 22,309 |   |   |   | 185,054 |   |

| (1) | Option awards are reported at grant date fair value, if awarded in the period, and at incremental fair value, if modified in the period. The assumptions used to calculate the fair value of option awards are set forth in the notes to our consolidated financial statements included in our Annual Report on Form 10-K for 2013. |
|-----|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

| (2) | As further described in the Narrative Disclosure to the Summary Compensation Table below, in 2012, we granted Mr. Short and Mr. Belt option awards in lieu of payment of cash salaries representing 10% of the named executive officer’s salary for 2012. The fair value of each option award is included in the “Salary” column of the table above. |
|-----|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

| (3) | As further described in the Narrative Disclosure to the Summary Compensation Table below, in 2013 this column includes $426,157 of bonuses for Mr. Short, $157,191 of bonuses for Mr. Belt and $30,849 of bonuses for Dr. Smith. |
|-----|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

----

Index

| (4) | For Messrs. Short and Belt, reflects the change in the fair value of options held that were repriced in 2012.  For Dr. Smith, reflects the grant date fair value of option awarded in 2012 and the change in fair value of that same option repriced in 2012. |
|-----|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

| (5) | Robert D. Smith began employment March 19, 2012. |
|-----|--------------------------------------------------|

| (6) | All other compensation consists of the following amounts for 2013 and 2012: |
|-----|-----------------------------------------------------------------------------|

|                             |   | 2013      |      |
|----------------------------------|--------|-----------|-----------|
|                             |   | Mr. Short |      |   | Mr. Belt |   |   | Dr. Smith |   |
|                             |   | ($)       |      |   | ($) |   |   | ($) |   |
| Life insurance premiums          |   |      | 19,314    |   |   |   | - |   |   |   | - |   |
| Commuting expense reimbursements |   |      | 25,924    |   |   |   | - |   |   |   | - |   |
| 401(k) safe harbor contribution  |   |      | 11,250    |   |   |   | 7,650 |   |   |   | 4,483 |   |
| Total                            |   |      | 56,488    |   |   |   | 7,650 |   |   |   | 4,483 |   |
|                             |   |      |      |   |   |   |   |   |   |   |   |   |
|                             |        |           | 2012      |  |
|                             |        |           | Mr. Short |  |  |  | Mr. Belt |  |  |  | Dr. Smith |  |
|                             |        |           | ($)       |  |  |  | ($) |  |  |  | ($) |  |
| Life insurance premiums          |   |      | 19,316    |   |   |   | - |   |   |   | - |   |
| Commuting expense reimbursements |   |      | 25,683    |   |   |   | - |   |   |   | 19,944 | (1) |
| 401(k) safe harbor contribution  |   |      | 10,125    |   |   |   | 6,885 |   |   |   | 2,365 |   |
| Total                            |   |      | 55,124    |   |   |   | 6,885 |   |   |   | 22,309 |   |

| (1) | We paid for the costs of Dr. Smith’s commute between California and Arizona until October 2013. |
|-----|-------------------------------------------------------------------------------------------------------|

----

Index

----

Index

|            |        |   | Option Awards                                                 |
|-----------------|--------|--------|---------------------------------------------------------------|
|            |        |   | # of Securities Underlying Unexercised Options(# Exercisable) |   |   | # of Securities Underlying Unexercised Options(# Un-exercisable) |   |   | Equity Incentive Plan Awards: # of Securities Underlying Unexercised Unearned Options(#) |   |   | Option Exercise Price($/sh) |   | Option ExpirationDate |
| W. John Short   |        |   |                                                          | 25,000 |   |   |   | - |   |   |   | - |   |   |   | 16.00 |   | 7/5/2019 |
|            |        |   |                                                          | 10,000 |   |   |   | - |   |   |   | - |   |   |   | 16.00 |   | 7/7/2020 |
|            | (1)    |   |                                                          | 11,563 |   |   |   | 3,437 |   |   |   | - |   |   |   | 16.00 |   | 7/7/2020 |
|            | (4)    |   |                                                          | 590 |   |   |   | - |   |   |   | - |   |   |   | 16.00 |   | 7/15/2014 |
|            | (5)    |   |                                                          | 1,719 |   |   |   |   |   |   |   |   |   |   |   | 16.00 |   | 4/25/2022 |
|            |   |   |                                                          |   |   |   |   |   |   |   |   |   |   |   |   |   |   |         |
| Jerry Dale Belt |   |   | 5,000                                                         |   |   |   | - |   |   |   | - |   |   |   | 16.00 |   | 6/15/2020 |
|            | (2)    |   |                                                          | 5,938 |   |   |   | 1,562 |   |   |   | - |   |   |   | 16.00 |   | 6/15/2020 |
|            | (4)    |   |                                                          | 401 |   |   |   | - |   |   |   | - |   |   |   | 16.00 |   | 7/15/2014 |
|            | (5)    |   |                                                          | 1,169 |   |   |   |   |   |   |   |   |   |   |   | 16.00 |   | 4/25/2022 |
|            |   |   |                                                          |   |   |   |   |   |   |   |   |   |   |   |   |   |   |         |
| Robert D. Smith | (3)    |   |                                                          | 2,500 |   |   |   | 1,250 |   |   |   | - |   |   |   | 16.00 |   | 3/27/2022 |

| (1) | Shares underlying the option vest and become exercisable monthly in equal installments over the 48 months ending November 30, 2014. |
|-----|-------------------------------------------------------------------------------------------------------------------------------------|

| (2) | Shares underlying the option vest and become exercisable monthly in equal installments over the 48 months ending October 27, 2014. |
|-----|------------------------------------------------------------------------------------------------------------------------------------|

| (3) | Shares underlying the option vest and become exercisable in equal installments on December 31, 2012, December 31, 2013, and December 31, 2014 |
|-----|-----------------------------------------------------------------------------------------------------------------------------------------------|

| (4) | Awards granted in lieu of salary for 2011. |
|-----|--------------------------------------------|

| (5) | Awards granted in lieu of salary for 2012. |
|-----|--------------------------------------------|

----

Index

|  | • | the portion of their current annual base salary and bonuses which have accrued through the date of termination; |
|--|---------|-----------------------------------------------------------------------------------------------------------------|

|  | • | vested stock options; and |
|--|---------|---------------------------|

|  | • | payment for accrued but unused vacation. |
|--|---------|------------------------------------------|

|  | • | a cash lump sum payment equal to the greater of (i) the base salary and annual bonuses that Mr. Short would have been paid had he remained employed for the remainder of the then current term or (ii) the base salary and annual bonuses that Mr. Short would have been paid if he remained an employee for 12 months following the date of termination (such amount, the Short Severance Payment); |
|--|---------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|  | • | his option to purchase a total of 25,000 shares of common stock, expiring July 5, 2019, immediately vests in full and remains exercisable for 2 years following the date of termination; and |
|--|---------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|  | • | a cash lump sum payment equal to all reasonable moving expenses incurred by Mr. Short to relocate his family and personal possessions to Bend, Oregon. |
|--|---------|--------------------------------------------------------------------------------------------------------------------------------------------------------|

----

Index

|  | • | a cash lump sum payment equal to the Short Severance Payment; |
|--|---------|---------------------------------------------------------------|

|  | • | his options to purchase a total of 25,000 shares of common stock, expiring July 5, 2019, shall immediately vest in full and remain exercisable for 2 years following the date of termination; |
|--|---------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|  | • | a cash lump sum payment equal to all reasonable moving expenses incurred by Mr. Short to relocate his family and personal possessions to Bend, Oregon; and |
|--|---------|------------------------------------------------------------------------------------------------------------------------------------------------------------|

|  | • | a cash lump sum payment equal to the difference between (i) two times the sum of Mr. Short’s base salary and target bonus level for the year in which the termination occurs and (ii) an amount equal to the Short Severance Payment. |
|--|---------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|  | • | a cash lump sum payment equal to the Belt Severance Payment; |
|--|---------|--------------------------------------------------------------|

|  | • | his options to purchase a total of 12,500 shares of common stock, expiring June 15, 2020, shall immediately vest in full and remain exercisable for a period of 90 days following termination; and |
|--|---------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|  | • | a cash lump sum payment equal to the difference between (i) two times the sum of Mr. Belt’s base salary for the year in which the termination occurs and (ii) an amount equal to the Belt Severance Payment. |
|--|---------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

----

Index

|                                  |   | GeneralBoardService |   |   | ExecutiveCommittee |   |   | AuditCommittee |   |   | NominatingandGovernanceCommittee |   |   | Compen-sationCommittee |   |   | Nutra SA Management Committee Meeting |   |
|---------------------------------------|--------|---------------------|--------|--------|--------------------|--------|--------|----------------|--------|--------|----------------------------------|--------|--------|------------------------|--------|--------|---------------------------------------|--------|
|                                  |   | ($)                 |   |   | ($)                |   |   | ($)            |   |   | ($)                              |   |   | ($)                    |   |   | ($)                                   |   |
| General board service - all directors |   |                | 40,000 |   |               |   | -      |           |   |   | -                                |   |   |                   | -      |   |                                  |   | - |   |   |   | - |   |
| Service as Chairman                   |   |                | 25,000 |   |               |   | -      |           |   |   | -                                |   |   |                   | -      |   |                                  |   | - |   |   |   | - |   |
| Committee Assignments:                |   |                |   |   |               |   |   |           |   |   |                             |   |   |                   |   |   |                                  |   |   |   |   |   |   |   |
| Committee Chair                       |   |                | -      |   |               |   | 15,000 |           |   |   | 10,000                           |   |   |                   | 7,000  |   |                                  |   | 7,000 |   |   |   | - |   |
| Members                               |   |                | -      |   |               |   | 2,000  |           |   |   | 4,000                            |   |   |                   | 2,000  |   |                                  |   | 2,000 |   |   |   | 2,000 |   |
| Meeting Attendance Fees:              |   |                |   |   |               |   |   |           |   |   |                             |   |   |                   |   |   |                                  |   |   |   |   |   |   |   |
| Full Board:                           |   |                |   |   |               |   |   |           |   |   |                             |   |   |                   |   |   |                                  |   |   |   |   |   |   |   |
| In-person face-to-face                |   |                | 2,000  |   |               |   | -      |           |   |   | -                                |   |   |                   | -      |   |                                  |   | - |   |   |   | - |   |
| Telephonic                            |   |                | 1,000  |   |               |   | -      |           |   |   | -                                |   |   |                   | -      |   |                                  |   | - |   |   |   | - |   |

----

Index

|                  |   | Fees Earned or Paid in Cash |   |   | Option Awards |   |   | All Other Compen-sation |   |   | Total |   |
|-----------------------|--------|-----------------------------|--------|--------|---------------|--------|--------|-------------------------|--------|--------|-------|--------|
| Name                  |   | ($) (1)                     |   |   | ($) (2)       |   |   | ($)                     |   |   | ($)   |   |
| David Goldman         |   |                        | 73,500 |   |          |   | 75,903 |                    |   |   | -     |   |   |   | 149,403 |   |
| Baruch Halpern        |   |                        | 64,000 |   |          |   | 59,636 |                    |   |   | -     |   |   |   | 123,636 |   |
| Henk W. Hoogenkamp    |   |                        | 57,000 |   |          |   | 59,636 |                    |   |   | -     |   |   |   | 116,636 |   |
| Richard H. Koppes (3) |   |                        | 29,500 |   |          |   | 59,636 |                    |   |   | -     |   |   |   | 89,136 |   |
| Robert S. Kopriva     |   |                        | 2,000  |   |          |   | -      |                    |   |   | -     |   |   |   | 2,000 |   |
| Robert C. Schweitzer  |   |                        | 94,000 |   |          |   | 75,903 |                    |   |   | -     |   |   |   | 169,903 |   |
| Peter A. Woog         |   |                        | -      |   |          |   | -      |                    |   |   | -     |   |   |   | - |   |

|  | (1) | Amounts shown in this column reflect the annual aggregate dollar amount of all fees earned or paid in cash for services as a director, including annual retainer fees, committee and/or chairmanship fees, and meeting fees. |
|--|-----|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|  | (2) | The amount shown is the grant date fair value of each award, and the assumptions used to calculate the fair value are set forth in the notes to our consolidated financial statements included in our Annual Report on Form 10-K for 2013.  As of December 31, 2013, the directors named in the table held outstanding option awards to purchase the following number of shares of our common stock: David Goldman, 6,563 shares; Baruch Halpern, 6,996 shares; Henk W. Hoogenkamp, 8,745 shares; Richard H. Koppes, no shares; Robert S. Kopriva no shares, Robert C. Schweitzer, 6,563 shares, and Peter A. Woog, no shares. |
|--|-----|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|  | (3) | Richard H. Koppes resigned from the Board on June 18, 2013. |
|--|-----|-------------------------------------------------------------|

|  | (4) | Robert S. Kopriva and Peter A. Woog joined the Board On December 13, 2013. |
|--|-----|----------------------------------------------------------------------------|

----

Index

|                                                                                        |   | Stock Beneficially Owned |    |
|---------------------------------------------------------------------------------------------|--------|--------------------------|---------|
| Name and Address of Beneficial Owner                                                        |   | Number                   |    |   | Percentage (1) |   |
| Stephen D. Baksa (2)2 Woods LaneChatham, NJ  07928                                     |   |                     | 357,618 |   |   |   | 11.21 | % |
| Cranshire Capital Advisors, L.L.C. (3)3100 Dundee Road, Suite 703Northbrook, IL  60062 |   |                     | 198,208 |   |   |   | 6.15 | % |
| W. John Short (4)                                                                           |   |                     | 51,746  |   |   |   | 1.68 | % |
| David Goldman (5)                                                                           |   |                     | 12,613  |   |   |   | * |   |
| Baruch Halpern (6)                                                                          |   |                     | 10,946  |   |   |   | * |   |
| Henk W. Hoogenkamp (7)                                                                      |   |                     | 17,698  |   |   |   | * |   |
| Robert S. Kopriva                                                                           |   |                     | -       |   |   |   | * |   |
| Robert C. Schweitzer (8)                                                                    |   |                     | 15,063  |   |   |   | * |   |
| Peter A. Woog                                                                               |   |                     | -       |   |   |   | * |   |
| Jerry Dale Belt (9)                                                                         |   |                     | 13,291  |   |   |   | * |   |
| Mark McKnight                                                                               |   |                     |    |   |   |   | * |   |
| Robert D. Smith, PhD (10)                                                                   |   |                     | 2,500   |   |   |   | * |   |
|                                                                                        |        |                          |         |  |  |  |  |  |
| All directors and executive officers as a group (10 persons) (11)                           |   |                     | 123,857 |   |   |   | 4.09 | % |

|  | (1) | The applicable percentage of ownership is based on 3,031,860 shares of our common stock outstanding as of April 1, 2014, together with (i) shares issuable upon exercise of options and warrants exercisable within 60 days of April 1, 2014. |
|--|-----|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|  | (2) | Includes 157,618 shares issuable upon exercise of warrants of which 28,571 shares issuable upon exercise of warrants are held by Stephen D. Baksa 2012 Trust FBO Sarah E Marra.  Excludes 47,619 shares issuable upon conversion of promissory notes which automatically convert upon our receiving shareholder approval to increase the number of our authorized shares of common stock. |
|--|-----|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|  | (3) | Consists of (i) 7,066 shares of common stock held for the account of Cranshire Capital Master Fund, (ii) 181,142 shares issuable upon exercise of certain warrants held by Cranshire Capital Master Fund and (iii) 10,000 shares issuable upon exercise of a warrant held by a managed account for which Cranshire Capital Advisors, L.L.C. serves as investment manager. Cranshire Capital Advisors, L.L.C. serves as investment manager for Cranshire Capital Master Fund. |
|--|-----|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|  | (4) | Includes 1,250 shares held by the KAWJS Trust, 82 shares held by Mr. Short, 50,414 shares issuable upon exercise of options held by Mr. Short.  Excludes 12,777 shares issuable within five (5) business days after shareholder approval to increase the number of our authorized shares of common stock. |
|--|-----|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|  | (5) | Includes 50 shares held by the David Goldman & Lois A Goldman TRS FBO GOLDMAN FAMILY TRUST UA 04/23/2004, 3,000 shares issuable upon exercise of warrants and 6,563 shares issuable upon exercise of options held by Mr. Goldman. |
|--|-----|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|  | (6) | Includes 1,750 shares held by the Baruch Halpern Revocable Trust, 6,996 shares issuable upon exercise of options.  Excludes 710,055 shares issuable within five (5) business days after shareholder approval to increase the number of our authorized shares of common stock as follows: 610,286 shares to The Shoshana Shapiro Halpern Revocable Trust; 57,122 shares to The Baruch Halpern Revocable Trust; 42,665 shares to Mr. Halpern. |
|--|-----|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|  | (7) | Includes 8,745 shares issuable upon exercise of options. |
|--|-----|----------------------------------------------------------|

|  | (8) | Includes 6,563 shares issuable upon exercise of options and 4,000 shares issuable upon exercise of warrants. |
|--|-----|--------------------------------------------------------------------------------------------------------------|

|  | (9) | Includes 13,219 shares issuable upon exercise of options. |
|--|-----|-----------------------------------------------------------|

|  | (10) | Includes 2,500 shares issuable upon exercise of options. |
|--|------|----------------------------------------------------------|

|  | (11) | Includes 95,072 shares issuable upon exercise of stock options, 7,000 shares issuable upon exercise of warrants and 722,832 shares issuable upon an increase in our authorized shares. |
|--|------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

----

Index

|                                                   |   | Number of securities to be issued upon exercise of outstanding options, warrants and rights |    |   | Weighted average exercise price of outstanding options, warrants and rights |   |   | Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column a) |   |
|--------------------------------------------------------|--------|---------------------------------------------------------------------------------------------|---------|--------|-----------------------------------------------------------------------------|--------|--------|-------------------------------------------------------------------------------------------------------------------------------------------|--------|
| Plan Category                                     |   | (a)                                                                                         |    |   | (b)                                                                         |   |   | (c)                                                                                                                                       |        |   |
| Equity compensation plans approved by shareholders     |   |                                                                                        | 34,234  |   |                                                                        | $      | 20.93  |                                                                                                                                      |   |   | - | (1) |   |
| Equity compensation plans not approved by shareholders |   |                                                                                        | 145,203 |   |                                                                        |   | 25.07  |                                                                                                                                      |   |   | - | (2) |   |
| Total                                                  |   |                                                                                        | 179,437 |   |                                                                        | $      | 24.28  |                                                                                                                                      |   |   | - |   |   |

|   | (1) | Represents shares reserved for future issuance under our 2005 Equity Incentive Plan.  In 2012, the Board determined that no additional grants will be made under the 2005 Plan. |
|--------|-----|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|   | (2) | Represents shares reserved for future issuance under our 2010 Equity Incentive Plan.  On December 4, 2013, the Board determined that no additional grants will be made under the 2010 Plan. |
|--------|-----|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

----

Index

|               |   | 2013   |    |   | 2012   |   |
|--------------------|--------|--------|---------|--------|--------|--------|
| Audit fees         |   | $      | 408,861 |   |   | $      | 382,375 |   |
| Audit related fees |   |   | -       |   |   |   | - |   |
| Tax fees           |   |   | -       |   |   |   | - |   |
| All other fees     |   |   | -       |   |   |   | - |   |
| Total              |   | $      | 408,861 |   |   | $      | 382,375 |   |

----

Index

----

Index

| Exhibit Number |   | Exhibit Description                                                                                                                                                                                                                                                                                                                                                  |
|----------------|--------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 1.01           |   | Underwriting Agreement dated December 12, 2013, with Maxim Group, LLC, as representative of the several underwriters (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed December 18, 2013)                                                                                                       |
| 1.02           |   | Warrant Agreement dated December 18, 2013, with American Stock Transfer & Trust Company. (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed December 18, 2013)                                                                                                                               |
| 2.01           |   | Quotas Purchase and Sale Agreement, dated January 31, 2008, with Quota Holders of Irgovel - Industria Riograndens De Oleos Begetais Ltda (incorporated herein by reference to exhibits previously filed on registrant’s quarterly report on Form 10-Q, filed on August 11, 2008 and on registrant’s annual report on Form 10-K, filed on March 17, 2008) |
| 2.02           |   | First Amended Plan of Reorganization (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on November 2, 2010)                                                                                                                                                                                     |
| 2.03           |   | Second Amendment to Exhibit 1 to First Amended Plan of Reorganization (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on November 2, 2010)                                                                                                                                                    |
| 3.01.1         |   | Restated and Amended Articles of Incorporation as filed with the Secretary of State of California on December 13, 2001 (incorporated herein by reference to exhibits previously filed on registrant’s annual report on Form 10-KSB, filed on April 16, 2002)                                                                                                   |
| 3.01.2         |   | Certificate of Amendment of Articles of Incorporation as filed with the Secretary of State of California on August 4, 2003 (incorporated herein by reference to exhibits previously filed on registrant’s Registration Statement on Form SB-2, filed on November 18, 2005)                                                                                     |
| 3.01.3         |   | Certificate of Amendment of Articles of Incorporation as filed with the Secretary of State of California on October 31, 2003 (incorporated herein by reference to exhibits previously filed on registrant’s quarterly report on Form 10-QSB, filed on November 19, 2003)                                                                                       |
| 3.01.4         |   | Certificate of Amendment of Articles of Incorporation as filed with the Secretary of State of California on September 29, 2005 (incorporated herein by reference to exhibits previously filed on registrant’s Registration Statement on Form SB-2, filed on November 18, 2005)                                                                                 |
| 3.01.5         |   | Certificate of Amendment of Articles of Incorporation as filed with the Secretary of State of California on August 20, 2007 (incorporated herein by reference to exhibits previously filed on registrant’s quarterly report on Form 10-Q, filed on August 14, 2007)                                                                                            |
| 3.01.6         |   | Certificate of Amendment of Articles of Incorporation as filed with the Secretary of State of California on June 30, 2011 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on July 5, 2011)                                                                                                    |
| 3.01.7         |   | Certificate of Amendment of Articles of Incorporation filed with the Secretary of State of California on July 12, 2013 (incorporated herein by reference to exhibits previously filed on registrant’s quarterly report on Form 10-Q, filed August 14, 2013)                                                                                                    |
| 3.02           |   | Certificate of Designation of the Rights, Preferences, and Privileges of the Series A Preferred Stock as filed with the Secretary of State of California on December 13, 2001 (incorporated herein by reference to exhibits previously filed on registrant’s Registration Statement on Form SB-2, filed on June 4, 2002)                                       |
| 3.03           |   | Certificate of Determination, Preferences and Rights of Series B Convertible Preferred Stock as filed with the Secretary of State of California on October 4, 2005 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on October 4, 2005)                                                        |
| 3.04           |   | Certificate of Determination, Preferences and Rights of Series C Convertible Preferred Stock as filed with the Secretary of State of California on May 10, 2006 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on May 15, 2006)                                                              |
| 3.05           |   | Certificate of Determination, Preferences and Rights of the Series D Convertible Preferred Stock, as filed with the Secretary of State of California on October 17, 2008 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on October 20, 2008)                                                 |
| 3.06           |   | Certificate of Determination, Preferences and Rights of the Series E Convertible Preferred Stock, as filed with the Secretary of State of California on May 7, 2009 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on May 8, 2009)                                                           |
| 3.07.0         |   | Bylaws (incorporated herein by reference to exhibits previously filed on registrant’s Registration Statement on Form SB-2, filed on June 12, 2006)                                                                                                                                                                                                             |
| 3.07.2         |   | Amendment of Bylaws effective June 19, 2007 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on June 25, 2007)                                                                                                                                                                                 |

----

Index

| 3.07.3 |   | Amendment of Bylaws effective December 4, 2009 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on December 10, 2009)                                                                                         |
|--------|--------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 3.08   |   | Certificate of Ownership dated October 3, 2012 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on October 10, 2012)                                                                                          |
| 4.05   |   | Common Stock Warrant issued to Hillair Capital Investments L.P. (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on January 23, 2012)                                                                         |
| 4.06   |   | Form of warrant to purchase shares issued to holders of secured convertible promissory notes (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on January 23, 2012)                                            |
| 4.07   |   | Common Stock Warrant issued to Hillair Capital Investments L.P. (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on August 6, 2012)                                                                           |
| 4.08   |   | Warrant Agreement by and between RiceBran Technologies and American Stock Transfer & Trust Company and Form of Warrant Certificate (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on December 18, 2013) |
| 10.01  | *      | Employment Agreement with W. John Short (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on July 10, 2009)                                                                                                    |
| 10.02  | *      | First Amendment of Employment Agreement with W. John Short (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on July 10, 2009)                                                                                 |
| 10.03  | *      | Second Amendment of Employment Agreement with W. John Short (incorporated herein by reference to previously filed Form 10-Q, filed on May 11, 2011)                                                                                                                                 |
| 10.04  | *      | Third Amendment to Employment Agreement with W. John Short dated July 2, 2010 (incorporated herein by reference to exhibit 10.1 previously filed on registrant’s current report on Form 8-K, filed on July 8, 2010)                                                           |
| 10.05  | *      | Fourth Amendment to Employment Agreement with W. John Short dated July 15, 2011 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on July 20, 2011)                                                            |
| 10.06  | *      | Employment Agreement with Jerry Dale Belt dated June 8, 2010 (incorporated herein by reference to exhibit 10.1 previously filed on registrant’s current report on Form 8-K, filed on June 8, 2010)                                                                            |
| 10.07  | *      | First Amendment to Employment Agreement with Jerry Dale Belt dated July 15, 2011 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on July 20, 2011)                                                           |
| 10.08  | *      | Second Amendment to Employment Agreement with Jerry Dale Belt dated February 14, 2012 (incorporated herein by reference to exhibits previously filed on registrant’s annual report on Form 10-K, filed on March 30, 2012)                                                     |
| 10.09  | *      | Employment Agreement with Colin Garner dated September 1, 2010 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on January 5, 2011)                                                                           |
| 10.10  | *      | First Amendment to Employment Agreement with Colin Garner dated July 15, 2011 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on July 20, 2011)                                                              |
| 10.11  | *      | 2005 Equity Incentive Plan (incorporated herein by reference to exhibits previously filed on Form SB-2, filed on November 18, 2005)                                                                                                                                                 |
| 10.12  | *      | Form of Non-Employee Director Stock Option Agreement under the 2005 Equity Incentive Plan (incorporated herein by reference to exhibits previously filed on registrant’s annual report on Form 10-K, filed on March 17, 2008)                                                 |
| 10.13  | *      | Form of Stock Option Agreement for 2005 Equity Incentive Plan (incorporated herein by reference to exhibits previously filed on registrant’s quarterly report on Form 10-Q, filed on May 12, 2008)                                                                            |
| 10.14  | *      | Form of Restricted Stock Grant Agreement for 2005 Equity Incentive Plan (incorporated herein by reference to exhibits previously filed on registrant’s quarterly report on Form 10-Q, filed on August 11, 2008)                                                               |
| 10.15  |   | Asset Purchase Agreement with Kerry Inc. dated February 11, 2010 (incorporated herein by reference to exhibit 10.77 previously filed on registrant’s annual report on Form 10-K, filed on February 24, 2011)                                                                  |
| 10.16  |   | Stipulation and Agreement of Settlement dated May 17, 2010 (incorporated herein by reference to exhibit 10.1 previously filed on registrant’s current report on Form 8-K, filed on May 18, 2010)                                                                              |
| 10.17  | +      | Nutra SA, LLC Membership Interest Purchase Agreement dated December 29, 2010 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K/A, filed on August 10, 2011)                                                           |
| 10.18  |   | Form of Investor Rights Agreement (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on January 5, 2011)                                                                                                        |
| 10.19  |   | Form of Amended and Restated Limited Liability Company Agreement for Nutra SA, LLC (incorporated herein by reference to exhibits previously filed on registrant’s annual report on Form 10-K, filed on February 24, 2011)                                                     |
| 10.20  | *      | 2010 Equity Incentive Plan (incorporated herein by reference to previously filed Form 10-Q, filed on May 11, 2011)                                                                                                                                                                  |
| 10.21  | *      | Form of Non-Employee Director Stock Option Agreement under the 2010 Equity Incentive Plan (incorporated herein by reference to exhibits previously filed on registrant’s annual report on Form 10-K, filed on March 30, 2012)                                                 |
| 10.22  |   | Form of Stock Option Agreement for the 2010 Equity Incentive Plan (incorporated herein by reference to exhibits previously filed on registrant’s annual report on Form 10-K, filed on March 30, 2012)                                                                         |
| 10.23  | *      | Form of Restricted Stock Grant Agreement for the 2010 Equity Incentive Plan (incorporated herein by reference to exhibits previously filed on registrant’s annual report on Form 10-K, filed on March 30, 2012)                                                               |

----

Index

| 10.24 |   | Form of Indemnification Agreement for officers and directors (incorporated by reference to previously filed Form 10-Q, filed on May 11, 2011)                                                                                                                                                                                                                                      |
|-------|--------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 10.25 |   | Loan agreement between Industria Riograndens De Oleos Vegetais Ltd. and Banco do Brasil S.A. in the amount of R$2,784,838, respectively, with a Brazilian bank dated December 15, 2011, English translation from the original Portuguese (incorporated herein by reference to exhibits previously filed on registrant’s annual report on Form 10-K, filed on March 30, 2012) |
| 10.26 |   | Loan agreement between Industria Riograndens De Oleos Vegetais Ltd. and Banco do Brasil S.A. in the amount of R$6,676,012 dated December 15, 2011, English translation from the original Portuguese (incorporated herein by reference to exhibits previously filed on registrant’s Annual Report on Form 10-K, filed on March 30, 2012)                                      |
| 10.27 |   | Securities Purchase Agreement dated January 17, 2012 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on January 23, 2012)                                                                                                                                                                                   |
| 10.28 |   | Security Agreement dated January 17, 2012 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on January 23, 2012)                                                                                                                                                                                              |
| 10.29 |   | Subsidiary Guarantee dated January 17, 2012 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on January 23, 2012)                                                                                                                                                                                            |
| 10.30 |   | Form of Original Issue Discount Senior Secured Convertible Debenture Due July 1, 2013 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on January 23, 2012)                                                                                                                                                  |
| 10.31 |   | Note and Warrant Purchase Agreement dated January 17, 2012 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on January 23, 2012)                                                                                                                                                                             |
| 10.32 |   | Form of Secured Convertible Promissory Note (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on January 23, 2012)                                                                                                                                                                                            |
| 10.33 |   | Security Agreement dated January 17, 2012 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on January 23, 2012)                                                                                                                                                                                              |
| 10.34 |   | Form of Subordination Agreement (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on January 23, 2012)                                                                                                                                                                                                        |
| 10.35 |   | Securities Purchase Agreement dated July 31, 2012 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on August 6, 2012)                                                                                                                                                                                        |
| 10.36 |   | Security Agreement dated July 31, 2012 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on August 6, 2012)                                                                                                                                                                                                   |
| 10.37 |   | Subsidiary Guarantee dated July 31, 2012 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on August 6, 2012)                                                                                                                                                                                                 |
| 10.38 |   | $1,009,200 Original Issue Discount Senior Secured Convertible Debenture Due January 1, 2014 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on August 6, 2012)                                                                                                                                              |
| 10.39 |   | $290,000 Original Issue Discount Senior Secured Convertible Debenture Due January 1, 2014 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on August 6, 2012)                                                                                                                                                |
| 10.40 |   | Securities Exchange Agreement dated July 31, 2012 with Hillair Capital Investments L.P. (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on August 6, 2012)                                                                                                                                                  |
| 10.41 |   | Amendment to Loan Documents dated July 31, 2012 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on August 6, 2012)                                                                                                                                                                                          |
| 10.42 |   | Subordination Agreement dated July 31, 2012 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on August 6, 2012)                                                                                                                                                                                              |
| 10.43 |   | Contribution and Subscription Agreement dated December 24, 2012 regarding Nutra SA, LLC (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on December 31, 2012)                                                                                                                                               |
| 10.44 |   | Second Amended and Restated Limited Liability Agreement for Nutra SA, LLC dated December 24, 2012 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on December 31, 2012)                                                                                                                                     |
| 10.45 |   | License Agreement dated March 14, 2013 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on March 20, 2013)                                                                                                                                                                                                   |
| 10.46 |   | Membership Interest Purchase Agreement dated April 2, 2013 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on April 5, 2013)                                                                                                                                                                                |
| 10.47 |   | Sublicense Agreement with RBT PRO LLC and Wilmar (Shanghai) Biotechnology Research Development Center Co., Ltd. dated April 2, 2013 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on April 5, 2013)                                                                                                       |
| 10.48 |   | Sublicense Agreement with RBT PRO LLC dated April 2, 2013 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on April 5, 2013)                                                                                                                                                                                 |
| 10.49 |   | Cross License Agreement with Wilmar (Shanghai) Biotechnology Research Development Center Co., Ltd. dated April 2, 2013 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on April 5, 2013)                                                                                                                    |

----

Index

| 10.50 |   | Amended and Restated Limited Liability Company Agreement for RBT PRO LLC, dated April 2, 2013 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on April 5, 2013)                                           |
|-------|--------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 10.51 |   | Senior Secured Revolving Credit Facility Agreement with TCA Global Credit Master Fund, LP, dated as of April 30, 2013(incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on May 30, 2013)                     |
| 10.52 |   | Promissory Note issued to TCA Global Credit Master Fund, LP, dated as of April 30, 2013(incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on May 30, 2013)                                                   |
| 10.53 |   | Form of Guaranty Agreement by Subsidiary Guarantors in favor of TCA Global Credit Master Fund, LP, dated as of April 30, 2013(incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on May 30, 2013)             |
| 10.54 |   | Security Agreement with TCA Global Credit Master Fund, LP, dated as of April 30, 2013(incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on May 30, 2013)                                                     |
| 10.55 |   | Form of Security Agreement, dated as of April 30, 2013, by Subsidiary Guarantors and TCA Global Credit Master Fund, LP(incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on May 30, 2013)                    |
| 10.56 |   | Form of Pledge with TCA Global Credit Master Fund, LP, dated as of April 30, 2013(incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on May 30, 2013)                                                         |
| 10.57 |   | Amendment and Waiver Agreement with Hillair Capital Investments L.P., dated as of May 24, 2013(incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on May 30, 2013)                                            |
| 10.58 |   | Amended and Restated Security Agreement dated as of May 24, 2013(incorporated herein by reference to exhibits previously filed on registrant’s quarterly report on Form 10-Q, filed August 14, 2013)                                                                       |
| 10.59 |   | Amended and Restated Note and Warrant Purchase Agreement dated as of May 24, 2013(incorporated herein by reference to exhibits previously filed on registrant’s quarterly report on Form 10-Q, filed August 14, 2013)                                                      |
| 10.60 |   | Restated Subordination Agreement dated as of May 24, 2013(incorporated herein by reference to exhibits previously filed on registrant’s quarterly report on Form 10-Q, filed August 14, 2013)                                                                              |
| 10.61 |   | Amendment 1 to Senior Secured Revolving Credit Facility Agreement with TCA Global Credit Master Fund, LP dated July 18, 2013(incorporated herein by reference to exhibits previously filed on registrant’s quarterly report on Form 10-Q, filed August 14, 2013)           |
| 10.62 |   | Promissory Note issued to TCA Global Credit Master Fund, LP dated July 18, 2013(incorporated herein by reference to exhibits previously filed on registrant’s quarterly report on Form 10-Q, filed August 14, 2013)                                                        |
| 10.63 |   | Acquisition and Stock Purchase Agreement with the Shareholders of H&N Distribution, Inc. dated September 24, 2013 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on September 26, 2013)              |
| 10.64 |   | Amendment of Investment Agreements effective as of October 31, 2013 (incorporated herein by reference to exhibits previously filed on registrant’s current report on Form 8-K, filed on November 8, 2013)                                                             |
| 10.65 |   | Amendment No. 2 to Senior Secured Revolving Credit Facility Agreement with TCA Global Credit Master Fund, LP dated October 11, 2013 (incorporated herein by reference to exhibits previously filed on registrant’s quarterly report on Form 10-Q, filed November 12, 2013) |
| 10.66 |   | Promissory Note issued to TCA Global Credit Master Fund, LP dated October 11, 2013 (incorporated herein by reference to exhibits previously filed on registrant’s quarterly report on Form 10-Q, filed November 12, 2013)                                                  |
| 10.67 |   | Amendment of Investment Agreements effective as of October 31, 2013 (incorporated herein by reference to exhibits previously filed on Registrant’s Current Report on Form 8-K, filed November 8, 2013)                                                                     |
| 10.68 |   | Second Amended and Restated Note and Warrant Purchase Agreement dated as of November 13, 2013 (incorporated herein by reference to exhibits previously filed on registrant’s Registration Statement on Amendment No. 2 to Form S-1/A, filed on December 11, 2013)          |
| 10.69 |   | Second Amended and Restated Security Agreement dated as of November 13, 2013 (incorporated herein by reference to exhibits previously filed on registrant’s Registration Statement on Amendment No. 2 to Form S-1/A, filed on December 11, 2013)                           |
| 10.70 |   | Form of Amended and Restated Promissory Note (incorporated herein by reference to exhibits previously filed on registrant’s Registration Statement on Amendment No. 2 to Form S-1/A, filed on December 11, 2013)                                                           |
| 10.71 |   | Secured Promissory Note with Greg Vislocky dated as of November 13, 2013 (incorporated herein by reference to exhibits previously filed on registrant’s Registration Statement on Amendment No. 2 to Form S-1/A, filed on December 11, 2013)                               |
| 10.72 |   | Secured Promissory Note with Greg Vislocky dated as of November 27, 2013 (incorporated herein by reference to exhibits previously filed on registrant’s Registration Statement on Amendment No. 2 to Form S-1/A, filed on December 11, 2013)                               |

----

Index

| 10.73   |   | Form of Lock-up Agreement (incorporated herein by reference to exhibits previously filed on registrant’s Registration Statement on Amendment No. 2 to Form S-1/A, filed on December 11, 2013)                                                                        |
|---------|--------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 10.74   |   | Amendment to Acquisition and Stock Purchase Agreement dated as of December 7, 2013 (incorporated herein by reference to exhibits previously filed on registrant’s Registration Statement on Amendment No. 2 to Form S-1/A, filed on December 11, 2013)               |
| 10.75   |   | Amendment to Loan Documents with TCA Global Credit Master Fund, LP dated as of December 11, 2013 (incorporated herein by reference to exhibits previously filed on registrant’s Registration Statement on Amendment No. 2 to Form S-1/A, filed on December 11, 2013) |
| 10.76   |   | Amendment to Investor Rights Agreement dated December 6, 2013 (incorporated herein by reference to exhibits previously filed on registrant’s Registration Statement on Amendment No. 2 to Form S-1/A, filed on December 11, 2013)                                    |
| 10.77   | *      | Employment Agreement with Mark S. McKnight dated September 20, 2013                                                                                                                                                                                                        |
| 10.78   | *      | Amendment to Employment Agreement and Non-Competition Agreement for Mark S. McKnight dated December 30, 2013                                                                                                                                                               |
| 21.01   | @      | List of subsidiaries.                                                                                                                                                                                                                                                      |
| 23.1    | @      | Consent of Independent Registered Public Accounting Firm.                                                                                                                                                                                                                  |
| 24.1    | @      | Power of Attorney (See signature page).                                                                                                                                                                                                                                    |
| 31.1    | @      | Certification by CEO pursuant to Section 302 of the Sarbanes-Oxley Act of 2002                                                                                                                                                                                             |
| 31.2    | @      | Certification by CFO pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.                                                                                                                                                                                            |
| 32.1    | @      | Certification by CEO and CFO pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.                                                                                                                                                                                    |
| 101.INS | @      | XBRL Instance Document                                                                                                                                                                                                                                                     |
| 101.SCH | @      | XBRL Taxonomy Extension Schema Document                                                                                                                                                                                                                                    |
| 101.CAL | @      | XBRL Taxonomy Extension Calculation Linkbase Document                                                                                                                                                                                                                      |
| 101.DEF | @      | XBRL Taxonomy Extension Calculation Definition Linkbase Document                                                                                                                                                                                                           |

| + | Confidential treatment granted as to certain portions |
|---|-------------------------------------------------------|

| * | Indicates a management contract or compensatory plan, contract or arrangement in which any Director or any Executive Officer participates. |
|---|--------------------------------------------------------------------------------------------------------------------------------------------|

| @ | Filed with Original Filing |
|---|----------------------------|

----

Index

|                 | RICEBRAN TECHNOLOGIES                |
|----------------------|--------------------------------------|
|                 |                                 |   |
| Date: April 30, 2014 | By:                                  | /s/ W. John Short |
|                 | W. John Short                        |
|                 | Director and Chief Executive Officer |

| Signature                                                   |   | Title                                 | Date           |
|-------------------------------------------------------------|--------|---------------------------------------|----------------|
|                                                        |   |                                  |           |
| Principal Executive Officer:                                |   |                                  |           |
|                                                        |   |                                  |           |
| /s/ W. John Short                                           |   | Director and Chief Executive Officer  | April 30, 2014 |
| W. John Short                                               |   |                                  |           |
|                                                        |   |                                  |           |
| Principal Financial Officer andPrincipal Accounting Officer |   |                                  |           |
|                                                        |   |                                  |           |
| /s/ J. Dale Belt                                            |   | Chief Financial Officer and Secretary | April 30, 2014 |
| Jerry Dale Belt                                             |   |                                  |           |
|                                                        |   |                                  |           |
| Additional Directors:                                       |   |                                  |           |
|                                                        |   |                                  |           |
| *                                                           |   | Director                              | April 30, 2014 |
| David Goldman                                               |   |                                  |           |
|                                                        |   |                                  |           |
| *                                                           |   | Director                              | April 30, 2014 |
| Baruch Halpern                                              |   |                                  |           |
|                                                        |        |                                       |                |
| *                                                           |   | Director                              | April 30, 2014 |
| Henk W. Hoogenkamp                                          |   |                                  |           |
|                                                        |        |                                       |                |
| *                                                           |   | Director                              | April 30, 2014 |
| Robert S. Kopriva                                           |   |                                  |           |
|                                                        |   |                                  |           |
| *                                                           |   | Director and Chairman                 | April 30, 2014 |
| Robert C. Schweitzer                                        |   |                                  |           |
|                                                        |        |                                       |                |
| *                                                           |   | Director                              | April 30, 2014 |
| Peter A. Woog                                               |   |                                  |           |

| *By:   | /s/J. Dale Belt        |   |
|--------|------------------------|--------|
|   |  Jerry Dale Belt  |   |
|   |  Attorney-in-fact |   |

----