JOINT VENTURE AGREEMENT

EXHIBIT 10.3

JOINT VENTURE AGREEMENT

This Joint Venture Agreement [hereinafter "Agreement" or "JVA"] is entered into

by Corazon & Corazon ["Corazon"] and Ruby Mining Company, d/b/a Admiralty

Corporation ["Admiralty"], hereinafter "the Parties", for purposes of managing

the exploration and recovery of valuable shipwrecks and cargoes and other

underwater cultural heritage ["property"] at a site at Half Moon Reefs off the

coast of Honduras, such exploration and recovery to be referred to in this JVA

as "the Project".

1. ADMIRALTY'S DUTIES UNDER THE JVA.

Admiralty agrees to use its best efforts, consistent with its sound

business judgment, to pursue this Project. This shall include the provision

of vessel platforms, personnel, and equipment for the exploration and

recovery of property at the site, along with its proper stabilization,

conservation, curation, storage, security, appraisal, and marketing.

Admiralty agrees to host up to two (2) observers designated by Corazon on

board any vessels engaged in operations at the site, providing for their

transportation to and from the site on regularly-scheduled re-supply voyages

only, their bunk and board (such expenses to be treated as a net expense

under section 4.). Admiralty also agrees to give access to observers

accredited by Corazon at any location or facility used and maintained by

Admiralty of the stabilization, conservation, curation, storage, appraisal,

and marketing of property recovered from the site.

2. CORAZON'S DUTIES UNDER THE JVA.

Corazon agrees to use its best efforts, consistent with its sound

business judgment, to pursue this Project. This shall include making the

necessary disclosures of the site's location and other archival, historic,

and operational data necessary for the success of the project. Such

disclosures will be made to Admiralty and its officers and employees and

agents under confidentiality terms and conditions agreeable to both parties.

3. DIVISION OF PROPERTY.

The net proceeds of any property (as defined in the following

sections) recovered from the site, pursuant to the Project, will be spilt

among the Parties, according to the following formula: Corazon - 40%,

Admiralty - 60%. Should another party establish a valid claim to part of the

property, a 40% share by each Corazon and Admiralty shall be diminished

equally unless mutually agreed otherwise.

For Corazon property we mutually agree:

At Corazon's option Admiralty will purchase Corazon's property on the

following basis:

a. Coins base metal value times 2

b. Bars base metal value times 1.2

c. Jewelry/Jewels international wholesale value

d. Everything else Admiralty's net times 0.25

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At Admiralty's options Admiralty may purchase Corazon's property on the

following basis:

a. Coins base metal value times 5

b. Bars base metal value times 1.5

c. Jewelry/Jewels international wholesale value times 1.5

d. Everything else Admiralty's net times 0.5

It is agreed that Corazon may retain any amount up to and including 100% of

its share for its own purposes either to keep or to give away. Corazon

agrees not to sell any of its share directly or indirectly except via

Admiralty.

4. DEFINITIONS OF NET PROCEEDS

Sub-Section A. It is the intention of the Parties that the division of

property recovered from the site, pursuant to this Project, will be net of

reasonable, actual expenses. Only those reasonable, actual expenses directly

attributable to the Project's operations will be deducted from gross

proceeds. Among the categories of legitimate expenses to be deducted from the

gross proceeds are the following:

(a) Reasonable, actual vessel operation expenses while a vessel is on

station or traveling to and from the site (including

depreciation, chartering (if applicable), fuel, food, insurance,

crew and manning expenses, the costs of hosting Corazon's

observers (as per section 1 above), as well as any repairs or

equipment replacement attributable to activities undertaken for

the Project);

(b) Reasonable, actual expenses for salaries, compensation, benefits

and expenses of Project consultants, which shall include only

archaeologists, conservators, appraisers, marketers and similar

professionals or vendors. It is specifically contemplated by the

parties that the salaries, compensation, benefits and expenses of

the corporate directors, officers, counsel and principals of

Corazon and Admiralty will not be subject to treatment as a net

expense under this JVA;

(c) All reasonable, actual expenses related to the transport

(including dockage, clearance and customs fees (if applicable),

stabilization, conservation, curation, storage, appraisal,

security, insurance, and marketing of property recovered from the

site).

Those expenses not designated as net expenses shall be borne

exclusively by the Party which incurs them.

Sub-Section B. The Parties, may by mutual written agreement,

supplement or modify this list of permissible net expenses, or designate

or disqualify certain expenses as net expenses.

Sub-Section C. Each Party agrees to ledger and documents all expenses

to be treated as net expen