Exhibit 4.17
                             COMPENSATION AGREEMENT

     This Compensation Agreement is dated as of April 28, 2003 among Autocarbon,
Inc.,  a  Delaware  corporation  (the  "Company")  and  Barry  and  Carol  Grant
("Consultant").

         WHEREAS, the Company had requested that the Consultant provide the
Company with services in connection with their business, and the Consultants
provided the Company with such services; and

         WHEREAS, the Company compensated the Consultant with an option to
purchase shares of its common stock for such services rendered;

         NOW THEREFORE, in consideration of the mutual covenants hereinafter
stated, it is agreed as follows:

1. The Company has issued an option to purchase up to 10,000 shares of the
Company's common stock, $.0001 par value per share, to Consultant.

2. The above compensation shall be registered using a Form S-8. The Company
shall file such Form S-8 with the Securities and Exchange Commission within 30
days of the execution of this agreement.

         IN WITNESS WHEREOF, this Compensation Agreement has been executed by
the Parties as of the date first above written.

                                            Autocarbon, Inc.
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                                            James Miller
                                            President




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                                            Barry Grant



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                                            Carol Grant