Exhibit 10.9


    EXHIBIT
      10.9


    Confidential

     

    Paul
      Gothard

    145
      Grand
      Avenue

    Surbiton

    KT5
      9HY

     

    28
      March 2007

     

    


     

    Dear
      Paul,

     

    Appointment
      as Chief Financial Officer

     

    This
      letter summarises key terms and conditions that apply to your employment as
      Project Manager for Flex Fuels Energy Limited (Flex Fuels). Your appointment
      is
      conditional on the Flex Fuels receiving the sum of $US11.8 million in new
      investment funding by way of the acquisition agreement it has entered into
      with
      Malibu Minerals Inc (“Malibu”). 

     

    You
      will
      be entitled to receive a salary (including benefits) of £90,000 per annum (paid
      monthly) from which Flex Fuels will deduct taxes as required by law. In addition
      to this Flex Fuels offers you a bonus in the form of shares.

     

    In
      your
      role, you will report to the Chief Executive Officer. However, it is anticipated
      you will also operate in close liaison with other Executive Directors in a
      team-based approach to implement Flex Fuel’s objectives. 

     

    You
      will
      be required to complete a detailed Role Profile and agree Key Performance
      Indicators.

     

    The
      Board
      have agreed to incorporate the following equity incentive into your package
      subsequent to completion of the Malibu (these are shares in Malibu and as such
      we cannot formally offer this incentive until which time Completion
      occurs):

     

    
      	·  	
              65,000
                shares in Malibu. 

            


    

     

    
      	·  	
              The
                shares would be awarded on the basis that you accurately file returns
                in
                line with the company’s SEC requirements and based on the information
                available to you. 

            


    

     

    
      	·  	
              The
                shares would be issued after filing three quarterly returns and one
                annual
                return (or in the unlikely event that the returns are not required
                to be
                filed in any given quarter the shares will be issued within 15 months
                of
                your employment) after satisfactory performance as judged by the
                Board.
                

            


    

     

    
      	·  	
              The
                shares will not be able to be traded for 18 month from issuance.
                

            


    

     

    The
      above
      offer of shares is conditional upon Flex Fuels having access to shares that
      are
      traded on a recognised exchange. As you are aware Flex Fuels is currently
      completing a funding and acquisition agreement with Malibu. 

     

    The
      above
      offer is made in lieu of the Long Term Employee Incentive Plan (“LTIP”) which
      all other employees of Flex Fuels will be participating. One of your
      responsibilities will be to establish the LTIP in your first year with Flex
      Fuels. We will revisit your participation within the LTIP on or around your
      first anniversary with Flex Fuels.

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    This
      agreement is made in the United Kingdom and shall be subject to the laws
      thereof. In the event any provision of this letter shall be held invalid or
      unenforceable by reason of law, such invalidity or unenforceability shall attach
      only to such provisions and shall not affect or render unenforceable any other
      provision of this letter. 

     

    Further
      terms of employment including but not limited to confidentiality, conflict
      of
      interest and intellectual property are detailed in the Employment Agreement
      to
      be executed simultaneously with the acceptance of the terms of this letter.
      Should the terms of the attached Employment Agreement and this letter conflict
      then the terms of the Employment Agreement will prevail.

     

    *
      * * * * 

     

    To
      confirm your acceptance of the terms and conditions set out in this letter
      please sign both at the bottom and return a copy to me and retain one copy
      for
      your own records.

     

    
      	
              Yours
                sincerely

               

            	 	 
	
               

               

              /s/
                Gordon Ewart

            	 	 
	 	 
	
              Gordon
                Ewart

               

            	 	 
	
              for
                and on behalf of Flex Fuels Energy Limited

               

            


    

    


     

    Name:  Paul
      Gothard

     

    Job
      title: Chief
      Financial Officer

     

    I
      accept
      the terms of employment set out in this letter: ____/s/
      Paul Gothard_____________