X0202 3 2007-11-09 0 0001403853 Heckmann CORP HEK 0000904781 HECKMANN RICHARD J C/O HECKMANN CORPORATION 75080 FRANK SINATRA DRIVE PALM DESERT CA 92211 1 1 1 0 CEO, Secretary, Treasurer Common Stock, Par Value $0.001 Per Share 13975000 I Held by Heckmann Acquisition, LLC Founders' Warrants 6.00 Common Stock, Par Value $0.001 Per Share 13975000 I Held by Heckmann Acquisition, LLC The Reporting Person is the sole member of the limited liability company, and disclaims beneficial ownership of the interests held by the limited liability company, except to the extent of his pecuniary interest therein. Each founders' unit ("Founders' Unit") consists of one share of common stock, par value $0.001 per share ("Common Stock"), and one warrant ("Founders' Warrant"). Each Founders' Warrant entitles the holder to purchase one share of Common Stock for $6.00 per share. Founders' Units are identical to the warrants currently being offered by Heckman Corporation (the "Issuer"), except for those differences set forth in the Issuer's Form S-1 filed with the Commission on June 26, 2007, as may be amended from time to time. The Founders' Warrants will become exercisable on the later of (i) the completion by the Issuer of an initial business combination, and (ii) one year after the effective date of the registration statement relating to the initial public offering of the Issuer's securities, and will expire unless exercised before 5:00 p.m., New York City time, on the fourth anniversary of the effective date of the registration statement relating to the initial public offering of the Issuer's securities, or earlier upon redemption; provided, that the Founders' Warrants may not be exercised unless and until the last sale price of the Issuer's common stock on the American Stock Exchange, or other national securities exchange on which the Issuer's common stock may be traded, equals or exceeds $11.50 for any 20 days within any 30 trading day period beginning 90 calendar days after the consummation of the Issuer's initial business combination. /s/ Richard J. Heckmann 2007-11-09