On February 4, 2009, The Quercus Trust entered into an agreement (the "Warrant Cancellation Agreement") with the Registrant to cancel warrants to purchase thirty eight million (38,000,000) shares of common stock of the Registrant (the "Warrants") and, in consideration of the Warrant cancellation, the Registrant agreed to amend the 1999 Incentive Stock Option Plan, as amended and restated (the "Plan"): (i) to increase the number of shares of common stock authorized for issuance under the Plan from fifty million (50,000,000) to seventy million (70,000,000); and (ii) to extend the term of the Plan from June 16, 2009 to February 4, 2014; subject to shareholder approval of the Plan amendment and otherwise in accordance with the terms of the Plan.

In addition, the Warrant Cancellation Agreement provides that, at the request of The Quercus Trust, options available under the Plan for up to three million (3,000,000) shares of the Registrant's common stock will be issued to a person not affiliated with The Quercus Trust who, pursuant to rights available to certain holders of the Registrant's Series D Convertible Preferred Stock, is appointed by The Quercus Trust to serve as a director on the Registrant's Board of Directors.

A copy of the Warrant Cancellation Agreement is set forth in this Report on Form 8-K as Exhibit 10.1. A copy of the Seventh Amendment and Restatement of the 1999 Incentive Stock Option Plan is set forth in this Report on Form 8-K as Exhibit 10.2.

(e) Reference is made to the information contained in Item 1.01 of this Report on Form 8-K with respect to amendments to the Registrant's 1999 Incentive Stock Option Plan, as amended.

(d) Exhibits

10.1     Warrant Cancellation Agreement
10.2     Seventh Amendment and Restatement of the 1999 Incentive Stock Option
         Plan
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