Amendment No. 2 to Third Amended and Restated 10% Convertible Note

Exhibit 10.64(b)

Amendment No. 2 to

Third Amended and Restated 10% Convertible Note

This Amendment No. 2 to Third Amended and Restated 10% Convertible Note effective June 18, 2021 between Cell Source, Inc. (the “Company”) and Xxxxxxx Xxxxx (the “Lender”) is effective as of this 28th day of October 2022.

WHEREAS, the Company has previously issued to the Lender an 8% Convertible Note effective October 28, 2019 (the “Original Note”) that was subsequently amended by various amendments, including the Third Amended and Restated 10% Convertible Note (the “Third Amended and Restated Note”) in the principal amount of up to $6,000,000 dated and effective as of June 18, 2021;

WHEREAS, the Company and the Lender wish to extend the Maturity Date of the Third Amended and Restated Note;

NOW THEREFORE, the Company and the Lender hereby agree as follows:

1. Extension of Maturity Date. The Maturity Date of the Note is hereby extended until April 28, 2023.

2. Capitalized Terms. Capitalized terms used herein and not otherwise defined shall have the meanings ascribed in the Note.

3. Counterparts. This Amendment may be executed in multiple counterparts, each of which shall be an original, but all of this shall be deemed to constitute one instrument.

IN WITNESS WHEREOF, the undersigned have executed this Amendment No. 2 as of October 28, 2022

	COMPANY
	Cell Source, Inc.
	By:	/s/ Xxxxxx Xxxxxxx
	Name:	Xxxxxx Xxxxxxx
	Title:	President and Chief Executive Officer

LENDER

/s/ Xxxxxxx Xxxxx

Xxxxxxx Xxxxx