INVESTOR/PUBLIC RELATIONS AGREEMENT

        THIS AGREEMENT made this 17th day of April 2000, by and between;

                                   Jo Deboeck

                            Located: Las teules II nr 232
                                     17246 Santa Christina D'aro( gerona)
                                     Spain

                             A Sole Proprietorship
                        (herinadter referred to as "DR")

                                       AND

                                   RMS TITANIC

                       (hereinafter referred to as "SOST")
                            Collectively dR and SOST
                    hereinafter referred to as "the Parties".

                                  WITNESSETH:

     WHEREAS, DR is an investor relations, public relations and advertising firm
with  expertise  in the  dissemination  of  information  about  publicly  traded
companies.  DR owns and/or operates certain Internet Newsletters,  and is in the
business of providing investor relations  services,  public relations  services,
disseminating  information  about  public  companies,  publishing,   advertising
services, financing arrangements, private placements and other related programs,
services and products; and

     WHEREAS, SOST desires to publicize RMS TITANIC, its name and business, with
the  intention  of  making  its  name and  businesses  better  known  to  SOST's
shareholders,  investors, brokerage houses, potential investors or shareholders,
and various media; and

     WHEREAS, DR is willing to accept SOST as a client.

     WHEREAS, SOST desires  investor/public  relations services for SOST and the
dissemination of information about SOST,, and its businesses,  to a much broader
audience in  general,  and desires to employ  and/or  retain DR to provide  such
services  as  an  independent  contractor,   and  DR  is  agreeable  to  such  a
relationship  and/or  arrangement,  and the  parties  desire a written  document
formalizing  and defining their  relationship  and evidencing the terms of their
agreement;

     THEREFORE,  in consideration  of the mutual covenants  contained herein and
other good and valuable consideration, it is agreed as follows:

                         DEFINITIONS AND INTERPRETATIONS

1.  Captions and Section  Numbers.  The headings and section  references in this
Investor/Public Relations Agreement are for convenience of reference only and do
not form a part of this  Agreement and are not intended to interpret,  define or
limit the scope, extent or intent of this Agreement or any provisions thereof.

2. Extended Meanings. The words "hereof",  "herein",  "hereunder",  "hereto" and
similar  expressions used in any clause,  paragraph or section of this Agreement
and any Addendums and/or Exhibits attached to this


<PAGE>


Agreement  will relate to the whole of this  Agreement  including  any  attached
Addendums  and/or  Exhibits and not to that clause,  paragraph or section  only,
unless otherwise expressly provided.

3. Number and Gender.  In this Agreement  words  importing the masculine  gender
include the  feminine  or neuter  gender and words in the  singular  include the
plural, and vice versa.

4. Section  References and Schedules.  Any reference to a particular  "article",
"section",  "paragraph" or other subdivision of this Agreement and any reference
to a schedule,  exhibit or addendum by name,  number and/or letter will mean the
appropriate schedule, exhibit or addendum attached to this Agreement and by such
reference is incorporated into and made part of this Agreement.

                                    AGREEMENT

5.  Appointment.  SOST hereby  appoints and engages DR as an investor  relations
firm to assist in the  dissemination  of the press releases of RMS TITANIC,  And
other such promotional materials and information about RMS TITANIC,.  and hereby
retains  and  employs DR upon the terms and  conditions  of this  Agreement.  DR
accepts such  appointment  and agrees to perform the services upon the terms and
conditions of this Agreement.

6.  Engagement.   SOST  engages  DR  to  publicize  RMS  TITANIC,.  to  brokers,
prospective  investors and  shareholders  and to the subscribers of the Internet
Newsletters  (200,000 people database) that the principals and/or officers of DR
may be  involved  with,  associated  with,  own  and/or  operate  and as further
described  below and subject to the further  provisions  of this  Agreement.  DR
hereby accepts said engagement and SOST as a client, and agrees to publicize RMS
TITANIC,  . as further described below and subject to the further  provisions of
this Agreement to the best of its ability.

7. Authority and  Decscription  Of Services and Duties of DR. During the term of
this Agreement DR shall furnish various professional  services for RMS TITANIC,.
as  requested  by SOST.  Said  professional  services and advice shall relate to
those services,  items and/or subjects  described in the first full paragraph of
the first page of this  document,  and in paragraph 6 above,  wherein DR and the
services it provides are described, and/or as follows:

     a. DR shall act, generally,  to disseminate any and all press releases,  of
RMS  TITANIC,  and other such  promotional  material as may be provided to DR by
SOST or that DR may  produce  for its  promotion  of RMS  TITANIC  as a company,
essentially acting (1) as liason between RMS TITANIC  shareholders and potential
investors;  (2)  as  an  advisor  to  SOST  and  RMS  TITANIC  with  respect  to
communications and information, which may include but is not necessarily limited
to,  the  writing  of a  corporate  profile  that  will be  disseminated  to the
subscribers  of the  financial  newsletters  owned or  operated by DR (and/or it
principals), or other such newsletters that DR may work with, the preparation of
research  reports,  planning,  developing,  designing,  organizing,  writing and
distributing such  communications and information in every legal and ethical way
possible and to the DR of their abilities.

     b. DR may  assist  in  establishing,  and  advise  SOST  with  respect  to:
interviews of SOST officers by the  financial  media;  interviews of officers of
RMS TITANIC by analysts, market makers, broker-dealers, and other members of the
financial community.

     c. DR shall seek to make RMS TITANIC,.,  its management,  its products, and
its financial situation and prospects,  known to the financial media,  financial
publications,  broker-dealers,  mutual funds,  institutional  investors,  market
makers,  analysts,  investment  advisors,  and other  members  of the  financial
community as well as the general public.

     d. DR, in providing the foregoing  services,  shall be responsible  for all
costs of providing the services,  including,  but not limited to,  out-of-pocket
expenses for postage, service (e.g., Federal Express), telephone


<PAGE>



charges.  These fees include  compensation to third party vendors,  copywriters,
staff writers, art and graphic personnel subcontractors, printing, etc.

     e. DR's  compensation  under this Agreement  shall be deemed to include the
above mentioned costs and expenses, unless otherwise expressly provided herein.

     f.  Marketing  program:  including,  but not  necessarily  limited  to, the
following  components:  i) DR reviews and analyzes all aspects of RMS  TITANIC,.
and/or it's goals and makes  recommendations  on feasibility  and achievement of
desired goals.  ii) DR provides  through their  network,  including its Internet
Newsletters,  firms and brokers  interested in participating,  and schedules and
cunducts  the  necessary  due  diligence  and  obtains  the  required  approvals
necessary  for those firms to  participate.  iii) DR shall be available to field
calls from firms and brokers inquiring about RMS TITANIC,.

     g.  Although  DR's offices do not reside within the US, DR agrees to comply
with all NASD and SEC rules and  regulations  concerning  the  dissemination  of
information  about public companies over the internet to the best of its ability
and  knowledge If DR has questions  concerning  said rules and  regulations,  DR
agrees to seek out competent legal counsel concerning said rules and regulations
that all things done may be done in compliance with said rules and regulations.

<PAGE>

charges.  These fees include  compensation to third party vendors,  copywriters,
staff writers, art and graphic personnel subcontractors, printing, etc.

     e. DR's  compensation  under this Agreement  shall be deemed to include the
above mentioned costs and expenses, unless otherwise expressly provided herein.

     f.  Marketing  program:  including,  but not  necessarily  limited  to, the
following  components:  i) DR reviews and analyzes all aspects of RMS  TITANIC,.
and/or it's goals and makes  recommendations  on feasibility  and achievement of
desired goals.  ii) DR provides  through their  network,  including its Internet
Newsletters,  firms and brokers  interested in participating,  and schedules and
products  the  necessary  due  diligence  and  obtains  the  required  approvals
necessary  for those firms to  participate.  iii) DR shall be available to field
calls from firms and brokers inquiring about RMS TITANIC,.

     g.  Although  DR's offices do not reside within the US, DR agrees to comply
with all NASD and SEC rules and  regulations  concerning  the  dissemination  of
information  about public companies over the internet to the best of its ability
and  knowledge If DR has questions  concerning  said rules and  regulations,  DR
agrees to seek out competent legal counsel concerning said rules and regulations
that all things done may be done in compliance with said rules and regulations.

8. Term Of Agreement.  This  Agreement  shall become upon  execution  hereof and
shall continue  thereafter and remain in effect for a period of 12 months and/or
until such time as such matters am finalized  to the  satisfaction  of both SOST
and DR. It, is  expressly  acknowledged  end agreed by and  between  the parties
hereto that DR shall nut be obligated to provide my services  and/or  perform my
work  related to the  Agreement  until such time that the  agreed  upon  receive
40,000 share restricted stock and $25,000 US 35,000  restricted  shares shall be
issued in the name of Jo Deboeck 5,000 restricted  shares shall be issued in the
name of trade-wins Inc.

9. Where  Services  Shall Be Performed.  DR's services shall be performed at the
main office location of DR. or other such  designated  location(s) a DR and SOST
agree we the most advantageous for the work to be performed.

10.  Limitations  On  Services:   The  parties  hereto  recognize  that  certain
responsibilities and obligations are by federal and state securities laws and by
the  applicable  rules  and  regulations  of  stock   exchanges,   the  National
Association  of Securities  Dealers,  in-house "due  diligence" or  "compliance"
departments of brokerage houses, CM Accordingly, DR agrees as follows:

a. DR shall NOT release any  financial  or other  information  or data about RMS
TITANIC . Without The consent and approval of SOST.

b. DR shall NOT conduct any meetings with financial  analysts without  informing
RMS TITANIC , . in advance of any proposed meeting,  the format or agenda of web
meeting and SOST may elect to have a of SOST attend such meeting.

c. DR shall NOT release any  information or data about RMS MANIC to say selected
or limited  persons(s),  entity, or group if DR is aware dot such information or
due has not been generally released or promulgated.

11 Duties Of SOST. The Parties agree that the duties of SOST are as follows:

a. SOST shall supply DR. an a regular and timely basis with deft and information
about RMS TITANIC,  its products,  its  management,  and its operations and SOST
shall be  responsible  for  advising  DR of any facts  which  would  affect  the
accuracy of any prior data and information  previously supplied to DR so that DR
may take corrective action.


<PAGE>


b.  DR  reports  are not  intended  to be used  in the  offering  of  securities
Accordingly,  clients  must  agree to each of the  points  listed  below  and to
indemnify DR for any bread of then representations and covenants.

c. In that DR relies on information  provided by SOST for a substantial  part of
its  preparations  and  reports,   MST  must  represent  that  said  information
concerning RMS TITANIC, is neither false or misleading,  and SOST agrees to hold
DR harmless for any information supplied to DR by SOST about RMS TITANIC,.  that
was not truthful;  and SOST agrees to hold harmless DR for may claim relating to
the  purchase  and/or  sale  of RMS  TITANIC  - Sec Was  Occurring  out of or in
connection  with DR's  relationship  with SOST,  unless DR is found to have been
negligent and/or willfully  disseminated Use or misleading information about RMS
TITANIC,  Or any information  RMS TITANIC,  or any regulatory body would deem as
confidential or Inside information.

d. In  that DR  shareholders,  officers,  employees,  and/or  members  of  their
families may hold a position in and engage in  transactions  with respect to RMS
TITANIC  Securities,  and in light of the fact that DR imposes  restrictions  On
such  transactions to guard against  trading on the basis or material  nonpublic
information,  SOST shall -contemporaneously  notify DR if my information or data
being supplied to DR concerning I SOST. has not been released or promulgated.

f. DR, its principles employees,  assigns, agents, etc. agree and promise not to
short the stock of RMS TITANIC at any time during the term of this Agreement.

12. Representation.

a. SOST shall be deemed to make a continuing  representation  of the accuracy of
any and all material facts, materials,  information,  and data which it supplies
to DR about RMS TITANIC,.  to the best of Its ability and SOST  acknowledges its
awareness that OR will rely on such continuing representation.  In disseminating
such information and otherwise performance its investor relations functions. The
accuracy of the information put out by RMS TITANIC is the  responsibility of RMS
TITANIC..

b. DR.  in the  absence  of  notice  in  writing  from  SOST,  will  rely an the
continuing accuracy of materials, information and data supplied by SOST

c. SOST hereby  agrees to hold harmless DR against any claims,  demands,  suits,
loss, damages,  etc., arising out of DR's reliance upon the instant accuracy and
continuing accuracy of such facts, materials,  information,  and data, unless DR
has been negligent in performing its duties and obligations hereunder.

d. SOST hereby  authorizes  DR to issue,  in DR's sole  discretion,  corrective,
amendatory, supplement or explanatory press releases, shareholder communications
and reports,  or data supplied to analyst,  broker-dealers,  market  makers,  or
other members of the financial  community  concerning any information  about RMS
TITANIC, Supplied to DR by SOST that DR has found to be correct or that may have
changed at the data of its first issuance.

e. SOST shall  cooperate  fully and timely  With DR to enable DR to perform  its
duties and obligations under this Agreement.

f. The  performance  by SOST of this  Agreement  will not violate any applicable
court degree or order, law or regulation or any contractual  obligation by which
SOST may be bound.

g.  SOST  activities  pursuant  to this  Agreement  or as  contemplated  by this
Agreement  do not  constitute  and shall not  constitute  acting as a securities
broker or dealer under federal or state  securities  laws; any contract  between
SOST and a potential  investor in RMS  TITANICI - Shall be such that DR would be
acting  merely  as a finder  or  consultant  with  respect  to such  prospective
investor obligations under this Agreement.


<PAGE>


h. SOST doll act diligently and prompt y in reviewing  materials submitted to it
by DR to  enhance  timely  distribution  of the  materials  and  form  DR Of gay
inaccuracies  contained therein within reasonable time prior to the projected or
known publication date.

i. The execution and performance of its Agreement by DR has been duly authorized
by the Board of Directors of DR or its owners in accordance with applicable law,
and, to the extent required by the requisite number of shareholders of DR.

j. The performance by DR of this agreement will not violate any applicable court
decree or order,  law or  requlation,  nor will It violate any  provision of the
organizational  documents  and/or bylaws of DR or any contractual  obligation by
which DR may be bound.

k.. DR's activities pursuant to this or as contemplated by this Agreement do not
constitute  and Shull not  constitute  acting as a  securities  broker or dealer
under federal or state  securities  laws; any contact between DR and a potential
investor in TITANIC  shall be such that DR would be acting merely as a finder or
consultant with respect to such prospective investor.

13. Compensation and Disclosure

a.  Compensation  payable to DR for a general  investor  relations  services mad
other  services  hereunder,  including  but not  limited to  acquisition  merger
services,  shall be paid by RMS  TITANIC  DR by the means  and in the  manner or
manners as described in Paragraph 14.

b. DR agrees to disclose fully in all all of its  disseminations  of information
to shareholders  and potential  shareholders  and/or  investors of RMS TITANIC .
That it has been paid 40,000 shares  restricted stock RMS TITANIC,  and $ 25,000
US and  as  compensation  should  be  seenas  a  conflict  of  interest.  35,000
restricted  shares  shall be issued in the name of Jo Deboeck  5,000  restricted
shares shall be issued in the name of trade-wins Inc.


14. Payment.  DR will receive 40,000 shares restricted stock RMS TITANIC,  and $
25,000 US and as compensation  should be seen as a conflict of interest.  35,000
restricted  shares  shall be issued in the name of Jo Deboeck  5,000  restricted
shares shall be issued in the name of  trade-wins  Inc. DR Is to perform for RMS
TITANIC,  as outlined  inthis  Agreement.  Said shares will be transfer into the
names  indicated by DR and sent via Federal Express or other mail carrier to the
address for DR first indicated above or via DTC to the accounts of DR.

15.  DR As An  Independent  Contractor.  DR shall  provide  said  services  a an
independent  contractor,  and not as an  employees  of  SOST  or of any  company
orperson  affiliated  with SOST.  DR agrees to work  diligently to publicize the
name and business of RMS TITANIC to the business old  investment  community.  DR
has no  authority  to bind RMS  TITANIC , or  affiliate  of RMS TITANIC , to any
legal action,  contract,  agreement,  or  purchases,  and such action can not be
construed  to be made in  good  faith  or  with  the  acceptance  of SOST or RMS
TITANIC,  ; thereby be coming the sole  responsibility of DR. DR is not entitled
to my medical  coverage life  insurance,  savings plans,  health  insurance,  or
anyand  all  other  benefits  afforded  RMS  TITANIC  Employees.   DR  shall  be
responsible  for any  Federal,  State,  - Local  Taxes,  and should SOST for any
reason be required to pay taxes at a later date, DR shall  reassure such payment
is mde by DR, and not by SOST or any  affiliate of SOST DR shall be  responsible
for all  workers  payments  and herein  holds  SOST  harmless f or my and I such
payments and responsibilities related hereto.

16.  DR Not To  Engage  In  Conflicting  Activities.  During  the  term  of this
Agreement DR shall not engage in any activities that directly conflicts with the
interests  of  RMS  MANIC,  SOST  hereby  acknowledges  notification  by DR  and
understands  that does,  and shall  represent  and  service  other and  multiple
clients in the manner as it does SOST, and that SOST is not an exclusive  client
of DR.


<PAGE>


17. lnside Information - Securities Violations. In the course of the performance
of this Agreement it is expected that specific sensitive information  concerning
the of RMS TITANIC .' its business, and/or affiliate companies shall come to the
attention  and knowledge of DR. In that event DR will not divulge,  discuss,  at
otherwise reveal such information to any third parties

18. Disclosure.  DR is required to disclose any outside activities or Interests,
including ownership or participation in the development of prim inventions, that
conflict or way conflict with the DR interests of RMS TITANIC , - It is mutually
understood  that  prompt  disclosure  is  rewired  under this  paragraph  if the
activity or interest is related, directly or indirectly, to any activity that DR
may be Involved with an behalf or RMS TITANIC.

19.  Amendments.  This  Agreement  may be  modified or  amended,  provided  such
modifications  or amendments are mutually  aggreed to by and between the parties
hereto and that said  modifications or amendments are made in writing and signed
by bath parties.

20.  Severability.  If any  provision  of  this  Agreement  shall  be held to be
contrary  to  law,  invalid  or  unenforceable  for  my  reason.  the  remaining
provisions shall continue to be valid and enforceable, If a court finds that any
provision of this Agreement is contrary to law,  invalid or  unenforceable,  and
that by limiting Such Provision it would become valid and enforceable, then such
provision shall be deemed to be written, construed, and enforced as so limited.

21. Termination of Agreement.  This Agreement may not be terminated by any party
prior to the  expiration  of the term  provided in  Paragraph 8 above  except as
follows:

a. Upon the bankruptcy or liquidation of the other party;  whether  voluntary or
involuntary;

b. Upon the other party liking the benefit of any insolvency law, and/or

c. Upon the other party having or applying for a receiver  appointed  for either
party.

d. As provided for in Paragraph 27 below.

22.  Attorney  Fees.  ln the event  either  party is in  default of the terms or
conditions of this Agreement and legal action is initiated Or suit be entered as
a result of such default,  the prevailing party shall be entitled to recover ell
costs  incurred  2114 result Of such  default  including  all costs,  reasonable
attorney  fees,  expenses  and cow  cab  through  trial,  appeals  and to  final
disposition.

23. Return Of Records. Upon termination of this Agreement,  DR shall deliver all
records. notes, data, memorandum, models and equipment of any nature that are in
the control of DR that are the  property of or relate to the business US TITANIC
if asked to do ox

24.  Non-waiver.  The failure of either  party,  at any time, to require my such
performance by my other party shall not be constructed as a waiver of such right
to require such  performance,  and shall in no way affect such party's  right to
require  such  performance  and  shall  in no  way  affect  such  party's  right
subsequently to require full performance hereunder.

25. Disclaimer By DR. DR shall be the prepare of certain promotional  materials,
and, DR makes no  representation  to SOST, or others,  that;  (a) its efforts or
services will result in any  enhancement  to SOST (b) the price of RMS TITANIC's
publicly traded securities will rease (c) any person will purchase RMS TITANIC's
securities,  or (d) my investor  will lend money to and/or invest in at with RMS
TITANIC.

26.  Limitation  of DR Liability and  Indemnification.  In the event DR fails to
work ir services  hereunder,  hereunder,  its entire liability to SOST shall not
exceed the lessor of; (a) the amount of compensation DR has


<PAGE>

received from RMS TITANIC,.  under Paragraph 13 and/or 14 above;  (b) the amount
of compensation DR has received from RMS TITANIC, .; or (c) the actual damage to
SOST or RMS TITANIC, . as result of such non-performance. DR shall indemnify and
be liable the SOST for any claim against RMS  TITANIC,.  by any person or entity
arising from or in any way related to this  Agreement if it is found that DR has
been  untruthful,  misleading,  or negligent in any manner,  to RMS TITANIC,  .,
and/or that such behavior on the part of DR was the cause of the claim or action
against RMS TITANIC,.

27. Ownership Of Materials. All right, title and interest in and to materials to
be produced by DR in connection  with this  Agreement  and other  services to be
rendered  under  said  Agreement  shall be and  remain  the  sole and  exclusive
property  of DR,  except  in the  event  SOST  performs  fully  and  timely  its
obligations  hereunder,  SOST shall be entitled to receive upon written request,
one (1) copy of all such materials.

28. Miscellaneous

a.  Effective  date of  representations  shall  be no  later  than  the  date of
execution by the parties of this Agreement.

b. Currency:  In all  instances,  references to dollars shall be deemed to be US
dollars.

29.  Notices.  All notices  hereunder  shall be in writing and  addressed to the
party at the address  herein set forth,  or at such other  address  which notice
pusuant  to this  section  may be given,  and shall be given by either  personal
delivery,  express mail or other national  overnight courier  services.  Notices
shall be deemed  given upon the earlier of actual  receipt or three (3) business
days after being mailed or delivered to such courier service.  Any notices to be
given  hereunder shall be effective if executed by and sent by the attorneys for
the parties  giving such notice,  and in  connection  therewith  the parties and
their  respective  counsel  agree that in giving such  notice  such  counsel may
communicate  directly in writing  with such  parties to the extent  necessary to
give such notice. Any notice required or permitted by this Agreement to be given
shall be given to the respective  parties at the addresses  first written above,
on page one (1) of this Agreement.

30. Parent and Subsidiary Companies or Entities. This Agreement to publicize the
name and business of RMS TITANIC,. Applies to all parent or subsidiary companies
or entities of RMS TITANIC .

31.  Exclusion With Respect to  Partnership.  The parties agree that, in no way,
shall this  Agreement  be construed  as being an act of  partnership  between be
parties hereto and that no party hereto shall have, as a result of the execution
of this  Agreement,  any liability for the commitments of any other party of any
type, kind or sort.

32. Time is of The Essence. Time is hereby expressly made of the essence of this
Agreement  with respect to the  performance  by the parties of their  respective
obligations hereunder.

33.  Endurement.  This  Agreement  shall endure to the benefit of and be binding
upon  the  parties  hereto  and  their  respective  heirs,  executors,  personal
representatives, successors, assigns and any addenda's attached hereto.

34.  Entire  Agreement.  This  Agreement  contains  the entire  agreement of the
parties and may be modified or amended only by  agreement in writing,  signed by
the  party  against  whom   enforcement  of  any  waiver,   change,   amendment,
modification,  extension or discharge is sought.  It is declared by both parties
that  there  are no oral or  other  agreements  or  understanding  between  them
affecting  this  Agreement,  or relating to the  business of DR. This  Agreement
supersedes all previous agreements between DR and RMS TITANIC,.

35. Acceptance by DR. This Agreement is not valid, or binding upon DR unless and
until  executed by its  President or other duly  authorized  executive  officer,
principle or owner of DR.

36.  Execution in Counterpart;  Telecopy-Fax.  This Agreement may be executed in
counterparts,  not  withstanding  the date or dates upon which this Agreement is
executed and delivered by any of the parties, and


<PAGE>

shall be deemed to be an original and all of which will  constitute  one and the
same  agreement,  effective as of the reference  date first written  above.  The
fully executed  telecopy  (fax) version of this Agreement  shall be construed by
all paties hereto as an original version of said Agreement.

37. Disclaimer.  DR is in the business of investor/public  relations,  and other
related  business,  as previously stated above, and in no way proclaims to be an
investment  advisor and/or stock or securities  broker.  DR is not licensed as a
stock or securities  broker and is not in the business of selling such stocks or
securities or advising as to the investment viability or worth of such stocks or
securities.

IN WITNESS WHEREOF, the parties hereto have set their hands in execution of this
Agreement.

For and in behalf of; SOST:                      For and in behalf of; DR:



By                                               By
     ------------------------                          ------------------------
          Title: Agent                                        Title:Owner