On May 18, 2009, Apogee Technology, Inc. ("Apogee") received $44,000 in proceeds from the sale of two promissory notes. Herbert M. Stein loaned the company $12,000 pursuant to the promissory note attached hereto, Spiegel Family Limited Partnership loaned the company $32,000 pursuant to the promissory note attached hereto. The promissory notes bear simple interest of 8% per year and are to be repaid in cash after 180 days.

On May 19, 2009, Apogee Technology, Inc. ("Apogee") received $35,000 in proceeds from the sale of one promissory note. David Spiegel loaned the company $35,000 pursuant to the promissory note attached hereto. The promissory note bears simple interest of 8% per year and is to be repaid in cash after 180 days.

The promissory note is attached hereto as Exhibits 99.1, 99.2, and 99.3 and are incorporated herein by reference.

The information required by this Item 2.03 is set forth in Item 1.01 above, which is incorporated herein by reference.

Associated with the promissory notes discussed above are warrants. The warrants are a three (3) year warrants with a strike price of $1. The warrants represent 1,200, 3,200, and 3,500, for Mr. Herbert M. Stein, for Spiegel Family Limited Partnership, and for David Spiegel, respectively, as added consideration for the Note. These warrants, and the warrants previously issued to Mr. Herbert M. Stein, Spiegel Family Limited Partnership, and David Spiegel pursuant to earlier promissory notes, have been documented using the form of warrant, Exhibit 99.4, attached.

(d) Exhibits

Exhibit
Number                                 Description

99.1      Promissory Note dated as of May 18, 2009 by and between Apogee
          Technology, Inc. and Herbert M. Stein
99.2      Promissory Note dated as of May 18, 2009 by and between Apogee
          Technology, Inc. and Spiegel Family Partnership
99.3      Promissory Note dated as of May 19, 2009 by and between Apogee
          Technology, Inc. and David Spiegel
99.4      Form of Warrant