Effective February 8, 2013, Charles & Colvard, Ltd. (the "Company") and Cree, Inc. ("Cree") entered into an amendment (the "Amendment") to the letter agreement, effective March 22, 2010, between the parties, which provides a framework for the Company's purchases of SiC crystals from Cree under the Amended and Restated Exclusive Supply Agreement, dated June 6, 1997, between the parties.

Under the Amendment, the Company agreed to purchase at least $4 million of SiC crystals in an initial new order. After the initial new order, the Company has agreed to issue non-cancellable, quarterly orders that must equal or exceed a set minimum order quantity. The Company's total purchase commitment under the Amendment until July 2015, including the initial new order, is dependent upon the grade of the material and ranges between approximately $7.6 million and approximately $18.6 million.

The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the Amendment, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

A copy of the press release announcing the Amendment is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K.

(d) Exhibits.

Exhibit No. Description of Document

10.1         Amendment to Letter Agreement, effective February 8,
             2013, between Charles & Colvard, Ltd. and Cree, Inc.*

99.1         Press Release dated February 14, 2013

* Portions of this exhibit have been omitted and filed separately with the Securities and Exchange Commission as part of an application for confidential treatment pursuant to the Securities Exchange Act of 1934, as amended.