INDEMNIFICATION AGREEMENT

This Indemnification Agreement (this “ Agreement ”), made as of October 20, 2006, among Wireless Holdings, Inc., a Florida corporation (the “ Company ”) and Joseph Hess (the “ Indemnitee ” or “ Director ”).

WHEREAS, Mr. Hess is willing to continue to serve as a director of the Company on the condition that in his capacity as a director of the Company after the Effective Time, he be indemnified to the fullest extent permitted by law; and

WHEREAS, concurrently with the execution of this Agreement, the Director is agreeing to continue to serve as a director of the Company after the Effective Time until his resignation as a director of the Company is effective upon compliance by the Company with the provisions of Section 14(f) of the Securities Exchange Act of 1934, as amended (the “ Exchange Act ”), and Rule 14f-1 promulgated thereunder.

NOW, THEREFORE, in consideration of the premises and the covenants herein contained, the Company and the Indemnitee hereby agree as follows:

1.   Agreement to Serve . The Director agrees to continue to serve as a director of the Company after the Effective Time hereof until his resignation as a director of the Company is effective upon compliance by the Company with Section 14(f) of the Exchange Act and Rule 14f-1 promulgated thereunder.

2.   Definitions . As used in this Agreement:

(a)   “ Code ” means the Internal Revenue Code of 1986, as amended.

(b)   “ Effective Time ” shall have the same meaning as in the Agreement of Merger and Plan of Reorganization, dated as of the date hereof, among the Company, Wireless Acquisition Holdings Corp. and H2Diesel, Inc.

(c)   “ Expenses ” includes, without limitation, all costs, expenses and obligations (including attorneys’ fees and disbursements, court costs, travel expenses and fees of experts) incurred or paid in connection with investigating, defending, being a witness in or participating in, or preparing to defend, any Proceeding, whether conducted by the Company or otherwise, including, without limitation, any Proceeding, action or process for the purpose of establishing Indemnitee’s right to indemnification under this Agreement and any amounts paid in settlement by or on behalf of Indemnitee.

(d)   “ Independent Legal Counsel ” means legal counsel who or which has not provided or performed services for the Company, any of its directors, officers or the Indemnitee for the last three years and is not otherwise representing any party to any Proceeding, other than legal services rendered as an independent legal counsel in any prior determination regarding indemnification under this Agreement or any similar agreement with any other director or officer.

(e)   “ Official Capacity ” means the elective or appointive office in the Company held by the director and/or officer.

(f)   “ Person ” shall mean any individual, corporation, partnership, joint venture, limited liability company or other entity.

(g)   “ Proceeding ” includes any threatened, pending or completed action, suit or proceeding, whether of a civil, criminal, administrative, arbitrative or investigative nature (including all appeals therefrom), or any inquiry or investigation that could lead to such an action, suit or proceeding.

(h)   References to “ other enterprise ” shall include employee benefit plans; references to “ fines ” shall include any excise tax assessed with respect to any employee benefit plan; references to “ serving at the request of the Company ” shall include any service as a director, officer, employee or agent of the Company that imposes duties on, or involves services by, such director, officer, employee or agent with respect to an employee benefit plan, its participants or beneficiaries; and a person who is determined to have acted in good faith and in a manner he reasonably believed to be in the interest of the participants and beneficiaries of an employee benefit plan shall be deemed to have acted in a manner “ he reasonably believed to be in or not opposed to the best interests of the Company ,” as referred to in this Agreement.

3.   Indemnity . The Company shall indemnify the Indemnitee to the fullest extent permitted by law if the Indemnitee was, is or becomes a party to or is threatened to be made a party to or otherwise involved (as a witness or otherwise) in any Proceeding because the Director is or was, after the Effective Time, a director, officer, employee, trustee, agent or fiduciary of the Company or is or was serving, after the Effective Time, at the request of the Company as a director, officer, partner, venturer, proprietor, trustee, employee, agent or similar functionary of another foreign or domestic corporation, partnership, joint venture, sole proprietorship, trust or other enterprise, against all Expenses, judgments, amounts paid in settlement, fines and penalties (including excise and similar taxes) (each, a “ Claim ” and collectively, “ Claims ”) incurred by the Indemnitee in connection with the defense or settlement of such Proceeding, but only if it is determined pursuant to Section 4 that the Director acted in good faith and (a) in the case of conduct in his Official Capacity, in a manner he reasonably believed to be in the best interests of the Company; (b) in all other cases, in a manner he reasonably believed to be in or not opposed to the best interests of the Company and (c) in the case of a criminal proceeding, had no reasonable cause to believe that his conduct was unlawful. No indemnification will be made to the Indemnitee with respect to any Proceeding relating to any actions and/or omissions occurring prior to, and including, the Effective Time or in which the Director shall have been found liable for willful or intentional misconduct in the performance of his duty to the Company or for any grossly negligent act or omission. The termination of any such Proceeding by judgment, order of court, settlement, conviction, or upon a plea of nolo contendere or its equivalent, shall not, of itself, determine that Indemnitee did not act in good faith and in a manner he reasonably believed to be in or not opposed to the best interests of the Company or, with respect to any criminal proceeding, that such person had reasonable cause to believe that his conduct was unlawful. The Indemnitee shall be deemed to have been found liable in respect of any claim, issue or matter only after they have been so adjudged by a court of competent jurisdiction after exhaustion of all appeals therefrom.   The Indemnitee shall, as a condition precedent to be indemnified under this

4.   Right of Indemnitee to Indemnification Upon Application; Procedure Upon Application . Any indemnification under Section 3 shal