SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* BERMAN RICHARD J (Last) (First) (Middle) C/O NEOSTEM, INC. 420 LEXINGTON AVENUE, SUITE 450 (Street) NEW YORK NY 10170 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 11/15/2006	3. Issuer Name and Ticker or Trading Symbol NeoStem, Inc. [ NEOI.OB ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, $001 par value	227,273	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Warrants	(1)	08/29/2011	Common Stock, $001 par value	113,636	0.8	D

Explanation of Responses:

1. These warrants are exercisable immediately.

	/s/Catherine M. Vaczy as attorney-in-fact	11/16/2006
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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                                POWER OF ATTORNEY

          Know all by these presents, that Richard Berman hereby constitutes and
appoints each of Robin L. Smith, Catherine Vaczy, Esq. and Alan Wovsaniker,
Esq., his true and lawful attorney-in-fact with respect to NeoStem, Inc to:

1.       execute for and on behalf of the undersigned Schedules 13D and 13G,
         Form ID, and Forms 3, 4, and 5 in accordance with Sections 13 and 16(a)
         of the Securities Exchange Act of 1934 and the rules thereunder;

2.       do and perform any and all acts for and on behalf of the undersigned
         which may be necessary or desirable to complete the execution of any
         such Schedules 13D or 13G, Form ID, and Forms 3, 4, or 5, and the
         timely filing of such forms with the United States Securities and
         Exchange Commission and any other authority; and

3.       take any other action of any type whatsoever in connection with the
         foregoing which, in the opinion of such attorney-in-fact, may be of
         benefit to, in the best interest of, or legally required by, the
         undersigned, including without limitation the execution and filing of a
         Form 4 with respect to a transaction which may be reported on a Form 5,
         it being understood that the documents executed by such
         attorney-in-fact on behalf of the undersigned pursuant to this Power of
         Attorney shall be in such form and shall contain such terms and
         conditions as such attorney-in-fact may approve in his discretion.

The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform all and every act and thing whatsoever requisite,
necessary and proper to be done in the exercise of any of the rights and powers
herein granted, as fully and to all intents and purposes as he might or could do
in person, with full power of substitution and resubstitution, hereby ratifying
and confirming all that such attorney-in-fact, or his substitute or substitutes,
shall lawfully do or cause to be done in virtue of this Power of Attorney and
the rights and powers herein granted. The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming any of the undersigned's responsibilities to
comply with Sections 13 and 16 of the Securities Exchange Act of 1934.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 15 day of November, 2006.


                                                       Richard Berman


                                                       \s\Richard Berman