If you have a question not addressed in this document, please contact Odyssey's Investor Relations Department directly. You may also email your questions and/or comments.

NOTE: Odyssey Marine believes the information set forth in this document may include "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Act of 1934. Certain factors that could cause results to differ materially from those projected in the forward-looking statements are set forth in "Risk Factors," and "Business" in the Company's annual report on Form 10-K for the year ended December 31, 2005, which has been filed with the Securities and Exchange Commission You may access the Company's filings via shipwreck.net or by calling the Investor Relations department.

GENERAL PROJECTS/OPERATIONS

1. Why do you provide so few operational updates?

For security, competitive and political reasons, we may not comment or disclose information on some projects until they are completed. As the deep-ocean shipwreck exploration industry grows and becomes more competitive, and as our relationships with governments become more complex, it does not benefit the Company (and therefore shareholders) to disclose ongoing operational details.

We do understand that shipwreck exploration is interesting and that shareholders and the general public want to share in the excitement as well as make informed investment decisions.

We provided notice of our intent to reduce the amount of information available to the public about some of our ongoing operations in our 10-KSB for the period ending December 31, 2004, and our 10-K for the period ending December 31, 2005, with the following statement:

In the past we have from time to time disclosed information concerning each of our existing and planned search operations. In order to protect the identities of the targets of our planned search operations, we have decided to defer disclosing specific information relating to our search targets until we have located the targeted shipwreck or shipwrecks and determined a course of action to protect our property rights.

2. Where are the Odyssey Explorer and the RV Odyssey currently located and what are they doing at this time?

The Odyssey Explorer continues to work on deep-ocean projects in the Mediterranean. For security reasons, information relating to these projects may not be disclosed until completion of recovery operations.

The RV Odyssey is operating out of Gibraltar at this time.

3. With Sussex, "Bristol," and "Atlas" all on the horizon, what are your project priorities going forward?

Our project priorities will be dictated by a number of factors, including optimum weather windows (periods during which marine operations are not highly likely to encounter severe sea conditions), political relationships, search or recovery breakthroughs, other shipwreck discoveries, ongoing research, equipment availability and needs for specific projects, projected cargoes, and marketability of cargoes.

Odyssey considers an enormous amount of non-public information when determining priorities, including confidential data on undisclosed projects.

One of the most important considerations is balancing weather windows and security with availability of our equipment. For example, on shipwrecks such as the Sussex (which are protected from competitors by our UK Government agreement and the weather allows year-round operations), we may bump the project in favor of projects which are not protected by sovereign agreements, or where we may have limited weather windows, such as in the "Atlas" area.

These decisions are often based on data which literally changes day to day, and while we know that it is difficult to make investment decisions without specific information, it is up to management to decide whether disclosure of information could jeopardize the crew, ship or recovery operations on a project.

4. What's the Company's explanation for recent media reports about the Odyssey Explorer being detained in Lebanon?

The Lebanese news account was based entirely on allegations planted by an individual attempting to generate negative publicity for Odyssey. In fact, there are no official or governmental sources cited in the account. The only source is un-named.

The story as reported is simply not true. Odyssey is not engaged in a search or recovery operation on a Phoenician ship in Lebanese waters nor anywhere in the area. There was no encounter with a patrol boat as reported, nor was anyone taken into custody. Odyssey did not use any of its equipment in Lebanese territorial waters as stated in the article, and any operations in Lebanese Territorial waters will only be done with a permit from the Lebanese government.

The Odyssey Explorer did make a port call in Lebanon to take on fuel and supplies. We have learned that the "source" of false information in the article apparently reported to the Lebanese navy that we were there to work on a Phoenician shipwreck. Because of this false report, shortly after leaving the Port the Lebanese navy contacted us by VHF radio to inquire why we were in the area.

We returned to Port to explain our presence, and after clearing up the issue with the appropriate authorities, we continued out of the Port. There were no further actions taken against the ship or crew and we were told we were free to come back into the Port to use their facilities if necessary in the future.

The allegation that we would work on a Phoenician shipwreck in Lebanese waters is completely ridiculous. In fact, we have already found several Phoenician shipwrecks in international waters in the Western Mediterranean and could recover them at any time if we thought it was appropriate to do so. (For one of these, see information on the "Melkarth Project" at our website: shipwreck.net.)

Finally, Odyssey has already responded to legitimate news sources about these false allegations presented in this article. Their subsequent investigation led them to discredit the source of the story and they decided not to repeat the story nor pursue the allegations further. We did not put out a press release addressing the issue at that point because the incident had no effect on our ongoing operations other than a several hour detour.

HMS Sussex

5. What is the current status of the Sussex project?

An archaeological project plan addressing specific requirements requested by Spanish authorities has been delivered through diplomatic channels to Spain's Minister of Foreign Affairs and the appropriate groups within the Junta de Andalucía. Through diplomatic communications, they indicated they would respond to the plan in an "expeditious" manner. We're awaiting their comments.

Phase 1A and portions of Phase 1B of the Sussex Project Plan have been completed. This archaeological project plan has been approved by the Government of the United Kingdom, the legal owners of the Sussex shipwreck (a public version of this project plan is available at shipwreck.net). The Government of the United Kingdom has notified Odyssey that the work detailed in the Phase 1A report met or exceeded all requirements of the plan and Odyssey is authorized to complete Phase 1B.

6. What are your plans if Andalucia rejects the new project plan?

We won't speculate on Andalucia's actions.

It's our hope that Odyssey's extraordinary efforts and willingness to delay our work to help achieve a cooperative working agreement between all parties will allow us to return to the Sussex in a timely manner. We remain committed to negotiating and implementing cooperative agreements to archaeologically recover shipwrecks with nations around the world.

7. Are you still offering to host an Andalucian archaeologist onboard the Odyssey Explorer during Sussex operations?

We have always had an open offer for an Andalucian archaeologist to be onboard to observe our work on the Sussex. The offer remains on the table.

8. Why did you think you had all the permissions you needed to work on the site believed to be HMS Sussex last year when you apparently did not?

When operating in territorial waters of any country, the Company has always done so with the appropriate authorizations. In the case of the Sussex project, because of regional sensitivities over the issue of the territorial status of the waters, and in accordance with diplomatic requests, the Company's agreements of cooperation were made without prejudice to any jurisdictional claims relative to the territorial status of waters. Thus, the assertion of any claim to those waters or the assertion of any rights based on such claims, is not consistent with the diplomatic discussions relative to the project.

Odyssey submitted a Project Plan to the Spanish Government through diplomatic channels that complied with all applicable requirements. In good faith, the Company began operations on the Sussex after submission of the Project Plan and subsequent assurance by the Spanish Government through diplomatic channels that failure of the Junta to appoint an expert to join the operation would not be considered a failure of Odyssey to comply with the cooperative agreement pursuant to the July 28, 2005 diplomatic communication from Spain. In addition, assurances were provided to Odyssey through diplomatic channels as recently as January 13, 2006 that there would be no interference with operations relating to the Sussex.

A January 26, 2006 diplomatic communication from Spain appears to be a contradiction of that position, and the Company trusts that the inconsistency has resulted from ambiguity and possible miscommunications relative to jurisdictional issues. In the interest of maintaining a cooperative situation, Odyssey prepared an archaeological project plan that addresses specific Andalucían concerns and has submitted it through diplomatic channels to the Spanish Ministry of Foreign Affairs. In addition, an invitation has been extended again to have an expert from Andalucía join the expedition.

9. When do you realistically expect to return to the Sussex site?

While we believe we have the legal right to return to work on this shipwreck site immediately, it is in Odyssey's best long-term interest to continue to pursue a cooperative agreement with all governments involved.

We have an exclusive agreement with the Government of the United Kingdom (the legal owner of the Sussex shipwreck and cargo) for the archaeological excavation of the Sussex, so we are confident that it can't be legally excavated by any other parties. In the meantime, we have other projects to work on, some of which we believe could have a greater return to Odyssey than the Sussex.

We hope to return to the Sussex in the near future, but exact timing will depend on the progress made between ongoing diplomatic talks between the UK, the US and the Spanish governments and other operations currently underway. "Atlas"

10. When will the "Atlas" project resume?

The "Atlas" search project resumed during April and operations are currently ongoing.

11. Have you had time during the off-season to determine whether you actually located any of your 5 target vessels during the "Atlas" search?

During the "Atlas" search off-season, we were able to review the data collected in 2005 to assist planning the 2006 search operations. Some sites located in 2005 will require additional ROV inspections and preliminary surveys to gather additional information.

12. If you find one of your target vessels during the next search, and with the Odyssey Explorer located elsewhere, how will you excavate the find or finds?

Odyssey has the capability to work on several shipwreck recovery projects simultaneously with owned or leased vessels and equipment.

"Bristol"

13. What's the current status of the "Bristol" project?

Odyssey is still reviewing the preliminary data and determining equipment needs for a recovery operation. This shipwreck lies in an area that allows us to work year round so we will probably wait until winter to begin operations.

14. Have you arrested the wreck yet?

We have not arrested it at this time.

15. What is the assumed value of the wreck?

We prefer not to publicly speculate on the potential value of this shipwreck at this time, although for Odyssey to proceed with any shipwreck recovery operation, the Company must believe that the value of the shipwreck justifies the high cost of deep-ocean shipwreck exploration.

Odyssey's Shipwreck & Treasure Adventure

16. How is the attraction financially performing in New Orleans?

Attendance is below our original projections and we are currently losing money on a month-to-month basis. However, we are pleased with the excitement being generated by our attraction there and are encouraged that the sales per attendee are exceeding our projections. We are also very pleased with the reaction of visitors and the word of mouth advertising that is beginning to build. Having this site to bring potential marketing partners to provides us a venue to showcase the concept and has been beneficial in providing market research data for the development of other attraction opportunities.

17. How long are you committed to New Orleans if tourism is much slower to return than anticipated? At what point, in other words, would you decide to close the attraction?

We will make the appropriate business decision after we assemble all the relevant facts and data about the city's ability to rebound, tourists returning to the city, and, of course, the financial performance of the attraction. However, as this is our first attraction, we consider this to be our prototype, and this site is important because it allows us to improve and refine the concept going forward. Already, for example, we've been able to make critical changes and refinements based on customer feedback.

18. What's the status of the traveling exhibit?

Hurricane Katrina truly threw a wrench into our attraction plans. It was hoped we'd have several months in New Orleans to improve and refine our attraction so those experiences could guide the direction with a traveling exhibit. With the storm, however, we're behind in the process.

19. What's the status of the second attraction you'd said you'd be opening last year?

Again, Katrina negatively impacted our attraction business planning. We do, however, continue to explore options and opportunities for additional attraction location(s). There are several different locations that have presented us with options that we are investigating. We are working to find a situation that provides the maximum potential return with minimal risk.

20. Considering the Company's poor financial performance in 2005, how can you justify keeping the attraction open?

We remain committed to the core concept of the attraction business, as it provides a perfect venue to share the excitement and stories of Odyssey's shipwreck discoveries with the general public. It's an important component of our overall branding and marketing efforts, which enhances the value of the artifacts and coins that we recover.

Financial

21. How were the first quarter 2006 financial results?

We will file our first quarter 2006 earnings report on or before May 10, 2006.

22. Are you taking steps to reduce expenses in 2006?

We continue to review every area of our business to look for opportunities to reduce expenses without compromising the overall strategic business plan.

23. What steps are you taking to improve sales?

After investigating opportunities to increase revenue and reduce expenses without compromising the overall strategic business plan, the Company decided to restructure its Business Development/Sales structure. Based on several favorable tests, direct sales (inbound and outbound call center and related infrastructure) have been outsourced to an experienced direct marketing call center partner so that the internal business development team can focus on business to business (wholesale) sales channels and joint venture opportunities. The final phase of this restructuring resulted in the elimination of seven positions associated with call center functions.

24. Why are coin sales so slow?

Our coin sales in 2004 were almost exclusively made to independent coin dealers at wholesale prices. While we continue to sell coins to independent coin dealers, many of these dealers are primarily interested in the higher quality gold numismatic coins.

In 2005, we tested opportunities for direct to consumer sales of silver coins and investigated other opportunities for silver coin and other merchandise sales. While significant revenue has not been generated from these new activities, we do anticipate increased sales volumes in the future.

We have recently begun testing some new channels for silver coin sales in areas that have the potential to be scaled up to increase our revenue.

Management

25. Given the company's financial performance in 2005, how do you justify the executive bonuses to John Morris and Greg Stemm?

Their compensation is in line with studies commissioned by the Board of Directors' compensation committee.

As stated in the proxy statement, Morris' bonus was based on (1) the successful completion of a private offering to institutional investors in March 2005 which raised appositely $6,400,000 for the Company at a time when the financing was critically needed; (2) The successful completion of the exercise of warrants outstanding in September and October which raised an additional approximately $8,700,000 of funds for the Company; (3) the addition of the Company to the Russell 2000, 3000 and microcap stock indexes during 2005, and (4) an approximate 41% appreciation in the Company's stock price from January 1, 2005 to December 31, 2005.

As stated in the proxy statement, Stemm's bonus was based on (1) His ability to generate good publicity for the Company by making appearances on behalf of the Company on so many national, regional and local television and radio shows including the major network news programs and shows such as Oprah, being quoted in many newspaper and magazine articles, and having his picture on the cover of the Fortune Small Business Magazine; (2) his willingness to spend so much of his time on the road, especially overseas working on the Sussex and "Atlas" projects; and (3) his success in conducting complex negotiations with the governments of the United States, United Kingdom and Spain involving the Sussex project.

26. If bonuses were justified, why did only Stemm and Morris receive them?

The Compensation Committee of the Board of Directors wanted to recognize the extra efforts put forth by John and Greg and the extraordinary factors on which they based the bonus compensation to these individuals even when the financial performance of the Company was not where anyone wanted it to be. The Committee required the net after tax amount of the bonus payments to be applied to the exercise of stock options to reduce the cash flow impact of the payments. Due to the results of financial operations for the preceding year and cash flow outlook, no other bonus payments were authorized.

27. When will John Morris return as CEO?

John Morris is scheduled for medical tests later in May. Pending successful outcome of those tests, Morris expects to be reinstated as Odyssey's CEO.

28. Can you explain the ongoing lawsuit in South Carolina over the SS Republic?

On or about December 14, 2004 a complaint was filed against seven defendants including the Company in the Court of Common Pleas in the Ninth Judicial Circuit, County of Charleston, in the State of South Carolina. The complaint was filed by Republic & Eagle Associates, Inc., and Sea Miners, Inc., against John Morris, Greg Stemm, John Lawrence, John Balch, Daniel Bagley, Seahawk Deep Sea Technologies, Inc. ("Seahawk"), and the Company.

The plaintiff's allegations include breach of fiduciary duty, civil conspiracy and breach of contract based primarily upon an alleged contract(s) between the plaintiffs and Seahawk dated May 16, 1995, dealing with the search for the SS Republic. The plaintiffs allege that their research which was provided to Seahawk led to the discovery of the SS Republic and they seek an unspecified amount of damages and public recognition of their contribution.

On February 18, 2005, John Morris, Greg Stemm, Daniel Bagley, and the Company filed their Notice of Motion and Motion to Dismiss Defendants John Morris, Greg Stemm, Daniel Bagley and Odyssey Marine Exploration, Inc. (the "Motion"). In the Motion, the defendants allege that the complaint should be dismissed because, among other things, the South Carolina court does not have jurisdiction over them, the action was filed in an improper venue, plaintiffs lack the capacity to maintain the action, and the action should be barred based on the Doctrine of Forum Non Conveniens. The parties continue to engage in discovery. On April 19, 2006, the South Carolina court heard arguments on the Motion, but as of yet has not issued a ruling.

Management believes the lawsuit is without merit and intends to vigorously defend the action.