STOCK PURCHASE AGREEMENT

      THIS AGREEMENT is made and entered into this 30th day of August,  2004, by
and between Nanobac Pharmaceuticals,  Inc. ("Purchaser"), and E. Olavi Kajander,
MD, PhD, an individual ("Seller");

      WHEREAS, the Seller is the record owner and holder of Six Thousand (6,000)
shares of the issued and outstanding  shares of the capital stock of Nanobac OY,
("Corporation"), a Finish corporation; and

      WHEREAS,  the  Purchaser  desires  to  purchase  said stock and the Seller
desires  to sell  said  stock,  upon the  terms and  subject  to the  conditions
hereinafter set forth;

      NOW,  THEREFORE,  in  consideration of the mutual covenants and agreements
contained in this  Agreement,  and in order to  consummate  the purchase and the
sale of the Corporation's Stock aforementioned, it is hereby agreed as follows:

      1.    PURCHASE AND SALE:  Subject to the terms and conditions  hereinafter
set forth, at the closing of the  transaction  contemplated  hereby,  the Seller
shall  sell,  convey,  transfer,  and  deliver  to  the  Purchaser  certificates
representing  such stock,  and the Purchaser  shall purchase from the Seller the
Corporation's  Stock in  consideration  of the purchase  price set forth in this
Agreement. The certificates  representing the Corporation's Stock, if any, shall
be duly  endorsed for transfer or  accompanied  by  appropriate  stock  transfer
powers duly executed in blank. The closing of the  transactions  contemplated by
this  Agreement  ("Closing"),  shall  be held at  __________,  on  __________,at
__________,  or such  other  place,  date and  time as the  parties  hereto  may
otherwise agree, but effective for all purposes as of January 16, 2004.

      2.    AMOUNT AND PAYMENT OF PURCHASE PRICE. The total consideration is the
sum of Fifteen  Thousand  Euros  (15,000  euros) to be delivered to Seller on or
before September 30, 2004.

      3.    REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby warrants and
represents:

            (a)   Organization  and Standing.  Corporation is a corporation duly
organized,  validly  existing and in good standing under the laws of Finland and
has the  corporate  power and  authority  to carry on its  business as it is now
being conducted.

            (b)   Restrictions on Stock.

                  i.    The Seller is not a party to any  agreement,  written or
oral,  creating rights in respect to the Corporation's Stock in any third person
or relating to the voting of the Corporation's Stock.


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                  ii.   Seller is the lawful owner of the Stock,  free and clear
of all security interests, liens, encumbrances, equities and other charges.

                  iii.  There are no existing warrants,  options, stock purchase
agreements,redemption agreements, restrictions of any nature, calls or rights to
subscribe of any character  relating to the stock,  nor are there any securities
convertible into such stock.

      4.    REPRESENTATIONS  AND WARRANTIES OF SELLER AND PURCHASER.  Seller and
Purchaser hereby represent and warrant that there has been no act or omission by
Seller,  Purchaser or the  Corporation  which would give rise to any valid claim
against any of the parties hereto for a brokerage  commission,  finder's fee, or
other like payment in connection with the transactions contemplated hereby.

      5.    GENERAL PROVISIONS

            (a)   Entire  Agreement.   This  Agreement  constitutes  the  entire
Agreement and  supersedes  all prior  agreements  and  understandings,  oral and
written, between the parties hereto with respect to the subject matter hereof.

            (b)   Sections and Other  Headings.  The section and other  headings
contained in this Agreement are for reference purposes only and shall not affect
the meaning orinterpretation of this Agreement.

            (c)   Governing   Law.   This   agreement,   and  all   transactions
contemplated  hereby, shall be governed by, construed and enforced in accordance
with the laws of the Finland.

      IN  WITNESS  WHEREOF,  this  Agreement  has been  executed  by each of the
individual parties hereto on the date first above written.



NANOBAC PHARMACEUTICALS, INCORPORATED:              E OLAVI KAJANDER, MD, PHD:

By: /s/ H. Brady Millican                           /s/ E. Olavie Kajander
  -----------------------                           ----------------------
Print: Brady Millican
Date:  August 30, 2004                              Date: August 30, 2004



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