Exhibit
      10.3

    


    November
      6, 2007

    


    


    Sichenzia
      Ross Friedman Ference LLP

    61
      Broadway

    New
      York,
      New York 10006

    


    Attention
      of Asher S. Levitsky P.C.

    


    Re:
      Closing
      Escrow Agreement

    


    Gentlemen:

    


    This
      agreement will set forth the terms pursuant to which Genesis Pharmaceuticals
      Enterprises, Inc., a Florida corporation (the “Company”) will deposit into
      escrow with you (the “Escrow Agent”) 20,000,000 shares (the “Company Shares”) of
      Common Stock, pursuant to a securities purchase agreement (the “Purchase
      Agreement”) dated November 6, 2007, among the Company, Pope Investments, LLC
      (“Pope”), and the other Investors named therein. 

    


    1.     The
      Escrow Agent agrees to hold the Company Shares on and subject to the terms
      of
      this Agreement. The parties acknowledge that the Escrow Agent is not and will
      not be a party to the Purchase Agreement. The Escrow Agent has and will have
      no
      obligations under the Purchase Agreement, and the Escrow Agent’s only
      obligations are those expressly set forth in this Escrow Agreement.

     

    2.     Section
      6.10 of the Purchase Agreement provides for the transfer of some or all of
      the
      Company Shares to the Investors named in the Purchase Agreement. If the Escrow
      Agent receives the joint written notice from Pope and the Company (each, an
      “Interested Party”, and together, the “Interested Parties”) as to the
      disposition of any or all of the Company Shares, the Escrow Agent shall
      distribute the Company Shares in accordance with the joint written
      instructions.

     

    3.     If
      the
      Escrow Agent receives written instructions signed by one but not both of the
      Interested Parties, the Escrow Agent shall, within five (5) business days from
      its receipt of such instructions, send a copy of such instructions to the other
      Interested Party by overnight courier service which provides evidence of
      delivery. If the Escrow Agent shall not have received notice from the other
      Interested Party by the close of business on the fifteenth (15th)
      business day after delivery of the instructions disputing the instruction,
      the
      Escrow Agent shall distribute the Company Shares in accordance with the
      instructions.

     

    4.     If
      the
      Escrow Agent shall have received notice from the other Interested Party by
      the
      close of business on the fifteenth (15th)
      business day after delivery of the instructions disputing or conflicting with
      the instruction, the Escrow Agent shall retain the Company Shares until it
      shall
      have received either (a) joint written instructions from both of the Interested
      Parties or (b) a court order, final beyond right of review, as to the
      disposition of the Company Shares, in which event the Escrow Agent shall
      distribution the Company Shares in accordance with such instructions or court
      order.

     

    
      
         

      

      
         

        
          

        

      

      
        
          Sichenzia
            Ross Friedman Ference LLP

          November
            6, 2007

          Page
            2

        

      

    

     

    5.     In
      the
      event that the disposition of the Company Shares is submitted to arbitration
      pursuant to Section 6.10 of the Purchase Agreement, the Escrow Agent shall
      distribute the Escrow Shares in accordance with the written order or
      instructions from the arbitrator upon receipt of (i) evidence of the appointment
      of the arbitrator signed by both Interested Parties, and (ii) the signed order
      or instructions from the arbitrator.

     

    6.     In
      the
      event that the Escrow Agent shall be uncertain as to its obligations with
      respect to the Company Shares, or shall receive instructions, claims or demands
      which, in the Escrow Agent’s opinion, are in conflict with each other or with
      any of the provisions of this Agreement, the Escrow Agent shall refrain from
      taking any action other than to keep safely all Company Shares until the Escrow
      Agent shall have written instructions from both Interested Parties as to the
      disposition of Company Shares or until the Escrow Agent is directed by a final
      judgment of a court of competent jurisdiction final beyond right of review.
      In
      addition, in such circumstances, the Escrow Agent may deposit the Company Shares
      into court, there to abide a decision of the court. In this connection, each
      of
      the parties consents to the exclusive jurisdiction of the federal and state
      courts located in the City, County and State of New York. 

     

    7.     This
      Agreement shall terminate upon a distribution of all of the Company Shares
      pursuant to Section 2, 3, 4, 5 or 6 of this Agreement.

     

    8.     The
      Interested Parties shall jointly and severally (i) reimburse the Escrow Agent
      for all reasonable expenses incurred by the Escrow Agent in connection with
      its
      duties hereunder and (ii) indemnify
      and hold harmless the Escrow Agent against any and all losses, claims,
      liabilities, costs, payments and expenses, including
      reasonable legal fees for counsel who may be selected by the Escrow Agent,
      which
      may be imposed upon or incurred by the Escrow Agent hereunder, except as a
      result of the gross negligence or willful misconduct of the Escrow
      Agent.

     

    9.     The
      Escrow Agent shall have no duties or responsibilities except those expressly
      set
      forth in this Agreement. The Escrow Agent shall have no liability under, or
      duty
      to inquire into the terms and provisions of, any agreement between the parties,
      including the Purchase Agreement. No person, firm or corporation will be
      recognized by the Escrow Agent as a successor or assignee of any party until
      there shall be presented to the Escrow Agent evidence satisfactory to it of
      such
      succession or assignment. The Escrow Agent may rely upon any instrument in
      writing believed in good faith by it to be genuine and sufficient and properly
      presented and shall not be liable or responsible for any action taken or omitted
      in accordance with the provisions thereof. The Escrow Agent shall not be liable
      or responsible for any act it may do or omit to do in connection with the
      performance of its duties as Escrow Agent, except for its gross negligence
      or
      willful misconduct. The Escrow Agent may consult with counsel, including
      partners or associates of and attorneys who are of counsel to the Escrow Agent,
      and shall be fully protected with respect to any action taken or omitted by
      it
      in good faith on written advice of counsel.

     

    10.     The
      Escrow Agent may at any time resign hereunder by giving written notice of its
      resignation to the other parties hereto, at their addresses set forth below,
      at
      least twenty (20) business days prior to the date specified for such resignation
      to take effect. If the Escrow Agent shall resign, and upon the effective date
      of
      the resignation of the Escrow Agent, all property then held by the Escrow Agent
      pursuant to this Agreement shall be delivered by the Escrow Agent to such person
      as may be designated in writing by the joint instructions of the Interested
      Parties, whereupon all such Escrow Agent’s obligations hereunder shall cease and
      terminate. If no such person shall have been designated by such date, all of
      the
      Escrow Agent’s obligations hereunder shall, nevertheless, cease and terminate.
      The Escrow Agent’s sole responsibility thereafter shall be to keep safely all
      Company Shares then held by the Escrow Agent and to deliver the same to a person
      jointly designated as provided in this Agreement or, if the parties shall have
      failed to designate a successor escrow agent, the Escrow Agent may deposit
      the
      Company Shares into a court of competent jurisdiction as provided in Section
      5
      of this Agreement.

     

    
      
         

      

      
         

        
          

        

      

      
        
          Sichenzia
            Ross Friedman Ference LLP

          November
            6, 2007

          Page
            3

        

      

    

     

    11.     Any
      notice, request, demand and other communication hereunder shall be in writing
      and shall be deemed to have been duly given if delivered by facsimile or e-mail
      (if receipt is confirmed by the recipient) or sent by messenger or overnight
      courier service which provides evidence of delivery or by certified or
      registered mail, return receipt requested, postage
      prepaid, and shall be deemed given when delivered, if to the Company or Barron
      at their addresses set forth on the signature page of this Agreement. If any
      party refuses to accept delivery (other than notice given by telecopier), notice
      shall be deemed to have been given on the date of attempted delivery. Any party
      may, by like notice, change the person, address or telecopier number to which
      notice should be sent. 

     

    12.     This
      Agreement shall in all respects be construed and interpreted in accordance
      with,
      and the rights of the parties shall be governed by, the laws of the State of
      New
      York applicable to contracts executed and to be performed wholly within such
      State. Each party hereby (a) consents to the exclusive jurisdiction of the
      United States district court for the Southern District of New York and Supreme
      Court of the State of New York in the County of New York in any action relating
      to or arising out of this Agreement, (b) agrees that any process in any action
      commenced in such court under this Agreement may be served upon either (i)
      by
      certified or registered mail, return receipt requested, or by messenger or
      courier service which obtains evidence of delivery, with the same full force
      and
      effect as if personally served upon him in New York City or (ii) by any other
      method of service permitted by law and (c) waives any claim that the
      jurisdiction of any such tribunal is not a convenient forum for any such action
      and any defense or lack of in personam jurisdiction with respect
      thereto.

     

    13.     Section
      headings contained in this Agreement are for reference purposes only and shall
      not affect in any way the meaning or interpretation of this Agreement.


     

    14.     This
      Agreement shall inure to the benefit of and be binding upon the parties hereto
      and their respective heirs, executors, personal representatives, successors
      and
      assigns; provided, that any assignment of this Agreement or their rights
      hereunder by any party hereto without the written consent of the other parties
      shall be void. Nothing in this Agreement is intended to confer upon any other
      person any rights or remedies under or by reason of this Agreement.


     

    15.     This
      Agreement may be executed and delivered in counterparts, each of which shall
      be
      deemed an original, but all of which together shall constitute one and the
      same
      instrument. 

     

    16.     No
      modification, waiver or discharge of any provisions of this Agreement shall
      bind
      any party unless it is in writing, specifically refers to this Agreement and
      is
      signed by or on behalf of the party to be bound or affected
      thereby.

     

    
      
         

      

      
         

        
          

        

      

      
        
          Sichenzia
            Ross Friedman Ference LLP

          November
            6, 2007

          Page
            4

        

      

    

     

    17.     Pope
      acknowledges that the Sichenzia Ross Friedman Ference LLP is also acting as
      counsel for the Company in connection with the Purchase Agreement, and such
      firm
      shall have the right to represent the Company in any action relating to or
      arising out of the Purchase Agreement any other agreement between the Company,
      on the one hand, and Pope, on the other hand.

     

    Very
      truly yours,

    


    


    
      	
              Address

            	
              Signature

            
	 	 
	
              5100
                Poplar Avenue

              Suite
                805

              Memphis,
                Tennessee 38137

              Attn:
                Mr. Casey McCandless

              fax:
                (901)
                763-4229

              e-mail:
                caseymccandless@popeasset.com

            	
              POPE
                INVESTMENTS, LLC

              By:
                Pope Asset Management, LLC, Manager

               

              /s/
                William P. Wells     

              Name:
                William P. Wells

              Title:
                President

            
	 	 
	
              Middle
                Section, Longmao Street, Area A

              Laiyang
                Waixiangxing Industrial Park

              Laiyang
                City, Yantai

              Shandong
                Province

              People’s
                Republic of China 710075

              fax:

              e-mail:
                

              and
                elsa@cfooncall.com 

            	
              GENESIS
                PHARMACEUTICALS ENTERPRISES, INC.

               

               

              By:
                 /s/
                Cao Wubo     

                Cao
                Wubo, CEO

            
	 	 
	
              61
                Broadway

              New
                York, New York 10006

              Attn:
                Asher S. Levitsky P.C.

              fax:
                (212) 930-9725

              e-mail:
                alevitsky@srff.com

            	
               

              AGREED
                TO AND ACCEPTED:

               

              SICHENZIA
                ROSS FRIEDMAN FERENCE LLP 

               

               

              By:/s/
                Asher S. Levitsky P.C.  

              Asher
                S. Levitsky P.C., of counsel