ITEM 1.01 Entry into a Material Definitive Agreement

On December 10, 2008, IsoRay Medical, Inc. ("Medical"), a wholly owned subsidiary of IsoRay, Inc. (the "Registrant"), entered into a Contract (the "Agreement") with UralDial LLC, a Russian company ("UralDial"). Under the Agreement, Medical will purchase Cesium-131 from UralDial rather than purchasing Cesium-131 directly from its two existing suppliers in Russia. UralDial will provide Cesium- 131 from at least two Russian facilities subject to scheduled maintenance shutdowns of the facilities from time to time. The Agreement stabilizes supply arrangements for the next 12 months beginning on December 15, 2008 and ending on December 31, 2009.

ITEM 9.01 Exhibits

(c) Exhibits

10.49 Contract, dated December 10, 2008, by and between IsoRay Medical, Inc. and UralDial LLC (confidential treatment requested for redacted portions)