Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On June 12, 2012, the Board of Directors (the "Board") of Charles & Colvard, Ltd. (the "Company") appointed Anne B. Butler to serve as director of the Company. Ms. Butler was also appointed to serve as a member of the Strategy Committee of the Board.

Since January 2012, Ms. Butler, age 63, has served as CEO of Butler Advisors while also serving as Senior Advisor to the Chairman of Blyth, Inc. ("Blyth"). From May 2007 to January 2012, she served as President of PartyLite, a home fragrances and accents direct selling business. She also served on the Board of ViSalus Sciences, the weight loss and fitness direct sales subsidiary of Blyth. Ms. Butler currently serves on the Board of the Direct Selling Education Foundation, and this month concluded two years of service as Vice Chairman of the Direct Selling Association.

Ms. Butler was granted an award of 13,404 shares of restricted stock of the Company on June 12, 2012 pursuant to the Company's Board of Directors Compensation Program. The Board of Directors Compensation Program is described under the heading "2011 Director Compensation" in the Company's definitive proxy statement for the Company's 2012 Annual Meeting of Shareholders, which was filed with the Securities and Exchange Commission on April 26, 2012.

A copy of the press release announcing Ms. Butler's appointment to the Board is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No. Description of Document

99.1 Press Release dated June 13, 2012

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