Washington, D.C. 20549




Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934


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*** Exercise Your Right to Vote ***


Important Notice Regarding the Availability of Proxy Materials for the


Shareholder Meeting to Be Held on May 28, 2015




Meeting Information




Meeting Type: Annual Meeting


For holders as of: April 07, 2015





Date: May 28, 2015

Time: 8:00 AM PDT




Location: The Island Hotel




690 Newport Center Drive




Newport Beach, CA 92660








Clean Energy Fuels Corp.

4675 MacArthur Court, Suite 800

Newport Beach, CA  92660


You are receiving this communication because you hold shares in the above named company.


This is not a ballot.  You cannot use this notice to vote these  shares.  This  communication  presents  only  an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side).


We encourage you to access and review all of the important information contained in the proxy materials before voting.





See the reverse side of this notice to obtain proxy materials and voting instructions.




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–– Before You Vote ––


How to Access the Proxy Materials



Proxy Materials Available to VIEW or RECEIVE:


1. Annual Report         2. Notice & Proxy Statement


How to View Online:


Have the information that is printed in the box marked by the arrow               (located on the following page) and visit: www.proxyvote.com.


How to Request and Receive a PAPER or E-MAIL Copy:

If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request:






3) BY E-MAIL*:



*  If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow               (located on the following page) in the subject line.


Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before May 14, 2015 to facilitate timely delivery.



— How To Vote —


Please Choose One of the Following Voting Methods



Vote In Person: Many shareholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares.


Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow              available and follow the instructions.


Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.




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Voting items



The Board of Directors recommends you vote

FOR All of the following director nominees:

1.  Election of Directors


01 Andrew J. Littlefair

02 Warren I. Mitchell

03 John S. Herrington

04 James C. Miller III

05 James E. O’Connor






06 Boone Pickens

07 Stephen A. Scully

08 Kenneth M. Socha

09 Vincent C. Taormina




The Board of Directors recommends you vote FOR proposals 2 and 3.


2         Ratification of the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2015.


3         Advisory, non-binding resolution to approve executive compensation.



NOTE: To transact any other business that may properly come before the meeting or any adjournment or postponement of the meeting.



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