X0202 3/A 2007-07-31 2007-08-07 0 0000354567 UNITED HERITAGE CORP UHCP 0001222464 MARTIN JOE 2 NORTH CADDO ST CLEBURNE TX 76031 1 0 0 0 Common Stock 2166 D Common Stock 333 I See Footnote Options to purchase common stock 1.5 2003-05-30 2009-03-31 Common Stock 40000 D Option to purchase common stock 1.5 2005-05-24 2009-03-31 Common Stock 26667 D These shares are registered to Dr. Martin's wife, Kathy Martin. This option also includes a "put" in favor of the option holder so that the option holder will be entitled to require the issuer to purchase the option shares memorialized by the option agreement for the difference between the exercise price and $4 per share and includes a "call" in favor of the issuer so that the issuer will have the right to purchase the option shares memorialized by the option agreement for the difference between the exercise price and $7.50 per share. Joe Martin 2007-08-08