Exhibit 10.3

           SUBSCRIPTION AGREEMENT



New Harvest Capital Corporation
225 West 37th Street
New York, NY 10018

Dear Sirs:

     The undersigned (the "Investor") hereby
tenders his subscription for and offers to
acquire 700,000 shares of Common Stock
(the "Shares") of New Harvest Capital Corporation
(the "Company").

     The Company represents and warrants
to the Investor that (a) the authorized number
of Shares is 300,000,000; and (b) the issued
and outstanding number of Shares as of February
1, 2002 is 88,999,999.

     1.   Subscription.  The purpose of this
is to issue 700,000 Shares to me  in exchange
for services rendered to the Company in the
amount of $3,500 ($.005 per Share).

     2.   Representations of the Investor.
The Investor, recognizing that the Company
will be relying on the information and on the
representations set forth herein, hereby
represents, warrants and agrees as follows:

     (a)  The Investor understands that the
     offer and sale of the Shares is being made by
     means of this Subscription Agreement, and
     is aware of the high degree of risk
     associated with an investment in the Shares.

     (b)  The Investor is a person who is able
     to bear economic risks including a loss of
     an investment in the Shares.

     (c)  The Investor is purchasing the Shares
     issued pursuant to this Subscription
     Agreement for his own account for investment,
     and not with a view to or for sale in
     connection with the distribution of the
     Shares nor with any present intention of selling
     or otherwise disposing of all or any part
     of the Shares; provided, however, the Investor
     shall have the right to transfer the securities
     to third parties pursuant to an exemption
     from registration under the Securities Act
     of 1933 (the "Act").  In connection with any
     such future transfer, the Company will accept
     an acceptable opinion of counsel to the
     Investor as to the existence of any exemption.
     The Investor hereby acknowledges his
     understanding that the Shares are not being
     registered under the Act or any state
     securities laws, on the ground that the
     issuance and sale of the Shares to the Investor
     is exempt under the Act and relevant state
     securities laws, as a small offering and not
     involving a public offering.  The Investor
     agrees not to sell the Shares unless they are
     subsequently registered or an exemption
     from such registration is available.

     The Investor further acknowledges his
     understanding that the Company's reliance on
     such exemptions are, in part, based upon
     the foregoing representations, warranties,
     and agreements by the Investor and that
     the statutory basis for such exemptions would
     not be present, if notwithstanding such
     representations, warranties and agreements,
     the undersigned were acquiring the Shares
     for resale on the occurrence or non-occurrence
     of some predetermined event.  In order to
     induce the Company to issue and sell the
     Shares subscribed for hereby to the Investor,
     it is agreed that the Company will
     have no obligation to recognize the ownership,
     beneficial or otherwise, of such Shares
     by anyone but the Investor, except as set forth herein.

     (d)  All information contained in this
     Subscription Agreement is correct and
     complete.  Any material change occurring in
     this Subscription Agreement prior to
     acceptance of this subscription shall be
     promptly reported to the Company.  The
     Investor, in connection with his investment
     in the Company, has sufficient knowledge
     and experience in matters relating to business
     and financial matters in general and he
     is capable of evaluating the merits and risks
     of an investment in the Company and of
     making an informed investment decision.

     (e)  The address set forth in this Subscription
     Agreement is his true and correct
     primary residence, and he has no present
     intention of becoming a resident of any other
     state or jurisdiction.

     (f)  The Investor acknowledges and is aware
     that, except as set forth herein, the
     Investor will not transfer or assign this
     subscription, the Shares or any interest therein;
     if and to the extent this subscription is
     accepted, the assignment and transferability of
     the Shares subscribed for by the Investor
     will be governed by this Subscription
     Agreement and all applicable laws.

     (g)  The Investor acknowledges and is aware
     that this subscription is voidable by the
     Investor within three days after the first
     tender of consideration is made by the
     Investor to the Company, an agent of the
     Company or an escrow agent.  Subsequent
     to this three day period, the Investor is
     not entitled to cancel, terminate or revoke this
     subscription, and any agreements of the Investor
     in connection herewith shall survive
     the death or disability of the Investor.

     (h)  The Investor has been given access to
     full and fair disclosure of all material
     information concerning the Company. The
     Investor has also been given the opportunity
     to ask questions of, and receive answers from,
     management of the Company regarding
     the terms and conditions of this Agreement,
     and the transactions contemplated thereby,
     as well as the affairs of the Company and
     related matters.

     The Investor may have access to whatever
     additional information concerning the
     Company, its financial condition, business,
     prospects, management, capitalization, and
     other similar matters, that the Investor or
     his purchaser representative, if any, desires,
     provided that the Company can acquire such
     information without unreasonable effort
     or expense.

     (i)  The Investor has received and carefully
     reviewed the Memorandum, and except
     for the Memorandum, the Investor has not
     been furnished with any other materials or
     literature relating to the offer and sale of
     the Shares.

     (j)  The Investor has had the opportunity
     to obtain additional information necessary
     to verify the accuracy of the information
     referred to in subparagraphs (h) and (i)
     hereof.

     (k)  The Investor acknowledges that the
     proposed use of  proceeds from the      purchase
     of the Shares in this offering is for general
     working capital purposes.

     (l)  The Investor acknowledges that the shares
     of Common Stock to be issued pursuant to this
     Subscription Agreement will be legended as follows:

          THE SECURITIES EVIDENCED OR CONSTITUTED
          HEREBY HAVE BEEN ACQUIRED FOR INVESTMENT AND
          HAVE NOT BEEN REGISTERED UNDER THE SECURITIES
          ACT OF 1933. SUCH SECURITIES MAY NOT BE SOLD,
          TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS
          THE REGISTRATION PROVISIONS OF THE SECURITIES
          ACT OF 1933 ("THE ACT") HAVE BEEN COMPLIED WITH
          OR UNLESS THE COMPANY HAS RECEIVED AN OPINION
          OF ITS COUNSEL OR COUNSEL REASONABLY
          SATISFACTORY TO THE COMPANY THAT SUCH
          REGISTRATION IS NOT REQUIRED.

     (m)  This Subscription Agreement superceeds any
     and all documents, agreements, whether written
     or oral, or other commitments heretofore entered
     having to do with ownership of the Company between
     the Investor and the Company.

     3.   Indemnification. The Investor hereby agrees
to indemnify and hold harmless the Company, its
respective officers, directors, shareholders,
employees, agents and attorneys of each such entity
against any and all losses, claims, demands,
liabilities and expenses (including reasonable
legal or other expenses incurred by each such
person in connection with defending
or investigating any such claims or liabilities,
whether or not resulting in any liability to such
person) to which any such indemnified party may
become subject under the Act, under any
other statute, at common law or otherwise,
insofar as such losses, claims, demands, liabilities
and expenses (a) arise out of or are based upon
any untrue statement or alleged untrue
statement of a material fact contained in this
Subscription Agreement or (b) arise out of or are
based upon any breach of any representation,
warranty or agreement contained herein.

     4.   Survival of Representations, Warranties
and Agreements.  The representations, warranties
and agreements contained herein shall survive
the delivery of, and payment for, the Shares.

     5.   Acceptance of Subscription.  The
Company may accept this Subscription
Agreement at any time for the Shares
subscribed for by executing a copy hereof
as provided and notifying the Investor.  The
Investor understands that the Company may, in its sole
discretion, reject this subscription or may
accept only a portion of this subscription.




<PAGE>
                 SIGNATURE PAGE


     IN WITNESS WHEREOF,  the undersigned
has executed this Subscription Agreement
this 15th day of February, 2002.

Individual Signature:

 /s/Jerrold Walkenfeld
    Jerrold Walkenfeld


Print Name of Subscriber

Number of Shares Subscribed for: 700,000


Social Security Number

Address:                      Address for notices if different:

Number and Street             Number and Street

City      State   Zip Code    City      State    Zip Code




            ACCEPTANCE OF SUBSCRIPTION


         NEW HARVEST CAPTIAL CORPORATION


     The foregoing subscription is hereby accepted
by New Harvest Capital Corporation this 15th day of
February, 2002, for 700,000 Shares.


                     NEW HARVEST CAPITAL CORPORATION


                     By: /s/Joseph L. Murphy
                     Name:  Joseph L. Murphy
                     Title: President