ITEM 1.01: ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

On November 3, 2008 (the "Effective Date"), Universal Power Group, Inc.,
("UPG"), entered into a new agreement with Brink's Home Security, Inc. ("BHS")
by which UPG will continue to provide third party logistics services to BHS (the "Agreement"). Under the Agreement, UPG will continue to provide assembling, shipping, storing, procuring and other related services to BHS during the term of the Agreement. The term of the Agreement will initially be for a period of 24 months from the Effective Date and will automatically renew for successive one year periods thereafter unless earlier terminated pursuant to its terms.

In connection with the Agreement, UPG issued a press release on November 6, 2008, a copy of which is attached hereto as Exhibit 99.1.

ITEM 9.01: FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits EXHIBIT NO. DESCRIPTION ----------- ----------- 10.1 Third Party Logistics and Purchase Agreement* 99.1 Press release, dated November 6, 2008* ------------------

* Filed herewith.