On October 13, 2008, Francis M. DiNuzzo was appointed the Registrant's President and Chief Executive Officer. Mr. DiNuzzo had served in those capacities on an interim basis since June 6, 2008, after joining the Registrant in February 2008 as its Executive Vice President and Chief Commercial Officer.

In connection with his appointment, Mr. DiNuzzo and the Registrant entered into an employment agreement with a three year term, subject to one-year renewals thereafter. The employment agreement is attached as Exhibit 99.1 hereto. The description in this Item 5.02 is only a summary of the terms of the employment agreement, the entirety of which is incorporated herein by reference.

Under the employment agreement, Mr. DiNuzzo shall receive an annual base salary of $325,000, subject to annual increases. Mr. DiNuzzo will also be eligible for annual bonus payments if certain performance goals and targets, established by the Compensation Committee of the Registrant's Board of Directors in its sole discretion, are met. In addition, Mr. DiNuzzo was granted on October 13, 2008 an incentive stock option to purchase 250,000 shares of common stock of the Registrant (the "Common Stock") with an exercise price of $1.50, which was the last reported sale price of the Common Stock on the NASDAQ Global Market on the date of grant. This option is to become exercisable in equal annual installments over the four-year period commencing on the first anniversary of the date of grant, provided, however, that the option shall automatically accelerate and become fully exercisable upon the occurrence of a Change of Control (as defined in the Registrant's 2000 Stock Incentive Plan ). The employment agreement also provides that after termination of the agreement by Mr. DiNuzzo for good reason (as defined in the agreement) or by the Registrant without cause, Mr. DiNuzzo will be entitled to receive salary and benefits then in effect for 11 months following termination.

Mr. DiNuzzo joined the Registrant in February 2008 as Executive Vice President - Marketing and Chief Commercial Officer. Prior to joining SDI, Mr. DiNuzzo spent 26 years at Agilent Technologies / Hewlett Packard. He began his career in research and development in 1981 and advanced through a series of functional management over the next 18 years. In 1999, Mr. DiNuzzo became General Manager of Agilent's Chemical Solutions Business Unit where he had global responsibility for analytical equipment, consumables and service products serving the chemical, environmental, food and forensics markets. In 2001, Mr. DiNuzzo became General Manager of the Consumable and Services Business Unit, with global responsibility for all consumables and services across all Life Science and Chemical Analysis markets. In 2004, Mr. DiNuzzo became Vice President and General Manager of the Integrated Biology Solutions unit, a role where he formed a biotechnology business focused on Genomics, Proteomics and BioInformatics. Mr. DiNuzzo holds B.S and M.S. degrees in Engineering with a minor in Business Administration from the University of New Hampshire.

There is no family relationship between Mr. DiNuzzo and any other executive officer or director of the Registrant, and there is no arrangement or understanding under which he was appointed. There are no transactions to which the Registrant or any of its subsidiaries is a party and in which Mr. DiNuzzo has a material interest subject to disclosure under Item 404(a) of Regulation S-K.

A copy of the press release announcing Mr. DiNuzzo's appointment is attached as Exhibit 99.2 hereto.

(d) Exhibits.

Exhibit Number                             Exhibit Title

     99.1      Employment Agreement, dated as of October 13, 2008, between Strategic
               Diagnostics Inc. and Francis M. DiNuzzo.
     99.2      Press Release, dated October 15, 2008.