Alternate Energy Holdings, Inc

911 E. Winding Creek Drive Suite 150

Eagle, Idaho 83616
208-939-9311

Private Placement Memorandum 3/31/09

Terms

THE RESTRICTED COMMON STOCK OFFERED IS 60,000,000 SHARES AT $.05 PER

SHARE. THE MAXIMUM OFFERING IS $3,000,000.00. THERE IS NO MINIMUM OFFERING.
THE MINIMUM PURCHASE IS $2500.00 OR 50,000 SHARES. THE OFFERING EXPIRES
5/31/09 at 12:00 PM OR EARLIER AS DECIDED BY THE COMPANY. APPROXIMATEY FIVE
PERCENT WILL BE PAID TO COVER COMMISSIONS AND EXPENSES.
THE RESTRICTED STOCK BEING OFFERED ARE HIGHLY SPECULATIVE, INVOLVE A HIGH
DEGREE OF RISK AND IMMEDIATE DILUTION, AND SHOULD NOT BE PURCHASED BY
PERSONS WHO CANNOT AFFORD TO RISK LOSS OF THEIR ENTIRE INVESTMENT. THE
OFFERING HAS NOT BEEN REGISTERED UNDER THE 1933 SECURITIES ACT AND THE
SEC HAS NOT APPROVED IT.
RESTRICTED STOCK IS REGULATED BY THE SEC UNDER RULE 144 AND IS BEING SOLD
UNDER THAT REGULATION. YOU MUST OWN RESTRICTED STOCK FOR AT LEAST SIX (6)
MONTHS BEFORE YOU CAN BEGIN TO SELL IT IN THE MARKET AND COMPLY WITH
RULE 144 IN SELLING RESTRICTED STOCK.

THE STOCK IS CURRENTLY TRADED UNDER THE SYMBOL AEHI ON THE PINK SHEETS
OR OTC:OTHER EXCHANGE.

BUSINESS OF THE COMPANY

Alternate Energy Holdings, Inc (AEHI) is a unique corporation founded by former senior
executives in the utility and finance industries specifically to address the mounting ‘energy crisis’
affecting the US economy and standard of living today. AEHI’s primary initiative is the purchase
and optimization of a currently struggling nuclear power plant in the nation’s Sunbelt region. After
implementing the necessary improvements to maximize the purchased plant’s profit margins,
AEHI plans to construct an additional nuclear power generating unit on the site of the original
plant. However, a secondary option exists to capitalize on the offer of a small western utility of a
designated site for the construction of a new plant. Depending on the impending negotiations for
current plant purchase, as well the economic outlook for utilities’ construction, AEHI will seriously
consider both alternatives and proceed firstly with the more favorable. The Company will
continue to look for opportunities for expansion through the purchase of additional sources of
eco-efficient power, as well. Resultantly, through the ownership of existing power generation
sources, AEHI will assist in expediting the regulatory approval for its construction of new energy
sources across the U.S. AEHI plans to evolve with the exponentially growing needs of the energy
market to provide reliable, low cost, large scale power production on a international scale.
AEHI is continually exploring cost-effective, green energy alternatives. The company currently
has nuclear projects in Idaho, Colorado and Mexico. www.alternateenergyholdings.com

Idaho Energy Complex: The Company is in the process of seeking approval to build a new large
advanced nuclear power plant using the waste heat to produce ethanol and methane in
southwestern Idaho to sell unregulated power and below market fuel to western states. Large
nuclear plants make over $2,000,000 per day in profit. The project is funded and seeking NRC
approval.

BUSINESS OF THE COMPANY (continued)

Energy Neutral Incorporated: ENI is dedicated to providing green solutions to the energy and
budget needs of both businesses and homeowners. The company focuses on custom designing
energy solutions, using a combination of clean energy sources such as solar, wind, geothermal
and power management for individual clients’ needs. www.energyneutralinc.com

International Reactor Incorporated: AEHI is in the process of making arrangements to build

nuclear reactors to desalinate salt water into fresh water in developing countries. One project will
produce water in Mexico to pump into the western US where potable water is in short supply.
(Web site underdevelopment)

Colorado Energy Park: 21,000 acre site near Pueblo suitable for nuclear and solar.

AEHI will continue expanding the green energy market through its development and application of
innovative clean power solutions.

Debt: The Company currently has no long term debt.

BLUE SKY NOTICE

THE COMPANY HAS TAKEN NO STEPS TO CREATE AN AFTER MARKET FOR THE STOCK OFFERED
HEREIN AND HAS MADE NO ARRANGEMENTS WITH BROKERS OR OTHERS TO TRADE OR MAKE A
MARKET IN THE STOCK. AT SOME TIME IN THE FUTURE, THE COMPANY MAY ATTEMPT TO
ARRANGE FOR INTERESTED BROKERS TO TRADE OR MAKE A MARKET IN THE SECURITIES AND
TO QUOTE THE SAME IN A PUBLISHED QUOTATION MEDIUM, HOWEVER, NO SUCH
ARRANGEMENTS HAVE BEEN MADE AND THERE IS NO ASSURANCE THAT ANY BROKERS WILL
EVER HAVE SUCH AN INTEREST IN THE SECURITIES OF THE COMPANY. LIMITED TRADING IS
CURRENTLY BEING CONDUCTED ON PINKSHEETS UNDER THE SYMBOL AEHI.

THIS DOCUMENT DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF ANY OFFER
TO BUY ANY SECURITIES IN ANY JURISDICTION IN THAT SUCH OFFER OR SOLICITATION WOULD
BE UNLAWFUL. THE DELIVERY HEREOF SHALL NOT UNDER ANY CIRCUMSTANCES CREATE ANY
IMPLICATION THAT THERE HAS NOT BEEN ANY CHANGE IN THE AFFAIRS OF THE COMPANY
SINCE THE DATE HEREOF.

THE STOCK OFFERED BY THE COMPANY SUBJECT TO PRIOR SALE, ACCEPTANCE OF AN OFFER
TO PURCHASE, WITHDRAWAL OR CANCELLATION OF THE OFFERING WITHOUT NOTICE. THE
COMPANY RESERVES THE RIGHT TO REJECT ANY ORDER, IN WHOLE OR IN PART, FOR THE
PURCHASE OF ANY OF THE STOCK OFFERED HEREBY.

THE MANAGEMENT TEAM

• Donald Gillispie, a past nuclear utility senior executive, has served as President, CEO and
Board member of AEHI since inception. Mr. Gillispie additionally is owner of Grace Glens
Consulting, a technical management consulting company, which advises senior utility
executives on managing commercial nuclear power companies, and other non-nuclear
organizations. Mr. Gillispie helped start up a technical management consulting business,
INPO, in Atlanta, GA and a nuclear operating company, NMC, in Hudson, WI which operates
six nuclear power plants with 5,000 employees. NMC was awarded best in class for
innovation by Forbes Magazine in 2001.
• John Franz, a past Vice President of a nuclear utility, has served on the Board of AEHI
since February 2007. He is currently employed by 14 nuclear power plant clients for
consultant services, including practice INPO Accreditation Boards and membership on
Nuclear Safety Review Boards. Mr. Franz has 36 years of diverse experience in the
licensing, start-up, operation, and management of nuclear power plants. Most notably, he
led a struggling plant to top NRC and INPO ratings, as well as directed a plant restart effort
following a mandated NRC shutdown.
• Greg Kane, a past nuclear plant manager, has served as Vice President and Board member
of AEHI since inception. Mr. Kane currently is President of Eagle “I” Nuclear Assistance, a
consulting firm that provides, or has provided, management consulting to over twenty-five
(25) nuclear programs. Mr. Kane previously held the position of General Manager at Virginia
Power’s twin unit PWR North Anna Nuclear Plant, where he was responsible for safe
operation and budgeting of the station in all aspects of activities. Under Mr. Kane’s

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 leadership, the plant achieved top industry evaluation scores and one of the lowest power
production costs in the United States.
• Leon Eliason, a past President of two nuclear utility business units, has served as AEHI’s
Chairman of the Board since inception. Mr. Eliason is a professional in the utilities field, with
thirty-three (33) years of experience in operations, maintenance, engineering, and
management of Nuclear, Fossil, Solar, and Hydro Power Plants. Most notable, he served as
President of the Nuclear Business Unit and Chief Nuclear Officer for Public Service Electric
and Gas, Newark New Jersey – where he was responsible for all operational and support
activities including fuel, technical support, business planning, and financial support for two
generating stations.
• James Taylor, former Chief Operating Officer of the U.S. Nuclear Regulatory Commission
(NRC), has served on the Board of AEHI since inception and is now an advisor. During his
career, he was recognized by both Presidents Bush and Clinton with Presidential
Distinguished Executive Rank Awards in 1989 and 1994. Mr. Taylor additionally held the
position of Chief Financial Officer during his years of NRC employment and has served on
Nuclear Safety Oversight Committees at nine (9) utilities operating nuclear power plants.
• Ken Strahm, Sr., a past President of the nuclear industry watchdog organization INPO, has
served on the Board of AEHI since inception. Prior to his retirement, Mr. Strahm was
employed by the Institute of Nuclear Power Operations (INPO) in Atlanta, Georgia, where he
served as the Director of the National Academy for Nuclear Training and later as President
of the Institute.
• Ralph Beedle, a past Senior Vice President of the Nuclear Energy Institute, has served on
the Board of AEHI since inception. Mr. Beedle retired after serving as Senior Vice President
and Chief Nuclear Officer of the Nuclear Energy Institute – where, in addition to his
operational management duties, he interacted regularly with the U. S. Nuclear Regulatory
Commission and other federal agencies, as well as members of Congress.
• Rick Bucci, A Certified Public Accountant and former CFO, has served as Chief Financial
Officer of AEHI since September 2007. Mr. Bucci has practiced accounting and tax for 19
years; his diverse background includes hotels, construction, real estate development and
banking. Additionally, he has served previously as CFO of two corporations. His experience
includes tax planning and preparation, audit services, financial statement preparation and
presentation, bank financing and various consulting engagements
• Jennifer Ransom, the past owner of Ransom Insurance, Ms. Ransom has served as the
Vice President of Administration since March 2008 and corporate secretary since November
2007. She has management experience in accounting, insurance and retail.

RISKS OF THE OFFERING

High Risk - The Company is in its organizational and development stages and any investment in
the stock involves a high degree of risk as the Company is currently raising capital to fund its
initial projects. A prospective investor should, therefore, be aware that in the event the Company
is not successful in its proposed business plans and fund raising, any investment offered herein
may be lost and the Company may be faced with the possibility of liquidation.

Dependence on Additional Financing/Risk of Unavailability - Assuming completion of this

Offering and implementation of the Company’s proposed business plans, the continued
operations of the Company will be dependent upon its ability to obtain further financing including
additional offerings, if and when needed. There is no assurance that sufficient revenues can be
generated or that additional financing will be available, if and when required, or on terms
favorable to the Company.

No Assurance of a continuing Public Market - There is currently limited active trading in the
Company’s common shares, but there is no assurance that an active trading market in the
Company’s stock will expand or be sustained.

THE INVESTOR HEREBY AGREES THAT HE HAS CAREFULLY READ AND AGREES WITH
THE CONDITIONS AND TERMS AS SPECIFICED IN THIS ALTERNATE ENERGY PRIVATE
PLACEMENT MEMORANDUM. FUTHER, HE AGREES HE IS AN ACCREDITED INVESTOR
AS DEFINED UNDER SEC RULE 501D, IE SOMEONE WHO CAN AFFORD TO LOSE THE
ENTIRE INVESTMENT.

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INVESTOR QUESTIONNAIRE

ALL INFORMATION REQUESTED IN THIS QUESTIONNAIRE WILL

BE HELD IN STRICTEST CONFIDENCE BY THE COMPANY

Instructions: This Questionnaire is given to anyone interested in purchasing shares of restricted

common stock (“Common Stock”) to be issued by Alternate Energy Holdings Inc., a Nevada
corporation (the “Company”). The purpose of this Questionnaire is to assure the Company that it
may rely on certain exemptions from the registration requirements of the Securities Act of 1933,
as amended, (the “Act”) afforded by Sections 4(2) and 4(6) thereof and Regulation D promulgated
thereunder. Please do not leave any blank spaces and insert “None” or “Not Applicable” if a
particular question does not apply to you.

Your answers will at all times be kept strictly confidential. However, by signing this Questionnaire,
you agree that we may present this Questionnaire to such parties as we deem appropriate if
called upon to verify the information provided for purposes of establishing the availability of any
claimed exemption under the Act. Please provide complete answers for all of the following
questions, and then sign, date and return one copy of this Questionnaire to the Company or its
authorized representative as soon as possible.

Your subscription to invest in the Common Stock can not be accepted until the Company has
determined, on the basis of the information provided by you, that you satisfy the investor
suitability standards established by the Company. IF YOUR ANSWERS TO THE FOLLOWING
QUESTIONS ARE NOT SUFFICIENT TO ALLOW US TO MAKE SUCH A DETERMINATION,
YOUR SUBSCRIPTION WILL BE REJECTED.

PLEASE PRINT YOUR ANSWERS TO QUESTIONS IN THE SPACE PROVIDED

AND ATTACH ADDITIONAL SHEETS IF REQUIRED

Full Name: ____________________________________________

Complete Address: _____________________________________
_______________________________________________________
Country of Residence: __________________________________
Country of Citizenship: ____________________________________
Telephone Number: _________________________________
Occupation: _____________________________________________

If you want your stock certificates registered in a particular name or form, please provide detailed
instructions separately.

1. What is your present age? ___________

2. What is your gross income from all sources, without regard to this investment? (please check
three)
2007 (actual) _____$250,000 _____$500,000 _____$750,000 _____$1,000,000
2008 (actual) _____$250,000 _____$500,000 _____$750,000 _____$1,000,000
2009 (estimate) _____$250,000 _____$500,000 _____$750,000 _____$1,000,000
3. What is your estimated net worth (total assets minus total liabilities, all stated at fair market
value) without regard to this investment? (please check one)
Under $1,000,000, exclusive of home, home furnishings and automobiles
Over $1,000,000, exclusive of home, home furnishings and automobiles
Over $5,000,000 exclusive of home, home furnishings and automobiles
Over $10,000,000 exclusive of home, home furnishings and automobiles

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4. If the investment will be made by a corporation or other entity, please provide the following
information:
Type of Legal Entity: _________________________________

Country of Organization: ______________________________

Date of Formation: __________________________________

Estimated Net Worth: $ ____________

Net Income For 2007 $ ____________

2008$ ________
2009 (estimate) $ _________

5. Please describe your educational background, including colleges attended, dates of

attendance and degrees obtained.

6. Please describe briefly your present occupation. Also please describe the principal positions
you have held and the nature of your activities in such positions during the last five years.
Specific employers need not be identified. What is sought is a sufficient description to enable the
Company to determine the extent of your vocationally-related experience in financial and
business matters:

7. My prior investment experience is as follows.

(i) Investments in stocks and bonds:

No _____ Yes _____ If yes, state total amount during last three years $___________

(ii) Investments in new ventures and start-up companies:

No _____ Yes _____ If yes, state total amount during last three years $___________

(iii) _______% of my net worth, exclusive of home, home furnishings and automobiles, is
presently in the form of investments which are not liquid, such as the Common Stock.

(iv) _______% of my net worth, exclusive of home, home furnishings and automobiles, is
presently in the form of investments which are generally considered to be liquid assets (cash or
assets readily convertible to cash).

(v) Please indicate the frequency of your investment in marketable securities:

Seldom, occasionally, often, If often, state total amount during last three years $___________

(vi) Please indicate the frequency of your investment in unmarketable securities:

Seldom, occasionally, often If often, state total amount during last three years $___________

(vii) Please indicate the cumulative amount of your investments in other unmarketable securities:
Equity or debt securities of Reporting Companies $ ____________
Equity or debt securities of Non-reporting Companies $ __________
Other new venture investments $ ___________
Other Investments: $ _________________
(Please specify types)

The above information supplied by me is true and correct in all respects. I recognize that the
Company will be relying on the truth and accuracy of such information in reaching its decision as
to my suitability for this investment.

IN WITNESS WHEREOF, I have executed this Investor Questionnaire in the City of

_________________, State or Province of ________________________ on this ___ day of
______________, 2009.

(Signature of Investor) (Signature of Joint Owner) _____________________________________

(Name Printed) (Name Printed) ___________________________________________________

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(Street Address) (Street Address) __________________________________________________