Exhibit 10.9

                          CREDIT TRANSACTION AGREEMENT

                                                                 27th, May, 2009

Creditor  :  Shinhan  Bank
Borrower:    Leo  Motors  Co.,  Ltd.
             291-1  ,  Hasangok-Dong,  Hanam-Si,  Gyounggi-Do

The Borrower hearby  acknowledges that the general Terms and Conditions for Bank
Credit  Transactions(for  Corporation)(the  "General Terms and Conditions")shall
apply  to  the  credit  transaction  between  the  borrower and Shinhan Bank(the
"Bank") on the terms and conditions as set forth below, and further agrees to be
bound  by  the  following  terms  and  conditions



ARTICLE  1.  TERMS  AND  CONDITIONS  OF  THE  TRANSACTION

The  terms  and  conditions  of  the  transaction  shall  be  as  follows


1.  CREDIT  TYPE  :  FOR  REGULAR  BUSINESS  OPERATION

2.  CREDIT  AMOUNT  :  500,000,000KRW

3.  CREDIT  COMMENCEMENT  DATE  :  MAY  27  2009

4.  MATURITY  DATE(FINAL  REPAYMENT  DATE)  :  MAY  26  2010

5.  INTEREST  RATE  AND  OTHER

     -Floating
     -Base  Interest  Rate:+3.4%
     -Period  :  6month

6.  LOAN  INTEREST  AND  DEFAULT  INTEREST  COMPUTATION  METHOD

-Loan  interest  and  default  shall  be  computed  on  Daily  basis. In case of
computing  them  on a daily basis, one year shall be deemed 365 days However, in
the case of foreign exchange transaction, international practices and commercial
customs  shall  apply

7.  CREDIT  EXTENSION  METHOD

-The  loan  shall  be  extended  upon  the borrower's request satisfying certain
requirements.

8.  REPAYMENT  METHOD

-The  loan  shall  be  fully  repaid  in  lump  sum  on  the  Maturity  Date

9.  INTEREST  PAYMENT  DATE  AND  METHOD

-The initial interest shall be paid within 1 months from the Credit Commencement
Date  and  the  interest accruing. Thereafter shall be paid within 1 months from
the  date  following  the  last  computation  date  of  the  paid  interest

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ARTICLE  2.  DEFAULT  INTEREST

1.     In the event that Borrower fails to pay the interest, the install payment
amount  and/or  the principal and interest of the loan payable in installment on
the agreed due date, the Borrower shall immediately pay default interest on such
overdue  amount.

2.     In  the  event  that  Borrower  fails  to  fulfill  its obligation on the
maturity  date  of the loan, or in the event that the borrower is subject to the
acceleration  obligation  pursuant  to  article  7  of  the  General  terms  and
Conditions(  including  occurrence  of the obligation to repurchase a discounted
bill  under  Article  9  of the General Terms and Condition), the Borrower shall
immediately  pay  default  interest  on  the  remaining  balance  of  the  loan.

3.     In  the  case  of accumulative trust Loan ,the Borrower shall immediately
pay of default interest on the interest accrued  until the preceding date of the
set-off,  and  the  default  interest on the remaining balance of the loan on or
after  the  set  -off.

ARTICLE  3.  DETERMINATION  OF  AGGREGATE LOAN AMOUNT AND NOTICE OF INSTALLMENT
REPAYMENT  SCHEDULE

1.     In  the  case  of loan extended in installment, the aggregate loan amount
shall  be  finally  determined  after the extension of the last installment, and
this  determination  shall  be  based  on  the  installment  repayment schedule,
receipts  and  other  supporting  evidences.

2.     In  the  case of loans to be repaid in installment repayment schedule for
the  fixed  aggregate  debt amount and notify this to the debt-related parties .

ARTICLE  4.  REDUCTION  OR  SUSPENSION

1.     In  the  case  of  revolving  credit  facility  and  loans  extended  in
installments,  if  the  credit  transactions  are deemed to have been materially
affected in an adverse in an adverse manner by repaid change in national economy
or  financial  market  conditions  or  substantial  deterioration  of the credit
standing of the Borrower, the Bank may, by giving notice to the Borrower, reduce
the  agreed credit(limit)amount as set forth in Article 1 or temporarily suspend
extension  of  credit even during the credit period . In such case, the Borrower
shall  immediately  repay  any  amount  in  excess  of the reduced credit limit.

2.     If  any  of  the event set forth in paragraph 1 above is cured and credit
transactions  may  be  conducted  in a normal manner, the Bank shall immediately
cancel  the  reduction  of  credit  (limit)amount  or  suspension  of  credit
extension(as  the  case  may  be)

ARTICLE  5.  REPAYMENT  CURRENCY  AND  EXCHANGE  RATE

The  principal  and  interest  of  the  foreign  loans may be repaid in borrowed
currency  or  KRW  and  in  case  of repayment in KRW , the telegraphic transfer
selling  rate applied to the client on the date of repayment shall be applied as
the  relevant  foreign  exchange

ARTICLE  6.  ASSURANCE  OF  THE  REPAYMENT  OF  THE  LOANS

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1.     The  Borrower  convents  to  the Bank that it shall consult with the Bank
before  the  Borrower  performs  any  of  the  followings

     a)   Merger,  Business  transfer  and  sale  or  lease  of  any  material
          assets  of  the  Borrower

     b)   Investment in any of asset with the loan, which is not agreed here to:

     c)   Provision  of  guarantees  in  favor  of  any  third  party;

     d)   Engaging  in  new  business  or  making  overseas  investment;  and

     e)   Probable  material  change  in  the  business  of  Borrower, including
          commencement  of workout plan and application for private composition.

2.     The  Borrower  covenants  to the Bank that if the Bank reasonably demands
the  borrower  to  perform  any  of  the  following to assure the performance by
Borrower  of  the  obligations hereunder, it shall comply with the demand of the
Bank

     a)   Sale  of  the  real  estate  or  securities  owned  by  the  Borrower.

     b)   Capital  contribution  by  major  shareholders  of  the  Borrower, and

     c)   Capital  increase  with  consideration  or  initial  public  offering

3.     Paragraph  1  shall  be applicable only where the Bank and borrower enter
into  a  separate  agreement  with  respect  each  such  paragraph.

ARTICLE  7.  PROVISION  OF  DOCUMENTS

1.     The  Borrower agrees that it shall provide the following documents to the
Bank  in the case that the Bank requests such documents of the General Terms and
Conditions  and
For  the  management  of  the  loan:

     a)   Quarterly:  value  added  tax  report,  trial  balance sheet of totals
          and  balances, statement of current debt, and sales estimation of each
          purchaser  of  products  and  each  product,  etc;

     b)   Semi-annually:  semi-annually  business  report,  value  added  tax
          report,  trial  balance  sheet  of  totals  and balances, statement of
          current  debt,  and sales estimation of each purchaser of products and
          each  product,  etc;

     c)   Annually:  an  audited  report  prepared  by  a  certified  public
          accountants(closing  financial  statement);  consolidated  financial
          statement,  commercial  registry  extracts,  a  business  registration
          certificates,  shareholders  register,  articles  of  incorporation, a
          summary  sheet  of earned income tax withholding, a business plan, pro
          forma  financial  statements(for  3  years), statement regarding major
          client,  copies  of  various  approval  and  permit  and  technical
          certificates(e.g.,  KS,  ISO,  patent, etc), statement regarding labor
          strike,  other product manuals, and reference materials related to the
          same  industry,  etc.

     d)   At any  time:  trial  balance  sheet  of  totals  and  balances,
          statement  of  current  debt,  any  document evidencing the use of the
          loan,  etc.

2.     The  Borrower  shall  submit  the  following documents to the Bank in the
event  that requests such documents to investigate the current status of foreign
currency  risk  of  the  Borrower  and  management  thereof  by  the Borrower in
connection  with  the  credit

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evaluation  of  the  Borrower;

     a)   Document  relating  to  foreign  currency  risk  management  committee
          and  regulations  on  foreign  currency  risk  management;

     b)   Document  relating  to  current  procurement  of  foreign currency and
          current  operation  of  foreign  currency;  and

     c)   Document  relating  to  current  derivatives  transaction  in  foreign
          currency

ARTICLE  8.  OTHER  SPECIAL  CONDITION

     None


Borrower:  Leo  Motors  Co.,  Ltd.
           291-1  ,  Hasangok-Dong,  Hanam-Si,  Gyounggi-Do
           Signed  by:  Jung  Yong  Lee  /CEO  &  President

Creditor:  Shinhan  Bank
           Trade  Center  Branch
           Singed  by  :  Oh  Jin  Young  /  Manager