EXHIBIT 10.7


                        COMMON STOCK PURCHASE AGREEMENT


This common stock purchase agreement (the "agreement") is made as of August
20th, 2004 , between AccuImage Diagnostics Corporation, a Nevada Corporation
(the "Company"), and Aviel Faliks (the "Purchaser"):


RECITALS:

WHEREAS ,the Company has authorized the issuance and sale pursuant to the terms
and conditions hereof of 1,250,000 shares of its Common Stock (the "Common
Stock"); and

WHEREAS, the Purchaser desires to purchase and the Company desires to sell the
Common Stock on the terms and conditions set forth herein.

NOW, THEREFORE, in consideration of these premises and the mutual covenants and
agreements herein contained and other valuable consideration, the receipt and
adequacy of which the parties hereto acknowledge the parties agree as follows:

     1.   PURCHASE  AND SALE OF THE SHARES.  The  Company  agrees to sell to the
          Purchaser,  and upon the basis of the  representations and warranties,
          and subject to any terms and conditions  set forth in this  agreement,
          the Purchaser agrees to Purchase from the Company  1,250,000 shares of
          Common  Stock in  consideration  for a purchase  price (the  "Purchase
          Price") of US $0.04 per share.

     2.   CLOSING  DATE;  DELIVERY.  The closing of the purchase and the sale of
          the Shares shall be held at the offices of the Company, 400 Oyster Bay
          Blvd.,  Suite 201, South San Francisco 94080, on September 25, 2004 or
          at such other time and place as the  parties  may agree  upon.  At the
          closing,  subject to the terms of this agreement,  the Purchaser shall
          deliver the purchase price in immediately  available funds by transfer
          to the account of the Company.  Within thirty (30) days  following the
          Closing,  the  Company  shall  deliver to the  Purchaser,  pursuant to
          Purchaser's  delivery  instructions,   certificates  representing  the
          Shares to be purchased by the Purchaser from the Company.

     3.   REPRESENTATIONS AND WARRANTIES OF THE COMPANY.  The Company represents
          and warrants to, and agrees with the Purchaser that:

          a.   Organization and Standing,  Articles and Bylaws. The company is a
               corporation  duly organized and validly  existing  under,  and by
               virtue  of,  the  laws  of the  state  of  Nevada  and is in good
               standing under such laws. The Company has the requisite corporate
               power to own and operate its properties and assets,  and to carry
               on its  business  as  presently  conducted  and as proposed to be
               conducted. The Company is qualified, licensed, or domesticated as
               a foreign  corporation in all  jurisdictions  where the nature of


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               its  activities or of its  properties  owned or leased makes such
               qualifications,  licensing,  or  domestication  necessary at this
               time.

          b.   Corporate Power. The Company has now, or will have at the Closing
               Date, all requisite  legal and corporate power to enter into this
               agreement,  to sell the  Shares  hereunder,  and to carry out and
               perform its obligations under the terms of this agreement.

          c.   Authorization.

               i.   All  Corporate  action  on  the  part  of the  Company,  its
                    officers, directors, and stockholders necessary for the sale
                    and  issuance  of  the  Shares   pursuant   hereto  and  the
                    performance of the Company's  obligations hereunder has been
                    taken or will be taken prior to the Closing.  This agreement
                    is legal,  valid,  and binding  obligation  of the  Company,
                    enforceable  against  the  Company  in  accordance  with its
                    terms,   except  as  limited  by   bankruptcy,   insolvency,
                    reorganization,   moratorium  or  similar  laws  of  general
                    application  affecting enforcement of creditors' rights, and
                    except  as  limited  by  application  of  legal   principles
                    affecting the  availability of equitable  remedies.

               ii.  The Shares, when issued in compliance with the provisions of
                    this  agreement,  will be  validly  issued,  fully  paid and
                    non-assessable   and   will  be  free   of  any   liens   or
                    encumbrances;  provided,  however,  that such  shares may be
                    subject to  restrictions  on  transfer  under  state  and/or
                    federal  securities  laws as set forth  herein and as may be
                    required by future changes in such laws.

               iii. No shareholder of the Company has any right of first refusal
                    or any preemptive  rights in connection with the issuance of
                    the Shares of Common Stock by the Company.

          d.   Public  Reporting.  The  Company  is  subject  to  the  reporting
               requirements  of Section 13 or  Section  15(d) of the  Securities
               Exchange Act of 1934 (the "1934  Act");  the  Company's  2003 and
               2004 Forms 10-KSB,  Forms 14A, Forms 10-QSB,  Forms 8-K have been
               filed if required with the US Securities and Exchange  Commission
               (the  "SEC")  and the  Company  has  provided  copies of all such
               Public Disclosure to the Purchaser.

          e.   Litigation,   etc.   There  are  no  actions,   proceedings,   or
               investigations   pending  (or  to  the  best  of  the   Company's
               knowledge, any basis therefore or threat thereof),  which, either
               in any case or in the  aggregate,  might result in adverse change
               in the business, prospects, conditions, affairs, or operations of
               the Company,  or in any of its  properties  or assets,  or in any
               impairment of the right or ability of the Company to carry on its
               business  as  proposed  to  be  conducted,  or  in  any  material
               liability  on the  part of the  Company,  or which  question  the
               validity of this  agreement or any action taken or to be taken in
               connection herewith.

          f.   Governmental Consent, etc. No consent, approval, or authorization
               of, or designation,  declaration,  or filing with, any government
               unit is required on the part of the  Company in  connection  with
               the valid execution and delivery of this agreement, or the offer,
               sale, or issuance of the Shares, or the consummation of any other


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               transaction   contemplated   hereby  (except   qualification   or
               exemption  under the California  Corporate  Securities Law, which
               exemption or qualification will be available or obtained and will
               be effective on the Closing Date).

          g.   Offering.  The  offer,  sale,  and  issuance  of  the  Shares  in
               conformity with the terms of this agreement (the "Offering") will
               not violate the Securities  Act of 1933, as amended  ("Securities
               Act").

          h.   The Shares:

               i.   Are free and clear of any security interests, liens, claims,
                    or other encumbrances;

               ii.  Have been duly and  validly  authorized  and issued and are,
                    and  on  the   Closing   Date,   will  be  fully   paid  and
                    non-assessable;

               iii. Will not have been, individually and collectively, issued or
                    sold in violation of any pre-emptive or other similar rights
                    of the holders of any securities of the Company; and

               iv.  Will not subject the holders  thereof to personal  liability
                    by reason of being such holders.

          i.   Furnishing of Financial  Statements and Information.  The company
               will deliver to the purchaser a consolidated balance sheet within
               30 days and other pertinent financial data.

     4.   REPRESENTATIONS  AND  WARRANTIES  OF  THE  PURCHASER.   The  Purchaser
          represents and warrants and agrees with the Company:

          a.   No  consent,  approval,  authorization,  or order  of any  court,
               governmental  agency or body, or arbitrator  having  jurisdiction
               over the Purchaser is required for  execution of this  agreement,
               including,  without limitation, the purchase of the Shares or the
               performance of the Purchaser's obligations hereunder.

          b.   The Purchaser  understands  no federal or state agency has passed
               or made any recommendation or endorsement of the Shares.

          c.   The  Company  has given the  Purchaser  the  opportunity  to have
               answered all of the Purchaser's  questions concerning the Company
               and its business  and has made  available  to the  Purchaser  all
               information  requested  by  the  Purchaser  which  is  reasonably
               necessary to verify the accuracy of other  information  furnished
               by the Company.  The  Purchaser  has received and  evaluated  all
               information   about  the  Company  and  its  business  which  the
               Purchaser deems necessary to formulate an investment decision and
               does not desire any further information.

          d.   The Purchaser  understands  that the Shares are being offered and
               sold in reliance on specific  exemptions or non-application  from
               the  registration  requirements  of federal and state  securities
               laws and that the Company is relying  upon the truth and accuracy
               of the representations, warranties, agreements, acknowledgements,
               and  understandings of the Purchaser set forth herein in order to
               determine    the    applicability    of   such    exemptions   or
               non-applications  and the suitability of the Purchaser to acquire
               the Shares.


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          e.   The  Purchaser is aware that the Shares have not been  registered
               under the Securities Act of 1933 by reason of their issuance in a
               transaction exempt from the registration and prospectus  delivery
               requirements  of the  Securities Act pursuant to Section 4(2) and
               Regulation D thereof. The Purchaser is aware of the provisions of
               Rule 144  promulgated  under the  Securities  Act  which  permits
               limited resale of shares purchased in a private placement subject
               to the satisfaction of certain conditions,  including among other
               things  the  existence  of a public  market for the  Shares,  the
               availability of certain public information about the Company, the
               resale  occurring  not less  than  two  years  after a party  has
               purchased  and paid for the  security to be sold,  and sale being
               through a "broker's transaction" or in transactions directly with
               a "market maker" (as provided by Rule 144(f)),  and the number of
               shares  being sold during any  three-month  period not  exceeding
               specified  limitations.  The  Purchaser  is also aware that while
               many of the restrictions of Rule 144 do no apply to the resale of
               shares by a person who owned  those  shares for at least one year
               prior to their resale and who is not an  "affiliate"  (within the
               meaning  of Rule  144(a))  of the  issuer  and  has  not  been an
               affiliate  of the issuer for at least three  months  prior to the
               date of resale of the restricted securities, the Company does not
               warrant or represent that the Purchaser is not an affiliate as of
               the date of this  agreement or that the Purchaser  will not be an
               affiliate at any relevant times in the future.

          f.   Each  instrument  representing  the Shares is to be endorsed with
               the following legends:

               i.   THE SECURITIES  EVIDENCED BY THIS  CERTIFICATE HAVE NOT BEEN
                    REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND
                    MAY  NOT BE  SOLD,  TRANSFERRED,  ASSIGNED  OR  HYPOTHECATED
                    UNLESS THERE IS AN EFFECTIVE  REGISTRATION  STATEMENT  UNDER
                    SUCH  ACT  COVERING  SUCH  SECURITIES,  THE  SALE IS MADE IN
                    ACCORDANCE  WITH  RULE 144  UNDER  THE ACT,  OR THE  COMPANY
                    RECEIVES  AN  OPINION  OF  COUNSEL  FOR THE  HOLDER OF THESE
                    SECURITIES REASONABLY  SATISFACTORY TO THE COMPANY,  STATING
                    THAT SUCH SALE,  TRANSFER,  ASSIGNEMENT OR  HYPOTHECATION IS
                    EXEMPT  FROM  THE  REGISTRATION   AND  PROSPECTUS   DELIVERY
                    REQUIREMENTS OF SUCH ACT.

               ii.  Any other  legend  required  by  California  or other  state
                    securities laws

          g.   Any legend  endorsed on an  instrument  pursuant to section  4(f)
               hereof and the stop  transfer  instructions  with respect to such
               Shares  shall  be  removed,   and  the  Company  shall  issue  an
               instrument  without  such  legend to the holder of such Shares if
               such  Shares  are  registered  under  the  Securities  Act  and a
               prospectus   meeting  the   requirement  of  section  10  of  the
               Securities  Act is  available  or if  such  holder  provides  the
               Company with an opinion of counsel for such holder of the Shares,


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               reasonably  satisfactory  to the  Company,  to the effect  that a
               public sale,  transfer,  or assignment of such shares may be made
               without registration.

          h.   The  Purchaser  is  either  (i)  acquiring  the  Shares  for  the
               Purchaser's  own account;  or (ii) for the account of another for
               which  the  Purchaser  acts as a  fiduciary,  in  which  case the
               Purchaser will so advise the Company. If acting as fiduciary, the
               Purchaser makes the representations, warranties, and covenants as
               set forth herein on its own behalf and as agent for and on behalf
               of such other party.  The  Purchaser is acquiring  the Shares for
               investment  and  without  any  present  intention  to engage in a
               distribution thereof.

          i.   The Purchaser  has the knowledge and  experience in financial and
               business matters to evaluate the merits and risks of the proposed
               investment.

          j.   The Purchaser is an "Accredited Investor" as that term is defined
               under Rule 501 adopted pursuant to the Securities Act.

     5.   CONDTIONS PRECEDENT TO THE PURCHASER'S OBLIGATIONS. The obligations of
          the Purchaser  hereunder are subject to the performance by the Company
          of its obligations  hereunder and to the satisfaction of the following
          conditions precedent on or before the Closing Date:

          a.   The  representations  and warranties  made by the Company in this
               agreement  shall,  unless  waived by the  Purchaser,  be true and
               correct as of the date hereof and at the Closing Date.

          b.   After the date  hereof  until the Closing  Date,  there shall not
               have occurred:

               i.   Any  change,  or any  development  involving  a  prospective
                    change, in either the condition,  financial or otherwise, or
                    in the earnings,  business or operations, or in or affecting
                    the  properties  of the Company,  or the financial or market
                    conditions or circumstances in the United States,  in either
                    case which,  in the  Purchaser's  judgment,  is material and
                    adverse and makes it  impractical  or inadvisable to proceed
                    with the offering, sale, or delivery of the Shares.

               ii.  An imposition of a new legal or regulatory  restriction  not
                    in  effect  on  the  date  hereof,  or  any  change  in  the
                    interpretation   of  the   existing   legal  or   regulatory
                    restrictions,  that  materially  and  adversely  affects the
                    offering, sale, or delivery of the Shares; or

               iii. A suspension or material limitation to the trading generally
                    on or by the New York  Stock  Exchange  or  NASDAQ or of any
                    securities  of  the  Company  on  any  exchange  or  in  any
                    over-the-counter market.

     6.   CONDITIONS PRECEDENT TO THE COMPANY"S OBLIGATIONS.  The obligations of
          the Company  hereunder are subject to the performance by the Purchaser
          of its obligations  hereunder,  and the  satisfaction of the condition


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          that the  representations and warranties made by the Purchaser in this
          agreement shall,  unless waived by the Company, by true and correct at
          the Closing Date.

     7.   FEES AND  EXPENSES.  The  Purchaser and the Company each agrees to pay
          its  own  expenses  incident  to the  performance  of its  obligations
          hereunder,  except that the Company agrees to pay the fees,  expenses,
          and disbursements of the Purchaser's counsel.

     8.   SURVIVAL  OF THE  REPRESENTATIONS,  WARRANTIES,  ETC.  The  respective
          agreements,   representations,   warranties,  indemnities,  and  other
          statements  made by or on  behalf  of the  Company  and the  Purchaser
          pursuant  to this  agreement  shall  remain in full force and  effect,
          regardless  of any  investigation  made by or on  behalf  of the other
          party to this  agreement or any  officer,  director,  or employee,  or
          person  controlling or under common control with, such party, and will
          survive delivery of any payment of the Shares.

     9.   NOTICES. All communications hereunder shall be in writing and, if sent
          to the  Purchaser,  shall be  sufficient in all respects if delivered,
          sent by registered mail, or by telecopy and confirmed to the Purchaser
          at the  address  set  forth on the  Signature  Page or, if sent to the
          Company,  shall be delivered,  sent by registered mail, or by telecopy
          and confirmed to the Company at:

          AccuImage Diagnostic Corp.
          400 Oyster Point Blvd., Suite 201
          South San Francisco, CA 94080

     10.  MISCELLANEOUS.

          a.   This agreement may be executed in one or more counterparts and it
               is not necessary  that  signatures  of all parties  appear on the
               same counterpart, but such counterparts together shall constitute
               but one and the same agreement.

          b.   This agreement  shall inure to the benefit of and be binding upon
               the parties hereto, their respective successors and, with respect
               to Section 8 hereof,  the officers,  directors,  and  controlling
               persons  thereof and each person under common control  therewith,
               and no other person shall have any right or obligation hereunder.

          c.   This agreement  shall be governed by, and construed in accordance
               with, the laws of the State of California.


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IN WITNESS HEREOF, the parties hereto have duly executed and delivered this
agreement, all as of the day and year first above written:


                                    COMPANY:

                                    AccuImage Diagnostic Corp.



                                    By: /s/ A. FALIKS
                                       __________________________
                                            A. Faliks
                                            Chairman of the Board



                                    By: /s/ SOURAV GOSWAMI
                                       __________________________
                                            Sourav Goswami
                                            Secretary





                                    PURCHASER:


                                    By: /s/ A. FALIKS
                                       __________________________
                                            Avi Faliks, Ph.D.
                                            24 Rozmus Court
                                            Allendale, NJ 07401