Item 1.01 - Entry into a Material Agreement

On April 22, 2009 HepaLife Technologies, Inc. (the "Company") entered into and consummated the transactions contemplated by a Warrant Repurchase Agreement (the "Repurchase Agreement") between the Company and Arbios Systems, Inc. a Delaware corporation ("Arbios").

Pursuant to the Repurchase Agreement, the Company repurchased a Series D stock purchase warrant (the "Warrant") previously issued to Arbios. The Warrant permits the holder to purchase up to 750,000 shares of our common stock at a price of $.35per share. As Arbios is the subject of a chapter 11 bankruptcy proceeding, the approval of the US Bankruptcy Court for the District of Delaware was a precondition to closing. The approval was received on April 16, 2009.

The consideration for the Company's repurchase was its acceleration of the Deferred Cash Purchase Price (or deferred in the Asset Purchase Agreement) to April 22, 2009, which payment was made.

The Warrant was issued to Arbios as partial consideration pursuant to the Asset Purchase Agreement (the "Asset Purchase Agreement"), dated October 3, 2008 as reported on the Company's Form 8-K filed on October 7, 2008.

The foregoing description of the Repurchase Agreement is qualified in its entirety by the full text of the Warrant Repurchase Agreement which is attached hereto as Exhibit 10.1.

Item 2.01.Completion of Acquisition or Disposition of Assets.

On April 22, 2009, the Company consummated the transactions contemplated by the Repurchase Agreement. Please refer to the description of the Purchase Agreement set forth above in "Item 1.01. Entry into a Material Definitive Agreement."

Item 9.01 Financial Statements and Exhibits

Number Exhibit Description

10.1 Warrant Repurchase Agreement dated April 1, 2009 between HepaLife Technologies, Inc. Arbios Systems, Inc.