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:
The Company hereby withdraws its
request for acceleration of the above-captioned registration statement submitted
to the Securities and Exchange Commission (the “Commission”) earlier
today.
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 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 staff comments and 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, M.D., M.B.A.
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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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