AMENDED AGREEMENT

This Agreement is an AMENDMENT to agreements  entered into by and between Albert
Mardikian  ("Licensor")  and  Medina  International   Holdings,   Inc.  and  its
subsidiaries  ("Licensee")  for 15' FRJ, 12' RJ and Pump  (Excluding  Vortex) on
various dates, with reference to the following facts:

Licensor is the owner of the Design and patent for 15 ft. fire rescue  boat,  12
ft. rescue boat and fire pump registered with United States Patent office.

1.1. Term and  Payment:  Licensee  agrees  to pay as a  royalty  for the use and
     enjoyment  of the Design  Patent  for 12' and 15' Fire  Rescue Jet boat and
     Fire Pump for an amount  equal to 2% of the GROSS sale less  sales  returns
     for a period of Ten (10)  calendar  years  commencing  August 1, 2007.  All
     additional  charge over the sale price such as freight cost,  training cost
     and all other cost  separately  charged for  services  to customer  are not
     included for royalty  calculation.  Royalties shall be determined quarterly
     basis,  for the  periods  ending each July 31,  October 31,  January 31 and
     April 30 of every  year and  shall be paid on the  fifteenth  of the  month
     following  the  end of the  determination  period,  except  that  upon  the
     expiration  of  this  Agreement  the  determination  period  shall  end and
     Licensee  shall  determine the royalty  amount and pay such amount  fifteen
     (15) days after the expiration date of this Agreement.

1.2  Minimum Amounts : Notwithstanding  paragraph 2.1, above, Licensor shall pay
     a minimum of Five hundred  dollars  ($500.00)  for every  quarter  starting
     August 1, 2007.  This minimum  payment is not in addition to that  provided
     for in  paragraph  2.1,  but a minimum  payment that is provided for in the
     event that a payment under paragraph 2.1 would be less than the minimum set
     forth in this paragraph 2.2. Minimum amount will be renegotiated after July
     31,  2017 but no later than  September  30,  2017,  otherwise  the  license
     agreement will be automatically terminated.

1.3  Licensee has the exclusive rights to use under this license for the 12' and
     15' Fire Rescue Designs and patent.

1.4  Licensee also has a non-exclusive  rights for the use of the vertical water
     drawing design and patent use in water crafts.



1.5  The patent  number for the 12', 15' and the  vertical  water pump design is
     attached as a separate appendix.


2.   Certain Restrictions

          All other provisions  included in the earlier  agreements  relating to
          Sub-License,  Representation  and Warranties,  Rights,  Infringements,
          Sole Property,  Assignment, Good Title, Without Warranties,  Events of
          Default, Failure to make Payment, Bankruptcy, Other Default, Option to
          Renew, Attorneys' Fees and Costs,  Successors and Assigns,  Amendment,
          Waiver, Notices, Governing Law will remain same.

3.2  Agreement  dated  February 23, 2005  relating to Design of Vortex boat will
     remain as separate agreement and is not part of this new agreement..

IN WITNESS  WHEREOF,  the parties have executed this Agreement  effective on the
date first set forth above.

"Licensor"                       "Licensee"

- --------------------          ------------------------    ------------------
Albert Mardikian              Madhava Rao Mankal           Danny Medina
                              Chief Financial Officer      President

                       Medina International Holdings, Inc.