This agreement, made this ___ day of ___________, 2002, by and between, JPR CARS, Ltd., a Virginia corporation, of 82 Gatsby Lane. Topping, Virginia 23169, (hereinafter "JPR Cars"), and ________________, of ____________, ___________, (hereinafter "Purchaser").

WHEREAS, JPR Cars agrees to build for Purchaser one (1) Gatsby Cabriolet automobile with the options described below;

NOW, THEREFORE, in consideration of the mutual covenants and promises herein contained, the following agreement:

1. JPR Cars agrees to build and to sell to Purchaser, and Purchaser agrees to purchase, one (1) Gatsby Cabriolet automobile with a valid Virginia title for the total price of Thirty-Four Thousand Five Hundred Dollars ($34,500.00). JPR Cars and Purchaser agree that the automobile will be equipped with a rebuilt engine and transmission.

2. Purchaser agrees to pay JPR Cars Thirty-Four Thousand Five Hundred Dollars ($34,500.00) in three (3) installments. The first installment of Ten Thousand Dollars ($10,000.00) shall be paid upon execution of this contract. The second installment of Ten Thousand Dollars ($10,000.00) shall be due and payable thirty (30) days from the date of the first installment. The final installment of Ten Thousand Five Hundred Fifty Dollars ($14,500.00) shall be due and payable upon completion of and prior to delivery of the automobile. In addition to the price quoted above, Purchaser agrees that it will pay to JPR Cars upon delivery the cost of any title transfer fees or taxes, or other expenses incurred by JPR Cars for the purpose of transferring title to Purchaser.

3. Purchaser has three (3) days from the receipt of the executed contract by JPR Cars to withdraw from his obligations under this contract and have his initial installment of Ten Thousand Dollars ($10,000.00) refunded in full. In order to exercise his right to withdraw from his obligations under this contract and have his initial installment refunded in full, Purchaser shall be required to contact JPR Cars by telephone at (804) 758-2551 within three (3) days of the receipt of the executed contract and the initial installment payment by JPR Cars, followed, in due course, by delivery of written notice mailed by certified mail, postage prepaid, to JPR Cars at the address above, bearing a post mark dated within three (3) days business days of the date of the receipt of the executed contract and the first installment payment by JPR Cars.

4. JPR Cars agrees that it will hold funds received from the Purchaser in a separate account, drawing on that account only to pay expenses incurred in the construction of the automobile until such time as the automobile has been completed, or such earlier time as Purchaser defaults in Purchaser's obligations under this contract. Following any default by Purchaser, JPR Cars shall be entitled to withdraw all funds received from Purchaser without restriction.

5. JPR Cars states that the normal time to complete the automobile will be a period of Two Hundred Forty (240) days from the receipt by a JPR Cars of the fully executed contract and Purchaser's initial installment payment. JPR Cars reserves the right to extend the period for the completion of the automobile up to Ninety (90) days, for an aggregate total of Three Hundred Thirty (330) days, provided, however, an extension beyond Two Hundred Forty (240) days will be made only for circumstances not reasonably foreseen at the beginning of the construction period. JPR Cars shall have a reasonable time following the end of the construction period to obtain Virginia title.

If JPR Cars does not complete the automobile within the construction period described above, then, at the end of the construction period described above, Purchaser shall have the option to accept the car in its state of completion at the end of the construction period without the requirement for payment of the final installment, or Purchaser may elect to receive reimbursement of Purchaser's previously paid installments without interest. In the alternative, Purchaser and JPR Cars may extend the construction period by mutual consent. Purchaser and JPR Cars agree that Purchaser shall be limited to the remedies stated in this paragraph for failure of JPR Cars to deliver the automobile on time, and shall not be entitled to any other remedy.

6. JPR Cars warrants that the engine and transmission installed in the automobile will operate properly for the first three (3) months after delivery to the Purchaser, or the first three thousand (3,000) miles, whichever comes first, with the exception that JPR Cars shall not be responsible for malfunction caused by the failure of Purchaser or other users of the automobile to comply with normal maintenance procedures or other negligent acts which cause malfunction or damage to the engine and transmission. JPR Cars and Purchaser agree that JPR Car's liability under this warranty shall be limited to restoring the automobile to proper operation, and that the time period for the warranty shall be extended by any period during the initial warranty period during which the automobile cannot be properly operated as a result of a malfunction of the engine or transmission. JPR Cars further warrants for a period of one (1) year from the date of delivery of the automobile to Purchaser that it will correct any defect of workmanship or materials resulting in structural malfunction of the automobile, but JPR Cars and Purchaser agree that, after delivery, JPR Cars shall not be responsible for any structural malfunction or damage resulting from collision, theft, fire, or other casualty or from negligent or improper use of the automobile. JPR CARS AND PURCHASER AGREE THAT JPR CARS SHALL NOT BE, UNDER ANY CIRCUMSTANCES, RESPONSIBLE FOR CONSEQUENTIAL DAMAGES, AND THAT ANY LIABILITY OF JPR CARS UNDER ANY WARRANTY SHALL BE LIMITED AS STATED IN THIS CONTRACT. PURCHASER AND JPR CARS AGREE THAT, EXCEPT FOR THE EXPRESS WARRANTIES STATED HEREIN, THE AUTOMOBILE IS SOLD "AS IS" WITH NO OTHER WARRANTIES.

7. Purchaser and JPR Cars agree that the place of delivery shall be Topping, Virginia, and that delivery shall be held to have occurred, for purposes of this contract, upon the expiration of twenty-one (21) days after receipt of notice of completion of the automobile by Purchaser, if Purchaser has not taken delivery personally, or through his agent, prior to that time. Notice shall be considered to have been received by Purchaser at such time that a certified letter to Purchaser has been deposited in the mail, postage prepaid, by JPR Cars, addressed to Purchaser at the address last known by JPR Cars for Purchaser. Unless or until written notice changing Purchaser's address is received by JPR Cars, then JPR Cars will consider Purchaser's last known address to be the address stated in the first paragraph of this contract. If Purchaser desires to have the automobile shipped to Purchaser, it shall be Purchaser's responsibility to make arrangements and to pay the expenses of such shipping, and the automobile will be considered to have been delivered to the agent of Purchaser when it is delivered to the shipping company for shipment.

8. This agreement contains the entire agreement between the parties and may be modified only by a writing executed by both of the parties.

9. This agreement shall be binding upon the parties, their heirs, assigns, and personal representatives, and shall not be assignable by either party without the express written consent of the other.

10. This agreement shall be construed under the laws of the Commonwealth of Virginia.

WITNESS, the following signatures and seals.

JPR CARS, Ltd.:

BY: _______________________(SEAL)
Ann R. Smith, President

______________________(SEAL)
Purchaser