Global Clean Energy Holdings, Inc. - Initial Statement of Beneficial Ownership (3)

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Expires: January 31, 2008 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * M.A.G. Capital, LLC	2. Date of Event Requiring Statement (MM/DD/YYYY) 4/18/2008	3. Issuer Name and Ticker or Trading Symbol Global Clean Energy Holdings, Inc. [GCEH]
(Last)        (First)        (Middle) 555 SOUTH FLOWER ST., SUITE 4500	4. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director                            ___ X ___ 10% Owner _____ Officer (give title below)          _____ Other (specify below)
(Street) LOS ANGELES, CA 90071        (City)              (State)              (Zip)	5. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _ X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	13682414	I	By Monarch Pointe Fund, Ltd.   (1) (2)
Common Stock	14192675	I	By Mercator Momentum Fund III,. L.P.   (1) (3)
Common Stock	18989232	I	By Mercator Momentum Fund, L.P.   (1) (4)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Warrant to purchase Common Stock	9/8/2007	9/30/2013	Common Stock	13516777	$0.01	I	By Mercator Momentun Fund, L.P.   (1) (4)
Warrant to purchase Common Stock	10/18/2007	10/17/2017	Common Stock	5122100	$0.01	I	By Mercator Momentum Fund, L.P.   (1) (4)
Warrant to purchase Common Stock	9/8/2007	9/30/2013	Common Stock	9360701	$0.01	I	By Mercator Momentum Fund III, L.P.   (1) (3)
Warrant to purchase Common Stock	10/18/2007	10/17/2017	Common Stock	6050300	$0.01	I	By Mercator Momentum Fund III, L.P.   (1) (3)
Warrant to purchase Common Stock	9/8/2007	9/30/2013	Common Stock	4575495	$0.01	I	By Monarch Pointe Fund, Ltd.   (1) (2)
Warrant to purchase Common Stock	10/18/2007	10/17/2017	Common Stock	5827600	$0.01	I	By Monarch Pointe Fund Ltd.   (1) (2)

Explanation of Responses:
( 1)	Reporting Person is the general partner of each of Mercator Momentum Fund, L.P., a California limited partnership ("MMF"), and Mercator Momentum Fund III, L.P., a California limited partnership ("MMFIII"). Reporting Person controls the investments of Monarch Pointe Fund, Ltd., a corporation organized under the laws of the British Virgin Islands ("MPF").
( 2)	Thesse securities may be deemed to be beneficially owned indirectly by Reporting Person by reason of the direct ownership of such securities by MPF.
( 3)	These securities may be deemed to be beneficially owned indirectly by Reporting Person by reason of the direct ownership of such securities by MMFIII.
( 4)	There securities may be deemed to be beneficially owned indirectly by Reporting Person by reason of the direct ownership of such securities by MMF.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
M.A.G. Capital, LLC 555 SOUTH FLOWER ST. SUITE 4500 LOS ANGELES, CA 90071		X

Signatures
M.A.G. Capital, LLC		4/28/2008
** Signature of Reporting Person		Date
By /s/ David Firestone,Managing Member		4/28/2008
** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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