OPTION
      AGREEMENT

    


    OPTION
      AGREEMENT,
      dated
      as of July 2, 2008 (this “Agreement”),
      between ENERGY INFRASTRUCTURE MERGER CORPORATION, a corporation incorporated
      and
      existing under the laws of the Republic of The Marshall Islands (the
“Buyer”),
      and
      SHINYO KIERAN LIMITED,
      a
      company incorporated
      and existing under the laws of the British Virgin Islands (the
      “Seller”).
      Capitalized terms used but not defined herein shall have the meaning assigned
      such terms in the Second Amended and Restated Share Purchase Agreement (as
      defined below).
      

    


    WHEREAS:

    


    1. Pursuant
      to and subject to the conditions contained in the Second Amended and Restated
      Share Purchase Agreement dated as of July 2, 2008 (the “Second
      Amended and Restated Share Purchase Agreement”)
      among
      (i) Vanship Holdings Limited (“Vanship”),
      (ii)
      Energy Infrastrucure Acquisition Corp. (“EIAC”)
      and
      (iii) the Buyer, Vanship, the Buyer and EIAC agreed, upon the terms and
      conditions stated therein, to effect the Sale and Purchase described
      therein.

    


    2. The
      Seller is a wholly-owned subsidiary of Vanship.

    


    3. Pursuant
      to a Shipbuilding Contract dated March 28, 2006 (as novated on April 8, 2008,
      the “Shipbuilding
      Contract”)
      between Dalian Shipbuilding Industry Co. Ltd. (the “Shipyard”)
      and
      the Seller, the Shipyard has agreed to build for the Seller one 298,000 dwt
      crude oil tanker, hull number T3000-36 (the “Option
      Vessel”).

    


    4. Pursuant
      to Article VII of the Shipbuilding Contract the Shipyard has agreed to deliver
      the Option Vessel on or before June 30, 2011 (as the same may be adjusted in
      accordance with the terms of the Shipbuilding Contract, the “Delivery
      Date”)

    


    5. In
      connection with the Sale and Purchase, the Second Amended and Restated Share
      Purchase Agreement provides that the Seller shall grant the Buyer an option
      to
      purchase the Seller’s ownership interest in the Option Vessel, subject to and
      with the benefit of any charter of such Option Vessel, such option to be
      effective until 5:00 p.m. New York City time on the date which is 90 days before
      the Delivery Date.

    


    6. Upon
      the
      terms and conditions stated in a Shelltime 4 Time Charter Party dated April
      10,
      2008 (the “Charter”),
      the
      Seller has agreed to time charter the Option Vessel to Dalian Ocean Shipping
      Co.
      Ltd.

    


    NOW,
      THEREFORE, in
      consideration of the premises and other good and valuable consideration, the
      receipt and sufficiency of which are hereby acknowledged, the
      Seller hereby agrees with the Buyer as follows:

     

    SECTION
      1. Grant
      of Option.
      The
      Seller hereby grants to the Buyer and the Buyer hereby accepts an option
to
      purchase the Seller’s ownership interest in the Option Vessel, subject to and
      with the benefit of the Charter.

    


    SECTION
      2. Exercise
      of
      Option.
      The
      Buyer may exercise the Option at anytime from
      the
      date of this Agreement until
      5:00 p.m. New York City time on the date which is 90 days before the Delivery
      Date by giving written notice to the Seller of such exercise (the date the
      Seller sends such written notice being the “Exercise
      Date”)
      and
      within 10 Business Days (or such longer period as the Seller and the Buyer
      may
      agree) of the Exercise Date paying to such account as the Seller shall direct,
      in immediately available U.S. dollars without any set-off or deduction for
      any
      reason, an amount in U.S. dollars equal to the greater of (as of the Exercise
      Date):

     

    
      
         

      

      
         

        
          

        

      

      
         

      

    

    (a) the
      Seller’s proportionate interest in the aggregate of the charter-free fair market
      value of the Option Vessel plus any premium fairly attributable to the Charter
      as
      agreed
      between the Buyer and the Seller or in default of agreement as determined by
      the
      average of two (2) valuations made on such basis by internationally recognized
      ship brokers mutually acceptable to the Buyer and the Seller;
      

     

    (b) the
      value
      of the Seller’s interest in the Option Vessel as reflected in the financial
      statements of the Seller (taking into account all sums expended in respect
      of
      the Option Vessel and allowing interest on such sums at LIBOR); and


     

    (c) the
      amount of any bona fide Third Party offer for such Option Vessel.

    


    SECTION
      3. Delivery
      of Option Vessel to Buyer; Warranty Rights.
      Provided that the Buyer has exercised the Option and paid to the Seller all
      amounts due under and in conformity with the terms and conditions of Section
      2
      hereof, the Seller shall cause the Option Vessel to be delivered to the Buyer
      or
      its nominated subsidiary on the date that the Seller takes delivery of the
      Option Vessel from the Shipyard. In addition, the Seller shall assign to the
      Buyer all post-delivery warranty rights under the Shipbuilding Contract and
      shall use reasonable commercial efforts to cause the Shipyard to agree to such
      assignment of warranty rights.

    


    SECTION
      4. No
      Prejudice.
      Notwithstanding any provision of this Agreement or any provision in Second
      Amended and Restated Share Purchase Agreement, the Option granted by the Seller
      to the Buyer by this Agreement is without prejudice to the right of the Seller
      to sell the Option Vessel to any Third Party and at any price prior to the
      exercise of the Option by the Buyer, provided
      that
      the
      Seller shall have first offered the Buyer the right to acquire the Option Vessel
      on substantially identical terms as have been offered by such Third Party to
      the
      Seller for the acquisition of the Option Vessel and, the Buyer has either
      declined to proceed with such opportunity within not more than three (3)
      Business Days of the date the Seller has offered such opportunity to the Buyer,
      or has failed to respond to such offer within such time.

    


    SECTION
      5. Representations
      and Warranties.
      (a) The
      Seller hereby represents and warrants to the Buyer that: 

    


    
      	 	
              (i)

            	
              as
                of the date hereof the Shipbuilding Contract is valid and in full
                force
                and effect;

            


    

    


    
      	 	
              (ii)

            	
              as
                of the date hereof there has been no default by the Seller or, to
                the
                Seller’s knowledge, by the Shipyard under the terms of the Shipbuilding
                Contract; 

            


    

     

    
      	 	
              (iii)

            	
              as
                of the date hereof, to the Seller’s knowledge, there is/are no pending
                dispute(s) or arbitration proceedings arising out of or in connection
                with
                the Shipbuilding Contract; 

            


    

     

    
      	 	
              (iv)

            	
              there
                is nothing in the Shipbuilding Contract that prohibits or prevents
                the
                Seller from granting the Option to the Buyer and the
                Seller has
                not granted any option in respect of the Option Vessel to anyone
                other
                than the Buyer;

            


    

     

    
      
         

      

      
        2

        
          

        

      

      
         

      

    

     

    
      	 	
              (v)

            	
              the
                Seller is a corporation duly organized and validly existing under
                the laws
                of the British Virgin Islands and has full power, authority and legal
                right to grant the Option pursuant to, and to otherwise perform its
                obligations under, this Agreement;

            


    

    


    
      	 	
              (vi)

            	
              this
                Agreement has been duly authorized, executed and delivered by the
                Seller
                and constitutes a legal, valid and binding obligation of the Seller
                enforceable in accordance with its terms, except to the extent that
                the
                enforceability hereof may be limited by applicable bankruptcy, insolvency,
                reorganization, moratorium or other similar laws generally affecting
                creditors’ rights and by equitable principles regardless of whether
                enforcement is sought in equity or at
                law;

            


    

    


    
      	 	
              (vii)

            	
              no
                consent of any other party and no consent, license, permit, approval
                or
                authorization of, exemption by, notice or report to, or registration,
                filing or declaration with, any governmental authority is required
                to be
                obtained by the Seller in connection with (A) the execution, delivery
                or
                performance of this Agreement or (B) the validity or enforceability
                of
                this Agreement;

            


    

    


    
      	 	
              (viii)

            	
              the
                execution, delivery and performance of this Agreement will not violate
                any
                provision of (A) any applicable state, federal or foreign law or
                regulation or any order, judgment, writ, award or decree of any court,
                arbitrator or governmental authority, domestic or foreign, applicable
                to
                the Seller, (B) the organizational documents of the Seller, or (C)
                any
                mortgage, indenture, lease, loan agreement, credit agreement or other
                material contract, agreement or instrument or undertaking to which
                the
                Seller is a party or which purports to be binding upon the Seller
                or upon
                any of its assets, and will not result in the creation or imposition
                of
                (or the obligation to create or impose) any lien or encumbrance on
                any of
                the assets of the Seller except as contemplated by this Agreement;
                and

            


    

    


    
      	 	
              (ix)

            	
              there
                is no tax, levy, impost, deduction, charge or withholding imposed
                by the
                British Virgin Islands or any political subdivision or taxing authority
                thereof on or by virtue of the execution, delivery or performance
                of this
                Agreement or any other document to be furnished hereunder by the
                Seller.

            


    

    


    (b) The
      Buyer
      hereby represents and warrants to the Seller that:

    


    
      	 	
              (i)

            	
              the
                Buyer is a corporation duly organized and validly existing under
                the laws
                of the Republic of The Marshall Islands and has full power, authority
                and
                legal right to perform its obligations under, this
                Agreement;

            


    

    


    
      	 	
              (ii)

            	
              this
                Agreement has been duly authorized, executed and delivered by the
                Buyer
                and constitutes a legal, valid and binding obligation of the Buyer
                enforceable in accordance with its terms, except to the extent that
                the
                enforceability hereof may be limited by applicable bankruptcy, insolvency,
                reorganization, moratorium or other similar laws generally affecting
                creditors’ rights and by equitable principles regardless of whether
                enforcement is sought in equity or at
                law;

            


    

     

    
      
         

      

      
        3

        
          

        

      

      
         

      

    

     

    
      	 	
              (iii)

            	
              no
                consent of any other party and no consent, license, permit, approval
                or
                authorization of, exemption by, notice or report to, or registration,
                filing or declaration with, any governmental authority is required
                to be
                obtained by the Buyer in connection with (A) the execution, delivery
                or
                performance of this Agreement or (B) the validity or enforceability
                of
                this Agreement;

            


    

    


    
      	 	
              (iv)

            	
              the
                execution, delivery and performance of this Agreement will not violate
                any
                provision of (A) any applicable state, federal or foreign law or
                regulation or any order, judgment, writ, award or decree of any court,
                arbitrator or governmental authority, domestic or foreign, applicable
                to
                the Buyer, (B) the organizational documents of the Buyer, or (C)
                any
                mortgage, indenture, lease, loan agreement, credit agreement or other
                material contract, agreement or instrument or undertaking to which
                the
                Buyer is a party or which purports to be binding upon the Buyer or
                upon
                any of its assets, and will not result in the creation or imposition
                of
                (or the obligation to create or impose) any lien or encumbrance on
                any of
                the assets of the Buyer except as contemplated by this Agreement;
                and

            


    

    


    
      	 	
              (v)

            	
              there
                is no tax, levy, impost, deduction, charge or withholding imposed
                by the
                Republic
                of The Marshall Islands or
                any political subdivision or taxing authority thereof either (A)
                on or by
                virtue of the execution, delivery or performance of this Agreement
                or any
                other document to be furnished hereunder or (B) on any payment to
                be made
                by the Buyer pursuant to this
                Agreement.

            


    

    


    SECTION
      6. Seller
      to Remain Liable.
      The
      Seller shall at all times remain fully liable under the Shipbuilding Contract
      to
      perform all of the duties and obligations assumed by it thereunder to the same
      extent as if this Agreement had not been executed, and the Buyer shall have
      no
      obligation or liability under the Shipbuilding Contract by reason of or arising
      out of this Agreement nor shall the Buyer be required or obligated in any manner
      to perform or fulfill any of the duties or obligations of the Seller under
      or
      pursuant to Shipbuilding Contract or to make any payment under Shipbuilding
      Contract, provided
      that
      upon
      delivery of the Option Vessel to the Buyer and the
      Seller’s assignment to the Buyer of all post-delivery warranty rights under the
      Shipbuilding Contract, the Seller shall have no further duty or obligation
      under
      the Shipbuilding Contract or the Charter, and the Buyer hereby covenants and
      undertakes to indemnify the Seller against all costs, expenses or liabilities
      of
      any nature incurred by the Seller in respect of any such duties or obligations
      or otherwise under the Shipbuilding Contract or the Charter as at and from
      the
      Exercise Date, and the Buyer shall promptly enter into a novation agreement
      in
      respect of the Charter in such form as the Seller may reasonably
      require.

    


    SECTION
      7. No
      Other Options.
      The
      Seller hereby covenants that, without the prior written consent thereto of
      the
      Seller, so long as this Agreement shall remain in effect, it will not grant
      the
      whole or any part of the rights hereby granted in respect of the Option to
      anyone other than the Buyer.

    


    SECTION
      8. Termination.
      The
      Option granted hereunder by the Seller to the Buyer shall terminate and be
      extinguished without liability of any nature on the part of the Seller upon
      the
      earlier of (a) the termination of the Second Amended and Restated Share Purchase
      Agreement, (b) the failure of the Buyer to exercise its rights under and as
      permitted by either Section 2 or Section 4 hereof, (c) the total loss of the
      Option Vessel or the termination of the Shipbuilding Contract prior to the
      Delivery Date and (d) the failure of the Shipyard to deliver the Option Vessel
      for any reason.

    


    
      
         

      

      
        4

        
          

        

      

      
         

      

    

    SECTION
      9. Notices.
      All
      notices provided hereunder shall be given in writing and either delivered
      personally or by courier service or by facsimile transmission,

     

     

    if
      to the
      Buyer, to:

    


    ENERGY
      INFRASTRUCTURE MERGER CORPORATION

    c/o
      V&P Law Firm

    15,
      Filikis Eterias Sq., 

    106
      73
      Athens, 

    Greece

    Attention:
      John Papapetros, Esq.

    Fax
      No:
      30 210 723 1462

     

    if
      to the
      Seller to:

    


    SHINYO
      [SAOWALAK / KIERAN] LIMITED

    c/o
      Univan Ship Management Limited

    Suite
      801
      Asian House

    1
      Hennessy Road, Wanchai

    Hong
      Kong

    Attention:
      Captain C.A.J. Vanderperre

    Fax
      No:
      (+852) 2861 0742

    


    or
      to
      such other address as the parties shall from time to time designate in writing.
      Any notice delivered personally or by fax shall be deemed given upon receipt
      (with confirmation of receipt required in the case of fax transmissions); any
      notice given by overnight courier shall be deemed given on the third Business
      Day after delivery to the overnight courier.

    


    SECTION
      10. Governing
      Law.
      This
      Agreement shall be governed by and construed under the laws of the State of
      New
      York without
      regard to conflicts of laws principles.

    


    SECTION
      11. Arbitration.
      Any
      controversy or claim arising out of or in conjunction with this Agreement shall
      be settled by arbitration in accordance with the Commercial Rules of the
      American Arbitration Association then in effect in the State of New York and
      judgment upon such award rendered by the arbitrator shall be final and binding
      upon the parties and may be entered and enforced in any court having
      jurisdiction thereof. The arbitration shall be held in the State of New York,
      New York County or such other location as is mutually agreed in
      writing before
      a
      panel of three (3) arbitrators, one selected by Seller, one selected by the
      Buyer, and the third by the two (2) so chosen. The arbitration award shall
      include attorneys’ fees and costs to the prevailing party.

    


    SECTION
      12. Headings.
      Headings
      used herein are for convenience only and shall not in any way affect the
      construction of, or be taken into consideration in interpreting, this
      Agreement.

    


    SECTION
      13. Severability.
      Any
      provision of this Agreement which is prohibited or unenforceable in any
      jurisdiction shall, as to such jurisdiction, be ineffective to the extent of
      such prohibition or unenforceability without invalidating the remaining
      provisions hereof or affecting the validity or enforceability of such provision
      in any other jurisdiction.

    


    
      
         

      

      
        5

        
          

        

      

      
         

      

    

    SECTION
      14. Amendments
      in Writing.
      No
      amendment, modification, waiver, termination or discharge of any provision
      of
      this Agreement, or any consent to any departure by either the Seller or the
      Buyer from any provision hereof, shall in any event be effective unless the
      same
      shall be in writing and signed by the parties hereto, and each such amendment,
      modification, waiver, termination or discharge shall be effective only in the
      specific instance and for the specific purpose for which given. No provision
      of
      this Agreement shall be varied, contradicted or explained by any oral agreement,
      course of dealing or performance or any other matter not set forth in an
      agreement in writing and signed by the parties hereto.

    


    SECTION
      15. Execution
      in Counterparts.
      This
      Agreement and any amendment, waiver or consent hereto may be executed by the
      parties hereto in separate counterparts (or upon separate signature pages bound
      together into one or more counterparts), each of which, when so executed and
      delivered, shall be an original, but all such counterparts shall together
      constitute one and the same instrument. All such counterparts may be delivered
      among the parties hereto by facsimile or other electronic transmission, which
      shall not affect the validity thereof.

    


    SECTION
      16. Entire
      Agreement.
      This
      Agreement and the other documents referred to herein or therein, on and as
      of
      the date hereof, constitute the entire agreement of the parties hereto with
      respect to the subject matter hereof or thereof, and all prior understandings
      or
      agreements, whether written or oral between the parties hereto with respect
      to
      such subject matter are hereby superseded in their entirety.

    


    SECTION
      17. Successors
      and Assigns.
      This
      Agreement shall be binding upon, shall inure to the benefit of and shall be
      enforceable by the parties hereto and their respective successors and permitted
      assigns; provided, that the Buyer may not assign any of its rights or
      obligations hereunder without the prior written consent of the Seller, which
      consent may be withheld arbitrarily.

    


    [Signature
      Page Follows]

    


    
      
         

      

      
        6

        
          

        

      

      
         

      

    


     

    IN
      WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed
      by
      their respective officers thereunto duly authorized as of the day and date
      first
      above written.

    


     

    ENERGY
      INFRASTRUCTURE MERGER CORPORATION

     

    


    
      	
              By:

            	 	 
	 	
              Name:

            	 
	 	
              Title:
                

            


    

     

    


     

    SHINYO
      KIERAN LIMITED

     

    


    
      	
              By:

            	 	 
	 	
              Name:
                Captain C.A.J. Vanderperre

            	 
	 	
              Title:
                Director

            	 


    

     

    
      
         

      

      
        7