Item 1.01. Entry into a Material Definitive Agreement.

On January 13, 2009, Banks.com, Inc. (the "Company") entered into a sublease agreement (the "Sublease Agreement") with MuseGlobal, Inc. (the "Subtenant") to sublease to the Subtenant approximately 4,911 square feet of the Company's headquarters in Suite 550 at 222 Kearny Street, San Francisco, California (the "Subleased Premises"), which consists of approximately 7,615 square feet. The Sublease Agreement contained a provision stating that it was of no force or effect until Walton Kearny/Sutter Investors V, L.L.C. (the "Landlord") consented to it in writing. Written consent to the Sublease Agreement was received from the Landlord on February 2, 2009.

The term of the Sublease Agreement commenced on February 1, 2009, and shall end on the earlier of (i) April 14, 2011, unless sooner terminated pursuant to any provision of the Sublease Agreement, or (ii) the termination or expiration of the Company's Master Lease. Base rent for the Subleased Premises during the term of the Sublease Agreement is Eight Thousand Five Hundred Dollars ($8,500.00) per month; provided, however, that no Rent shall be charged to or paid by Subtenant for the months of February or March, 2009. Per the terms of the Sublease Agreement, the Subtenant will also be required to pay its pro rata portion of any increases in building operating expenses and real estate taxes. The foregoing description of the Sublease Agreement does not purport to be a complete summary and is qualified in its entirety by reference to the full text which is attached hereto as Exhibit 10.1.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

See the Exhibit Index set forth below for a list of exhibits included with this Current Report on Form 8-K.

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