(e) On September 22, 2008, DayStar Technologies, Inc. (the "Company") held its 2008 Annual Meeting of Stockholders. At this meeting, the stockholders of the Company, upon the recommendation of the Board of Directors of the Company, approved, among other items, the adoption of the Company's Amended and Restated 2006 Equity Incentive Plan (the "2006 Amended Plan"). The 2006 Amended Plan was amended and restated to incorporate the following key amendments:

• An increase of 450,000 shares of the Company's common stock reserved for issuance under the 2006 Amended Plan, from 10,500,000 shares to an aggregate of 10,950,000 shares.

• The 2006 Amended Plan expressly prohibits the repricing of stock options and stock appreciation rights without stockholder approval.

• The 2006 Amended Plan provides increased flexibility to design equity and cash incentives that satisfy the requirements for "performance-based compensation" under Section 162(m) of the Internal Revenue Code of 1986, as amended.

• The 2006 Amended Plan clarifies that the formula for determining the fair market value of the Company's common stock is the closing sales price of the Company's common stock on the date of grant or other applicable date.

• The 2006 Amended Plan will expire in the ordinary course on July 31, 2018.

This description is qualified in its entirety by reference to the copy of the Amended 2006 Plan attached hereto as Exhibit 10.3 and incorporated herein by reference.

(d) Exhibits

            Exhibit
            Number    Description
            10.3*     Amended and Restated 2006 Equity Incentive Plan

* Management contract or compensatory plan.