Re: Employment Terms Dear Sirs

Exhibit 10.2

April 23, 2009

Dear Sirs,

Reference is made to that certain Consulting Agreement between Top-Notch Consultancy 2009 Ltd. and TopSpin Medical (Israel) Ltd. (the “ Company ”), dated April 19, 2009 (the “ Agreement ”). Effective as of April 19, 2009, Section 2 of the Agreement shall be deleted in its entirety and replaced by the following:

" Services . The Consultant agrees and undertakes to provide the Services exclusively through Gilboa. During the Consulting Period, Consultant, solely through Gilboa, shall provide consulting services, as may reasonably be requested by the Board and by TopSpin Medical Inc.’s board of directors (the “ Services ”). The Consultant sh