EXHIBIT 10.2

                             Subscription Agreement

Descorp,Inc.
2631 Violet Street
North Vancouver, British Columbia V7H 1H2

Attn:  David Stephens, President


       Re:  Prospectus, dated April 6, 2004

Dear Mr. Stephens

     The  undersigned  investor  ("Investor")  in  this  Subscription  Agreement
("Agreement")  hereby  acknowledges  receipt of the  prospectus  ("Prospectus"),
dated April 6, 2004 of Descorp,  Inc.  ("Descorp"),  a Nevada  corporation,  and
subscribes  for the following  number of units upon the terms and conditions set
forth in the  Prospectus.  The Investor agrees that this Agreement is subject to
acceptance by Descorp, to availability and to certain other conditions.

     The Investor hereby subscribes for _______ shares of Descorp's common stock
at $0.10 per share, for an aggregate  purchase price of $____________.  Enclosed
is the  Investor's  check  made  payable  to  Manufacturers  and  Traders  Trust
Company/Descorp,  Inc.  Escrow  Account"  and has been  forwarded  to the escrow
account  in the  self-addressed  stamped  envelope  that has been  provided  for
convenience. The Investor may also elect to submit his subscription funds to the
escrow account VIA wire transfer as provided in this Agreement.


                                                ACCEPTED AND AGREED:

                                                -------------------------------
                                                Signature of Investor

                                                -------------------------------
                                                Print Full Name

                                                -------------------------------
                                                Street Address

                                                -------------------------------
                                                City, State, Zip

                                                -------------------------------
                                                Area Code and Telephone Number


                                                ACCEPTED AND AGREED:

                                                DESCORP, INC.



                                                By: ____________________________
                                                       David Stephens
                                           President


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Subscription Agreement - continued

WIRING INSTRUCTIONS:

ABA #022000046
M&T Bank Buffalo NY
A/C 3088001950200
f/f/c Trust account # 1004375
Account Name:  Descorp, Inc.
Attn:  Joan Stapley




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