Phase III Medical, Inc. (Phase III), incorporated in September 1980, is engaged in the business of operating a commercial autologous adult stem cell bank. It is also engaged in the pre-disease collection, processing and storage of adult stem cells that donors can access for their own medical treatment. On January 19, 2006, the Company acquired NeoStem Inc. (NeoStem). Effective with the acquisition, the business of NeoStem became the principal business of the Company. Until the NeoStem acquisition, the business of the Company was providing capital and business guidance to companies in the healthcare and life science industries, in return for a percentage of revenues, royalty fees, licensing fees and other product sales of the target companies. On January 19, 2006, Phase III through a wholly owned subsidiary consummated its acquisition of the assets of NeoStem relating to NeoStem's business of collecting and storing adult stem cells, pursuant to an Asset Purchase Agreement on December 6, 2005. The Company only works with adult peripheral blood stem cells. The Company's revenue model will initially consist of four distinct revenue sources: collection fees and storage fees from subscribers; fees derived from a partner collection program to open stem cell collection centers; grants and fees for developing a first responder safety program for certain government agencies, the military, regional and local agencies and fees from diagnostic testing. It also plans to catalogue and store adult stem cells in a biorepository. The Company's process of collecting stem cells involves the injection of a mobilizing agent, which causes the stem cells to leave the bone marrow and enter into the blood stream.

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