NOTICE
        OF
        EXERCISE 

      


      


      Dated:
        7-9-07

       

      
        	To:	 	
                FRED
                  TANNOUS

              


      

      


      I
        hereby
        exercise that certain Option Agreement dated January 17, 2005, as amended
        as of
        the date hereof (the “Option”) and elect to purchase 3 million shares of Common
        Stock of uKarma Corporation (the “Company”) from you pursuant to the terms of
        the Option. The undersigned tenders herewith payment of the exercise price
        of
        One Hundred Dollars ($100.00) in the aggregate for all of the such shares
        pursuant to the terms of the Option. 

      


      The
        undersigned hereby represents and warrants to, and agrees with you as follows:
        

          


      
           
1. 
          I
          am acquiring the shares for my own account, for investment purposes
          only.  

         

          
             2.  I understand
          that an investment in the shares involves a high degree of risk, and I
          have the
          financial ability to bear the economic risk of this investment in the shares,
          including a complete loss of such investment. I have adequate means for
          providing for my current financial needs and have no need for liquidity
          with
          respect to this investment. 

         

      

                    
        3. 
        I have such knowledge and experience in financial and business matters that
        I am
        capable of evaluating the merits and risks of an investment in the shares
        and in
        protecting my own interests in connection with this transaction.

      


      4. 
        I understand that the shares have not been registered under the Securities
        Act
        of 1933, as amended (the “Securities Act”) or under any state securities laws. I
        am familiar with the provisions of the Securities Act and Rule 144 thereunder
        and understand that the restrictions on transfer on the shares may result
        in my
        being required to hold the snares for an indefinite period of time.


      


      5.
         I agree not to sell, transfer, assign, gift, create a security interest
        in, or otherwise dispose of, with or without consideration (collectively,
        “Transfer”) any of the shares except pursuant to an effective registration
        statement under the Securities Act or an exemption
        from
        registration. 

      


      6.  
        I am an “accredited” investor as defined under Rule 501 of Regulation
        D under
        the
        Securities Act.

      


      
             
7. 
           I understand that shares will bear the following legend:


      

      


      
        	
                 

              	
                “THE
                  SECURITIES REPRESENTED BY THIS CERTIFICATE
                  HAVE
                  NOT BEEN 
                  REGISTERED
                    UNDER THE SECURITIES ACT
                    OF
                    1933 (THE “ACT”)
                    OR ANY
                    

                  APPLICABLE
                    STATE SECURITIES LAWS AND MAY NOT BE EXERCISED, SOLD,

                  PLEDGED
                    OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE 

                  REGISTRATION
                    STATEMENT FOR SUCH SECURITIES UNDER THE ACT OR 

                  UNLESS
                    AN EXEMPTION FROM SUCH REGISTRATION IS AVAILABLE.”
                    

                

              


      

      


      


      


      Name:
        ______________________________________________        

      Bill
        Glaser