8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(D) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported)  May 18, 2011

PARLUX FRAGRANCES, INC.

(Exact Name of Registrant as Specified in Its Charter)

DELAWARE

(State or Other Jurisdiction of Incorporation)

0-15491	22-2562955
(Commission File Number)	(IRS Employer Identification No.)
5900 North Andrews Ave., Suite 500, Fort Lauderdale, Fl	33309
(Address of Principal Executive Offices)	(Zip Code)

 954-316-9008

(Registrant’s Telephone Number, Including Area Code) 

(Former Name or Former Address, if Changed Since Last Report)

 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o      Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o      Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o      Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o      Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

(e) On May 18, 2011, Parlux Fragrances, Inc. (“the Company”) and Frederick E. Purches entered into an Amendment (the “Amendment”) to Mr. Purches’ Executive Employment Agreement dated November 8, 2010 (the "Agreement").  The Company and Mr. Purches wished to amend the Agreement to extend the term of Mr. Purches’ employment as the Chief Executive Officer of the Company through March 31, 2012 (unless terminated earlier pursuant to the terms of the Agreement).

In connection with the execution of the Amendment, on May 18, 2011, the Company granted Mr. Purches an option (the “Option”) to purchase 50,000 shares of common stock of the Company (the "Common Stock") pursuant to the Company's 2007 Stock Incentive Plan.  The Option vested immediately and has an exercise price of $3.15 (the market price of the Common Stock as of the close of trading on the Nasdaq National Market on the date of the Amendment).

The foregoing description of the Amendment is qualified in all respects by reference to the full text of the Amendment which is attached hereto as Exhibit 10.1 and incorporated herein by reference.

For a description of the other terms of the Agreement, please refer to our Current Report on Form 8-K filed on November 12, 2010 which is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
10.1	Amendment to the Executive Employment Agreement, dated May 18, 2011, between Parlux Fragrances, Inc. and Mr. Frederick E. Purches.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	PARLUX FRAGRANCES, INC.
May 20, 2011	By:	/s/ Raymond J. Balsys
		Raymond J. Balsys,
		Vice President and Chief Financial Officer (Principal Financial and Principal Accounting Officer)

Exhibit Index

Exhibit No.	Description
10.1	Amendment to the Executive Employment Agreement, dated May 18, 2011, between Parlux Fragrances, Inc. and Mr. Frederick E. Purches.

EX-10.1

Exhibit 10.1

AMENDMENT TO

EXECUTIVE EMPLOYMENT AGREEMENT

THIS AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT (this “Amendment”) is entered into as of the 18th day of May, 2011 by and between Parlux Fragrances, Inc. (the “Company”) and Frederick E. Purches (the “Executive” and, together with the Company, the “Parties”).

WHEREAS, the Company and the Executive entered into an Executive Employment Agreement dated November 8, 2010 (the "Agreement"); and

WHEREAS, the Company and the Executive wish to amend the Agreement on the terms and conditions set forth in this Amendment (defined terms used in this Amendment shall have the respective meanings ascribed to such terms in the Agreement, unless redefined in this Amendment);

WHEREAS, the terms of this Amendment have been reviewed and approved by the members of the Compensation Committee of the Board of Directors of the Company (the “Committee”).

NOW THEREFORE, in consideration of the mutual covenants and agreements contained herein, and for other valuable consideration the receipt and adequacy of which is hereby acknowledged, the Parties hereby agree as follows:

1. Term of Agreement and Employment.The first sentence in Section 2 of the Agreement is amended to read: “The term of the Executive’s employment as an employee under this Agreement will continue through March 31, 2012, unless terminated at an earlier date in accordance herewith.”

2. Stock Options.  As additional consideration for the Executive's services hereunder and the covenants contained herein, the Company shall grant Executive an option (the "Option") to purchase 50,000 shares of common stock of the Company (the "Common Stock") pursuant to the Company's 2007 Stock Incentive Plan.  The Option (i) shall provide for an exercise price equal to the market price of the Common Stock as of the close of trading on the Nasdaq National Market on the date of this Agreement, and (ii) shall further provide that the Option shall vest and be exercisable immediately with respect to 50,000 shares of the Common Stock covered by the Option.

3. Governing Law.  This Amendment shall be governed by the laws of Florida without regard to the application of conflicts of laws.

4. Entire Agreement.  This Amendment, together with the Agreement, constitutes the only agreement between Company and the Executive regarding the Executive’s employment by the Company.  This Amendment, together with the Agreement, supersedes any and all other agreements and understandings, written or oral, between the Company and the Executive regarding the subject matter hereof.  A waiver by either party of any provision of the Agreement or any breach of such provision in an instance will not be deemed or construed to be a waiver of such provision for the future, or of any subsequent breach of such provision.  The Agreement, as amended by the Amendment, may be further amended, modified or changed only by further written agreement between the Company and the Executive, duly executed by both Parties.  Except as modified by the Amendment, the Agreement remains in full force and effect between the Parties.

IN WITNESS WHEREOF, the Parties hereto have executed and delivered this under seal as of the date first above written.

PARLUX FRAGRANCES, INC.			EXECUTIVE
By:	/s/ Frank A. Buttacavoli	By:	/s/ Frederick E. Purches
Name & Title:  Frank A. Buttacavoli, Exec. VP/COO			Frederick E. Purches, CEO and Chairman