EXHIBIT 10.14

Optical Molecular Imaging, Inc.



| |  |                          
| |  | -------------------------
| |  | David Wohlberg, President
| |  | (310) 789-1213           

October 30, 2006

Mr. Kirk Peacock

20 Salida del Sol

Santa Barbara, CA 93109

Dear Kirk:

This letter outlines the basis upon which Optical Molecular Imaging, Inc. (the Company) will continue to engage you as its Chief Financial Officer (CFO).

1. Engagement. You will be engaged as CFO of the Company for the term and upon the terms and conditions set forth herein, and you accept
such offer of engagement. You shall perform such services for the Company as are customarily performed by a CFO of a public company, including the maintenance of the Companys accounting books and records and the preparation and filing of
required reports with the SEC (e.g., Form 10-K, etc.) in a manner consistent with the standards of the accounting profession. You will report to the President of the Company as well as the Chairman of the Audit Committee of the Company.

2. Term. The term of your engagement will be one year, commencing October 30, 2006 and ending October 29, 2007;
unless sooner terminated by CFO or the Company as set forth below in Section 7.

3. Commitment/Part-time Status. For the
compensation provided in Section 4, you will set aside and commit a minimum (on average) of one business day per week toward attending to the affairs of the Company as the CFO. If, after a reasonable period of time, you find that the time
required to fulfill your duties exceeds one day per week (on average), then subsequent to your notification of the latter finding, the Company and you agree to review the terms of your compensation structure and/or the nature of your duties and to
make adjustments deemed necessary and appropriate. The Company recognizes and agrees that, due to your part-time status, you may accept other employment or consulting assignments concurrent with your engagement by the Company, which may include
employment as an officer of publicly-traded companies and/or employment by other companies engaged in biotech or pharmaceutical research and development, provided that you disclose such employment by any other company to the Company and that such
companies are not engaged in any research or development activities in the field of immunocellular therapies.

4.
Compensation. As payment in full for your services as the Companys CFO for the period from May 16, 2006 through October 29, 2006, the Company shall grant to you fully vested options to purchase 25,000 shares of the
Companys common stock (the Interim Options) and pay you $2,000 per month, all payable within 15 days of the execution of this Agreement. As payment in full for your services during the term of this Agreement, the Company shall
grant to you options to purchase 50,000 shares of the Companys common stock (the New Options), which shall vest quarterly over the one-year term of this Agreement and $2,000 per month, which shall increase to $2,500 per month upon
the Company signing the



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Mr. Kirk Peacock

October
30, 2006

Page 2



definitive License Agreement with Cedars-Sinai Medical Center. The cash compensation shall be paid monthly on the last business day of each month. The
Interim Options and New Options will have a seven-year term commencing on the date of grant; will have an exercise price of $1.00 per share; will be exercisable within the term of those options during the period of your services to the Company and
for 24 months after termination for any reason except termination for cause by the Company; and will have such other terms and conditions as are included in the Companys standard Stock Option Agreement under its Stock Option Plan. All options
previously granted to you shall also be amended to provide for exercisability of those options within the term of those options during the period that you provide services to the Company and for 24 months after termination of those services for any
reason other than termination for cause by the Company.

5. Expenses. The Company will promptly reimburse you for all
reasonable business expenses incurred by you in connection with the business of the Company in accordance with regular Company policy regarding the nature and amount of expenses and the maintenance and submission of receipts and records necessary
for the Company to document them as proper business expenses. These expenses shall include, without limitation, out-of-pocket telephone, facsimile, office supplies and authorized travel expenses but shall not include rent, utilities or similar
overhead expenses incurred by you to maintain your office space.

6. Indemnity. To the extent permitted by California law,
you agree to indemnify and hold the Company harmless from and against any and all losses, damages, liabilities, costs, and expenses, including attorneys fees, arising from or attributable to or resulting from your gross negligence or willful
misconduct in rendering the services. You warrant and represent that you have full power and authority to enter into and perform this Agreement and that your performance of this Agreement will not violate the provisions of any other agreement to
which you are a party. The Company agrees to indemnify and hold you harmless from and against any and all claims, demands, causes of action, losses, damages, liability, costs and expenses, including attorneys fees arising out of your services
hereunder, other than those arising from or attributable to or resulting from your gross negligence or willful misconduct. The Company will name you as an officer on any policy of directors and officers liability insurance it secures throughout the
term of your engagement.

7. Termination. This Agreement and your rights and obligations hereunder shall, under any of the
following circumstances, terminate in advance of the time specified in Section 2 above, and you shall have the right to receive only your compensation that shall be accrued hereunder through the effective date of such termination and shall have
no right to receive any further compensation hereunder from and after the time of such termination:

7.1 Death. This
Agreement and your duties hereunder shall terminate immediately upon your death.



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Mr. Kirk Peacock

October
30, 2006

Page 3



7.2 Termination by the Company. The Company may, at its option, terminate this Agreement
and your duties hereunder by written notice to you at any time without cause upon 30 days written notice to you. If you are terminated without cause, in addition to all accrued compensation, the Company shall grant you 50% of any unvested options as
of the date of termination. The Company may terminate this Agreement for Cause (as hereinafter defined) at any time upon written notice to you. Cause as used in this Agreement means that you, (i) after reasonable notice and warning,
have failed to perform your assigned duties to the Company as determined by the Board of Directors, (ii) have materially breached any of the terms or conditions of this Agreement and have failed to correct such breach within 15 days following
written notice from the Company of such breach, or (iii) have been charged with a felony or any intentionally fraudulent act that materially damages, or may materially damage, the business or reputation of the Company.

7.3 Termination by the CFO. You may terminate this Agreement at any time without cause upon 30 days written notice to the Company or upon
written notice to the Company if the Company shall have materially breached any of the provisions of this Agreement and has failed to correct such breach within 15 days following written notice from you of such breach.

8. Arbitration. In the event of any dispute under this Agreement, such dispute shall be resolved by binding arbitration with JAMS/ENDISPUTE
in Los Angeles, California. The arbitrator shall be a retired judge with at least five years of experience on the bench. This provision shall not be interpreted so as to require arbitration of claims that the state and/or Federal Courts of
California have ruled may not be the subjects of compelled arbitration in employment matters, nor shall it be interpreted so as to restrict any remedy, right of appeal or discovery device available to either party in a manner that violates the
rulings of the state and/or Federal Courts of California with respect to employment-related arbitration. This provision shall not be interpreted so as to preclude the making of reports to governmental offices, or to preclude either party from
seeking injunctive or provisional relief in a court of appropriate jurisdiction under such circumstances as may merit such relief. This arbitration provision is inapplicable to claims of less than $25,000.

9. Confidentiality. While this Agreement is in effect and for a period of five years thereafter, you shall hold and keep secret and
confidential all trade secrets (within the meaning of California law) and shall use such information only in the course of performing your duties hereunder; provided, however, that with respect to trade secrets, you shall hold and keep
secret and confidential such trade secrets for so long as they remain trade secrets under California law. You shall maintain in trust all such trade secrets as the Companys property, including, but not limited to, all documents concerning the
Companys business, including your work papers, telephone directories, customer information and notes, and any and all copies thereof in your possession or under your control. Upon the expiration or earlier termination of your employment



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Mr. Kirk Peacock

October
30, 2006

Page 4



with the Company, or upon request by the Company, you shall deliver to the Company all such documents belonging to the Company, including any and all copies
in your possession or under your control.

10. Applicable Law. This Agreement shall be interpreted in accordance with the
laws of the State of California as the joint work product of the parties with advice of counsel and shall not be interpreted in favor of either party based on the identity of the drafter.

We are delighted that you have agreed to continue with us as Chief Financial Officer and look forward to working with you to make the Company a great
success.



Very truly yours,OPTICAL MOLECULAR IMAGING, INC.By:

/s/ David WohlbergDavid Wohlberg,President




|                                                          
|----------------------------------------------------------
|Agreed to and Accepted as of this 30thday of October
2006.
|                                                          
|/s/ Kirk Peacock                                          
|Kirk Peacock