X0303 4 2010-02-16 1 0001364560 Helix Wind, Corp. HLXW 0001391795 Gelbaum David 1835 NEWPORT BLVD. A109-PMB 467 COSTA MESA CA 92627 0 0 1 0 0001403463 Quercus Trust 1835 NEWPORT BLVD. A109-PMB 467 COSTA MESA CA 92627 0 0 1 0 0001403417 Gelbaum Monica Chavez 1835 NEWPORT BLVD. A109-PMB 467 COSTA MESA CA 92627 0 0 1 0 Common Stock 2010-02-16 4 C 0 1260812 .50 A 1260812 D Common Stock 2010-02-16 4 S 0 600000 D 660812 D 9% Convertible Note .50 2010-02-16 4 C 0 578223.00 0 D 2009-02-11 2012-02-11 Common Stock 1260812 0 D Pursuant to that certain Purchase Agreement dated February 11, 2010, the Reporting Persons agreed to sell to a private purchaser 600,000 free trading shares of common stock of the Issuer (the "Shares"), with the Shares being delivered via DTC to the purchaser and with the purchase price being set and paid two days after the Shares clear DTC (as defined as being free of any restriction of any kind including by DTC, the Issuer, the transfer agent and the Reporting Persons' brokerage and clearing firms) and being 65% of the lowest closing bid price for the five days preceding the date the Shares clear DTC, ending with the day the Shares clear DTC. In the event the Shares clear DTC after the market closes, the Shares will be deemed to clear DTC on the following market day. The sale became effective as of February 16, 2010, but the Shares have yet to clear DTC. The amount converted includes a principal amount of $578,223 and accrued interest. Due to an increase in the total outstanding shares of common stock of the issuer, the Reporting Persons are no longer subject to Section 16. /s/ David Gelbaum, Co-Trustee, The Quercus Trust 2010-02-18 /s/ David Gelbaum, as attorney-in-fact for Monica Chavez Gelbaum, Co-Trustee, The Quercus Trust 2010-02-18