PROXY STATEMENT PURSUANT TO SECTION 14(A)
OF THE SECURITIES EXCHANGE ACT OF 1934

Filed by the Registrant [x]
Filed by a Party other than the Registrant [ ]

Check the appropriate box:
[X] Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission Only (as permitted by Rule
14a-6(e) (2))
[ ] Definitive Proxy Statement
[ ] Definitive Additional Materials
[ ] Soliciting Material under Rule 14a-12

TONGA CAPITAL CORPORATION
-------------------------
(Name of Registrant as specified in its charter)

Payment of Filing Fee (Check the appropriate box):
[x] No fee required.
[ ] Fee computed per Exchange Act Rules.

TONGA CAPITAL CORPORATION
2600 South Shore Blvd., Suite 100
League City, TX 77573

NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
To be held on October 10, 2007

To the Shareholders of
TONGA CAPITAL CORPORATION

NOTICE IS HEREBY GIVEN that the 2007 Annual Meeting of Shareholders of
TONGA CAPITAL CORPORATION (the "Company") will be held at 2600 South
Shore Blvd., Suite 100, League City, TX 77573 on October 10, 2007, at
8:00 a.m., local time, for the following purposes:

1. To change the Company's name to Momentum Biofuels, Inc.

2. To elect six (6) directors to hold office until the next annual meeting of
shareholders and qualification of their respective successors.

3. To ratify the appointment of Malone & Bailey, P.C. as Independent
Accountants for the annual period ending December 31, 2007.

4. To amend the Articles of Incorporation to authorize 10,000,000 shares of
Preferred Stock @ $0.001 par value which may be issued in such amounts and
classes of series with such rights and privileges as may be designated from
time to time by the actions of the Board of Directors, at which time the
Board shall file Certificates of Designation with the Secretary of State.

The foregoing item of business is more fully described in the Proxy
Statement, which is attached to and made a part of this Notice.

The close of business on September __, 2007 has been fixed as the
record date for the determination of shareholders entitled to notice
of, and to vote at, the meeting and any adjournment thereof.

You are cordially invited to attend the meeting in person. Whether
or not you plan to attend in person, please complete, date and sign the
accompanying proxy and return it promptly in the enclosed envelope to
assure that your shares are represented at the meeting. If you do
attend, you may revoke any prior proxy and vote your shares in person
if you wish to do so. Any prior proxy will automatically be revoked if
you execute the accompanying proxy or if you notify the Secretary of
the Company, in writing, prior to the Annual Meeting of Shareholders,
of your desire to revoke your proxy.

By order of the Board of Directors
Barent W. Cater
CEO

League City, Texas
September __, 2007

WHETHER OR NOT YOU EXPECT TO ATTEND THE MEETING, PLEASE COMPLETE, DATE,
AND SIGN THE ENCLOSED PROXY AND MAIL IT PROMPTLY IN THE ENCLOSED
ENVELOPE IN ORDER TO ASSURE REPRESENTATION OF YOUR SHARES. NO POSTAGE
NEED BE AFFIXED IF MAILED IN THE UNITED STATES.

PROXY STATEMENT

FOR

TONGA CAPITAL CORPORATION
2600 South Shore Blvd., Suite 100
League City, TX 77573

2007 ANNUAL MEETING OF SHAREHOLDERS
To be held on October 10, 2007

This proxy statement and the accompanying form of proxy were mailed on
or about September __, 2007 to the stockholders of record on September
__, 2007 of TONGA CAPITAL CORPORATION (the "Company), a Colorado
corporation, in connection with the solicitation of proxies by the
Board of Directors of the Company for use at the 2007 Annual Meeting to
be held at 8:00 a.m. local time, on October 10, 2007 at 2600 South
Shore Blvd., Suite 100 League City, TX 77573, and at any adjournment
thereof (the "Meeting"). The Company's Annual Report on Form 10-KSB for
the transition period ended December 31, 2006 and its Quarterly Report
on Form 10-QSB for the three months ended June 30, 2007 are being
mailed together with this proxy statement to all stockholders entitled
to vote at the Meeting.

SOLICITATION, VOTING AND REVOCABILITY OF PROXIES

Shares of the Company's common stock, par value $0.01 per
share (the "Common Stock") represented by an effective proxy in the
accompanying form will, unless contrary instructions are specified in
the proxy, be voted FOR the proposal to amend the Company's Articles of
Incorporation. The proxy holders may vote effective proxies as they
deem advisable on other matters that may properly come before the
Annual Meeting unless contrary instructions are specified in the proxy.

Any such proxy may be revoked at any time before it is voted.
A stockholder may revoke this proxy by notifying the Secretary of the
Company either in writing prior to the Annual Meeting or in person at
the Annual Meeting, by submitting a proxy bearing a later date or by
voting in person at the Annual Meeting. Any written notice of
revocation or subsequent proxy should be sent so as to be delivered to
Tonga Capital Corporation, 2600 South Shore Blvd., Suite 100, League
City, TX 77573 Attention: Corporate Secretary, at or before the taking
of the vote at the Annual Meeting on October 10, 2007. To approve
Proposals an affirmative vote of a majority of the votes represented by
the shares of Common Stock present in person or represented by proxy at
the Annual Meeting is required. A stockholder voting through a proxy
who abstains with respect to approval of any other matter to come
before the meeting is considered to be present and entitled to vote on
that matter and is in effect a negative vote, but a stockholder
(including a broker) who does not give authority to a proxy to vote, or
withholds authority to vote, on any such matter shall not be considered
present and entitled to vote thereon.

The Company will bear the cost of the solicitation of proxies
by the Board of Directors. The Board of Directors may use the services
of its executive officers and certain Directors to solicit proxies from
stockholders in person and by mail, telegram, and telephone.
Arrangements may also be made with brokers, fiduciaries, custodians,
and nominees to send proxies, proxy statements and other material to
the beneficial owners of the Company's Common Stock held of record by
such persons, and the Company may reimburse them for reasonable
out-of-pocket expenses incurred by them in so doing.

RECORD DATE VOTING SECURITIES

The securities entitled to vote at the meeting are the
Company's Common Stock, $0.01 par value per share. The presence, in
person or by proxy, of a majority of shares entitled to vote will
constitute a quorum for the meeting. Each share of Common Stock
entitles its holder to one vote on each matter submitted to
stockholders. Each share of Common Stock is entitled to one (1) vote
for as many separate nominees as there are directors to be elected and
for or against all other matters presented. For action to be taken at
the Annual Meeting, a majority of the shares entitled to vote must be
represented at the Annual Meeting in person or by proxy. The close of
business on September 14, 2007 has been fixed as the record date for
the determination of stockholders entitled to notice of and to vote at
the meeting and any adjournment thereof. At that date, 54,843,756
shares of Common Stock were outstanding. Voting of the shares of Common
Stock is on a non-cumulative basis.

QUORUM AND VOTE NECESSARY FOR APPROVALS

A majority of the shares of common stock outstanding at the
record date must be represented at the Annual Meeting in person or by
proxy in order for a quorum to be present and in order to take action
upon all matters to be voted upon, but if a quorum should not be
present, the meeting may be adjourned without further notice to
shareholders, until a quorum is assembled. Each shareholder will be
entitled to cast one vote at the Annual Meeting for each share of
common stock registered in such shareholder's name at the record date.

Abstentions and broker non-votes are counted for purposes of
determining the presence or absence of a quorum for the transaction of
business. Each share of Common Stock entitles the holder thereof to one
vote on all matters to come before the Annual Meeting. Holders of
shares of Common Stock are not entitled to cumulative voting rights.

The favorable vote of a plurality of the votes of the shares
of Common Stock present in person or represented by proxy at the Annual
Meeting is necessary to elect the nominees for directors of the
Company. To take the other actions at the meeting a majority of the
shares outstanding must vote in favor of the proposals present in
person or by Proxy.

A majority of shares issued and outstanding is sufficient to
approve the proposal for a name change and the authorization of
Preferred Stock to be incorporated in Amendments to the Articles of
Incorporation.

PROPOSAL NO. 1

PROPOSED AMENDMENT TO THE COMPANY'S ARTICLES OF INCORPORATION

TO CHANGE NAME

The Board of Directors by unanimous vote adopted and
recommended for approval by the Company's shareholders, an Amendment to
the Articles of Incorporation that will, if approved by the
shareholders, allow the Company to change its corporate name in order
to reflect the Company's current business, in the Biofuels business,
designed to reflect the current business of the Company and its
subsidiaries:

The proposed Amended Articles of Incorporation will amend the
Articles of Incorporation, as follows:

The Company's name will change from "Tonga Capital
Corporation" to "Momentum Biofuels, Inc."

Effective Date. If approved by the stockholders, the Amendment
to the Articles of Incorporation would become effective upon their
filing with the Secretary of State of Colorado, which filing is
expected to take place shortly after the shareholders approve the
amendment.

Stockholders Entitled to Vote and Vote Required for Approval.
The affirmative vote of the holders of a majority of all shares of
Common Stock represented at the Meeting, in person or by proxy, will be
required to approve the proposed Amendment to the Articles of
Incorporation. For the purposes of determining the number of votes cast
with respect to this proposal, abstentions and broker non-votes will be
treated as votes against the proposal.

The Board unanimously recommends a vote FOR the approval of
the proposed Amendment to the Articles of Incorporation of the Company.

PROPOSAL NO. 2

NOMINATION AND ELECTION OF DIRECTORS

The Company's Bylaws currently provide for the number of
directors of the Company to be established by resolution of the Board
of Directors and that there shall be no less then three (3) persons and
no more then nine (9) persons on the Board. The Company's management
has nominated six (6) persons. At this Annual Meeting, a Board of six
(6) directors will be elected. Except as set forth below, unless
otherwise instructed, the proxy holders will vote the proxies received
by them for Management's nominees named below.

All the nominees are presently directors of the Company. In
the event that any Management nominee shall become available, or if
other persons are nominated, the proxy holders will vote in their
discretion for a substitute nominee. It is not expected that any
nominee will be unavailable. The term of office of each person elected
as a director will continue until the next Annual Meeting of
Stockholders or until a successor has been elected and qualified.

The proxies solicited hereby cannot be voted for a number of
persons greater than the number of nominees named below. The
Certificate of Incorporation of the Company does not permit cumulative
voting. A plurality of the votes of the holders of the outstanding
shares of Common Stock represented, at a meeting at which a quorum is
presented may elect directors.

THE DIRECTORS CANDIDATES NOMINATED BY MANAGEMENT ARE:

BARENT W. CATER - Age 53

Mr. Cater serves as the CEO and Chairman of the Board of Directors. Mr.
Cater is a retired Managing Partner with Accenture, which is now
Accenture Ltd. (NYSE: ACN), where he spent 24 years providing
operational and technology consulting services to some of the world's
largest companies. During his career with Accenture, he held numerous
positions including most recently Founding General Partner of Accenture
Technology Ventures, were he was responsible for Accenture's Supply
Chain, B2B and Oil and Gas related venture investments. In this
capacity he evaluated investment opportunities, managed Accenture's
investments, participated on portfolio company boards, assisted in fund
raising activities and provided assistance to portfolio company
management teams. Mr. Cater was also Global Managing Partner Business
Development, Managing Partner Outsourcing Sales North America, and
Managing Partner Capital Markets. Mr. Cater also served as CEO of an
Accenture affiliated company "Epvalue" which provided outsourced
procurement services for US and European companies. He was also
Accenture's lead in the formation of Avanade, a joint venture company
created with Microsoft focused on providing technology solutions for
businesses. Mr. Cater holds a BS in Economics and an MBA in Finance
from Texas A&M University.

Mr. Cater is the brother of Mr. Stuart Cater, the Company's Chief
Financial Officer.

RICHARD C. CILENTO - Age 45

Mr. Cilento serves as a director of the Company. He is currently the
President, Chief Executive Officer and Founder of FuelQuest, Inc.
FuelQuest provides on-demand supply chain management and tax automation
software and services for suppliers, distributors, fuel buyers, and
traders in Global Downstream Energy. Mr. Cilento brought a broad scope
of experience in technology, operations and business development to his
role as President and Chief Executive Officer of FuelQuest. He is a
co-founder of The Bollard Group, which provides investment banking
services to petroleum distribution companies and other high-growth
business ventures. Prior to co-founding The Bollard Group, he held
senior-management positions with several technology firms, including
Xerox Corp, where he served as Vice President of Strategic Services.
Prior to that, he was the Vice President of Corporate Services for
XLConnect Solutions, where he served as the lead technologist for
advanced systems and managed the organization through its Initial
Public Offering and its eventual merger with Xerox, forming Xerox
Connect Solutions. Mr. Cilento began his career at NASA, where he and
his team were responsible for redesigning NASA's Mission Control Center
and implementing NASA's Software Management Plan. He holds a BS degree
in Aeronautical and Astronomical Engineering from the University of
Illinois, an MBA at the University of Houston and serves on the
advisory boards for several internet-based companies.

RICHARD A. ROBERT, CPA - Age 41

Mr. Robert serves as a director of the Company. He is a financial
executive with expertise in acquisitions, divestitures, economic
analysis, capital formation via debt and equity markets, and financial
risk management. Through the course of his career, he has dealt
extensively with Wall Street analysts, investment bankers, and
commercial bankers. He is currently the Executive Vice-President and
Chief Financial Officer of Vanguard Natural Resources, LLC, which is a
natural gas and oil production company focused on the development and
exploitation of mature long-lived natural gas and oil reserves in the
Appalachian basin. In addition, he is the current co-owner and
co-founder of Cova Hand-Selected Wines, Custom Living Properties, LP
and Lifewear Products, LP. He served as the Interim Chief Financial
Officer of Massey Energy Company, a coal company in the United States.
Mr. Robert was the Vice-President of Finance of Enbridge US, Inc.
("Enbridge") after Enbridge's acquisition of Midcoast Energy Resources,
Inc ("Midcoast"). Enbridge is an energy company based in Calgary,
Alberta. Mr. Robert served as the Chief Financial Officer and Treasurer
of Midcoast. Midcoast was a growth-oriented energy company engaged in
the transportation, gathering, processing, and marketing of natural gas
and other petroleum products. He was involved in the merger by and
between Midcoast and Enbridge. Mr. Robert began his career with Arthur
Andersen, LLP as an energy auditor. He holds a BBA from Southwest Texas
State University with a Concentration in Accounting.

DAVID M. FICK - Age 56

Mr. Fick has participated as an active investor and entrepreneur in
numerous projects involving wind, biodiesel, ethanol, and farm related
businesses. Mr. Fick is currently President of several investment funds
working with value added ventures for farming. He owns and operates a
farm implement business that sells over 50 manufacturer lines. He is a
past board member of Badger State Ethanol. Mr. Fick and his family have
been a part of the farming community in Minnesota and South Dakota for
almost 40 years including interests in dairy, corn, beets, soybeans and
alfalfa. He has served in the National Guard and has held multiple
leadership roles with local farm organizations, civic organizations,
and his church.

JACKSON L. WILSON, JR. - Age 59

Mr. Wilson serves as a director of the Company. From 1975 through
August 2004, when he retired, Mr. Wilson served in various roles at
Accenture Ltd. including Managing Partner - Accenture Technology
Ventures, Corporate Development Officer and, most recently, Chief
Executive Officer - Business Process Outsourcing. Mr. Wilson has
served as a director and Audit Committee Chairman of i2 Technologies
Inc. since April 2005, as a director of Seraph Group since June 2005
and as a director of Garrison Enterprises since May 2007. Mr. Wilson
formerly served on several public company boards, including Accenture
LTD, Security First and SeeBeyond Technologies and numerous private
company boards.

JEFFREY P. PLOEN - Age 56

Mr. Ploen has served as a director of the Company since July 2004. He
has been a member of the investment banking industry for over 25 years
specializing in small or micro cap firms. He is a founding partner and
is currently the CEO and Chairman of the Board of Iofina Natural Gas
PLC. He served as the former Chairman, President and CEO of Tonga
Capital Corp. He was the former Chairman and CEO of Paradigm Holdings,
Inc. He is the former hedge fund manager of the Olive Fund LLC. Jeff
held positions with several small cap brokerage houses from 1972
through 1994 including Engler and Budd, Cohig and Associates, Neidiger,
Tucker and Brunner and Institutional Securities, Inc. For the past ten
years Jeff has been President of J. Paul Consulting Corp., a firm
specializing in financing for small and micro cap firms.

Board Committees, Meetings and Compensation. The Company's business
affairs are managed by the Board. During the year ended December 31, 2006,
the Board of Directors held a few meetings and conducted certain actions by
unanimous consent.During 2002 and through December 31, 2006, no director
then in office attended fewer than 75% of the aggregate number of meetings
of the Board of Directors. The Directors currently receive compensation for
their service on the Board as shown on the Summary Compensation Table. The
Company does not currently have any standing committees; however, the Board
anticipates designating an Executive Committee, a Compensation Committee
and an Audit Committee after the Annual Meeting. The Company does not have
a nominating committee, and the Board believes such a committee is not
necessary due to the small size of the Board and the absence to date of any
director candidates recommended by shareholders. Currently, the entire
Board participates in the consideration of director nominees. The Board of
Directors does not have a formal policy with regard to the consideration of
any director candidates recommended by stockholders, the minimum
qualification of director candidates or the process for identifying and
evaluating director nominees. The Company has received director candidates
recommended by its stockholders and the Board of Directors is currently
reviewing the qualifications of such directors in contemplation of adding
them to the nominee slate in the Definitive Proxy Statement. As the Company
does not have an Audit Committee, the Board has not determined whether any
of the directors are "audit committee financial experts" as such term is
defined in Item 401(e) of Regulation S-B. Although the Company does not
have a formal policy regarding attendance by members of the Board of
Directors at annual meetings of stockholders, directors are encouraged to
attend annual meetings.

Stockholder Communications with the Board of Directors.
Stockholders may communicate with the full Board, or any individual
directors, by sending such written communication to the following
address:

Corporate Secretary
2600 South Shore Blvd., Suite 100
League City, TX 77573

Any written communications received by the Corporate Secretary
will be forwarded to the appropriate directors.

Executive Officer and Director Compensation and Other Matters.
The following table provides certain information concerning the
compensation earned by the Company's Executive Officers and Directors
for services rendered in all capacities to the Company for the fiscal
years ended December 31, 2006 and to date in 2007. No officer, director
or employee of the Company received in excess of $140,000 in
compensation during the fiscal years listed in the table.

SUMMARY COMPENSATION TABLE(1)
-----------------------------
OF OFFICERS AND DIRECTORS
-------------------------

ANNUAL COMPENSATION LONG TERM COMPENSATION
------------------- ----------------------

AWARDS PAYOUTS
------ -------

OTHER SECURITIES
ANNUAL RESTRICTED UNDERLYING LTIP ALL OTHER
NAME & PRINCIPAL SALARY BONUS COMPENSA- STOCK OPTIONS/ PAYOUTS COMPENSA-
POSITION YEAR ($) ($) TION AWARDS ($) SARS (#) ($) TION
- -------- ---- --- --- ---- ---------- -------- --- ----

Charles T. Phillips, 2006 $60,000 $-0- $ 80,000 -0- -0- $-0- $-0-
Ex-President & CEO(2,4)

Robert Degeyter, 2006 $ -0- $-0- $ 4,900 -0- -0- $-0- $-0-
Chief Financial Officer(3)

Barent W. Cater 2007 $ 100,000* $-0- $ -0- -0- 5,000,000 $-0- $-0-
CEO

Richard C. Cilento 2007 $ -0- $-0- $ -0- 200,000 -0- $-0- $-0-
Director

Richard A. Robert 2007 $ -0- $-0- $ -0- 200,000 -0- $-0- $-0-
Director

David M. Fick 2007 $ -0- $-0- $ -0- -0- -0- $-0- $-0-
Director

Jackson L Wilson, Jr 2007 $ -0- $-0- $ -0- 200,000 -0- $-0- $-0-
Director

Jeffrey P. Ploen 2007 $ -0- $-0- $ -0- -0- -0- $-0- $-0-
Director 2006 $ -0- $-0- $ -0- -0- -0- $-0- $-0-

Stuart Cater 2007 $150,000* $-0- $ -0- -0- 2,000,000 $-0- $-0-

James O'Neal 2007 $150,000* $-0- $ -0- -0- 2,000,000 $-0- $-0-

(1) The value of prerequisites and other personal benefits, securities and
property for the Named Executive Officers that do not exceed the lesser of
$50,000 or 10% of the total of the annual salary and bonus is not reported
herein.

(2) Mr. Phillips served as the President and Chief Executive Officer from June
2006 through March 2007. This does not include the 24,475,000 shares of the
Company's restricted common stock that he received in the reverse
acquisition of Tonga and Momentum.

(3) Mr. Degeyter served as the Chief Financial Officer from June 2006 through
February 2007.

(4) Does not include 3,098,289 shares as of December 31, 2006 that are held by
the Momentum Employees and Consultants Trust and the Momentum Director's
Trust, of which Mr. Phillips served as a trustee.

(5) Consulting fees paid to Mr. Phillips.

*Messrs. Barent W. Cater, Stuart C. Cater and Jim O'Neal, the
current officers of the Company, executed employment agreements with
the Company in April of 2007, which provide for annual salaries of
$150,000 each Stuart Cater and Jim O'Neal and $100,000 to Barent
Cater.

The Company has awarded the following options under employment contracts:

# of Underlying
---------------
Name Options/SARs Granted Term of Option
---- -------------------- --------------
From April 1, 2007
------------------
Barent W. Cater, President & CEO 5,000,000 5 years
Stuart C. Cater, Chief Financial Officer 2,000,000
Jim O'Neal, Chief Operations Officer 2,000,000 5 years

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS

The following table sets forth certain information regarding
the beneficial ownership of outstanding shares of the Company's common
stock as of September 14, 2007 on a fully diluted basis, by (a) each
person known by the Company to own beneficially 5% or more of the
outstanding shares of common stock, (b) the Company's Directors, Chief
Executive Officer and Executive Officers whose total compensation
exceeded $100,000 for the last fiscal year, and (c) all Directors and
Executive Officers of the Company as a group.

Name of Shares Total
Beneficial Owner Owned Ownership
---------------- ----- ---------

Charles T. Phillips (1) 8,823,298 16.09%
Donald W. Guggenheim 5,000,000 9.12%
Coastal Safety & Environmental Systems, LLC (2) 8,200,000 14.95%
TES Energy Development, LLC (3) 3,000,000 5.47%
Richard C. Cilento 2,700,000 4.92%
Barent W. Cater (4) 2,250,000 4.10%
Momentum Employee and Consultant Trust (5) 5,750,000 10.48%
Jackson L. Wilson 200,000 0.36%
Shortline Equity Partners, Inc.(6) 2,860,000 5.21%
Ultimate Investments Corp. (6) 765,400 1.40%
Elevation Fund, LLC (6) 10,000 0.02%
J. Paul Consulting Corp (7) 3,000,000 5.47%
Elizabeth Evans 2,531,202 4.62%
Stuart C. Cater (8) 375,000 0.68%
Jim O'Neal (9) 375,000 0.68%
Richard A. Robert 300,000 0.55%

Directors and Officers as a group 12,200,000 22.25%

(1) Shares reduced by 1,500,000 shares as a result of Purchase Options held by
Barent W. Cater and Jeffrey Ploen.

(2) Coastal Safety & Environmental Systems, LLC is beneficially owned by David
Pearce. This also includes shares owned by his wife. Mrs. Pearce is an
employee and Mr. Pearce is a principal in Coastal Safety, a consultant to
the company.

(3) TES Energy Development, LLC is owned partially by David M. Fick a director
of the Company.

(4) Includes an Option to Purchase 750,000 shares from Charles T. Phillips and
1,000,000 shares from the Company. Mr. Barent Cater also has the option to
purchase an additional 4,000,000 shares from the Company over the next
three years.

(5) The Board is trustee of this Trust, but has no ownership therein and
specifically disclaims any ownership therein.

(6) Lance Baller beneficially owns Shortline Equity Partners, Inc. and Ultimate
Investments Corp. which combined hold 3,625,400 shares, or 6.61% of the
outstanding shares and is Fund Manager for the Elevation Fund, LLC.

(7) Jeffrey Ploen, Director, beneficially owns J. Paul Consulting Corp and
together with his personal holdings, owns 3,000,000 shares or 5.93% of the
total outstanding shares. This amount includes a Purchase Option from
Charles T. Phillips for 750,000 shares.

(8) Includes an Option to purchase 375,000 shares from the Company immediately
and an Option to purchase an additional 1,625,000 shares over the next
three years.

(9) Includes an Option to purchase 375,000 shares from the Company immediately
and an Option to purchase an additional 1,625,000 shares over the next
three years.

Section 16 Beneficial Ownership Reporting Compliance.
Section 16(a) of the Exchange Act requires the Company's directors,
executive officers and persons who own more than 10% of the Company's
Common Stock (collectively, "Reporting Persons") to file with the SEC
initial reports of ownership and changes in ownership of the Company's
Common Stock. Reporting Persons are required by SEC regulations to
furnish the Company with copies of all Section 16(a) reports they file.
To the Company's knowledge, based solely on its review of the copies
of such reports received or written representations from certain
Reporting Persons that no other reports were required, the Company
believes that during its fiscal year ended December 31, 2006, the
following Reporting Persons did not file the listed forms: Charles T.
Phillips (Form 4 x 3). The Company has advised that the delinquent
forms should be filed by Mr. Phillips as soon as possible.

THE BOARD OF DIRECTORS RECOMMENDS A VOTE "FOR"
MANAGEMENT'S NOMINEES TO THE BOARD OF DIRECTORS.

PROPOSAL NO. 3

INDEPENDENT PUBLIC ACCOUNTANTS

Malone & Bailey, PC, Independent Public Accountants, of
Houston, Texas have been appointed as the Certifying accountants for
the period through fiscal year 2007 and shareholders are asked to
ratify such appointment. Ratification of the appointment of Malone &
Bailey, PC, as the Company's independent public accountants for the
fiscal year ending December 31, 2007 will require the affirmative vote
of a majority of the shares of Common Stock represented in person or by
proxy and entitled to vote at the Annual Meeting. In the event the
stockholders do not ratify the appointment of Malone & Bailey, PC for
the forthcoming fiscal year, such appointment will be reconsidered by
the Board. Representatives of Malone & Bailey, PC are expected to be
present at the Annual Meeting to make statements if they desires to do
so and such representatives are expected to be available to respond to
appropriate questions.

Unless marked to the contrary, proxies received will be voted
"FOR" ratification of the appointment of Malone & Bailey, PC as
independent accountants for the Company's year ending December 31,
2007.

THE BOARD OF DIRECTORS RECOMMENDS A VOTE "FOR" RATIFICATION OF THE
COMPANY'S INDEPENDENT ACCOUNTANTS.

PROPOSAL NO. 4

Amendment To The Articles Of Incorporation To Add And Authorize
10,000,000 Shares Of Preferred Stock $0.001 Par Value

The Board of Directors has determined that in order to achieve
financing for the Company for growth and operating capital, the Company needs to
have authorized Preferred Stock. This requires an Amendment to the Articles of
Incorporation, specifically the authorized stock provision. Currently the
Company only has Common Stock authorized.

The authorization is recommended and requested by the Board to amend
the Articles of Incorporation to authorize 10,000,000 shares of "Blank Check"
Preferred Stock, without setting classes or series of Preferred Stock, and
without designating Rights and Privileges. The Board of Directors shall be
empowered to set or designate the classes or series, the amount of shares in
each and to designate the Rights and Privileges of the Classes or Series of
Preferred Stock by filing Certificates of Designation with the Secretary of
State.

If authorized, common shareholders will not have any input or rights to
vote on the Preferred Stock issuances, or upon the terms contained in the
Designation of Rights and Privileges, in the future. Shareholders will have to
rely on the business judgment of the Directors, if the resolution is adopted, in
both issuance of the Preferred Stock, setting of classes or series, and the
Designation of Rights or Privileges. Shareholders are advised that the issuance
of Preferred Stock could be highly dilutive and could establish, in the Rights
and Privileges, substantial preferential rights of Preferred Shareholders over
Common Shareholders as to dividends, voting, liquidation, priority, redemption
rights and conversion privileges to other equity.

The Board anticipates that the Preferred Stock will be used to raise
additional capital for the Company from new capital sources which may require
substantial preferential treatment of new investors therefore over the existing
common shareholders. In spite of the potential preferential treatment of new
Preferred Shareholders which might arise if Preferred Stock is authorized, the
Board believes that it is absolutely necessary to have the authorization, in
order to achieve flexibility in capital raising in the quantities being sought
of $10-30 million.

Effective Date. If approved by the stockholders, the Amendment to the
Articles of Incorporation would become effective upon their filing with
the Secretary of State of Colorado, which filing is expected to take
place shortly after the shareholders approve the amendment.

Accordingly, the Board recommends a "FOR" vote for the Amendment to the
Articles of Incorporation to authorize 10,000,000 shares of Preferred Stock,
$0.001 par value with the Classes, Series and Rights and Privileges to be set by
Board actions in the future.

STOCKHOLDER PROPOSALS FOR 2007 ANNUAL STOCKHOLDER'S MEETING

Proposals of stockholders intended to be included in the
Company's proxy statement for the 2007 Annual Meeting of Stockholders
must be received by Tonga Capital Corporation, Attn: Corporate
Secretary, at, 2600 South Shore Blvd., Suite 100 League City, TX 77573,
no later than October 8, 2007.

OTHER BUSINESS

As of the date of this proxy statement, the only business that
the Board of Directors intends to present and knows that others will
present, at the Annual Meeting is that herein above set forth. If any
other matter or matters are properly brought before the Annual Meeting,
or any adjournments thereof, it is the intention of the persons named
in the accompanying form of proxy to vote the proxy on such manners in
accordance with their judgment.

By Order of the Board of Directors,
Barent W. Cater
CEO

League City, Texas
September __, 2007

PROXY

TONGA CAPITAL CORPORATION
2600 South Shore Blvd., Suite 100
League City, TX 77573

PROXY SOLICITED BY THE BOARD OF DIRECTORS FOR

ANNUAL MEETING OF STOCKHOLDERS, OCTOBER 10, 2007

The undersigned hereby appoints Barent W. Cater, with full power
of substitution, for and in the name or names of the undersigned, to
vote all shares of Common Stock of Tonga Capital Corporation held of
record by the undersigned at the Annual Meeting of Shareholders to be
held on October 10, 2007, at 8:00 a.m., at 2600 South Shore Blvd, Suite
100, League City, Texas 77573, and at any adjournment thereof, upon the
matters described in the accompanying Notice of Annual Meeting and
Proxy Statement, receipt of which is hereby acknowledged, and upon any
other business that may properly come before, and matters incident to
the conduct of, the meeting or any adjournment thereof. Said person is
directed to vote on the matters described in the Notice of Annual
Meeting and Proxy Statement as follows, and otherwise in their
discretion upon such other business as may properly come before, and
matters incident to the conduct of the meeting and any adjournment
thereof.

1. To change the name of the Company to Momentum Biofuels, Inc. or as
close thereto as is available and to authorize the Amendment of the
Articles of Incorporation for such name change.

[_] FOR [_] AGAINST [_] ABSTAIN

2. To elect directors to hold office until the next annual meeting of
shareholders or until their respective successors have been elected
and qualified:

Nominees: [Barent W. Cater, Richard C. Cilento, Richards A. Robert,
Jackson L. Wilson, Jr., David M. Fick and Jeffrey P. Ploen]

[_] FOR: nominees listed above (except as marked to the contrary
below).

[_] WITHHOLD authority to vote for nominee(s) specified below

INSTRUCTIONS: To withhold authority to vote for any individual
nominee(s), write the applicable name(s) in the space provided below.

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3. To appoint Malone & Bailey, PC, as the independent registered
auditors for the company for the year ensuing.

[_] FOR [_] AGAINST [_] ABSTAIN

4. To amend the Articles of Incorporation to authorize 10,000,000
shares of Preferred Stock @ $.001 par value which may be issued in such
amounts and classes of series with such rights and privileges as may be
designated from time to time by the actions of the Board of Directors,
at which time the Board shall file Certificates of Designation with the
Secretary of State.

[_] FOR [_] AGAINST [_] ABSTAIN

YOU ARE CORDIALLY INVITED TO ATTEND THE MEETING IN PERSON.
WHETHER OR NOT YOU PLAN TO ATTEND THE ANNUAL MEETING, PLEASE SIGN AND
RETURN THIS PROXY CARD IN THE ENCLOSED ENVELOPE.

THIS PROXY WILL BE VOTED AS DIRECTED OR, IF NO DIRECTION IS
INDICATED, WILL BE VOTED "FOR" THE STATED PROPOSALS.

----------------------- ------------------------------------
# of Shares owned Signature of Stockholder

------------------------------------
Printed Name

------------------------------------
Signature if held jointly

------------------------------------
Printed name

Dated: __________________________, 2007

IMPORTANT: If shares are jointly owned, both owners should sign. If
signing as attorney, executor, administrator, trustee, guardian or
other person signing in a representative capacity, please give your
full title as such. If a corporation, please sign in full corporate
name by President or other authorized officer. If a partnership, please
sign in partnership name by authorized person.