On March 5, 2010, Star Scientific, Inc. (the “Company”) entered into a Securities Purchase and Registration Rights Agreement (the “Agreement”) with certain accredited investors that were previously issued warrants (each a “Warrant Holder” and collectively, the “Warrant Holders”) exercisable into an aggregate amount of 3,649,007 shares of the Company’s common stock, par value $0.0001 per share (“Common Stock”), at an exercise price of $3.50 per share (the “Prior Warrants”).

Pursuant to the Agreement, the Company agreed to issue and sell to the Warrant Holders 3,649,007 shares of Common Stock in the aggregate at $1.05 per share and amend each of the Prior Warrants to adjust the exercise price thereof to $1.50 per share (the “Amended Warrants”) for gross proceeds to the Company of approximately $3,831,457 (collectively, the “Offering”). Other than the adjustment of the exercise price to $1.50 per share, the terms of the Amended Warrants are identical to terms of the Prior Warrants.

The Offering was made only to accredited investors, as such term is defined in Rule 501 of Regulation D promulgated under the Securities Act. The Company relied on the exemption from the registration requirements of the Securities Act set forth in Section 4(2) thereof and the rules and regulations promulgated thereunder.

The Common Stock is traded on the Nasdaq Global Market under the symbol “CIGX”. On March 4, 2010, the last reported sale price of the Common Stock was $1.03 per share.

The foregoing summary is qualified in its entirety by reference to the full text of the Agreement and Amended Warrants, copies of which is attached as Exhibits 10.1, 10.2 and 10.3 to this Current Report on Form 8-K and are incorporated by reference into each of Items 1.01, 3.02 and 3.03 hereof.