Marine Growth Ventures Inc. (fka MGRW)

[Renee]

MGRW FINRA deleted symbol:

http://otce.finra.org/DLDeletions

[Renee]

MGRW SEC Suspension:

https://www.sec.gov/litigation/suspensions/2017/34-81012.pdf

[mlobbel]

This company is also a shell. The description above doesn't apply anymore.

[SevenTenEleven]

MGRW - Nothing to report iHub'ers.

[SevenTenEleven]

No volume. Nothing new to report.

[SevenTenEleven]

Big spread on the bid ask. Not much going on here currently MGRW'ers.

[SevenTenEleven]

Still nothing to report MGRW'ers.

[SevenTenEleven]

Hoping there is something to report. Very slow trader.

[SevenTenEleven]

Nothing new to report here.

[SevenTenEleven]

iBox updated

[SevenTenEleven]

I will update iBox soon.

[SevenTenEleven]

Still following this one?

[SevenTenEleven]

INDY do you have any updated information?

[SevenTenEleven]

Another Crivello run company.

[SevenTenEleven]

WHat is up with this shell?

[SevenTenEleven]

Anything happening here?

[INDY]

Estimated Market Cap
$3,275,925 as of Oct 6, 2008
Outstanding Shares
21,839,500 as of Aug 13, 2008

[INDY]

CHARTS

[INDY]

RECENT 10Q

http://www.pinksheets.com/edgar/GetFilingHtml?FilingID=6102088

[INDY]

CONTACT INFORMATION

Marine Growth Ventures, Inc.
405-A Atlantis Road
Cape Canaveral, FL 32920
Phone: [phone]

[SevenTenEleven]

No volume here. Any thoughts on what is going on?

[small cap investor]

I hope it won't fall lower that 0,70.

[SevenTenEleven]

We might see $0.50 here again without buying. Some tax selling coming in possibly.

[SevenTenEleven]

Holding steady at $0.70.

[small cap investor]

Thanks. Now I got it. There seems to be trading charts anywhere. Strange...

[SevenTenEleven]

It is a small cap because of its PPS. It is under $5/Share.

[small cap investor]

Can anybody say, whether Marine is a small cap or a big cap? It seems to be a small cap, but looking at the statistics it doesn't looks so anymore. It is with 21.7 million shares and a market cap of $15.2 million. Hmm...I feel confused.

[SevenTenEleven]

It's a tough business plan. I wasn't expecting it to sell lik hotcakes. You have to see value in it and I am not sure who the target audience is. I want to post the facts for the board and the potential investors.

[The Rainmaker]

That's a very bad sign that pr you posted by the way. It might look good but if you read between the lines it means Barry Jones and his boutique cruise lines couldn't sell any of the timeshares and MGRW had to switch to another sales company. They made such a big deal about how Barry Jones was the king of selling timeshares and now they fired Barry or Barry quit and they're changing sales companies.

[SevenTenEleven]

Marine Growth Ventures, Inc. Announces Agreement with Destiny Cruise Ventures


Destiny is a Multifaceted Company in the Timeshare & Vacation Industries

CAPE CANAVERAL, Fla.--(BUSINESS WIRE)--Marine Growth Ventures, Inc. ("MGV") (OTCBB:MGRW), a diversified high growth marine holding company, today announced an agreement between Marine Growth Canada, Ltd., its wholly owned subsidiary, and Destiny Cruise Ventures, Inc., a wholly owned subsidiary of Destiny Resorts ("Destiny"), as its Master Sales Agent for all on vessel and off site sales of the timeshare intervals. Destiny replaced Euro Oceans Company.

Destiny is a multifaceted and versatile company involved in all areas of the Timeshare/Vacation Ownership and resort development industry. Destiny will provide services to MGV on an exclusive basis. Destiny and its principal Steve Drummond have many years of experience in marketing and selling timeshare products.

Recently MGV announced registration and approval by the State of Florida in order to commence Timeshare sales on its M\V Pacific Aurora, a Canadian flagged vessel. MGV is the first company ever approved by the State of Florida to sell boutique timeshares on ships. MGV is committed to the timeshare space and expects the M\V Pacific Aurora to be the first of its planned timeshare conversions.

"This is one of the most exciting and unique products to be introduced to the timeshare industry in recent history. I am proud to be part of this exciting project," said Steve Drummond, Principal of Destiny Cruise Ventures and Destiny Resorts.

"The announcement of our Master Sales Agent is consistent with MGV's strategic plan for revenue and earnings growth during 2008 in the marine sector," stated Craig Hodgkins, President and Chief Executive Officer of Marine Growth Ventures. "Our agreement with Destiny Cruise Ventures marks the beginning of our selling phase which promises to be very successful under the guidance of Steve Drummond," he added.

The M\V Pacific Aurora will cruise Canadian waters offering both summer and winter itineraries. Timeshare owners will enjoy seven day cruises for time periods of their choosing in some of the most exotic and beautiful marine areas in the world.

"The acquisition of the M\V Pacific Aurora firmly positioned our company in the business of providing timeshare at sea," said Craig Hodgkins, President and Chief Executive Officer of Marine Growth Ventures, Inc. "We expect our marketing of these units to accelerate in upcoming weeks. Further, we are examining additional ships to provide new timeshare products for our customers in future months."

For direct sale information or to become an independent sales agent, contact Destiny at 417-339-3336 or e-mail at [e-mail].

About Marine Growth Ventures, Inc. (www.MarineGrowthVentures.com):

Marine Growth's mission is to find, develop, and place in service operating businesses related to our oceans; our vision is to build successful businesses while respecting and protecting our most important environmental resource - our oceans. Marine Growth Ventures seeks marine related opportunities in transportation, freight, aggregates, technology, energy, and homeland security.

Investor Information - Sign up to request investor information and receive regular news and updates from Marine Growth Ventures, Inc. - http://www.marinegrowthventures.com/contactus.php or Email us at: [e-mail].

Safe Harbor Statement Under the Private Securities Litigation Act of 1995 -- With the exception of historical information, the matters discussed in this press release are forward-looking statements that involve a number of risks and uncertainties. The actual future results of MGRW could differ significantly from those statements. Factors that could cause actual results to differ materially include risks and uncertainties such as the inability to finance the company's operations or expansion, inability to hire and retain qualified personnel, changes in the general economic climate, including rising interest rate and unanticipated events such as terrorist activities. In some cases, you can identify forward-looking statements by terminology such as "may," "will," "should," "expect," "plan," "anticipate," "believe," "estimate," "predict," "potential" or "continue," the negative of such terms, or other comparable terminology. These statements are only predictions. Although we believe that the expectations reflected in the forward-looking statements are reasonable, and such statements should not be regarded as a representation by the Company, or any other person, that such forward-looking statements will be achieved. We undertake no duty to update any of the forward-looking statements, whether as a result of new information, future events or otherwise. In light of the foregoing, readers are cautioned not to place undue reliance on such forward-looking statements. For further risk factors see the risk factors associated with our Company, review our SEC filings.

[SevenTenEleven]

Light trading volume on MGV lately. I was hoping to grab some at $0.40 or lower. No one is selling right now.

[SevenTenEleven]

Hoping we see $0.40 or lower again soon. I would like to lower my cost basis and grab more shares.

[SevenTenEleven]

Might be time to start buying soon. I have my bid up. Maybe as this slips on inactivity I will get filled.

[SevenTenEleven]

Grabbed some stock the last week. Paid more than I hoped to pay. I was hoping it would have slipped down to the high $0.20's. I will keep my bids up there in that range still. I just wanted to establish some sort of position before it runs. Hopefully it pulls back so I could get more. But I doubt it will.

[SevenTenEleven]

Marine Growth Ventures Announces Strategic Initiatives for Accelerated Growth


Company Maintains Course of Driving Shareholder Value with Aggressive Focus on Marine Sector

Marine Growth Ventures, Inc. ("MGV") (OTCBB:MGRW) a diversified marine holding company, today released additional details regarding its ongoing Strategic Initiatives.

MGV was created by Craig Hodgkins, President and Chief Executive Officer, Tim Levensaler, Chief Operating Officer, and a group of investors at Farwell Equity Partners and Crivello Group after discovering a number of exceptional opportunities in marine related businesses.

MGV is currently focused on identifying, acquiring, and growing operating businesses that can provide significant and immediate opportunities for growth. These efforts cumulated earlier this year with MGV's acquisition of the M\V Pacific Aurora, a Canadian flagged vessel and MGV's registration with the State of Florida to begin Timeshare sales.

Given the promise of various marine businesses, MGV's strategic equity investors were able to attract and assemble a high quality senior management team to execute upon immediate and future opportunities.

MGV has set forth a four-part strategic plan for growing revenue and earnings during 2008:

1. Successfully execute upon its existing core business of selling Timeshare units on the M\V Pacific Aurora, and the acquisition and sale of additional Timeshare projects to continue its expansion in this marine sector.

2. Given the legal and economic complexities of marine assets, there are a limited number of lenders providing financing to this sector. As a result, firms that can understand and manage this asset class can achieve above market margins. Building upon its core competencies, MGV will pursue the acquisition of a specialty finance company to accelerate its entrance into the marine finance sector.

3. The acquisition, joint venture, or lease of aggregate mines in the Caribbean basin. Generally, throughout the southeastern United States, there is a scarcity of aggregate materials (stone, gravel, sand and other aggregates) for commercial, public, and infrastructure projects. This scarcity has developed over an extended period due to the completion of existing mines and changing environmental laws. MGV's management believes there are sites within the Caribbean basin that can be profitably mined in an environmentally sound manner and transported to the southeastern United States by barges such that MGV can achieve above market margins.

4. The transportation of feedstock for biofuel plants in the United States. Given the growing number of biodiesel and ethanol plants that are in production or under development in the United States, there is a growing opportunity to source and transport feedstock for such plants. The seaways between countries' key ports are the highways of the future to deliver such feedstock. Vessels that are managed well, efficient, and fast are the key to United States' ability to create energy independence. MGV's team of professionals possess decades of experience in worldwide ship management. MGV strives for unique and efficient solutions for these emerging market opportunities.

"Our board of directors, strategic equity investors and management team has thoughtfully developed a dynamic plan to provide growth in the marine sector," stated Craig Hodgkins, President and Chief Executive Officer of Marine Growth Ventures, Inc. "I invite our shareholders and prospective shareholders to carefully review our plans in the marine sector. We are committed to rapidly increasing shareholder value and believe MGV will generate strong returns in future years."

Summary

MGV is a diversified marine holding company that optimizes the risk/reward profile of its business model by developing multiple revenue streams by targeting undervalued assets in the sectors include finance & charter, aggregates, ship management, and freight.

Investor Information - Sign up to request investor information and receive regular news and updates from Marine Growth Ventures, Inc. –http://www.b2i.us/irpass.asp?BzID=1536&to=ea&s=0.

Safe Harbor Statement Under the Private Securities Litigation Act of 1995 -- With the exception of historical information, the matters discussed in this press release are forward-looking statements that involve a number of risks and uncertainties. The actual future results of MGRW could differ significantly from those statements. Factors that could cause actual results to differ materially include risks and uncertainties such as the inability to finance the company's operations or expansion, inability to hire and retain qualified personnel, changes in the general economic climate, including rising interest rate and unanticipated events such as terrorist activities. In some cases, you can identify forward-looking statements by terminology such as "may," "will," "should," "expect," "plan," "anticipate," "believe," "estimate," "predict," "potential" or "continue," the negative of such terms, or other comparable terminology. These statements are only predictions. Although we believe that the expectations reflected in the forward-looking statements are reasonable, and such statements should not be regarded as a representation by the Company, or any other person, that such forward-looking statements will be achieved. We undertake no duty to update any of the forward-looking statements, whether as a result of new information, future events or otherwise. In light of the foregoing, readers are cautioned not to place undue reliance on such forward-looking statements. For further risk factors see the risk factors associated with our Company, review our SEC filings.

[SevenTenEleven]

Interesting concept. I actually think there is a market for this and there are definitely individuals who would like to own a timeshare on a cruiseliner.

[The Rainmaker]

From last years MGRW SB2-A Cruise Timeshares

We are in the process of entering into a new innovative industry involving
the sale of timeshare opportunities on cruise ships, similar to real estate
timeshares. While timesharing of vacation real estate is a growing industry we
believe, after doing extensive research, that only one other company, Cruise
Timeshare Two, Inc., currently markets and sells timeshares on an existing
cruise vessel. We have reached an agreement in principle with the principals of
Cruise Timeshare Two, Inc. to provide us with marketing and sales broker
services, but we have not signed a formal agreement and do not intend to sign a
formal agreement until an appropriate vessel has been located and we have
obtained sufficient funding.

Industry Overview

Timesharing of real estate properties is, and has been, a successful
method of individual ownership and use of vacation properties for a designated
time period each year. An individual initially purchases the timeshare
allocation and management, operating, maintenance and other expenses are
generally divided amongst all of the timeshare purchasers of the designated real
estate who pay a related annual fee for such expenses. During the last decade
the worldwide timeshare industry has experienced significant growth and recent
average sales have increased by about 7.6% per year (source: American Resorts
Development Association).


13



Cruises are the fastest growing segment of the multi-billion dollar travel
industry, fed by fresh interest, a substantial increase of new ships,
considerable advertising and increasing number of repeat customers and referral
clients. The average rate of growth in the North American cruise market for 23
years is over 8.1%, which is greater than any other leisure vacation category
(source: Cruise Line International Association). Even during poor economic
conditions and when business travel has been down cruise sales have remained
relatively strong, with approximately 85% of cruise customers reporting overall
satisfaction (source: Cruise Line International Association).

Our Solution

The cruise timeshare concept is an attempt to extend the benefits of a
timeshare vacation by uniting the best attributes of quality real estate
timeshares and better cruises. The cruise timeshare product offers consumers of
real estate timeshares with benefits that would not be available with
traditional timeshares, including:

o all inclusive vacations which include meals and other services at no
additional cost;
o the ability to avoid adverse weather on a seasonal basis; and
o the ability to enjoy different localities without the need to trade
for use of other real estate properties.

Furthermore, unlike the construction and development necessary for real
estate timeshare projects, we will be able to begin our cruise timeshare
operations after acquiring an appropriate cruise vessel and spending
approximately four months outfitting the vessel.

In addition, the cruise timeshare product offers consumers of commercial
cruise vacations benefits that would not be available with traditional
commercial cruises, including:

o the projected costs of a cruise timeshare vacation would cost less
than a comparable commercial cruise vacation;
o cruise timeshare ownership and/or use can be loaned, given away or
sold by the purchasers;
o based upon predetermined preferences, purchasers of cruise
timeshares will be able to receive their preference for food,
beverage and recreational services.

Our Strategy

We have reached an agreement in principal with Cruise Timeshare Two, Inc.
pursuant to which we intend to purchase between one and two cabin style cruise
ships per year and Cruise Timeshare Two, Inc. will market and resell the
timeshares to customers. See "Sales and Marketing" below in this section. This
arrangement provides that Cruise Timeshare Two, Inc. and us will split the
profits from the sale of timeshare units and the use of unsold cabins equally,
after we have been paid for our administrative expenses in purchasing the
relevant cruise ships. We currently plan on purchasing additional ships,
accordingly our agreement with Cruise Timeshare Two, Inc. specifies both parties
desire to purchase a ship when the first ship is nearly completely sold.
However, additional purchases are at the discretion of both parties. In
accordance with our agreement, we will purchase and operate the vessel and
Cruise Timeshare Two, Inc. will market and sell the individual time share units.
We have not yet signed a formal agreement with Cruise Timeshare Two, Inc. and do
not intend to sign a formal agreement until an appropriate vessel has been
located and we have obtained sufficient funding.

In addition to our discussions with Cruise Timeshare Two, Inc. we have
created initial trip itinerary's, have begun preliminary discussions with other
timeshare companies for bulk sales of blocks of rooms in order to obtain quicker
cash flow from operations and we are currently searching for an appropriate ship
to purchase.


14



The cruise timeshares to be sold by us will consist of the right to one
seven-day cruise for two per year for a minimum period of 10 years. Due the
ability of the cruise ship to change localities depending on the weather and the
seasons there will be no "high" or "low" season, as is found with real estate
time shares and the purchase price for the timeshare will therefore be based
upon the cabin categories which will take into account the different sizes,
location on the ship and general configurations.

We have identified three different cruise vessels, suitable for
timeshares, which we are considering for purchase. These vessels have between
137 and 285 cabins, which translates into 50 seven-day timeshares or between
6,850 and 14,250 cruise timeshares available for sale per ship. We intend to
utilize the remaining two weeks of the year for maintenance purposes. The retail
price of the cruise timeshares for a minimum period of 10 years will range
between $9,000 and $19,000. However, we anticipate offering incentive discounts
to customers who purchase units in our cruise timeshare early in amounts to be
determined at management's discretion. In addition to the initial purchase
costs, we anticipate that annual maintenance fees will average between
approximately $650 and $850 per timeshare, which fees will vary depending upon
the cruise vessel acquired and the cabin category of the timeshare purchased.

The cruise timeshares will allow for the use of each cabin by two persons
during cruises along with the full use by such persons of all public areas,
services and entertainment to be provided on the cruise vessel. If timeshare
purchasers would like to use the cabin for more than two people (some cabins
have extra berths) an extra passenger fee would be charged to cover any
additional expenses related to the extra passenger(s). Timeshare purchasers
would be able to reserve the right to use their allocated yearly time period by
providing 120 days prior notice or purchasers would have the option to
accelerate their yearly time periods allocated to future years in order to
extend the seven day cruise or to obtain use of more than one cabin, if there is
availability on the cruise vessel. In addition, by using a timeshare industry
exchange program, purchasers of cruise timeshares will have the ability to trade
a seven-day cruise for 14 days or more at many real estate timeshare property
vacations.

The travel itinerary for the cruise vessel will be changed up to twice
each year and is anticipated to be within the North American and Caribbean
waters. The itineraries of the cruise vessel will be port oriented with minimal
time spent at sea in order to allow for port visits of 10 to 20 hours and
sometimes longer. This will provide timeshare purchasers with an opportunity to
enjoy more shore activities and be able to avail themselves of any local
amenities.

Sales and Marketing

There are many similarities in the demographics of purchasers of real
estate timeshares and commercial cruises, this creates a benefit for us in being
able to market and sell cruise timeshares into both of these readily defined
markets. Accordingly, our costs for sales and marketing of the cruise timeshares
will be minimized by being able to target such clearly defined markets in order
to generate prospective purchasers of this product.

Before we are prepared to provide full timeshare services, prospective
buyers will be brought to the cruise vessel for a tour and sales presentation.
These prospective buyers will be targeted based upon existing lists of potential
real estate timeshare purchasers and/or commercial cruise customers. These
existing lists or lists of timeshare and cruise purchasers and customers which
we have from (a) our own present lists that have been acquired while selling
real estate and cruise timeshares, (b) from cooperating and participating
timeshare sales organizations that have acquired list in the same manner, (c)
from timeshare exchange companies, (d) from retail and other travel entities
participating in cruise timeshare sales, (e) from list companies that sell us
specific lists, such as lists of consumers that own a timeshare and have taken a
cruise, (f) from lead generating programs such as trade shows and other
advertising and promotions, and (g) otherwise as opportunities arise. Our
present marketing capabilities, which include the experience of Cruise Timeshare
Two, Inc. from the prior sale of cruise timeshares, we believe are sufficient to
produce prospective buyers and as soon as the cruise vessel has been obtained
and is ready for use the vessel will be moved to an appropriate port in the
United States for use as a sales tool.

Once full service operations begin the cruise vessel will be utilized to
provide commercial cruises whereby cruise customers will be afforded with an
opportunity to purchase a cruise timeshare. In addition, customers of other
cruise ships and vacationing visitors at the cruise vessel's ports of call will
be given tours of the cruise vessel and will be provided with an opportunity to
purchase a cruise timeshare. Advertising and promotions will be targeted towards
special interest medias utilized by those in the vacation industry, including
direct mailings, our website and organized sales seminars.


15



Competition

We believe that there is currently only one direct competitor in the
cruise timeshare industry and the principals of such competing timeshare have
agreed to market and sell the timeshares to be offered by us. However, real
estate timeshares, commercial cruises and vacation exchange companies will all
compete with our ability to sell cruise timeshares.

Vacation exchange companies, like Resorts Condominium International and
Interval International, place points on their real estate timeshares. They then
allow customers who are eligible to trade these points on some commercial
cruises so that customers can expand their vacation choices. Commercial cruises
traditionally have a higher markup for amenities than real estate timeshare
properties. By contrast, amenities and services wil be provided to our cruise
timeshare customers on a cost basis. Our customers will pay directly for these
services in the form of yearly dues so there is no incentive to make additional
profits on these services. We anticipate that our cruise timeshares will be
associated with a vacation club which will permit cruise timeshare purchasers to
exchange their cruise for use of a real estate time shares and we expect to join
a vacation club that will allow our customers to trade their cruise timeshare
weeks for use of real estate timeshare properties that participate in the same
programs. While we will not be administering any of these exchange programs or
obtain any revenues from such programs, the access of our cruise timeshare
customers to these programs adds value to cruise timeshares units we will be
offering for sale.

In addition, our crew and management services compete both with existing
and established service providers. Many of these companies have longer operating
histories, larger customer bases and significantly greater financial, marketing
and other resources than we do and may have the ability to better attract and
retain the same customers that we target. Once service providers have
established these business relationships, it could be extremely difficult to
convince them to utilize our crew and management services or replace or limit
their existing business practices. We cannot be certain that we will be able to
compete successfully against current and future competitors, and competitive
pressures faced by us could materially adversely affect our business.

Government Regulation

Federal Regulation

We do not believe that we are currently subject to federal regulation in
connection with our current operations; however, to the extent that we operate
vessels in United States territorial waters our vessels will be subject to
regulation by the United States Coast Guard. Our cruise timeshare vessel would
be subject to United States Coast Guard regulations if it enters U.S. waters and
ports. These regulations primarily relate to passenger safety. Sophlex has
extensive experience and expertise in adhering to these regulations.

State Regulation

Although real estate timeshares sales personnel must normally have a real
estate license, since a cruise timeshare does not involve real estate, it is
considered a sale of personal property, for which sales personnel are not
required to be licensed. However, we anticipate that we will generally attempt
to comply with state real estate offering requirements, although the materials
will not be reviewed by the states by complying with real estate timeshare
regulations when no State registration requirements or applicable statutes
exist. This will require us to provide a "generic" disclosure statement
(offering circular) modeled after formats used in Florida, where registration is
required. Key consumer protection issues will be adhered to the extent not
prevented because the product is a cruise ship, although not a requirement, such
as providing a "waiting period" during which time a buyer can cancel a purchase.

In addition, prior to the sale of a real estate timeshare, sellers
normally must file a registration containing a public offering statement in each
state in which it desires to sell timeshares. However, in most states this
obligation does not currently extend to the sales of cruise timeshares, since
they are considered sales of personal property. While other states are
considering the enactment of legislation governing the sale of cruise
timeshares, the only state currently requiring registrations for the sale of
cruise timeshares is Florida. While we have no obligation to, and will not, file
such a registration Cruise Timeshare Two, Inc., who will be selling the cruise
timeshare units has completed documentation necessary for a full registration of
a public offering statement in Florida, and even though not required elsewhere,
they do and will continue to provide buyers at every location with documentation
similar to that required by Florida.

[SevenTenEleven]

This could be a nice runner. I need to get an established position.

[The Rainmaker]

In laymans terms the first ship should generate $9,316,000 in sales. MGRW should net around 4.8 million of that. They owe $2,000,000 for the MV Aurora they purchased. Clears MGRW around $2,800,000 in profit. Plus they generate additional revenue from maintenance fees paid by the 1700 cruiseshare owners. 34 cabins times 50 weeks per year.

[The Rainmaker]

Agreement between MGRW and Barry Jones to sell cruiseshares. This agreement was signed around April 7, 2007.

SHARE SHIP AGREEMENT

THIS AGREEMENT ("Agreement") is between:

Euro Oceans, Ltd.
Having offices at 14 Huntington, Trinity, Texas, 75862
("Developer")

And:
Marine Growth Ventures, Inc.
Having offices at 405-A Atlantis Rd., Cape Canaveral, Florida, 32920
("MGV")

And:
Marine Growth Canada, Ltd.
Having offices at 405-A Atlantis Rd., Cape Canaveral, Florida, 32920
("MGC")

And:
Sophlex Ship Management, Inc.
Having offices at 405-A Atlantis Rd., Cape Canaveral, Florida, 32920
("Sophlex")
And:
Ship Timeshare Management, Inc.
Having offices at 405-A Atlantis Rd., Cape Canaveral, Florida, 32920
("STMI")

WHEREAS:

A. The Developer is a Bahamas corporation formed by Barry Jones ("Jones") for
the purpose of selling timeshares on a Cruise ship ("Shares") on a first
cruise ship (the "Project"); and

B. MGV wants to and Developer wants MGV to provide the investment capital and
expertise necessary for the acquisition and improvement of a cruise ship
("First Vessel") for the Project; and

C. MGC, a wholly owned subsidiary of MGV, has acquired the First Vessel-the
Pacific Aurora; and

D. The number of Shares for The Project is equal to the number of cabins on
the First Vessel times 50 weeks, (34 x 50 = 1700) each representing a 7
day cruise each year for a predetermined number of years. It is
anticipated by Developer that the initial term for the Project shall be 20
years; and


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<PAGE>


E. MGV desires to contract with Developer on an exclusive basis for Developer
to market and sell on behalf of MGV the Shares to buyers ("Owners"); and

F. MGC and the Owners' Association (as defined in H below) shall enter into a
Bareboat Charter Agreement which, among other things, shall grant the
Owners' Association the right to utilize the First Vessel for any and all
uses related to the Project; Additionally, MGC and Sophlex shall enter
into an agreement for Sophlex's services, including without limitation,
deck, engine, and hotel services to the Project and Association and

G. The sale of Shares, use and occupancy of the First Vessel by Owners,
related rights of Owners and other matters governing ownership of a Share
and use of the First Vessel are disclosed and set forth in documents
("Governing Instruments") that include (a) Declarations of Covenants,
Conditions and Restrictions ("Declarations"), (b) "Bylaws", for the
Association, (c) a Disclosure Statement, Offering Circular or similar
documents, each containing all necessary provisions as may be required by
applicable local or state law, (d) a Share "Purchase Agreement", and (d)
"Rules". The Declarations and present Purchase Agreement, Exhibits "E" and
"F", are hereby attached to made a part of this Agreement; and

H. As provided for in the Governing Instruments, each Owner upon acquisition
of a Share shall become a member of an Owners' Association
("Association"), said Association to be responsible for the operations of
the First Vessel as well as representing the rights of the Owners; and

I. Each Owner shall pay an annual fee ("Maintenance Fee") to be used to pay
for any and all costs related to the operation and maintenance of the
First Vessel, its use and occupancy by Owners, and the administration of
the Association. Developer shall be responsible for determining the
initial annual Maintenance Fee amounts; and

J. MGV shall by way of a Voting Proxy grant to Developer the right to vote on
behalf of any unsold Shares until such time as 85% (1445) of the Shares
are sold; and

K. MGV, MGC, and Developer want Sophlex, a company affiliated with MGV, to
provide operating deck, engine and hotel management services for the First
Vessel and subsequent ships pursuant to the terms of a related
agreement(s) ("Ship Management Agreement"); and

L. MGV and Developer want "Ship Timeshare Management", having the same
principals as Sophlex, to administer the business of the Association
pursuant to a related agreement ("Association Agreement").

NOW, THEREFORE, Developer, MGV, MGC, and Sophlex agree as follows:

1. SHIP ACQUISITION AND IMPROVEMENT
A. MGC has acquired full title to the First Vessel in the name of
Pacific Aurora. MGC shall provide all necessary funds and expertise
required to bring the ship to the condition necessary for its use
for the Project ("MGC Investment"). The ship is more particularly
described in Exhibit "D", attached to and hereby made a part of this
Agreement. The parties hereby consent to the re-naming of the First
Vessel to "Squamish Voyager", provided such change does not
materially add to the costs of the Project.


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<PAGE>


B. Prior to any sales of Shares, MGV, MGC, and Sophlex shall insure
that the First Vessel is in compliance with all safety and operating
requirements and that no additional expenses are necessary for the
First Vessel to be able to commence passenger service, unless
otherwise set forth in Exhibit "D".

2. BUSINESS MODEL PROJECTION
A. Developer has prepared a Share projection for the Project dated the
1st of April 2007, attached to and hereby made a part of this
Agreement as Exhibit "A", "Plan Model".

B. The Plan Model describes the number of Shares and sales, potential
income, planned expenses, payment of charter fees by Developer to
MGV, other First Vessel costs, net income and distribution of net
income. Tax ramifications have not been included in the Plan Model
and related changes may occur.

C. The Governing Instruments and any and all marketing materials used
by Developer or on its behalf, shall adequately disclose agreed upon
minimum sales necessary for the Project to be self-sustaining.

D. MGV, MGC, and Developer agree that Developer is committing to use
its best efforts to sell the Shares, but in all cases for purposes
of performance and termination rights: (1) for so long as MGV's
financing for the First Vessel and Project remains outstanding,
Developer is hereby guaranteeing to achieve, on an aggregate basis,
sales targets and revenue amounts of at least 75% of those stated in
the Plan Model; (2) for all periods following the full and final
payment of MGV's financing for the First Vessel and Project, the
Developer is hereby guaranteeing to achieve, on an aggregate basis,
sales targets and revenue amounts of at least 50% of those stated in
the Plan Model. For purposes of this Section 2D, subsection (i),
shall not apply if the failure to achieve the targets and revenue
amounts is a result any action or default on the part of another
party to this Agreement, including their respective management or
agents. Furthermore, Developer shall not be responsible for failure
to achieve as a result of deteriorated economic conditions arising
because of an act of terrorism, or acts of God. In the event that
Developer fails to meet these targets outlined in this Section 2D,
MGC at its sole option may exercise the termination rights provided
for in Section 11 hereunder. In the event that MGC exercises said
termination rights, MGC in its sole discretion may proceed with the
Project on its own and/or retain the services of another entity to
perform the duties of the Developer as outlined herein.


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3
<PAGE>


E. In accordance with Section 2(D) above, Developer hereby warrants
that to the best of Developer's knowledge there are presently no
existing defaults or other obstacles that would hinder or otherwise
prevent Developer from achieving the sales targets or revenue
amounts stated in the Plan Model. Furthermore, for purposes of this
Section 2, subsections D and E, Developer shall be required to
notify MGV in writing within five (5) days of Developer's knowledge
of the existence of any default or other action by any party to this
Agreement that Developer believes is or will impact Developer's
ability to achieve the sales targets and revenue amounts stated in
the Plan Model.

3. FIRST VESSEL DELIVERY AND CHARTER
A. MGC shall charter the First Vessel to the Association pursuant to
the terms of a Bareboat Charter Agreement. A "Ship Management
Agreement" shall be attached to and made a part of the Bareboat
Charter Agreement. The Bareboat Charter Agreement and Ship
Management Agreement are hereby attached to and made a part of this
Agreement as Exhibit "C".

B. The initial term of the Bareboat Charter Agreement shall be 20
years. The Bareboat Charter Agreement shall contain provisions
permitting the Owners the right to extend the Bareboat Charter
Agreement at the expiration of the initial term, provided the First
Vessel is capable of continuing to operate.

C. INTENTIONALLY LEFT BLANK

D. Pursuant to the Bareboat Charter Agreement, delivery of the First
Vessel shall be made by MGC to the Developer on behalf of the
Association on or before the 1st day of May 2007, ("Delivery Date")
at North Vancouver, British Columbia, Canada.

4. SHIP AND ASSOCIATION OPERATION AND MANAGEMENT
A. The administration of Association business shall be carried out by
STMI, pursuant to Exhibit "B", "Association Management Agreement",
attached to and hereby made a part of this Agreement. STMI is owned
by the same principals as Sophlex.

B. The operation and management of the First Vessel's deck, engine and
hotel departments shall be carried out by Sophlex pursuant to the
"Ship Management Agreement" between Sophlex and MGC that a part of
the Charter Agreement.

C. Pursuant to the Governing Instruments and as required by any related
management agreements referenced herein, STMI, with all required
assistance from Sophlex, shall prepare a detailed operating and
management budget for the First Vessel to include, but not limited
to: (a) costs for and related to First Vessel and hotel operations,
repairs, passenger service and other requirements, including a
reasonable reserve for annual or biennial and emergency maintenance
and repairs, replacement of goods and materials, and insurance, (b)
for the cost of Association administration, (c) net on board income,
some of which shall be credited against costs and expenses, and (d)
management expenses and fees. The subsequent combined total annual
cost shall be divided by the number of Shares, adjusted to
differentiate between cabin categories, to determine the annual
Maintenance Fee payable by each Owner.


--------------------------------------------------------------------------------
4
<PAGE>


D. To assist with the implementation of Association functions, the
Developer may assist STMI in the initial organization and early
management of the Association, as Sophlex may reasonably request.
Developer shall be reimbursed by Sophlex or the Association, as may
be appropriate, for related expenses.

E. MGV, Sophlex, STMI and/or Developer may provide additional services
not specifically described in this Agreement, as may arise and be
required, in support of the Project, each being reasonably
reimbursed by the Association or from proceeds from sales of Shares
or otherwise.

5. GOVERNING INSTRUMENTS
A. The Developer shall prepare, produce and pay related costs of and
for Governing Instruments, including filing and registration of
disclosure statements if and as required by any State or other
regulatory authority.

B. MGV, MGC, Sophlex and STMI shall assist the Developer with the
preparation of Governing Instruments as may be reasonably required,
including timely provision of information required by any regulatory
agency.

C. MGV shall review all initial Governing Instruments prior to their
filing or dissemination to any third parties. Following their
initial filing, MGV shall also review any material changes made to
the Governing Instruments prior to any filing or dissemination to
any third parties. Said review by MGV shall be timely and shall not
unreasonably delay Developer's completion of its responsibilities
under this Agreement. For purposes of this Section 5 (C), "timely"
shall be no longer than seven (7) business days from MGV's receipt
of said Governing Instruments.

6. SHARE SALES AND DEVELOPER INCOME
A. The Developer will manage the marketing and sale of Shares and
commercial cruises through a sales company(ies) ("Sales
Company(ies)"), and as the Developer otherwise deems to be in the
best interest of the Project; provided however, that any Sales
Company utilized by Developer shall be an entity owned or operating
with Developer's direct control and supervision.

B. Developer shall cause to be formed and properly registered a
corporation in the name of Boutique Cruise Lines, Inc. Said
corporation shall be used by the Developer to market commercial
cruises, support the sale of Shares, and otherwise perform
Developer's obligations under this Agreement for the Project.
Further, said corporation shall at all times be owned and controlled
by Developer.


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5
<PAGE>


C. Except as otherwise stated in this Agreement, contemplated by the
Plan Model or included in contracts with them, Sales Companies and
other entities active in the marketing, sale and promotion of Shares
or that provide tour and other services to ship passengers, shall be
independent entities that are obligated to and pay all of their own
costs and expenses.

D. A predetermined minimum Net Sales Price has been assigned to each
Share cabin category as follows: A - $6,720.00; B - $6,272.00; C -
$5,920; D - $5,408.00; E - $3,936.00; F - $3,456.00. The Developer
reserves the right to adjust the minimum Net Sales Prices between
cabin categories but in no event shall any change reduce the overall
average Net Sales Price of $5,480.00. No Share shall be sold for
less than the minimums contained herein without the prior written
consent of MGC.

E. Credit card processing charges sufficient to pay merchant account
fees and card processing costs ("Card Costs") shall be deducted from
amounts payable from the Escrow Account (described in Section 7.B.)
to MGC, Developer and Sales Company(ies), on a pro rata basis
relative to the amount due each such party. Developer shall attempt
to, but may not, cause a related Share sale price to be increased in
at least a like amount to offset such Card Costs deductions.

F. In the event that a provider of Share buyer financing charges a
service charge or discount fee ("Finance Fees") that must be paid by
the Developer, such Finance Fees shall be deducted from amounts
payable from the Escrow Account (described in Section 7.B.) to MGV,
Developer and Sales Company(ies), on a pro rata basis relative to
the amount due each such party. Developer shall attempt to, but may
not, cause a related Share sale price to be increased in at least a
like amount to offset such Finance Fees deductions.

G. In addition to the sales price paid by buyers of Shares, buyers
shall pay closing cost fees in amounts, for purposes and payable to
parties determined by Developer to cover costs and expenses related
to closing Share sales, including, but not limited to, Escrow
Account management, some buyer financing setup fees, provision of
welcome gifts to buyers, UCC filings for financed sales, ownership
deed issuance, ownership registration, purchase contract review and
finalization, preventing buyer cancellations during the Waiting
Period, other ownership conveyance and related administrative and
management costs. These costs and related disbursements shall be
determined by the Developer.

7. DEVELOPER EXPENSES AND DISTRIBUTION OF NET INCOME
A. Expenses to be incurred by the Developer are described in the Plan
Model and Exhibit "G", "Developer Expenses", attached to and hereby
made a part of this Agreement.

B. All Share sales income shall be deposited into an escrow account
pursuant to an escrow agreement approved by MGV, Developer, and
MGV's financing institution ("Escrow Account"). Once each week
amounts paid into the Escrow Account shall be disbursed to MGV,
MGV's financial institution, Developer, Sales Company(ies) and
otherwise as set forth in Escrow Agreement. Such disbursement shall
be for each recently closed and final sale that has been paid for in
full, for which all requirements of regulatory agencies have been
met and when no known refund requirement exists. Escrow Account
records and reports shall be provided to all parties at agreed upon
times.


--------------------------------------------------------------------------------
6
<PAGE>


C. A management fee amount shall be paid to Jones by Developer ("Jones
Expense Fee") and to Sophlex ("Sophlex Expense Fee") in the amount
and manner described in the Plan Model.

D. At such time that net income, after expenses contemplated in the
Plan Model (including First Vessel Bareboat Charter payments), and
all debts relating to the acquisition of the First Vessel have been
paid in full, exceeds $100,000.00 for two consecutive months, then
starting in the second such month, all net income in excess of
$100,000.00 shall be split equally between MGC and Developer, or
their permitted assigns. All income from the Project earned
following the sale of 100% of the Shares shall be split equally
between MGV and Developer, or their permitted assigns.

8. DISSEMINATION OF PROJECT INFORMATION
A. The parties to this Agreement acknowledge that publicity has a
significant impact on the promotion of Shares and that it must be
managed in a controlled manner intended to enhance Share sales.
Developer shall be responsible for the creation and supervision of
all promotional materials, provided however, that Developer shall
submit all materials to MGC for review prior to any dissemination to
any third party. MGC shall timely review said materials and shall
not unreasonably delay its review and approval of said materials.
"Timely" for purposes of this Section 8(A) shall mean no longer than
seven (7) business days following MGC's receipt of said materials.
Developer acknowledges and understands that MGC's review and
approval of all materials is necessary due to the fact that MGV is a
publicly held corporation with corresponding obligations to
shareholders and public governing bodies such as the SEC.
Accordingly, MGV has to review and approve all materials prior to
dissemination and MGV will also periodically as required to do so,
issue press releases and/or filings with applicable regulatory
agencies. MGV will share any press releases or filings with
Developer for Developer's input prior to their filing; provided,
however that final authority on said materials will rest with MGV.

9. NON COMPETE
A. Unless otherwise provided for in this Agreement, MGV, MGC, Sophlex,
and Developer for themselves, and for their officers and directors,
pursuant to the agreement of such parties, which MGV, MGC, Sophlex,
and the Developer hereby warrant as having been given, hereby agree
not to compete directly or indirectly with the business of the
Developer as related to the Project during the term of this
Agreement. Further, Developer hereby agrees that it is the intention
of the parties to this Agreement that Developer is to provide its
services outlined herein on an exclusive basis for MGV, MGC and the
Project.


--------------------------------------------------------------------------------
7
<PAGE>


B. Unless otherwise provided for in this Agreement, the term "not to
compete" as used herein shall mean that MGV, Developer and Sophlex
shall not own, invest in, manage, operate, consult or be employed in
a business substantially similar to and competitive with the present
business of the Developer and Project as contemplated by and during
the term of this Agreement.

10. ASSIGNMENT
No party to this Agreement may assign its interests under this Agreement
or any ancillary agreement referenced herein, without the prior written
consent of the other parties, said consent not to be unreasonably
withheld. For purposes of this Section 10, the withholding of consent to
an assignment shall be deemed unreasonable if the intended assignee shall
be shown to have been capable of performing the duties under the assigned
agreement from both an operational and financial standpoint. Provided
however, that assignments shall be permitted to entities under common
control and ownership with said party desiring to assign.

11. TERM AND TERMINATION
A. The term of this Agreement shall start on the date that the Agreement
is executed by all parties hereto, and except as otherwise provided
for herein, terminate on the earlier of the following:

(a) By MGV or Developer by giving the other sixty (60) days'
written notice of a default of any of the provisions of this
Agreement, said notice shall provide for a minimum of sixty
(60) days to cure said default. Provided, however, that no
cure period shall be required for purposes of a termination
pursuant to Section 11 (d) hereunder.

(b) At the option of the Developer at such time as the Developer
has sold 85% or more of the Shares in the Project. In this
event all of the obligations and rights of the Association,
Owners and Sophlex contemplated by this Agreement shall
continue.

(c) At the time 100% of the Shares in the Project are sold.

(d) At the sole option of MGV if beginning on the 15th day of
August 2007, Share Net Sales Revenue is less than 75% of the
cumulative amount detailed in the Plan Model over a
consecutive four (4) month period, or if monthly Net Sales
Revenue over a consecutive four (4) month period is
insufficient to pay all expenses and ship costs as
contemplated by the Plan model, whichever is lowest. Provided,
however, that this termination right shall only be applicable
for so long as any MGV financing for the First Vessel and the
Project remains unpaid. Following the full and final payment
of all MGV financing related to the First Vessel and the
Project, the termination rights contained in this Section
11A(d) shall be changed to read that 50% shall be substituted
for 75%.


--------------------------------------------------------------------------------
8
<PAGE>


B. In the event this Agreement is terminated, then:

(a) Unless as otherwise provide for in this Agreement, all of the
rights and obligations of the parties to this Agreement shall
terminate, except that all of the rights of the Association
and Owners contemplated by this Agreement and Governing
Instruments shall continue pursuant to their owns terms.

(b) All sums due MGV, MGC, and Developer, or any other parties
referenced in Section 7 above, to the time of termination
shall be paid to them in the manner provided for in this
Agreement.

(c) INTENTIONALLY LEFT BLANK

12. ADDITIONAL SHIPS
The parties acknowledge that prior to the acquisition of the First Vessel,
Jones was actively tracking the availability of and working to acquire
ships for a cruise timeshare business other than, prior to and during
MGV's negotiation to acquire the First Vessel, including entering into
tentative related tentative arrangements ("Tentative Arrangements).
Developer hereby warrants that all such Tentative Arrangements have been
terminated except for one involving a party named Rainer Tanzier. The
parties hereby agree that in the event Tanzier presents a workable project
to MGV and Developer and MGV choose to not go forward with such new
project that Tanzier shall be compensated for his efforts by way of a one
time flat fee monetary payment. Said amount will be determined at such
time by agreement between MGV and Developer. Said amount shall be
reasonable based upon the work performed by Tanzier.

13. RECORDS AND REPORTS
A. Developer shall prepare and provide MGV / MGC with reports and
records necessary to fully disclose sales, income, expense,
distribution of money and related financial information. This shall
include weekly reports from the Escrow Account agent describing the
distribution of cash receipts, a monthly Share sales report, and
quarterly financial statements for the Developer.

B. MGV/MGC, Sophlex, and STMI shall cause the Developer and Association
to be provided reports and records describing full financial
information regarding the operation of the First Vessel and
Association on a weekly and monthly basis as agreed to by Sophlex
and Developer.

C. The Parties to this Agreement acknowledge and agree that audited
financial statements on no less than an annual basis will be
required of MGC/MGV with respect to the Project in accordance with
SEC requirements and/or other regulatory agencies. Costs for said
audits shall be borne by MGV/MGC.

14. OTHER
A. The corporate parties to this Agreement and/or their management or
officers can be involved in entities and activities related and
intended to enhance the Share project, including Sophlex and STMI as
provided for in this Agreement, Sales Company(ies), tour and
excursion activities as may be in the best interests of Shares
marketing and sales, and otherwise, except that no such involvement
shall diminish Share marketing and sales, commercial cruise fare net
income, or increase related expenses or costs.


--------------------------------------------------------------------------------
9
<PAGE>


B. The failure of any of the parties to this Agreement to demand strict
performance by the other party of any of the terms of this Agreement
shall not be construed to be a continuing waiver or relinquishment
thereof, and either MGV or Developer may at any time demand
subsequent strict and complete performance by the other of all other
provisions of this Agreement.

C. The parties to this Agreement acknowledge that Jones has had and
continues to have a business relationship with Windjammer Barefoot
Cruises, Ltd., and related entities. Provided said relationship does
not materially interfere with Developer's performance under this
Agreement, said relationship shall be excluded from the non-compete
provisions contained in Section 9 herein.

D. This Agreement is binding upon and shall inure to the benefit of all
of the parties to this Agreement, their heirs, successors, and
permitted assigns.

E. In the event that any legal action related to this Agreement is
instituted by one or more of the parties to this Agreement against
another, the prevailing party(ies) shall be entitled to recover
reasonable legal costs and attorney fees.

F. Any notices to be given to one part to this Agreement by another
shall be in writing and shall be delivered in person, by courier if
a delivery receipt must be signed or by certified mail requiring a
return receipt, to the addresses set forth on the first page of this
Agreement. Notices shall be deemed received at such time as a
delivery is made in person or a receipt is signed. Any change of
address shall be promptly reported to the other party in the same
manner.

G. Except as otherwise provided for herein and/or in a separate written
agreement, this Agreement and attached Exhibits contain the entire
agreement between the parties to this Agreement. There are no oral
agreements existing between the parties that are not expressly set
forth herein and therein. Any amendment to this Agreement must be in
writing signed by all of the parties to this Agreement.

H. Section or paragraph headings in this Agreement and in attached
Exhibits are for reference purposes and are not intended to and
shall not in any way modify or limit any provisions in sections or
paragraphs of this Agreement.

I. This Agreement shall be governed by and construed in accordance with
the laws of the State of Florida.


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10
<PAGE>


Date: April 11, 2007

MARINE GROWTH VENTURES, INC. (MGV)

By: /s/ Craig Hodgkins Its: President
------------------------------ ------------------


EURO OCEAN, LTD (DEVELOPER)

By: /s/ Barry Jones Its:
------------------------------ ------------------


SOPHLEX SHIP MANAGEMENT, INC (SOPHLEX)

By: /s/ Timothy Levensaler Its: President
------------------------------ ------------------


MARINE GROWTH CANADA, LTD. (MGC)

By: /s/ Craig Hodgkins Its: President
------------------------------ ------------------


SHIP TIMESHARE MANAGEMENT, INC. (STMI)

By: /s/ Timothy Levensaler Its: Director
------------------------------ ------------------


Exhibits:A: Plan Model
B: Association Management Agreement
C: Charter and Ship Management Agreement
D: First Vessel Description
E: Declarations
F: Purchase Agreement
G: Developer Expenses


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11

</TEXT>
</DOCUMENT>

[Greencake]

* IBOX UPDATED *

[SevenTenEleven]

you will have to teach me the ways of the stock jedi one day. In the mean time, thanks for getting a chart up. I need to pull the trigger and get into this one.

[The Rainmaker]

stockcharts doesn't work without a long trading history. I added a chart to ibox.

[SevenTenEleven]

Thanks for the DD. The charts are still not posting. Have to follow up with JT to see where they are.

[The Rainmaker]

MANAGEMENT EXPERIENCE
AND CAPABILITIES

BOUTIQUE CRUISE LINES LTD.
14 Huntington Dr., 3698,Trinity, Texas, 75862
And an associated marine management company
SOPHLEX SHIP MANAGEMENT INC.(MGRW)
405-A Atlantis Rd., Port Canaveral, Florida, 32920

* Marine operations management for Cruiseship'Share vessels.
* As a member of the "American Club", reserved for companies meeting highest standards of marine operating safety, able to provide best ship insurance policy and rates.
* Holds Document of Compliance for operation of Passenger Vessels worldwide.

MANAGEMENT

Barry Jones - Manager, cruise timeshare development, adminstration, marketing and sales.

* Air force officer, navigator, air traffic controller and pilot.
* Founded Northern Helicopters with aircraft in Canada and Alaska.
* Founded Pacific Hovercraft creating a new mode of research, 3 ton cargo exploration, 35 passenger and military test craft operating in Canada, United States and Mexico.
* Managed, developed and an owner in resort properties located in Mexico, Canada and the United States (from Hawaii to the Atlantic Coast) including timeshare resorts having total inventory values in excess of $300 million with timeshare prices from $5,000 to $35,000.
* Founded Travel Network, the first international retail travel agency franchise that became the largest chain in North America with offices in the United States and Canada, eventually spawning over 2,000 retail outlets.
* Developed and operated the fully articulated, two story "Snoozer" bus (largest in North America) with separate and fully equipped cabins, lounge, bar and crew quarters.
* Founded CruiseShipCenters, the first cruise only retail travel agency franchise with offices in the United States and Canada.
* Created hundreds of wholesale, group, air, sea, land and other travel packages.
* Managed annualized travel sales exceeding $400 million per year.
* Produced the travel oriented television shows "Where in the World" and "Sports Adventure Journal".
* Developed a nationwide travel training academy.
* Years of experience working to enhance the growth of travel, specifically cruises, with unique concepts like marketing rights to the Love Boat name (of TV fame).
* Shareholder and ownership in cruise lines and ships.
* Cruise ship casino concession operator.
* Master of an exclusive 16 cabin cruise ship.
* Founded and developed the cruise ship timeshare and ship vacation ownership concept.

Craig Hodgkins

* Marine Engineering and Business graduate at Maine Maritime Academy.
* Instrument rated aircraft and helicopter pilot.
* USCG Captain's and engineering license (steam and deseil).
* Captain and engineer on vessels in Europe, United States coastal routes and Mexico.
* Oversaw the construction of two mega yachts.
* President of Sahara Hotel & Casino, responsible for 1,400 employees.

Timothy Levensaler

* Nautical Science graduate at Maine Maritime Academy.
* USCG Captain.
* Ship Yard Superintendant for several companies.
* Sailed as a Master Mariner for 13 years.
* Ship operation start-up manager.
* Project Manager for several multi-million dollar government ship conversion and repair projects.

Craig Hodgkins and Tim Levensaler, jointly

* Provision of customized vessel management, crewing, pilotage, custodial, caretaking and charter operation services to ship owners and operators.
* Management of cruise and casino vessels with capacities of up to 1,700 passenger.
* Agent for the acquisition of 11,000 gross ton cruise ship.
* Management of rebuilding, refurbishing and operation of a 350 cabin cruise ship.
* Developing marine passenger, car and freight service between the United States and Mexico.
* International Safety Management compliant.
* Ship Inspections, surveys and valuations.

[The Rainmaker]

They have a deal with RCI the largest timeshare exchange company.


Pacific Aurora
EXCHANGE COMPANY INFORMATION

The number of RCI points assigned to a Cruiseship'Share varies by Cabin Category and Time Period. Although relatively high, the number of Points may still not accurately reflect a greater value depending on recreational and other preferences of and that individual Cruiseship'Share Owners can acquire. RCI allocates Points based on a worlwide system and model that may not always accurately indicate the superior value of Cruiseship'Share cruises. In any instance, RCI Points and other benefits attached to Cruiseship'Share ownership are substantial and reflect the high value of a Pacific Aurora cruise vacation. See the following:

CRUISESHIP'SHARES
* Pacific Aurora:
75,000 to 82,000 Points for popular cabin categories and time periods.

COMPARED TO RCI GOLD CROWN (THE BEST) RESORT HOTELS
Examples of typical RCI Gold Crown (the best) resort vacations
(for two persons) that Cruiseship'Share Owners can enjoy
* British Columbia, Canada, the area in which the Pacific Aurora cruises:
28,000 Whistler Mountain (Vacation International Clock Tower)
37,000 Vancouver island (Pacific Shores Resort and Spa)
40,000 Victoria (Rosewood Resort Inn).
* Mexico:
20,000 Ixtapa (Villa Vera Puerto) - Puerto Vallarta 23,000 (Club Regina)
34,000 Cancun (Hacienda Vista Real)
* Europe:
46,000 France 46,000 (Royal Rochebrune)
35,500 Portugal (Royal Orchid)
* Caribbean:
38,000 St. Maarten (Royal Islander)
42,000 Saint Lucia (Windjammer Landing Villa)
52,000 Barbados (Residences at the Crane)
* United States:
30,500 San Diego (Gaslamp Plaza Suites)
49,000 San Francisco 49,000 (Inn at the Opera)
34,000 Arizona (Starr Pass Golf Suites)
26,000 Florida (Wyndham-Fairfield Sea Gardens, Pompano Beach)
40,500 Florida (Hilton Grand Vacations Club at Seaworld)

Cruiseship'Share Owners can 'deposit' a cruise and get up to 82,000 Points and enjoy more than one alternative fine vacation selected from 1,000s worldwide, or trade for other leisure services.

Ask a Cruiseship'Share representative for details.

[SevenTenEleven]

Thanks Rain. This could be an interesting play. I have been doing research into this sector and trying to make out the potential opportunity. Once I have a good handle, I will report back to the board.

[The Rainmaker]

This is MGRW cruiseshare info. Site being upgraded but I was able to get this from cached version on yahoo.
OUR ASSURANCE TO Cruiseship'Share BUYERS
Prior page

Our goal is to provide appreciative passengers with an exclusive right to elite Boutique Cruise Line and other vacations at a very low relative cost. To ensure your lasting enjoyment:

* Cruise experiences excel
* Cruiseship'Share cost is an outstanding value
* Prospective buyers must be well informed
* Ship operations and up-scale service is assured by qualified management
* Guarantees prevent escalating annual fees and costs
* Cruises provide unique and special vacation experiences not otherwise available
* Passengers have a remarkable choice of optional recreational activities, from golf to scuba to skiing, and much, much more.
* Cruiseship'Share ownership gives you a selection of a few or many, alternative fine resort vacations, or other travel services.

For more information see the following and other pages of this web site. We look forward to having you and your friends join us to discover the unique enjoyment and value offered to Cruiseship'Share owners.

SHIP INFORMATION
Prior page

Cruiseship'Shares vessel characteristics provide uniquely different cruise experiences that are enhanced by optimum service, lots of time for port activities, much lower cost, and exceptional value compared to otherwise equivalent commercial cruises, resort property timeshare, and other land vacations. The Pacific Aurora is now in service. Plans call for it to be followed by other fine, small vessels.
For vessel details click on one of the following - Squamish
Voyager

Southern
Voyager

Vacation
Voyager

- More to follow
WHAT IS A Cruiseship'Share?
Prior page

(a) GENERAL DESCRIPTION Prior page

Vacation ownership, in the form of a timeshare or similar concept, has become the most economical way to select frequent, continuing high quality holidays from a wide variety of worldwide destinations. Cruiseship'Shares combine the best attributes of these highly successful holiday concepts with elite cruise vacations.

Cruiseship'Share ownership includes and provides:

* 2 people with one or more 7 night cruises each year or every other year in a cabin category of their choice over a 20 year period (which might be extended), see duration of Cruiseship'Shares.
* Use of all of a vessel's services and public areas, including lovely cabins, great dining, enjoyable on board activities, see onboard services, plus access to unique receational and adventure opportunities, see Pacific Aurora activities.
* Room for additional passengers who can join Owners in some cabins for a reasonable extra fee.
* The option to use more than one cruise each year, consecutively, at the same time (with friends in a different cabin), or during different time periods.
* The option to delay a Cruise for one year beyond the intended year of use, through an exchange company.
* The right to select an available cruise in a similar cabin category on any Boutique Cruise Line vessel as they may become available.
* The right to trade for many more days at a worldwide selection of fine land resorts or for a cruise with a different cruise line. See exchanges.
* The right to sell, transfer, rent or loan a Cruiseship'Share.
* Ship services similar to those on equivalent commercial cruise ships, plus unique and special vacation experiences that other comparable ships don't offer.

(b) NUMBER OF Cruiseship'Shares Prior page

There are 50 annual 7 night Cruiseship'Share cruises (Time Periods) for each cabin. The other two weeks each year are reserved for maintenance.

Although Cruiseship'Share buyers acquire rights in a specific vessel, additional ships are anticipated. Cruiseship'Shares Owners can enjoy cruising on all of them. The number of Cruiseship'Shares on the present and possible additional cruise ships follow:

Vessel No. of Cabins No. of Cruiseship'Shares
Pacific Aurora
Southern Voyager*
Vacation Voyager* 34
23
66 1,700
1,150
3,300
Total Number 123 6,150
*More vessels will be introduced at the discretion of the Developer. If so,
ships and the number of cabins may change for the benefit of Owners.

(c) TYPES OF Cruiseship'Shares Prior page

* Fixed Week: Accommodations in a Designated Cabin Category (or a specific cabin at the option of Cruiseship'Share buyers) during a Designated Time Period.
* Floating Week: At an Owner's option and request, a Fixed Week can be changed to a Floating Week and a Cruise can be selected during any Time Period, in the same Designated Cabin Category.
* Points: A Floating Week can be converted into a predetermined number of RCI Points that can be exchanged for RCI land vacations and other leisure services. See exchanges.

(d) DURATION OF Cruiseship'Share OWNERSHIP Prior page

The number of cruises attached to Cruiseship'Share ownership varies as described below.

* "Annual", 20 cruising years - For a 20 year period allowing one or more of 20 cruises to be taken each year or at any other available time during the 20 year period.
* "Biennial", 10 cruising years - For a 20 year period allowing one or more of 10 cruises to be taken every other year or at any other available time during the 20 year period.
* "Additional" years - If a Cruiseship'Share vessel remains in operation after a 20 year period, Cruiseship'Share Owners have the option to acquire additional years at a price equal to 1/20th of the "Annual" or 1/10th of the "Biennial" Cruiseship'Share purchase price, plus a nominal administrative fee, one cruise to be taken at any time during each additional year.
* "Never Ending" Years - It is expected that continuing introduction of additional vessels will provide "never ending" availability of Cruiseship'Share vacations.

(e) A FANTASTIC COMBINATION - THE SHIP PLUS VOYAGER ADVENTURE CLUB ACTIVITIES Prior page

Cruiseship'Share Cruises include two integral segments, as follows:

* The vessel: Lovely accommodations, exclusive on board services, see ship services, and ship based marine activities.
* Voyager Adventure Club: A wide variety of additional recreational and adventure opportunities are available from the Voyager Adventure Club. Passengers individually choose recreational and adventure activities from an amazing selection, at reduced prices, see Pacific Aurora adventures. Cruiseship'Share Owners receive free membership in the Voyager Adventure Club.

(f) SERVICES Prior page

Uniquely personalized services, facilities and amenities include:

* Wonderful overall experience: Exclusivity and cruise enjoyment surpassing those found on otherwise comparable commercial cruise ships. Personal service is designed to match the experience expected by guests on a fine mega yacht.
* Special, personalized services: Prior to departure, Owners provide ship management with requests and information for special services during their cruise. These include preferred beverages, special dietary requirements, recreational reservations on board or while on shore, special health considerations (excluding prescription medicine), individual and group events, special events such as anniversary or birthdays, and otherwise.
* Exceptional shore activities: Passengers can enjoy special on shore excursions and tours including seasonal fun not available from other cruise ships. Unique winter cruises include Snow Boat™ and Sea-to-Ski™ snow sports at nearby Whistler Mountain, one of the world's premier ski resorts and home of the next Winter Olympics, and at other fine winter resorts. Distinctive summer cruises include Sea-to-Tee™ golfing at adjacent fine courses. Outstanding available year round experiences include Cousteau's Choice scuba diving, Ultimate Fishing, and other remarkable recreational opportunities. See adventures.
* More optional ship board services: Optional on board goods and services are reasonably priced, unlike typical cruise lines that make a major portion of their profits from excessive charges for on board purchases, which increases actual overall passenger cruise costs by a significant amount. Cruiseship'Share cruises provide goods and services to Owners at relatively low prices and some profits are used to reduce overall Owner vacation costs.
* Great dining: Delicious meals feature local produce, meat and seafood. Enjoy gourmet supper in the dining room, delicious lighter meals in the bar or great outdoor grilling. Seating availability and assignment occurs at any time during meal hours, or Owners can make dining reservations for one or all nights.
* At sea pleasure: Get close to the beautiful waters along exclusive intineraries while enjoying relaxing, comfortable ship facilities. See on board.

(g) 2010 OLYMPICS AND PARALYMPICS Prior page Prior page

Once in a lifetime: The Pacific Aurora's home Port is the city of Vancouver, the site of many 2010 Winter Olympic events, with a berth near Cypress Mountain, one of the North Shore Mountains and the site for snow board competitions. The vessel spends time at the city of Squamish which is the portal for and adjacent to Whistler Mountain, the site for Olympic skiing and other events.

The only Sea-to-ski™ cruise: The regular Olympics occur in 4 Cruiseship'Share time periods, starting in time period 6 (time periods start on a Saturday) on February 12th (opening event) and ending in time period 9 on February 28th (closing ceremonies). The Paralympics (for disabled athletes) occur in 4 weeks starting in time period 10 on March 12th (opening event) and ending in time period 13 on March 28th (closing ceremonies). During related time periods, see Olympics, ship itineraries will be altered to allow Cruiseship'Share owners to attend Olympic and Paralympic events at Whistler (Squamish). the North Shore mountains, and in Greater Vancouver. Event tickets will be available.

(h) OWNERSHIP AND DOCUMENTATION Prior page

All Cruiseship'Share buyers become members of the Cruiseship'Share Owner's Association ("Association"), each with equal voting and other rights.

The Association is governed by and all buyers receive ownership documents describing their rights, obligations and procedures. For details go to documents.

Cruiseship'Share USE OPTIONS AND EXCHANGES
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RCI affiliation: Cruiseship'Shares are affiliated with RCI, the world's largest international vacation exchange company.
At their option, Owners can exchange a cruise for one or more of RCI's 3,700+ leisure properties throughout the world. Owner's are responsible for nominal RCI membership and exchange fees. For details go to exchange company.

Use and exchange opportunities: A Cruiseship'Share Owner has the following cruise use rights and exchange options:

* Annual or Biennial cruises: Enjoy extraordinary annual or biennial cruises during Fixed Weeks or Floating Weeks.
* Early use of a cruises: If a Cruiseship'Share is fully paid for, use one or more additional available cruises at any time, in advance. This allows Owners to take consecutive 7 night cruises, have friends join them in a different cabin, or to take more than one cruise in a year.
* Delayed use of a cruise: Delaying the use of an annual cruise until a later year through RCI, the exchange company.
* Taking land vacations : Exchanging an annual cruise for one or more of RCI's 3,700+ resort property vacations. See exchange value.
* Trading a cruise for leisure services: Exchanging a cruise for a variety of leisure services (air, cars, etc) by converting the cruise to RCI Points.

ITINERARIES
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Unlike larger ships and typical commercial cruise lines, Boutique Cruise vacations provide the following advantages

* En route - for you: Itineraries designed to provide optimum passenger enjoyment, without the limitations of typical commercial cruise companies with related profit requirements.
* Feel the sea: Unlike larger cruise ships that let you look down from high above the water, itineraries feature the marine environment, up close and beautifully.
* Fun ports and places: Visits to ports and places provide opportunities for various recreational, adventure and cultural activities not otherwise available.
* Exclusive ports and places: Visits to places that larger and commercially oriented cruise ships don't visit.
* Port oriented: Extended stays at ports of call. Compared to typical, conventional cruises, passengers have lots of time to enjoy shore activities.
* Memorable things to do: A wide variety of optional activities are an integral part of Boutique cruises, on board, from, and near the ship.
* Changes: Ports of call vary by season for optimum passenger pleasure.
* Captain's Choice: Route changes are selected by the Captain to allow passengers to visit and enjoy special seasonal and other en route events.
* Pre and post cruise add-ons: Special, optional land vacations at departure and disembarkation ports at reduced prices, before and after cruises.

MANAGEMENT
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Cruiseship'Share vessels are are under the control of the Owner's Association. The Association has contracted with a qualified marine management company to operate the Pacific Aurora. Their extensive combined experience assures optimum adminstrative, operational and vessel passenger support.

For more information go to management experience.

FEES
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(a) MAINTENANCE AND REPAIR FEES Prior page

Every Cruiseship'Share Owner owes annual Maintenance Fees to pay for a ship's operation, repair, reservation system, passenger service including meals, on-board activities, some beverages, and for the administration of Association business. Fees include a Fixed and an All Inclusive amount. See Maintenance Fees for fee details.

Some net income from on board sales of goods and services is used to reduce Maintenance Fee amounts.

Maintenance fee amounts vary by cabin category and are slightly higher in Time Periods 50 and 51, and during Time Periods when significant special events occur.

When a vessel's per year Maintenance Fees are combined with the annualized price paid for a Cruiseship'Share the total per cruise cost is a fraction of the price of commercial cruises on equivalent ships or timeshare vacations at fine resorts.

As an example of and in addition to other Cruiseship'Share ownership benefits, annual Maintenance Fees include normal meals, unlike typical land vacations or timeshare resort holidays where dining is a substantial added expense. Great dining, and other fine benefits, are available at no added cost to Cruiseship'Share Owners.

Maintenance Fees include payment for normal port charges which are not included in fares for some commercial cruise ships, but not individual travel taxes.

Adequacy of Maintenance Fees: The adequacy of operating budgets and related Maintenance Fees is protected as follows: Prior page

* Accurate budgets: Operating budgets are based on actual ship operating experience, considerable experience of ship managers, and specific inclusion of circumstances attached to a Cruiseship'Share vessel(s).
* Conservative expense forecasts: Budgets are purposely conservative. Forecast costs may be higher than actual expenses. Any surplus will be used to reduce future Maintenance Fees, and/or to provide even more enhanced service.
* Developer guarantee: The developer guaranties that Maintenance Fees will not exceed projections through 2009.
* More assurances: The developer further guaranties that Maintenance Fees after 2009 to 2011 will not exceed acceptable stated amounts.
* Association financial reserve: A reserve for unforseen maintenance and repairs has been included in ship operating Budgets.
* Developer financial reserve: As a further safeguard, the Developer sets aside 2% of all Cruiseship'Share sales revenue for a period of time, as a contingency to pay unforeseen contingencies.
* Current budget(s): Click on budget to see the Pacific Aurora operating budget.
* Cautious overview: The above safeguards are intended to avoid unreasonable Maintenance Fee increases, and the need for Owner approved special assessments that would otherwise be shared equally among all Cruiseship'Share Owners.

(b) OTHER FEES Prior page

The only mandatory fees are described in (a) above. As desired by Cruiseship'Share Owners, other fees may be owed when additional and optional services and goods are acquired. Some cabins have extra berths and a fee of $450 per person is paid for 3rd and 4th passengers. If fuel prices are excessive, a temporary and reasonable per passenger per cruise fuel surcharge may be charged, as approved by the Owner's Association.

PRICES Cruiseship'Share prices may increase without notice.
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Cruiseship'Share prices vary depending on cabin categories that differ by size, location on a vessel, and general cabin configuration. For access to more price information go to Pacific Aurora price details.

ADVANTAGES OF Cruiseship'Share OWNERSHIP
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Cruiseship'Share ownership offers a superior, unique cruise experience for discerning passengers by providing a quality of service, itineraries, enjoyment and exclusivity equal to or better than other smaller, more intimate vessels, and at a lower cost. The demand for this type of cruise is increasing as many cruise passengers move away from large, crowded, impersonal, noisy ships with limited itineraries, excessive charges for on board services during long sea voyages, and minimal time in ports of call (causing passengers to spend money on board). In comparison, unsurpassed smaller ship enjoyment and satisfaction enhances the exceptional value of a Boutique Cruise Line vacation.

* UNBEATABLE VALUE Prior page
o Much lower total cost compared to comparable real estate timeshare vacations
o Much lower overall costs compared to comparable conventional commercial cruises
o Optimum benefits when exchanging for other vacations or travel services.
* EHILARATING EXPERIENCE Prior page
o A discerning alternative to commercialized conventional cruises.
o Like a private yacht and country club.
o Intimate, casual and friendly.
o Be pampered.
o Personalized, you're not just another face in the crowd.
o No crowds or lineups.
o Camaraderie amongst a limited number of wondeful passengers.
o Plenty of activity, or peace and quiet.
* OUTSTANDING SERVICE Prior page
o Exclusive, impeccable, warm, gracious, discerning and extraordinary service.
o Before departure, order goods, services and activities of your choice.
* MORE AND EXCITING ACTIVITIES Prior page
o Wonderful Voyager Adventure Club recreation and adventure, see Pacific Aurora activities, including the following:
+ Ports of call include exceptional "Sea-to-Ski™" skiing and other winter sports.
+ World class year round "Ultimate Fishing".
+ "Sea-to-Tee™" golfing.
+ "Cousteau's Choice" scuba diving.
+ Free Voyager Adventure Club membership.
+ Many other interesting things to do.
o Your choice of on board and shore services and activities as requested before departure, such as golf tee times, skiing and other activities.
* FOOD AND BEVERAGE DELIGHTS Prior page
o Healthy North American cuisine.
o Finest, freshest ingredients, including sea food fresh from the sea.
o Your choice of special beverages as requested before departure.
o Leisurely open dining room seating, or make a reservation.
o Dining room tables for 2, or more.
o Beach party meals.
o A selection of on shore dining venues.
* COMFORTABLE CABIN SELECTION Prior page
o Personalized, on call cabin steward service.
o Fine linens and bedding.
o Comfortable pillows.
o Hair dryers.
o 24 hour room service.
o Constant attention to comfort.
o Wooden, "care for attire" hangars.
o Stationary.
* EXCHANGE FOR OTHER TRAVEL SERVICES Prior page
o Exchange a 7 night Cruiseship'Share cruise for one or more vacations at fine resorts throughout the world*.
o Exchange a Pacific Aurora cruise for a cruise on other Cruiseship'Share vessels when available.
o Use optional RCI points to exchange a Cruiseshiop'Share cruise for one on a different cruise line's ship*.
o Use optional RCI points to acquire other leisure services like air fares, car rentals, and more*.
*Provided by a timeshare exchange company
* UNIQUE ITINERARIES Prior page
o Unique, winter activities cruises.
o Exciting and interesting ports not visited by larger cruise ships.
o Intimate exploration in off-the-beaten track waters.
o Places of natural beauty and cultural interest.
o Destination oriented.
o Lengthy port visits, lots of time to relax, play on shore, and unhurried sightseeing.
o Lasting memories of beautiful places.
* OTHER GREAT BENEFITS Prior page
o Membership in the Cruiseship'Share Association gives Owners access to a variety of appealing ship and travel related items at discounted prices.
o Subscription to special cruise publications and information circulars.
o Owner's Newsletter.
o Special events and parties for Cruiseship'Share Owners and friends.
o Assistance with air and other travel arrangements.
o Special pre and post land vacation opportunities.
o Predetermined personal preferences that allow Owners to enjoy beverages of their choice, scheduled activities and other services not otherwise available.
o Travel attire and accessories, some embroidered with the ship name, at reduced prices.
o Discount coupons for commercial cruises on the Pacific Aurora that can be given to friends.
o Internet on-line Owner support and reservation services.
* CRUISESHIP'SHARE OWNERSHIP BENEFIT SUMMARY Prior page
Overall
o All of the above.
o Attention to details.
o Unpretentious but superb.
o Inflation proof.
o Owners are special, recognized individuals who receive personalized service.
o Unique pre arranged recreational opportunities, like skiing, golf, fishing, scuba, etc.
o And more.
Compared to Cruises
o Unique ports of call.
o Lots of time in port.
o Uncrowded.
o Very personalized service.
o No lineups.
o No excessive charges to increase on board cruise line profits.
o No port charges.
o No unnecessary time at sea to increase on board passenger expenditures.
o No constant public address system announcements.
o No mandatory tipping.
o The annualized cost of a Cruiseship'Share plus the annual Maintenance Fee is a fraction of prevailing fares for an equivalent commercial small ship cruise.
o And more.
Compared to Resort Timeshares
o All inclusive cruise vacation packages can include a wide variety of activities.
o Great dining at no additional charge.
o The value of Cruiseship'Shares if very high compared to and when exchanging points for other travel services.
o The price of an all inclusive Cruiseship'Share vacation provides exceptional value compared to the price of a comparable resort timeshare or other nice land holiday.
o And more.

PURCHASING A Cruiseship'Share
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The offer to sell and the sale of Cruiseship'Shares is only valid where permitted by law.

[SevenTenEleven]

OK my fault. TTGL closed at $2.14! WOW! I may be more motivated to buy shares of Marine Growth, sooner than later.

[SevenTenEleven]

Not yet. Waiting to put a bid up. Should have when it was in the $0.40'ish range. It may pull back a bit.

TTGL is looking very nice. Was trading at $1.95 or so today. That is nearly 100% profit on my investment in less than 3 months. Hope the business plan for ETLS is as solid as the rest of Crivello's shells.

How about a board for Crivello?