EXHIBIT 10.3

IMPORTANT:     PLEASE READ CAREFULLY BEFORE SIGNING; SIGNIFICANT
---------             REPRESENTATIONS ARE CALLED FOR HEREIN


              SUBSCRIPTION AND INVESTMENT REPRESENTATION AGREEMENT

Photo Control Corporation
4800 Quebec Avenue North
Minneapolis, MN 55428

Ladies and Gentlemen:

        The undersigned        Richard P. Kiphart     ("Subscriber")
                        -----------------------------
                      EXACT LEGAL NAME OF INDIVIDUAL/ENTITY
hereby subscribes to purchase upon the terms and conditions set forth below that
number of whole shares of common stock, $0.01 par value ("SHARES"), of Photo
Control Corporation, a Minnesota corporation ("COMPANY") at a price per share
equal to the lower of the (a) 70% of the average closing price per share of the
company's Common Stock on the Nasdaq Small Cap Market over the 30 calendar day
period preceding the date hereof and ( b) 70% of the average closing price per
share of the Company's Common Stock on the Nasdaq Small Cap Market over the 30
calendar day period preceding the day prior to the date of the closing under
that certain Merger Agreement and Plan of Reorganization by and among Company,
Nature Vision, Inc., Jeff Zernov and certain other parties (THE "MERGER"), which
equals an aggregate purchase price of approximately $1,000,000; provided the
price per Share shall not be lower than $1.53. A check or wire transfer payable
to Photo Control Corporation for such aggregate purchase price will be delivered
at the closing of the Merger. Subscriber and Company agree that this
subscription is binding upon the parties, contingent only upon closing of the
Merger. Subscriber agrees to enter into the Irrevocable Proxy in the form
attached hereto as Exhibit A granting Jeff Zernov the right to vote the Shares
for a period of two years.

1.   REPRESENTATIONS OF SUBSCRIBER - Subscriber acknowledges and represents as
     follows:

     (a)  Subscriber has been given full access to information regarding the
          Company, and the opportunity to meet with Company officers and to
          review all the documents that Subscriber may have requested, and has
          utilized such access to its satisfaction for the purpose of obtaining
          all information Subscriber deems necessary for purposes of making an
          informed investment decision;

     (b)  Subscriber has sufficient knowledge and experience in financial and
          business matters that Subscriber is capable


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          of evaluating the merits and risks of investing in the Shares;

     (c)  Subscriber understands that the purchase of the Shares is a highly
          speculative investment, involves a high degree of risk, and that the
          Company makes no assurances whatever concerning the present or
          prospective value of the Shares;

     (d)  Subscriber believes that the investment in the Shares is suitable
          based upon Subscriber's investment objectives and financial needs and
          Subscriber has adequate means of providing for current financial needs
          and personal contingencies, has obtained, to the extent he or she
          deems necessary, personal professional advice with respect to the
          risks inherent in an investment in the Shares, has no need for
          liquidity of investment with respect to the Shares and can afford a
          complete loss of such investment;

     (f)  Subscriber understands that (i) there are substantial restrictions on
          the transfer of the Shares; (ii) there is not currently, and it is
          unlikely that in the future there will exist, a public market for the
          Shares; and (iii) accordingly, for the above and other reasons,
          Subscriber may not be able to liquidate an investment in the Shares
          for an indefinite period; and

2.   INVESTMENT INTENT; RESTRICTIONS ON TRANSFER - Subscriber has been advised
     that the Shares are not being registered under the Securities Act of 1933,
     as amended, (the "Act") or state securities laws and are being sold
     pursuant to exemptions from the Act and such laws, and that the Company's
     reliance upon such exemptions is predicated in part on the representations
     of Subscriber contained herein. Subscriber represents and warrants that the
     Shares are being purchased for Subscriber's own account and for investment
     without the intention of reselling or redistributing the same, that no
     agreement has been made by Subscriber with others regarding beneficial
     ownership of the Shares and that Subscriber's financial condition is such
     that it is not likely that it will be necessary to dispose of any of such
     Shares in the foreseeable future. Subscriber further understands and agrees
     that the Shares may not be sold except pursuant to an effective
     registration statement under the Act and applicable state securities laws,
     or an opinion of counsel that such registration is not required (it being
     expressly understood that the Company shall not have any obligation to
     register the Shares). Additionally, the Shares will all be subject to the
     Shareholder Agreement in the form attached hereto. Subscriber understands
     that a legend will be placed on the certificates representing the Shares,
     containing substantially the following language:


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          These shares have been purchased for investment within the
          meaning of the Securities Act of 1933 as amended ("Act") and
          applicable state securities laws, and they may not be sold,
          offered for sale, pledged, or otherwise transferred without
          an effective registration statement under the Act and
          applicable state securities laws or an opinion of counsel
          satisfactory to the company to the effect that the proposed
          transaction will be exempt from registration.

3.   RESIDENCE - Subscriber represents and warrants that Subscriber is a bona
     fide resident of, and is domiciled in, the state so designated on the
     signature page hereto, and that the Shares are being purchased solely for
     the beneficial interest of Subscriber and not as nominee for, or on behalf
     of, or for the beneficial interest of, or with the intention to transfer
     to, any other person, trust, or organization, except as specifically set
     forth in this Agreement.

4.   ACCREDITED INVESTOR STATUS - Subscriber represents and warrants that
     Subscriber is an "accredited investor" as such term is defined in
     Regulation D of the Securities and Exchange Commission.

5.   ENTITY REPRESENTATIONS - Subscriber, if other than an individual, makes the
     following additional representations:

     (a)  Subscriber was not organized for the specific purpose of acquiring the
          Shares; and


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     (b)  this Agreement has been duly authorized by all necessary action on the
          part of Subscriber, has been duly executed by an authorized officer or
          representative of Subscriber, and is a legal, valid, and binding
          obligation of Subscriber enforceable in accordance with its terms.

6. MISCELLANEOUS -

     (a)  Manner in Which Title is to be Held [Check one] -

     __X___   Individual Ownership
     ______   Corporation or LLC
     ______   Partnership (PROVIDE COPY OF PARTNERSHIP AGREEMENT)
     ______   Community Property
     ______   Joint Tenant with Right of Survivorship (both parties must sign)
     ______   Tenants in Common (both parties must sign)
     ______   As Custodian, Trustee or Agent (PROVIDE COPY OF CUSTODY, TRUST
              OR AGENCY AGREEMENT, CUSTODIAN OR AGENT AND BENEFICIARY MUST
              BOTH SIGN)
     ______   Other (Describe) ________________________

     (b)  Subscriber agrees to furnish any additional information that the
          Company or its counsel deem necessary in order to verify the responses
          set forth above.

     (c)  Subscriber understands the meaning and legal consequences of the
          agreements, representations and warranties contained herein.
          Subscriber agrees that such agreements, representations and warranties
          shall survive and remain in full force and effect after the execution
          hereof and payment for the Shares. Subscriber further agrees to
          indemnify and hold harmless the Company, and each current and future
          officer, director, employee, agent and shareholder of the Company,
          from and against any and all loss, damage or liability due to, or
          arising out of, a breach of any of my agreements, representations or
          warranties contained herein.

     (d)  This Agreement is not transferable or assignable by Subscriber. This
          Agreement shall be binding upon and shall inure to the benefit of the
          parties hereto and to the successors and assigns of the Company and to
          the legal representatives, successors and permitted assignees of
          Subscriber.

     (e)  This Agreement shall be governed by, and construed and enforced in
          accordance with, Minnesota law.

     (f)  This instrument contains the entire agreement of the parties, and
          there are no representations, covenants or other agreements except as
          stated or referred to herein.

Dated Effective April 15, 2004.

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                             INDIVIDUAL SUBSCRIBER:


/s/ Richard P.Kiphart
-------------------------------------------------------------
Signature of Richard P. Kiphart





     The Subscription and Investment Representation Agreement is accepted
effective as of April 15, 2004.

                                             Photo Control Corporation


                                         By:      /s/ Curtis Jackels
                                            --------------------------------
                                            Its: President



































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