X0303 4 2010-05-10 0 0001367722 SPICY PICKLE FRANCHISING INC SPKL 0001383860 REED PRESLEY 90 MADISON STREET, #700 DENVER CO 80206 1 0 1 0 Common Stock 20052544 D Common Stock 1146408 I Presley Reed 1999 Family Trust Stock Option 0.2 2012-01-25 Common Stock 100000 100000 D Warrants 0.20 2014-09-22 Common Stock 900000 900000 D Stock Options 0.185 2008-11-24 2013-11-24 Common Stock 500000 500000 D Warrants 0.19 2009-09-22 2014-09-22 Common Stock 6153840 6153840 D Convertible Note due 5/1/13 0.13 2009-09-30 2013-05-01 Common Stock 3919960 3919960 D Convertible Note due 5/1/13 2009-09-30 2013-05-01 Warrants 254797 254797 D Convertible Note due 5/1/13 0.105 2010-05-10 4 J 0 0 A 2010-05-10 2013-05-01 Common Stock 0 D Convertible Note due 5/1/13 2010-05-10 4 J 0 0 A 2013-05-01 Warrants 0 D The Reporting Person's wife is the beneficiary of the trust. On January 25, 2007 the Reporting Person was granted an incentive stock option under the Issuer's 2006 Option Plan to purchase 100,000 shares of common stock at an exercise price of $0.25 per share. The option is exercisable as to (i) 50,000 shares immediately upon date of grant; (ii) 25,000 on 1st anniversary of grant; and (iii) 25,000 on 2nd anniversary of date of grant. Acquired on December 14, 2007 in connection with the private placement financing transaction with the Issuer. The warrants are exercisable at any time. On September 22, 2009, the exercise price was lowered to $0.20 and the expiration date was extended to September 22, 2014. On September 30, 2009 Mr. Reed was issued a convertible note for $509,594.79 from the Issuer. The note is convertible at any time into shares at the rate of $0.13 per share. In addition, for every $2.00 converted, Mr. Reed will receive a warrant to purchase one share of common stock with the exercise price to be 120% of the average of the volume weighted average prices for the 10 trading days preceeding conversion. On 5/10/10 the due date for the note was extended to 5/1/13. On May 10, 2010, Mr. Reed was issued a convertible note for a $2,000,000 revolving line of credit from the Issuer. The note is convertible at any time into shares at the rate of $0.105 per share. In addition, for every 2 shares of common stock issued on conversion, Mr. Reed will receive a warrant to purchase 1 share of common stock with the exercise price to be 120% of the average of the volume weighted average prices for the 10 trading days preceding conversion. Presley Reed 2010-05-17