Exhibit 10.2


NeoStem, Inc.
420 Lexington Avenue
Suite 450
New York, New York  10170
Attention: Robin Smith, CEO

January 22, 2007

Dear Robin:

This letter is being written to confirm certain understandings relating to my
employment with NeoStem, Inc. (the "Company").

I understand that in connection with a proposed financing by the Company (the
"Financing") in which Emerging Growth Equities is acting as placement agent,
certain key employees of the Company as a condition to such Financing moving
forward are being asked to make certain agreements relating to their employment
by the Company.

Accordingly, for valuable consideration, the receipt of which is hereby
acknowledged, I hereby agree that commencing with the closing of the Financing:

1.   My base salary shall be paid at an annual rate which is 20% below the
     $250,000 to which I am otherwise entitled pursuant to my employment
     agreement with the Company dated August 12, 2005, as amended from time to
     time.

2.   Any vacation time to which I am entitled under my employment agreement that
     is unused during a calendar year shall be forfeited without compensation.

3.   I will be entitled to the following bonuses based on the criteria set
     forth:

     Quarterly payments of $5000 commencing March 31, 2007. These payments are
     payable on the last payroll of each quarter

     For every 50 collections NeoStem is paid after the execution of this
     letter, I will receive $5000 to be paid after the fee is collected, in
     accordance to payroll practices

     For every 5 collection agreements which NeoStem signs, I will receive $5000
     to be paid after the deposit fee is collected, in accordance to payroll
     practices

     For every strategic alliance agreement which I negotiate, (insurance,
     med-spa etc, exclusive of grants), I will be paid a $3000 bonus when 25
     collections have been paid to NeoStem as a result of the agreement.

4.   In the event of my termination, I agree to take my severance in equal
     installments over a 12 month period in accordance with the payroll policies
     and practices of the company.

5.   The 100,000 options granted in December of 2006 tied to opening of the
     collection centers in NY and California will vest when this letter becomes
     effective.




This letter agreement shall terminate upon the first to occur of the following:

     1.   The date on which the Company processes and stores 1,000 adult stem
          cell collections.
     2.   The date on which the Company achieves cumulative revenues of
          $3,500,000 with the measurement period commencing on January 1, 2007.
     3.   The date on which the Company raises a cumulative of $6,000,000
          pursuant to equity or debt financings with the measurement period
          commencing on January 1, 2007.
     4.   The date on which the Compensation Committee of the Board of Directors
          of the Company determines in its sole discretion to terminate this
          letter agreement.

Except as contained herein, my employment agreement and any amendments thereto
with the Company shall remain in full force and effect.

Please acknowledge your agreement with the foregoing by countersigning this
letter agreement as provided below.

Very truly yours,

/s/ Mark Weinreb
----------------

Accepted and agreed:

NeoStem, Inc.
By: /s/Robin Smith
Name:  Robin Smith
Title: CEO

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