X0303 4 2009-12-31 0 0001282398 WCA WASTE CORP WCAA 0001475650 Clark Daniel J 6140 PARKLAND BLVD SUITE 300 MAYFIELD HEIGHTS OH 44124 0 0 1 0 Common Stock 2009-12-31 4 J 0 777778 A 777778 I By Live Earth Funding LLC These shares represent earn-out rights delivered to Live Earth Funding LLC pursuant to the Equity Interest and Asset Purchase Agreement, dated December 12, 2009, among WCA Waste Corporation and its subsidiaries and Live Earth LLC and its subsidiaries in satisfaction of outstanding indebtedness of $6.8 million owed to Live Earth Funding LLC by Live Earth LLC as of September 30, 2009. The earn-out shares will be distributed by WCA if, on or before December 31, 2012, the business operated using the acquired subsidiaries of Live Earth LLC and certain transferred assets achieves $6.25 million EBITDA for any four consecutive fiscal quarters. The reporting person's indirect right to receive additional shares pursuant to this earn-out right became fixed and irrevocable on December 31, 2009. The reporting peron holds a 50% membership interest in Live Earth Funding LLC. /s/Daniel J. Clark 2010-01-05