Greenshift Corporation (GERS)

[DiggR]

The Company had a working capital deficit of $63,297,795 at June 30, 2009, which
includes convertible debentures of $19,477,319, accrued interest payable of
$7,173,539, related party debt of $39,000, related party convertible debentures
of $2,158,195, $3,979,437 in purchase obligations. The Company's working capital
deficit net of these amounts is $30,470,305.

Despite their classification as current liabilities, current convertible
debentures and accrued interest ($28,809,053) are not serviceable out of the
Company's cash flows (the terms of the convertible debt require repayment in
shares of either GreenShift Corporation or GS AgriFuels Corporation common
stock). The purchase obligations ($3,979,437), to the extent due, are tied to
the earnings of the Company's equipment sales business and can only be serviced
after the Company's senior secured debt has been serviced.


Management intends to raise capital from debt and equity transactions to fund
operations, to increase revenue and to cut expenses to reduce the loss from
operations. There can be no assurances that the Company will be able to
eliminate both its working capital deficit and its operating losses. The
accompanying financial statements do not contain any adjustments which may be
required as a result of this uncertainty.

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Source page 12 here => http://www.sec.gov/Archives/edgar/data/1269127/000126912709000124/gers10qaq2.txt

...and from page 27 and 28 of the same filing -

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LIQUIDITY AND CAPITAL RESOURCES

Current and Prior Year Activity

The Company had no cash as of June 30, 2009. Our primary sources of liquidity
are cash generated from proceeds from issuance of debt and common stock. For the
six months ended June 30, 2009, provided by financing activities was $1,139,056.

Our financial position and liquidity are, and will be, influenced by a variety
of factors, including our ability to properly capitalize our operating and
construction activities, our ability to generate cash flows from our operations,
and the level of our outstanding indebtedness and the interest we are obligated
to pay on this indebtedness.

The Company's capital resources are impacted by changes in accounts receivable
as a result of revenue fluctuations, economic trends, and collection activities.
At June 30, 2009, accounts receivable, net of allowance for doubtful accounts,
totaled $136,372 and inventories totaled $616,056. Accounts payable and accrued
expenses totaled $14,614,596.

For the six months ended June 30, 2009, we used $851,078 in investing activities
as compared to $7,532,633 used in investing activities for the six months ended
June 30, 2008, and financing activities provided $1,139,056 in cash as compared
to $6,335,441 in cash provided by financing activities during June 30, 2008.

The Company had a working capital deficit of $63,297,795 at June 30, 2009, which
includes convertible debentures of $19,477,319, accrued interest payable of
$7,173,539, related party convertible debentures of $2,158,195, related party
debt of $39,000, $3,979,437 in purchase obligations and $9,673 in minority
interest obligations associated with inactive subsidiaries. The Company's
working capital deficit net of these amounts is $30,460,632.

Despite their classification as current liabilities, current convertible
debentures and accrued interest ($28,809,053) are not serviceable out of the
Company's cash flows (the terms of the convertible debt require repayment in
shares of either GreenShift Corporation or GS AgriFuels Corporation common
stock). The purchase obligations ($3,979,437), to the extent due, are tied to
the earnings of the Company's equipment sales business and can only be serviced
after the Company's senior secured debt has been serviced.

28
<PAGE>

Management intends to raise capital from debt and equity transactions to fund
operations, to increase revenue and to cut expenses to reduce the loss from
operations. There can be no assurances that the Company will be able to
eliminate both its working capital deficit and its operating losses. The
accompanying financial statements do not contain any adjustments which may be
required as a result of this uncertainty.

Expected Activity Moving Forward

We intend to fund our principal liquidity and capital resource requirements
through new financing activities. The Company has no committed source of capital
that is sufficient to meet all of its operational and other regular cash needs
during 2009 and beyond. Obtaining this capital is currently Management's top
priority.

Cash Flows Provided By Operating Activities

Among our current and known sources of operating cash flows are the cash flows
deriving from our existing corn oil extraction facilities. We will continue to
market the corn oil we extract as a feedstock to third party renewable fuel
producers.

Cash Flows Provided By Financing Activities

We require significant new equity and debt financing to accelerate the
completion of our previously idled other contracted corn oil extraction
projects. We hope to complete additional financing for this purpose during 2009.
We are also evaluating various opportunities to restructure our convertible
debt. We do not know at this time if the necessary funds can be obtained or on
what terms they may be available.