Item 1.01 Entry into a Material Definitive Agreement.

On December 4, 2009, Solar Thin Films, Inc. (the "Company") and Kraft Elektronikai Zrt, the Company's wholly owned subsidiary, entered into a Second Amendment (the "Second Amendment") to the Master Settlement Agreement (the "Settlement Agreement") with Zoltan Kiss, Amelio Solar, Inc. ("Amelio Solar") and Renewable Energy Solutions, Inc. ("RESI"), and a Second Amendment to the Stock Purchase Agreement (the "Purchase Agreement") with Zoltan Kiss, Maria Gabriella Kiss and Gregory Joseph Kiss (collectively, the "Sellers").

Under the Second Amendment, the outside closing date of the transactions contemplated pursuant to the Settlement Agreement was extended to December 4, 2009 (the "Closing Date"). In addition, the definition of "RESI Debt" was amended to include the net amount of indebtedness, not to exceed $831,863, owed by RESI to the Company or its affiliates as of the Closing Date together with accrued interest thereon.

Section 2.4 of the Settlement Agreement, entitled "RESI Debt Settlement Payment and Deliverables", was amended so that the RESI Debt will be fully and finally satisfied as follows:

(a) Z. Kiss will surrender all of his 2,000,000 shares of Company common stock to the Company;

(b) an option (the "Option") is granted to the Company or its designees to purchase all of the shares of Company common stock owned by both M. Kiss (1,018,400 shares) and G. Kiss (810,000 shares) until December 4, 2010. For a period of nine months following the execution of the Second Amendment, the Option will be fixed at a price of $0.30 per share and any shares not purchased by the Company or its designees during such nine-month period may be purchased at the higher of (i) $0.30 per share, or (ii) 75% of the trading price of the Company's common stock on the trading day prior to the Company's payment of the exercise price; and

(c) any unexercised rights, options and/or warrants to purchase Company common stock owned by the Sellers as of the Closing Date, whether vested, unvested, exercisable or otherwise, are cancelled and rendered null and void.

The definition of "RESI Debt Settlement Deliverables" was also revised to mean the documents specified in Section 2.4 of the Settlement Agreement to be delivered by Amelio Solar and the Sellers to the Company on or prior to December 31, 2009.

Pursuant to the Second Amendment, the parties agreed to terminate the Purchase Agreement, except for the terms of the Purchase Agreement cancelling all indebtedness owed to Robert M. Rubin and The Rubin Family Irrevocable Trust by Nanergy Solar, Inc. and the surrender of any and all equity interests of Nanergy Solar, Inc. owned by The Rubin Family Irrevocable Trust.

Moreover, under the Second Amendment, the parties agreed to terminate the Strategic Alliance and Cross License Agreement dated as of August 12, 2008. All prior agreements among the parties, including, but not limited to, the Cooperative R&D Agreement dated as of December 19, 2006 between RESI and the Company, the Marketing and Turn-on Agreement between RESI and the Company dated as of January 30, 2007 and the Consulting Agreement between Z. Kiss and the Company have either expired or are terminated as of December 4, 2009.