Exhibit 99.3


                           GLOBAL RESOURCE CORPORATION

                              WHISTLEBLOWER POLICY

         Section 301 of the Sarbanes-Oxley Act of 2002 requires that the Audit
Committee of the Board of Directors of this Company establish formal procedures
for (a) the receipt, retention, and treatment of complaints and concerns
received by the Company regarding accounting, internal accounting controls or
auditing matters and (b) the confidential, anonymous submission by employees of
the Company of concerns regarding questionable accounting or auditing matters.

         The Company is committed to achieving compliance with all applicable
securities laws, regulations and rules, all accounting standards and accounting
controls, and all audit practices. In addition, the Company has adopted an
Insider Trading Policy, a Code of Conduct and a Code of Ethics which require the
reporting of violations. Accordingly, in order to facilitate the submission by
employees, without fear of retaliation, of (i) complaints and concerns relating
to Accounting Matters, (ii) reports of violations or suspected violations of the
Insider Trading Policy, the Code of Conduct and the Code of Ethics, and/or (iii)
reports of fraud, conflicts of interest, and unethical business behavior, the
Company's Board of Directors has established this Whistleblower Policy.

SUBMISSION OF COMPLAINTS AND CONCERNS AND REPORTING OF VIOLATIONS

         Any persons, including employees, with a concern or complaint, or
wishing to report a violation of the Insider Trading Policy, the Code of
Conduct, the Code of Ethics, or other announced Company policy, may submit their
concerns, complaints or reports in writing to the Chairman of the Audit
Committee of the Company at its corporate headquarters. In addition, the Company
shall establish and maintain a separate internet site which may also be used to
submit concerns or complaints or to report a violation or suspected violation.
This Whistleblower Policy shall be posted on such site.

         Any officer or director who receives a concern or complaint or the
report of a violation shall promptly transmit such to the Chairman of the Audit
Committee.

         Concerns, complaints and reports may be submitted on a confidential
basis by the submitter or may be submitted anonymously.


ACTING IN GOOD FAITH

         Anyone filing a concern, complaint or report of a violation or
suspected violation must be acting in good faith and have reasonable grounds for
believing that the information disclosed is true and accurate. The Company will
not discharge, demote, suspend, threaten, harass or in any manner discriminate
against any employee in the terms and conditions of employment based upon any
lawful actions of an employee with respect to good faith reporting of concerns,
complaints or reports of violations or suspected violations. However, employees
who knowingly file misleading or false concerns, complaints or reports without a
reasonable belief as to truth or accuracy will not be protected by this
Whistleblower Policy. Any allegations that prove not to be substantiated and/or
which prove to have been made maliciously or knowingly to be false will be
viewed as a serious disciplinary offense.







RECEIPT AND TREATMENT OF CONCERNS, COMPLAINTS AND REPORTS OF VIOLATIONS

         Upon receipt of any concern, complaint or report of violation, the
Chairman of the Audit Committee shall, if possible, acknowledge receipt to the
submitter, and shall determine whether the concern, complaint or report relates
to Accounting Matters. If it does not, the Chairman shall transmit the concern,
complaint or report to the Company's legal counsel. Concerns, complaints and
reports relating to Accounting Matters shall be reviewed by the Audit Committee,
which may involve such other persons, such as the Company's legal counsel, as
the Audit Committee shall determine to be appropriate. Confidentiality will be
maintained to the fullest extent possible, consistent with the need to conduct
an adequate review.

         All concerns, complaints and reports shall be taken seriously and
addressed promptly. Should a submitter request anonymity that desire will be
respected. Discussions and documentation regarding concerns, complaints and
reports shall be kept in strict confidence to the extent appropriate, consistent
with the conducting of the Audit Committee review, and applicable laws, rules
and regulations.

 RETENTION AND REPORTING

         Concerns, complaints and reports filed under this Whistleblower Policy
shall be recorded (with due respect for confidentiality of all persons affected)
and controlled by the Chairman of the Audit Committee, who shall maintain all
related documentation for six years. All concerns, complaints and reports shall
be maintained in secured files to which only the Audit Committee and the
Company's legal counsel shall have full access. The Chairman of the Audit
Committee shall track the receipt, review, investigation and resolution of every
concern, complaint and report and the tracking log shall be retained with the
record of the original concern, complaint or report.

HANDLING OF CONCERNS, COMPLAINTS AND REPORTS OF VIOLATIONS

         Prompt and appropriate corrective action will be taken by the Audit
Committee or the Company's legal counsel, when and as warranted in the judgment
of the Audit Committee or counsel, as applicable. When possible, and when
determined appropriate by the Audit Committee or counsel, as applicable, notice
of receipt of the concern, complaint or report, the steps being taken to address
it, and any corrective action taken will be given to the submitter, if known.

         All members of the Audit Committee shall, with respect to concerns,
complaints and reports regarding Accounting Matters, participate in all actions
taken and the Chairman of the Audit Committee shall record all votes taken in
the tracking log.

RETALIATION

Retaliation against any employee who files a concern, complaint or report under
this Whistleblower Policy is strictly prohibited. No employee, who in good faith
submits a concern, complaint or report, shall suffer harassment, adverse
employment consequence or other retaliation. This Whistleblower Policy is
intended to encourage and enable employees to submit concerns, complaints and
reports. Employees who are determined to have engaged in retaliatory behavior or
who fail to maintain an employee's anonymity, if requested, will be subject to
discipline, which may include termination of employment. Any employee who feels
that he or she has been subjected to any behavior that violates this protective
policy should immediately report such behavior to the Chairman of the Audit
Committee and the Company's legal counsel.