SCHOEN PLACE LLC c/o A.D. Longwell 4 Schoen Place Pittsford, NY 14534

Exhibit 10.2

Biophan Technologies, Inc.

RE:	Amendment No. 1

 

Pursuant to the terms of a Lease Agreement entered into on the 21^st day of August, 2006 in accordance with the laws of New York State and between Schoen Place, LLC (“Landlord”) and Biophan Technologies, Inc. (“Tenant”) the Landlord and Tenant sign this statement to confirm the commencement and termination dates to accommodate anticipated delivery of possession.

It is hereby agreed that the term of the lease shall commence on March 1, 2007 and shall end on April 30, 2022. It is also agreed that all time periods with respect to Annual Minimum Rent, Terminate Dates and all other matters shall be extended to accommodate the change in the commencement date.

All other provisions of the lease shall remain unchanged and in full force and effect. This amendment shall be governed in all respects by the laws of the State of New York.

 

		Very truly yours,
		Schoen Place, LLC
Dated: February 15, 2007	By:	/s/ Alden D. Longwell
		Alden D. Longwell, Authorized Member

 

Accepted by the Tenant.

Dated: February __, 2007		Biophan Technologies, Inc.
	By:	/s/ John Lanzafame
Print Name:		John Lanzafame
Print Title:		Chief Operating Officer