WATER PUMP PATENT LICENSE AGREEMENT

         This  Agreement  is  entered  into  by  and  between  Albert  Mardikian
("Licensor") and Medina International  Holdings, Inc. "MIH" and its subsidiaries
("Licensee")  this  24STday of January,  2006 with  reference  to the  following
facts:

A.   Licensor  is the owner of the  Patent  for water  pump for fire  Rescue Jet
     boats with United States Patent number US 6,343,964 ("Patent"),  Exhibit A,
     attached  hereto,  and  incorporated  herein by this  reference,  for a sub
     patent water pump patent only.

B.   Licensee  wishes to license such patent on an  non-exclusive  basis for the
     use of patent in the  manufacture  and sale of the Fire Rescue water crafts
     and boats world wide.

C.   Licensor  wishes to  license  to  Licensee  the right to use the Patent for
     water pump for the use set forth in paragraph B, immediately above.

NOW THEREFORE, the parties hereto agree as follows:

1.   Grant of License. Licensor grants to Licensee an non-exclusive right to use
     and enjoy the  benefits  of the  patents in using in the  manufacturing  of
     internally  designed Fire Rescue Boats, and a non-exclusive right for boats
     which will be specified in exhibit A.

2.   Term and Payment, Minimum Amounts.

          2.1. Term and Payment: Licensee agrees to pay as a royalty for the use
          and  enjoyment of the Patent,  an amount equal to 1% up to January 31,
          2008 and 1.5% for the period  from  February  1, 2008 to  January  31,
          2011.  In case MIH and its  subsidiary  decide to use Vertical  Engine
          pump  systems,  MIH &  subsidiaries  will pay 1.5%. ( MIH will pay for
          Albert Mardikian Fire Rescue Jet Design 1250 an amount equal to 2%) of
          the GROSS sale, less sales returns,  for a period of Five (5) calendar
          years  commencing  on the date  February 1, 2006.  Royalties  shall be
          determined on a half yearly basis,  for the periods  ending October 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.


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          2.2 Minimum Amounts : Notwithstanding  paragraph 2.1, above,  Licensor
          shall pay a minimum of six  hundred  dollars  ($600.00)  for the first
          quarter  ending  October 31,  2006 and every half  yearly  there after
          pro-rated for any period less than six months,  and in the same manner
          as provided for in paragraph 2.1,  above.  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 2.2.2.


3.   Certain Restrictions.  The license granted herein is subject to and limited
     by the following restrictions:


          3.1  Restrictive  Terms.  Licensee may use and enjoy the patent and/or
          Design only under the terms of this Agreement,  however,  Licensor may
          not offer or impose any terms on the use of the Patent  and/or  Design
          that alter or  restrict  the terms of this  License or the  Licensee's
          exercise of the rights granted, hereunder;

          3.2  Sub-License.  Licensee  may not  sub-license  the  patent  and/or
          Design.

4.   Representation and Warranties. Licensor represents and warrants as follows:

          4.1  Rights.  Licensor  has  secured  all rights in the patent  and/or
          Design  necessary  to grant the license  rights  here to Licensee  and
          permit  the  lawful  exercise  of the  rights  granted  hereunder,  to
          Licensee;

          4.2  Infringements.  The use of the Licensor's patent and/or Design do
          not infringe the copyright,  trademark,  publicity rights,  common law
          rights or any other right of any third party or constitute defamation,
          invasion of privacy or other tortuous injury to any third party.

          4.3 Sole Property. The Design is the sole property of the Licensor and
          no lien, mortgage,  security interest or other encumbrance against the
          Design exists.

          4.4 Assignment. No share, interest,  assignment, or other right to the
          Patent has been transferred, assigned or granted to any other party.


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          4.5 Good  Title.  Licensor  will at all times  have good  title to the
          patent  and/or  Design and will at all times keep the Design  free and
          clear of all liens,  encumbrances  security  interests  and rights and
          claims of others  except for the rights and claims  arising under this
          Agreement.

          4.6 Without Warranties.  Except as expressly stated in this license or
          otherwise agreed in writing, or required by applicable law, the Design
          is  licensed  on an "as is"  basis,  without  warranties  of any kind,
          either  express  or  implied  including,   without   limitation,   any
          warranties  regarding  the use of the patents and or Design to produce
          profit.

5.   Events of Default. Any one of the following occurrences shall constitute an
     event of default under this Agreement:

          5.1.1  Failure to make  Payment.  The  failure of Licensee to make any
          royalty payment by its due date thereof;

          5.1.2  Bankruptcy.  The filing of a voluntary or involuntary  petition
          under any  provision  of a state or federal  bankruptcy  law by either
          party hereto.

          5.1.3 Other  Default.  The  occurrence of any other default under this
          Agreement.

         If an event of default occurs under paragraph  5.1.1,  above,  Licensor
may,  in its sole  discretion  (i)  declare  all  accrued  but unpaid  royalties
immediately  due and  payable,  without  notice,  unless  otherwise  required by
applicable statute; (ii) declare this agreement canceled and of no further force
and  effect and  Licensor  shall  have and may  exercise  any and all rights and
remedies  available at law or in equity. In the event of any other default under
this  Agreement the  non-defaulting  party shall deliver  written notice of such
default to the defaulting party and the defaulting party shall have fifteen (15)
days after  receipt of such  written  notice of default to cure the same.  After
such fifteen (15) day period,  provided the  defaulting  party has not cured the
default(s),  the  non-defaulting  party shall have and may  exercise any and all
rights and remedies available at law or in equity.

6.   Option to Renew.  Licensor  hereby grants  Licensee an option to renew this
     Agreement to be effective at the  expiration of the term, or any subsequent
     term of this Agreement, for an additional Five (5) year period. In order to
     exercise this option (i) Licensee must provide Licensor with written notice
     of its election to exercise the renewal option  hereunder  ninety (90) days
     prior to the  expiration  of the term of this  Agreement  and (ii) Licensee
     must not be in default under this Agreement.


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7.   Attorneys'  Fees and Costs.  If any action at law or in equity is necessary
     to enforce or interpret the terms of this Agreement,  the prevailing  party
     shall be  entitled  to  reasonable  attorney's  fees,  costs and  necessary
     disbursements  in addition  to any other  relief to which that party may be
     entitled.

8.   Entire  Agreement.  This Agreement  supercedes any and all other agreements
     oral or in writing,  between the parties hereto with respect to the matters
     set forth herein,  and contains all of the covenants and agreements between
     the  parties  with  respect to the Patent  and/or  Design.  This  Agreement
     applies  only to the  Patent  and/or  Design as set forth  herein and to no
     other  Patents or design  rights  except the  agreement  for the Design for
     Vortex.  Each party to this agreement  acknowledges that no representation,
     inducements, promises or agreements, orally or otherwise, have been made by
     any party, or anyone acting on behalf of any party,  which are not embodied
     herein, and that no other agreement,  statement or promise not contained in
     this agreement shall be valid or binding on either party.  Any modification
     of this Agreement shall be effective only if it is in writing and signed by
     the parties hereto.

9.   Successors and Assigns.  This Agreement  shall be binding upon and inure to
     the benefit of the parties and their successors and assigns.

10.  Headings. The headings herein are for convenience only, do not constitute a
     part of this  Agreement  and shall not be deemed to limit or affect  any of
     the provisions hereof

11.  Amendment,  Waiver. No provision of this Agreement may be waived or amended
     except in a written instrument signed, in the case of an amendment,  by the
     Licensor and the Licensee or, in the case of a waiver, by the party against
     whom  enforcement  of any such  waiver is sought.  No waiver of any default
     with respect to any  provision,  condition or requirement of this Agreement
     shall be deemed to be a continuing  waiver in the future or a waiver of any
     other provision,  condition or requirement  hereof,  nor shall any delay or
     omission of either  party to  exercise  any right  hereunder  in any manner
     impair the exercise of any such right accruing to it thereafter.

12.  Notices. Any notice, demand, request,  consent or other communication which
     either party  desires or is required to give to any other party shall be in
     writing and shall be deemed to have been given when either:  (a)  delivered
     in person or by facsimile  transfer,  or (b) sent by  overnight  courier or
     first-class registered or certified mail, postage pre-paid,  return receipt
     requested,  addressed to such party at the address set forth above.  Either
     party may  designate  another  address for itself at any time upon  written
     notice to the other party


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13.  Interpretation.  Each party hereto has been  represented  by counsel of its
     choice,  and this  Agreement is not to be interpreted as if it was prepared
     by either party.

14.  Authority.  Each  party  signing  on  behalf  of a party to this  Agreement
     represents  and  warrants  that he has all  authority to bind that party to
     this Agreement.

15.  Provision  Unenforceable.  If any  provision  of this License is invalid or
     unenforceable  under  applicable  law, it shall not affect the  validity or
     enforceability  of the remainder of the terms of this License,  and without
     further action by the parties to this  agreement,  such provision  shall be
     reformed to the minimum extent  necessary to make such provision  valid and
     enforceable.

16.  Governing  Law.  This  Agreement  shall be governed  by, and  construed  in
     accordance with, the law of the State of California.

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

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

"Licensor"                                  "Licensee"

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Albert Mardikian                             By: Madhava Rao Mankal, CFO