Item 1.01. Entry into Material Definitive Agreements.

On May 27, 2009, the Company executed a first amendment to the Lease Agreement with Park Industrial, LLC, a Texas limited liability company (the "Texas Lease") originally dated January 30, 2009 (the "Amendment"). The Amendment (combination office/warehouse) provides for an additional of combination office and warehouse leased space by 66,035 square feet for a total of 131,406 square feet of the entire facility. This expansion will facilitate the Company's continued expansion and growth as well as the move of its Operations center from the current corporate office.

The Texas Lease commencement date will be upon substantial completion of facility construction build-out which the Company estimates to be August to September of 2009.

The term of the Texas Lease is sixty-four (64) months from commencement date.

The base rent for the Texas Lease expansion is $0 for the first four (4) months after commencement, $25,093.30 per month for months five (5) through fifteen
(15), $25,753.65 per month for months sixteen (16) through thirty-seven (37), and $26,414.00 thereafter. In addition to the base rent, the Company is also responsible for its share of operating expenses (common area maintenance, taxes, insurance, etc..) that are estimated at $0.12 per square foot (or approximately $8,100 per month).

There is no material relationship between the Company, or any of its affiliates, and the landlord, or any of its affiliates, other than the contractual relationship under the corresponding lease agreements.

The description of the above noted leases is qualified in its entirety by reference to the agreements filed as Exhibit 10.1 to this Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(c) Exhibits

10.1 First Amendment to Lease Agreement dated as of May 27, 2009, between Sharps Compliance, Inc. and Park 288 Industrial, LLC.

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