**BIO
      SOLUTIONS MANUFACTURING, INC.**


**2006
      STOCK INCENTIVE PLAN**





**STOCK
      AWARD AGREEMENT**





This
      Agreement (“Agreement”) is made as of January 15, 2007 by and between David S.
      Bennett (“Participant”) and Bio Solutions Manufacturing, Inc. (the “Company”).





1.  AWARD
      OF
      STOCK. The Company hereby grants to Participant an award (the “Award”) of stock
      (the “Stock”) consisting of 150,000 shares of the Company’s common stock, $0.001
      par value (“Common Shares”), pursuant and subject to the Company’s 2006 Stock
      Incentive Plan (the “Plan”).





2.  CONDITION
      TO PARTICIPANT’S RIGHTS UNDER THIS AGREEMENT. This Agreement shall not become
      effective, and Participant shall have no rights with respect to the Award or
      the
      Stock, unless and until Participant has fully executed this Agreement and
      delivered it to the Company.




3.  TERMS
      OF
      PLAN. The Stock shall be subject to the restrictions and other terms and
      conditions set forth in the Plan, which are hereby incorporated herein by
      reference, and in this Agreement.





4.  MANNER
      IN
      WHICH SHARES WILL BE HELD. Stock certificates evidencing the shares of Stock
      awarded under this Agreement shall be registered in the name of Participant.





5.  RIGHTS
      OF
      SHAREHOLDER. Except as otherwise provided in this Agreement or the Plan,
      Participant shall have, with respect to the shares of Stock awarded hereunder,
      all of the rights of a shareholder of the Company, including
      the right to receive any dividends as declared by the Company’s Board of
      Directors.





6.  TAXES.
      No
      later than the date as of which an amount first becomes includable in the gross
      income of Participant for federal income tax purposes with respect to shares
      of
      Stock awarded under this Agreement, Participant shall pay to the Company, or
      make arrangements satisfactory to the Company’s Board of Directors regarding the
      payment of, all federal, state or local taxes or other items of any kind
      required by law to be withheld with respect to such amount. Participant may
      satisfy any applicable tax withholding obligation resulting from the award
      of
      Stock hereunder by surrendering to Company any other unrestricted Common Shares
      of the Company then owned by Participant or Common Shares which are part of
      the
      Award. The obligations of the Company under the Plan shall be conditional on
      such payment or arrangements and the Company, to the extent permitted by law,
      shall have the right to deduct any such taxes from any payment of any kind
      otherwise due to Participant.





7.  ENTIRE
      AGREEMENT. This Agreement constitutes the entire agreement between the parties
      and supersedes and cancels any other agreement, representation or communication,
      whether oral or in writing, between the parties hereto relating to subject
      matter hereof, provided that the Agreement shall be at all times subject to
      the
      Plan as provided above.


1




8.  AMENDMENT.
      The Board of Directors, in its sole discretion, may hereafter amend the terms
      of
      this Award, but no such amendment shall be made which would impair the rights
      of
      Participant, without Participant’s consent.





9.  DEFINITIONS:
      Unless otherwise defined in this Agreement, each capitalized term in this
      Agreement shall have the meaning given to it in the Plan.




Participant
      hereby: (i) acknowledges receiving a copy of the Plan, and represents that
      he or
      she is familiar with all of the material provisions of the Plan; (ii) accepts
      this Agreement and the Stock awarded pursuant hereto subject to all provisions
      of the Plan and this Agreement; and (iii) agrees to accept as binding,
      conclusive and final all decisions or interpretations of the Board of Directors
      relating to the Plan, this Agreement or the Stock awarded hereunder.













**PARTICIPANT**David S. BennettPrinted Name/s/ David S. Bennett
            January
              15, 2007Signature
            Date