NEOSTEM,
INC.
420
Lexington Avenue, Suite 450
New York,
NY 10170
May 10,
2010
VIA
EDGAR
Securities
and Exchange Commission
100 F
Street, N.E.
Washington,
D.C. 20549
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Re:
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NeoStem, Inc. (the
“Company”)
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Registration Statement on Form S-3
(File No. 333-166169)
Ladies
and Gentlemen:
In connection with the above-captioned
registration statement, and pursuant to Rule 461 under the Securities Act of
1933, as amended, the Company hereby requests that the effective date of the
above-captioned registration statement be accelerated to 4:00 p.m. (New York
time) on Tuesday, May 11, 2010, or as soon thereafter as
practicable.
The
Company hereby acknowledges that:
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·
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should
the Securities and Exchange Commission (the “Commission”) or the staff,
acting pursuant to delegated authority, declare the filing effective, it
does not foreclose the Commission from taking any action with respect to
the filing;
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·
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the
action of the Commission or the staff, acting pursuant to delegated
authority, in declaring the filing effective, does not relieve the Company
from its full responsibility for the adequacy and accuracy of the
disclosure in the filing; and
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·
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the
Company may not assert the declaration of effectiveness as a defense in
any proceeding initiated by the Commission or any person under the federal
securities laws of the United
States.
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Very
truly yours,
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NEOSTEM,
INC.
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By
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/s/
Robin L. Smith
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Robin
L. Smith, M.D., M.B.A.
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Chief
Executive Officer and
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Chairman
of the Board
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