Exhibit 10.14

                    HQ SUSTAINABLE MARITIME INDUSTRIES, INC.
                           14 Wall Street, 20th Floor
                               New York, NY 10005

                                 April 11, 2005


Norbert Sporns
225 Rector Park
Suite 23G
New York, NY 10280

Re: Amendment No. 1 to Employment Agreement


Dear Mr. Sporns:

         This  letter  is in  reference  to that  certain  Employment  Agreement
effective as of April 1, 2004 (the "Agreement"), between HQ Sustainable Maritime
Industries,  Inc., a Delaware corporation (the "Company") and you, a resident of
the State of New York.  Capitalized terms used herein,  unless otherwise defined
or unless the context otherwise  indicates,  shall have the same meanings as set
forth in the Agreement. The Agreement is hereby amended as follows:

1.       Section 5.

         Section 5 is hereby amended to read in its entirety as follows:

         "Section 5. Location.  The locus of the Executive's employment with the
Company shall be the Company's office located at 14 Wall Street, Suite 2000, New
York, New York 10005."


2.       Section 10(b)(v).

         Section 10(b)(v) is hereby amended to read in its entirety as follows:

         "(v) The Company  shall  purchase a directors  and  officers  liability
insurance policy or otherwise obtain directors and officers liability  insurance
coverage,  in the  amount  of Five  Million  Dollars  (US$5,000,000.00)  for the
Executive  as soon as  practicable,  but in no event  later  than the end of the
Company's first fiscal year following the Effective Date."


3.       Section 11.

Section 11 is hereby amended to read in its entirety as follows:


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"a. Death. In the event that,  during the term of this Agreement,  the Executive
dies,  this  Agreement  and the  Executive's  employment  with the Company shall
automatically  terminate  and the Company shall have no further  obligations  or
liability  to the  Executive  or his heirs,  administrators  or  executors  with
respect  to  compensation  and  benefits  accruing  thereafter,  except  for the
obligation to pay the Executive's heirs,  administrators or executors any earned
but unpaid base salary,  unpaid pro rata annual bonus and unused  vacation  days
accrued through the date of death.  The Company shall deduct,  from all payments
made hereunder,  all applicable taxes,  including income tax, FICA and FUTA, and
other appropriate deductions.

b.  Disability.  In the  event  that,  during  the term of this  Agreement,  the
Executive  shall be prevented from  performing  his duties and  responsibilities
hereunder to the full extent required by the Company by reason of  "Disability,"
as defined hereinbelow,  this Agreement and the Executive's  employment with the
Company  shall  automatically  terminate  and the Company  shall have no further
obligations  or  liability  to the  Executive  or his heirs,  administrators  or
executors with respect to compensation and benefits accruing thereafter,  except
for the obligation to pay the Executive's heirs, administrators or executors any
earned but unpaid base salary,  unpaid pro rata annual bonus and unused vacation
days accrued through the date of Disability.  The Company shall deduct, from all
payments made hereunder,  all applicable  taxes,  including income tax, FICA and
FUTA, and other appropriate  deductions through the last date of the Executive's
employment with the Company. For purposes of this Agreement,  "Disability" shall
mean a physical  or mental  disability  that  prevents  the  performance  by the
Executive,  with  or  without  reasonable  accommodation,   of  his  duties  and
responsibilities  hereunder  for a  continuous  period  of not  less  than  four
consecutive  months,  or not less than an  aggregate  of four months  during any
one-year period.

c.       "Cause."

         (i) At any time  during the term of this  Agreement,  the  Company  may
terminate this Agreement and the Executive's  employment  hereunder for "Cause."
For  purposes  of this  Agreement,  "Cause"  shall  mean:  (a) the  willful  and
continued  failure  of the  Executive  to perform  substantially  his duties and
responsibilities  for the Company (other than any such failure  resulting from a
Disability)  after a written demand for substantial  performance is delivered to
the Executive by the Company, which specifically  identifies the manner in which
the Company  believes  that the Executive  has not  substantially  performed his
duties and responsibilities, which willful and continued failure is not cured by
the Executive within thirty (30) days of his receipt of said written demand; (b)
the conviction  of, or plea of guilty or nolo contendre to, a felony,  after the
exhaustion  of  all  available  appeals;  or (c)  the  willful  engaging  by the
Executive in gross misconduct which is materially and demonstratively  injurious
to the Company, after a written demand to cease or cure such gross misconduct is
delivered to the Executive by the Company,  which  specifically  identifies  the
manner in which the Company  believes that the  Executive  has  committed  gross
misconduct  that is  materially  and  demonstratively  injurious to the Company,
which gross  misconduct  does not cease or is not cured by the Executive  within
thirty (30) days of his receipt of said written demand.

         (ii)  Termination  of the Executive for "Cause"  pursuant to paragraphs
11(c)(i)(a)  and (c) shall be made by delivery to the Executive of a copy of the
written  demand  referred to in paragraphs  11(c)(i)(a)  and (c), or pursuant to
paragraphs  11(c)(i)(b) by a written  notice,  either of which shall specify the

<PAGE>

basis of such  termination and the  particulars  thereof and finding that in the
reasonable  judgment  of  the  Company,  the  conduct  set  forth  in  paragraph
11(c)(i)(a),  11(c)(i)(b) or 11(c)(i)(c),  as applicable,  has occurred and that
such occurrence warrants the Executive's termination.

         (iii) Upon termination of this Agreement for "Cause," the Company shall
have  no  further  obligations  or  liability  to the  Executive  or his  heirs,
administrators   or  executors  with  respect  to   compensation   and  benefits
thereafter, except for the obligation to pay the Executive any earned but unpaid
base  salary,  unpaid pro rata annual  bonus and unused  vacation  days  accrued
through the  Executive's  last day of employment  with the Company.  The Company
shall deduct, from all payments made hereunder,  all applicable taxes, including
income tax, FICA and FUTA, and other appropriate deductions.

d.       "Good Reason."

         (i) At any time  during  the  term of this  Agreement,  subject  to the
conditions  set forth in paragraph  11(d)(iii)  hereinbelow,  the  Executive may
terminate this  Agreement and the  Executive's  employment  with the Company for
"Good  Reason." For purposes of this  Agreement,  "Good  Reason"  shall mean the
occurrence, without the Executive's consent, of any of the following events: (a)
the assignment to the Executive of duties that are significantly different from,
and that result in a  substantial  diminution  of, the duties that he assumed on
the  Inception  Date;  (b) the  assignment  to the  Executive of a title that is
different  from  and   subordinate  to  the  title   specified  in  paragraph  2
hereinabove,  or (c) a Change of  Control  (as  defined in  paragraph  11(d)(ii)
hereinbelow).

         (ii) For  purposes of this  Agreement,  "Change of  Control"  means the
Company's Board votes to approve: (a) any consolidation or merger of the Company
pursuant  to  which  fifty  percent  (50%)  or  less of the  outstanding  voting
securities of the surviving or resulting  company are not owned  collectively by
the common share and warrant holders of Sino-Sult  Canada  (S.S.C.)  Limited and
Red Coral Group  Limited,  Inc. as of  September 1, 2004 (the  "Current  Control
Group"); (b) any sale, lease,  exchange or other transfer (in one transaction or
a series of related transactions) of all, or substantially all, of the assets of
the  Company  other than any sale,  lease,  exchange  or other  transfer  to any
company  where the  Company  owns,  directly or  indirectly,  100 percent of the
outstanding  voting securities of such company after any such transfer;  (c) any
person or persons (as such term is used in Section  13(d) of the Exchange Act of
1934, as amended), other than the Current Control Group, shall acquire or become
the  beneficial  owner (within the meaning of Rule 13d-3 under the Exchange Act)
whether directly,  indirectly,  beneficially or of record, of 50 percent or more
of outstanding  voting  securities of the Company;  or (d)  commencement  by any
entity,  person,  or group  (including  any  affiliate  thereof,  other than the
Company) of a tender  offer or exchange  offer where the offeree  acquires  more
than 50 percent of the then outstanding voting securities of the Company.

         (iii) The Executive  shall not be entitled to terminate his  employment
with the Company and this  Agreement for "Good  Reason"  unless and until (a) he
shall have  received  written  notice from the Company of the  occurrence  of an
event  constituting  "Good Reason" as that term is defined in paragraph 11(d)(i)
and (ii)  hereinabove,  which  written  notice the Company  shall deliver to the
Executive within five (5) business days of the occurrence of any such event; (b)
he shall  have  delivered  written  notice to the  Company of his  intention  to

<PAGE>

terminate this  Agreement or his employment  with the Company for "Good Reason,"
which notice specifies in reasonable detail the circumstances claimed to provide
the basis for such  termination for "Good Reason," within 30 days of his receipt
from the Company of the written  notice  described  in  paragraph  11(d)(iii)(a)
hereinabove,  the  Executive's  having  obtained  actual  knowledge  of a  "Good
Reason;"  and (c) the  Company  shall  not  have  eliminated  the  circumstances
constituting  "Good Reason"  within 30 days of its receipt from the Executive of
the written notice described in paragraph 11(d)(iii)(b) hereinabove."

         (iv) In the event that the Executive  terminates this Agreement and his
employment  with the Company for "Good Reason," the Company shall pay or provide
to  the  Executive  (or,   following  his  death,  to  the  Executive's   heirs,
administrators or executors):  (a) any earned but unpaid base salary, unpaid pro
rata annual bonus and unused vacation days accrued through the Executive's  last
day of  employment  with the  Company;  (b) the  Executive's  full  base  salary
(including  guaranteed annual ten percent (10%) increases) through the Scheduled
Termination Date; (c) the Executive's guaranteed annual bonuses in the amount of
US$50,000.00  that he would have been awarded through the Scheduled  Termination
Date;  (d) the value of  vacation  days that the  Executive  would have  accrued
through the Scheduled Termination Date; (e) continued coverage, at the Company's
expense,  under all  Benefits  Plans in which the  Executive  was a  participant
immediately  prior to his last date of employment  with the Company,  or, in the
event  that any such  Benefit  Plans do not  permit  coverage  of the  Executive
following his last date of employment with the Company, under benefit plans that
provide  no less  coverage  than  such  Benefit  Plans,  through  the  Scheduled
Termination Date ("Continued Benefits"); and (f) severance in an amount equal to
the sum of the Executive's annual base salary in effect immediately prior to his
last date of employment  with the Company.  The Company  shall deduct,  from all
payments made hereunder,  all applicable  taxes,  including income tax, FICA and
FUTA, and other appropriate deductions.

         (v) The  Executive,  at his  option,  shall be  entitled to receive the
amounts  described in paragraphs  11(d)(iv)(b) and (c) hereinabove in a lump sum
within forty-five (45) days of his last date of employment with the Company.  To
exercise such option,  the Executive shall deliver to the Company written notice
therefore  within ten (10) business days after his last date of employment  with
the Company.  If the Executive  fails to deliver such written  notice within ten
(10)  business  days after his last date of  employment  with the  Company,  the
amounts  described in paragraphs  11(d)(iv)(b) and (c) hereinabove shall be paid
to the  Executive in the same manner as they would have been paid, in accordance
with the  provisions  of  paragraphs  6(a) and (b), had the  Executive  remained
employed by the Company. The amount described in paragraph 11(d)(iv)(f) shall be
paid to the Executive  within  forty-five (45) days of the Executive's last date
of employment with the Company.

         (vi) The Executive  shall have no duty to mitigate his damages,  except
that  Continued  Benefits  shall be  canceled  or  reduced  to the extent of any
comparable  benefit coverage offered to the Executive during the period prior to
the  Scheduled  Termination  Date by a  subsequent  employer or other  person or
entity for which the Executive performs  services,  including but not limited to
consulting services.

e.       Without "Good Reason" Or "Cause"



<PAGE>

         (i) By The  Executive.  At any time during the term of this  Agreement,
the Executive  shall be entitled to terminate this Agreement and the Executive's
employment  with the Company  without "Good  Reason," as that term is defined in
paragraph 11(d)(i) and (ii) hereinabove, by providing prior written notice of at
least thirty (30) days to the Company. Upon termination by the Executive of this
Agreement and the Executive's employment with the Company without "Good Reason,"
the Company shall have no further  obligations  or liability to the Executive or
his heirs, administrators or executors with respect to compensation and benefits
thereafter, except for the obligation to pay the Executive any earned but unpaid
base salary,  pro rata annual bonus and unused vacation days accrued through the
Executive's  last day of employment with the Company.  The Company shall deduct,
from all payments made hereunder,  all applicable  taxes,  including income tax,
FICA and FUTA, and other appropriate deductions."

         (ii) By The Company. At any time during the term of this Agreement, the
Company  shall be entitled  to  terminate  this  Agreement  and the  Executive's
employment  with  the  Company  without  "Cause,"  as that  term is  defined  in
paragraph  11(c)(i)  hereinabove,  by providing prior written notice of at least
ninety  (90) days to the  Executive.  Upon  termination  by the  Company of this
Agreement and the Executive's  employment  with the Company  without Cause,  the
Company shall pay or provide to the Executive (or,  following his death,  to the
Executive's heirs,  administrators or executors): (a) any earned but unpaid base
salary,  unpaid pro rata annual bonus and unused  vacation days accrued  through
the  Executive's  last day of employment  with the Company;  (b) the Executive's
full base  salary  (including  guaranteed  annual ten percent  (10%)  increases)
through the Scheduled  Termination  Date; (c) the Executive's  guaranteed annual
bonuses in the amount of  US$50,000.00  that he would have been awarded  through
the  Scheduled  Termination  Date;  (d) the  value  of  vacation  days  that the
Executive  would have  accrued  through  the  Scheduled  Termination  Date;  (e)
continued coverage, at the Company's expense,  under all Benefits Plans in which
the Executive was a participant immediately prior to his last date of employment
with the  Company,  or, in the event that any such  Benefit  Plans do not permit
coverage  of the  Executive  following  his  last  date of  employment  with the
Company,  under  benefit  plans that provide no less  coverage than such Benefit
Plans, through the Scheduled  Termination Date ("Continued  Benefits");  and (f)
severance in an amount equal to the sum of the Executive's annual base salary in
effect  immediately  prior to his last date of employment with the Company.  The
Company shall deduct,  from all payments made hereunder,  all applicable  taxes,
including income tax, FICA and FUTA, and other appropriate deductions.

         (iii) The  Executive,  at his option,  shall be entitled to receive the
amounts  described in paragraphs  11(e)(ii)(b) and (c) hereinabove in a lump sum
within forty-five (45) days of his last date of employment with the Company.  To
exercise such option,  the Executive shall deliver to the Company written notice
therefore  within ten (10) business days after his last date of employment  with
the Company.  If the Executive  fails to deliver such written  notice within ten
(10)  business  days after his last date of  employment  with the  Company,  the
amounts  described in paragraphs  11(e)(ii)(b) and (c) hereinabove shall be paid
to the  Executive in the same manner as they would have been paid, in accordance
with the  provisions  of  paragraphs  6(a) and (b), had the  Executive  remained
employed by the Company. The amount described in paragraph 11(e)(ii)(f) shall be
paid to the Executive  within  forty-five (45) days of the Executive's last date
of employment with the Company."



<PAGE>

         Except for the aforementioned amendments to Sections 5, 10(b)(v) and 11
of the Agreement  set forth in this letter,  no other terms or provisions of the
Agreement are being or have been amended,  and all other terms and provisions of
the Agreement shall remain in full force and effect.


                                                    Very truly yours,

                                                    HQ SUSTAINABLE MARITIME
                                                    INDUSTRIES, INC.


                                                     /s/ Norbert Sporns
                                                    ----------------------------
                                                    By:  Norbert Sporns
                                                    Its: Chief Executive Officer






Agreed To And Accepted By:

NORBERT SPORNS

 /s/ Norbert Sporns
------------------------------

Date:  April 11, 2005