Item 3.03 Material Modification to Rights of Security Holders

Effective January 17, 2013, the Registrant reduced the exercise price of its outstanding Series B Common Stock Purchase Warrants that were issued in connection with a private placement of its Series A Convertible Preferred Stock that closed on March 21, 2012, exercisable for an aggregate of 2,933,333 shares of common stock (the "Warrants"). The exercise price for all the Warrants was reduced from $0.75 to $0.60 per share. The exercise price for the Series A Common Stock Purchase Warrants and Series C Common Stock Purchase Warrants that were issued concurrently with the Warrants did not change.

Each holder of the Warrants executed a Reset Offer agreement on January 17, 2013 with respect to the reduction of the exercise price of the Warrants. In consideration for the reduction of the exercise price, the holders of the Warrants agreed to immediately exercise 1,766,667 of the Warrants for cash; the expiration date of Warrants with respect to the remaining shares subject to the Warrants was extended from March 21, 2013 to May 21, 2013.

In addition, the Registrant and the holders of Warrants to purchase an aggregate of 2,666,666 shares (prior to exercise) agreed to increase the beneficial ownership limitation contained in their Warrants to 9.99% from 4.99%.

Item 9.01 Financial Statements and Exhibits

Exhibit 10.1 Reset Offer Agreements, dated January 17, 2013

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