EXHIBIT 10.2


                               FIRST AMENDMENT TO

             GLOBAL RESOURCE CORPORATION CLASS "D" PURCHASE WARRANT

                                CERTIFICATE _____



         WHEREAS, Global Resource Corporation (the "Corporation") issued Common
Stock Warrants, Certificate __, dated ____, 2006 to the Holder (as defined
therein) (the "Warrant");

         WHEREAS, the Warrant has an expiration date of December 31, 2008 and
the Corporation desires to extend the expiration date until one hundred twenty
days after the Warrant and the Common Stock issuable upon exercise thereof are
registered under the Securities Act of 1933 with the U.S. Securities and
Exchange Commission; and

         WHEREAS, the Corporation now desires to further amend the Warrant in
certain respects as set forth below;

         NOW, THEREFORE, it is agreed by and among the parties hereto, intending
to be legally bound, that the Warrant is amended as follows:

         1. The defined term "Expiration Date" contained in the preamble of the
Warrant is amended and restated in its entirety to read as follows:


                  "Expiration Date" shall mean the date which is one hundred
                  twenty days after the date of effectiveness of the
                  registration of these Warrants and the Common Stock to be
                  issued upon exercise of these Warrants under the Securities
                  Act of 1993 with the U.S. Securities and Exchange Commission.

         2. Except as expressly amended by this Amendment, the Warrant shall
continue in full force and effect.






         IN WITNESS WHEREOF, the parties hereto have executed this First
Amendment to Global Resource Corporation Class "D" Purchase Warrant as of this
20th day of November, 2008.

                                    GLOBAL RESOURCE CORPORATION

                                    By:__________________________________
                                    Name:  Eric Swain
                                    Title: Chief Executive Officer

                                    By:__________________________________
                                    Name:  Jeffrey J. Andrews
                                    Title: Secretary

COUNTERSIGNED BY:                   Olde Monmouth Stock Transfer Co., Inc.
                                    200 Memorial Parkway,
                                    Atlantic Highlands, NJ 07716