EMPLOYMENT AGREEMENT

THIS EMPLOYMENT AGREEMENT (Agreement) is made and entered into this 2nd day of November, 2006, by and between AMBASSADORS INTERNATIONAL, INC. (Company), a Delaware corporation, and JOSEPH J. UEBERROTH (Executive), with reference to the following facts:

A. Executive has been serving Company as Chairman, President and Chief Executive Officer in a satisfactory and capable manner.

B. Company has requested that Executive enter into an employment agreement with Company with respect to matters relating to continued employment with Company, and Executive has agreed to do so, upon the terms and conditions set forth herein.

NOW, THEREFORE, in consideration of the terms and conditions and the mutual agreements and covenants set forth herein, the parties hereto agree as follows:

1. SCOPE OF EMPLOYMENT.

1.1 Capacity. Company hereby continues to employ Executive, and Executive hereby accepts continued employment, as Chairman, President and Chief Executive Officer of Company. Executive shall report to the Board of Directors of Company (Board) and perform the services and duties customarily incident to such titles unless a change is agreed to by both parties.

1.2 Devotion of Services. Executive shall devote his business time, ability and attention to the business of Company during the Term of Employment (as defined below), except the Company acknowledges his outside business activities such as member of private equity or venture capital funds, as a member of public and private boards, passive investments, charitable and non-profit enterprises and any other business investments which do not interfere with his duties hereunder and which are not competitive with Companys activities. Executive shall perform and discharge well and faithfully those duties assigned him by the Board. Executive shall perform his services under this Agreement primarily at Companys offices in Newport Beach, or such other location as is acceptable to Executive.

2. TERM OF EMPLOYMENT. The term of Executives employment under this Agreement shall commence as of the date first set forth above and, unless sooner terminated pursuant to Section 4 of this Agreement, shall terminate upon the close of business twelve (12) months following the date that either party notifies the other in writing that the notifying party elects to terminate such employment (Term of Employment).

3. COMPENSATION.

3.1 Salary and Bonus. In consideration of the services to be rendered by Executive hereunder including, without limitation, any services rendered as an officer or director of Company and/or any subsidiary thereof, Company shall pay to Executive the following during the Term of Employment:

(a) A base salary in the amount of $375,000 per annum, which salary shall be reviewed no less frequent than annually by Companys Board or Compensation Committee. The Board or Compensation Committee may increase Executives base salary but, in no event, may Executives base salary be reduced during the Term of Employment unless agreed to by both parties.

(b) Company intends to continue its annual cash incentive plan with respect to Executive; provided, however, the amount of the annual cash incentive shall be at the discretion of Companys Board or Compensation Committee.

(c) All payments to Executive shall be subject to the applicable withholding requirements of all appropriate governmental authorities.

(d) Company intends to continue its annual stock option and restricted stock grants, its Long Term Incentive (LTI) plan, with respect to Executive; provided, however, the number of options and/or restricted stock granted shall be at the discretion of Companys Board or such committee, but, in no event, may the Executives LTI be less 50% of his total annual compensation during the Term of Employment unless agreed to by both parties.

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