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:

              	 	
                Mark
                  Maron

              
	
                Grant
                  Date:

              	 	
                December
                  19, 2007

              
	
                Vesting
                  Commencement Date:

              	 	
                December
                  19, 2007

              
	
                Number
                  of Option Shares:

              	 	
                8,539,312

              
	
                Expiration
                  Date:

              	 	
                December
                  19, 2012

              
	
                Type
                  of Option:

              	 	
                Non-Qualified
                  Stock Option

              
	
                Exercise
                  Price Per Share:

              	 	
                $0.25
                  

              
	
                Vesting
                  Schedule:

              	 	
                Except
                  as provided in the Stock Option Agreement, the number of vested
                  Option
                  Shares as of any date is determined by multiplying the Number of
                  Option
                  Shares by the “Vested Ratio” determined as of such date as
                  follows:

              
	 	 	 	 	
                Vested
                  Ratio

              
	 	 	
                Grant
                  Date

              	 	
                30%

              
	 	 	
                 

                Upon
                  the Corporation’s Market Capitalization exceeding $50,000,000 for 15
                  consecutive trading days, in no event later than the earlier of
                  (i) the
                  first anniversary of the end of the Term and (ii) the fifth anniversary
                  of
                  the Grant Date.

              	 	
                20%

              
	 	 	
                 

                Upon
                  the Corporation’s Market Capitalization exceeding $75,000,000 for 15
                  consecutive trading days, in no event later than the earlier of
                  (i) the
                  first anniversary of the end of the Term and (ii) the fifth anniversary
                  of
                  the Grant Date.

              	 	
                30%
                  

              
	 	 	
                 

                Upon
                  the Corporation’s total Market Capitalization exceeding $100,000,000 for
                  15 consecutive trading days, in no event later than the earlier
                  of (i) the
                  first anniversary of the end of the Term and (ii) the fifth anniversary
                  of
                  the Grant Date.

              	 	
                20%
                  

              


      

    

    


    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.
      

    


    (a) “Market
      Capitalization” means, as of any particular trading date, the product of (a) the
      number of issued and outstanding shares of Common Stock of the Corporation
      on
      such date, multiplied by (b) the per share closing price of the Common Stock
      on
      its principal trading market in the United States on such date, as reported
      by
      Bloomberg LP. 

    


    (b) “Term”
      has the meaning set forth in the Employment Agreement between the Optionee
      and
      the Corporation dated on or about the Grant Date. 

    


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


     

    


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

    


    Dated:
      December 19, 2007

    


    
      	 	
              CORPORATION:

            
	 	 
	 	
              SIONIX
                CORPORATION

            
	 	 
	 	 
	 	
              By:

            	/s/
              Robert McCray 
              
              

            
	 	
              Name:

            	
              Robert
                McCray

            
	 	
              Title:

            	
              Chief
                Financial Officer

            
	 	 
	 	 
	 	
              EXECUTIVE:

            
	 	 
	 	 
	 	
              /s/ Mark
                  Maron
              

                

            
	 	
              MARK
                MARON

            


    

     

    


    ATTACHMENTS

    


    Exhibit
      A – Stock Option Agreement

    


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    EXHIBIT
      A

    


    STOCK
      OPTION AGREEMENT