On November 21, 2008, NeuroMetrix, Inc. (the "Company") completed the sale of substantially all of its assets related to sales of DigiScopes and DigiScope related services to Advanced Diagnostics, LLC for $50,000. In connection with the sale, Advanced Diagnostics, LLC agreed to assume certain identified commitments of the Company of approximately $400,000, including the Company's lease of a facility in Columbia, Maryland. The sale was made pursuant to an Asset Purchase Agreement (the "Asset Purchase Agreement"), dated as of November 7, 2008, by and between the Company and Advanced Diagnostics, LLC. The CEO and President of Advanced Diagnostics, LLC is a former executive of the Company who continues to receive payments under a previous separation agreement with the Company.

As previously announced, prior to the sale, the Company had approved and commenced a plan for the proposed closure of its facility in Columbia, Maryland and discontinuance of sales of DigiScopes and DigiScope related services. The sale price was determined through negotiations between the Company and Advanced Diagnostics, LLC.

The description of the Asset Purchase Agreement contained herein does not purport to be complete and is qualified in its entirety by reference to the full text of the Asset Purchase Agreement, a copy of which is attached hereto as Exhibit 2.1 and is incorporated herein by reference.

(c) Exhibits.

Exhibit No.                                 Description

    2.1        Asset Purchase Agreement between NeuroMetrix, Inc. and Advanced
               Diagnostics, LLC dated as of November 7, 2008.