Item 1.01 Entry into a Material Definitive Agreement.

On September 25, 2012, Oryon Technologies, Inc. (the "Company") reduced the exercise price per share of Company common stock applicable to its outstanding Series A Warrants from $0.75 per share to $0.50 per share. The outstanding Series A Warrants are exercisable into an aggregate of 4,000,000 shares of Company common stock.

The above description of the Series A Warrants is qualified in its entirety by reference to the full text of the Form of Series A Warrant, which is attached as Exhibit B-2 to the Agreement & Plan of Merger dated March 9, 2012 filed as Exhibit 2.1 to the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on March 14, 2012.

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