8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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) August 4, 2005

Retractable Technologies, Inc.

(Exact name of registrant as specified in its charter)

Texas	000-30885	75-2599762
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

511 Lobo Lane, Little Elm, Texas	75068-0009
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (972) 294-1010

None

(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):

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

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

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

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

Item 1.01 Entry Into A Material Definitive Agreement.

We entered into a License Agreement with Baiyin Tonsun Medical Device Co., Ltd. (“BTMD”) as of May 13, 2005, which was approved by the People’s Republic of China (the “PRC”) on August 1, 2005 which approval was received on August 4, 2005. Pursuant to the terms of the contract, we have granted to BTMD a limited exclusive license to manufacture and a limited exclusive right to sell syringes in the PRC having retractable needles that incorporate our technology for a term of three years. We may still manufacture or have made and sell our products in the PRC as well. This License Agreement is subject to the Technology License Agreement dated June 23, 1995 between Mr. Thomas J. Shaw, our founder and CEO, as licensor and the Company, as licensee. If BTMD is unable to satisfy any demand by an unrelated third party for retractable syringes embodying the technology, we have the right to license other manufacturers or distributors to satisfy the demand provided that BTMD shall have the right of first refusal to supply such syringes, which must be exercised by written confirmation within 45 days of notice from us.

In consideration for the above, BTMD has agreed to use its best efforts to commercially exploit the manufacture and sale of these products in the PRC and to pay us a quarterly royalty of two and one-half cents per unit on 1/2 cc, 3 cc, and 5 cc syringes and a royalty of three and one-half cents per unit on 1 cc and 10 cc syringes. BTMD is in the process of building its facility and we anticipate the receipt of royalties beginning no later than the first contract year. The obligation to pay the royalties continues even if any and all of our patent rights in the PRC are found to be invalid or unenforceable for any reason. No royalty is due until the products are sold except royalties are due on unsold inventory in the event the contract is terminated. BTMD is also obligated to pay us a $100,000 deposit within 30 days of the effective date of the contract. Initial royalties due will be deducted from this amount. Such amount shall be refunded to BTMD one year after receipt of the deposit less any applicable deductions for late or overdue royalty payments. All royalties shall be paid in US dollars and shall be free of any deductions for taxes or tariffs.

We may terminate the License Agreement in our sole discretion for breach of any material term or condition that remains uncured for 45 days after notice and if the deposit is not timely received. We further have the right, but not the obligation, to terminate the contract if we have not received royalty payments for at least 25,000,000 units during 2006, 50,000,000 units in 2007 and 100,000,000 units per year for each year thereafter. BTMD does not have the right to pay minimum royalties for units that are not manufactured in order to keep the License Agreement in effect. In the event that ownership or control of either the Company or BTMD is acquired by a third party (including any governmental agency) the other party may terminate the License Agreement with 120 days’ notice. BTMD agrees not to manufacture or sell such syringes after the License Agreement has terminated.

Finally, BTMD further agreed not to sell the products to our competitors for resale in the PRC including, specifically, Becton Dickinson, B. Braun, Terumo, OMI, and Tyco.

Item 9.01 Financial Statements and Exhibits.

(c) Exhibits

99. Press release issued by Retractable Technologies, Inc. on August 9, 2005

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.

DATE: August 11, 2005	RETRACTABLE TECHNOLOGIES, INC.
	(Registrant)
	BY:	/s/ THOMAS J. SHAW
		THOMAS J. SHAW
		PRESIDENT AND CHIEF EXECUTIVE OFFICER

EX-99

Exhibit 99

FOR IMMEDIATE RELEASE

RETRACTABLE TECHNOLOGIES, INC. SIGNS LICENSING AGREEMENT FOR DISTRIBUTION OF ITS SAFETY NEEDLE DEVICES IN CHINA

LITTLE ELM, TEXAS, Aug. 9, 2005- In a landmark contract aimed at eliminating the spread of HIV/AIDS and other bloodborne diseases via contaminated needles in China, Retractable Technologies, Inc. (AMEX: RVP) announced today that it has signed a licensing agreement with a government-designated medical device maker to produce about 400 million VanishPoint^® safety syringes annually for Chinese healthcare providers.

Under the terms of the agreement, Baiyin Tonsun Medical Device Co., Ltd. (BTMD) was designated by the China Center for Disease Control and Prevention (China CDC) to license and manufacture Retractable’s patented automated retraction devices for use in China. BTMD will pay Retractable a royalty of two and one-half to three and one-half cents per unit, based on syringe size. In the first year of the contract, BTMD expects to produce about 40 million units, followed by about 400 million units each year thereafter. The initial term of this agreement is three years from August 4, 2005. To manufacture the devices, BTMD has started building a state-of-the-art production facility in Baiyin City, Gansu Province.

Before awarding this contract to Retractable, the China CDC conducted an evaluation of available safety needle devices worldwide and the companies that produce them. Dr. Huo Zhuoping, Associate Director of the China CDC said, “We are strongly committed to protecting our people, especially the patients and healthcare workers, from infectious disease, including HIV/AIDS and hepatitis C, transmitted through needle reuse and accidental needlestick injuries. We believe that the Retractable’s VanishPoint^® devices can help us accomplish this goal, and we celebrate, the great success in advance for this cooperation.” VanishPoint^® devices virtually eliminate the risk of both accidental needlestick injuries and needle reuse.

Added Shiming Zhu, president of BTMD, “We are very gratified to be able to work with Retractable, the world leader in safety needle technology, to fight the scourges of HIV/AIDS and other bloodborne diseases in China.”

Thomas J. Shaw, president and CEO of Retractable, said, “We are tremendously excited about this benchmark agreement and are extremely pleased to have the opportunity to assist China in its battle against HIV/AIDS and other infectious diseases.” He added that this licensing agreement “is surely one of the most significant events in the history of our company, and indeed in the long and difficult struggle to eliminate HIV/AIDS and other infectious diseases caused by unsafe healthcare practices.”

Noting that Retractable and many other small medical device makers have been blocked for years by giant hospital group purchasing organizations (GPOs) and their big supplier partners from selling their innovative devices in most U.S. hospitals, Shaw observed: “Ironically, this licensing agreement demonstrates that free market competition in the medical device industry is alive and well in China but moribund in the U.S. We hope that Congress will soon introduce GPO reform legislation so that we can compete at home on the basis of quality, safety, and cost-effectiveness just like we now are able to do in China.”

Retractable Technologies, Inc. manufactures and markets VanishPoint^® automated retraction safety syringes and blood collection devices, which virtually eliminate health care worker exposure to accidental needlestick injuries. These revolutionary devices use a patented friction ring mechanism that causes the contaminated needle to retract automatically from the patient into the barrel of the device, a feature that is designed to prevent reuse. VanishPoint^® safety needle devices are distributed by various specialty and general line distributors. For more information on Retractable, visit our Web site at www.vanishpoint.com.

Forward-looking statements in this press release are made pursuant to the safe harbor provision of the

Private Securities Litigation Reform Act of 1995 and reflect the Company’s current views with respect to future events. The Company believes that the expectations reflected in such forward-looking statements are accurate. However, the Company cannot assure you that such expectations will materialize. The Company’s actual future performance could differ materially from such statements. Factors that could cause or contribute to such differences include, but are not limited to: the impact of dramatic increases in demand; the Company’s ability to quickly increase its production capacity in the event of a dramatic increase in demand; the Company’s ability to access the market; the Company’s ability to decrease production costs; the Company’s ability to continue to finance research and development as well as operations and expansion of production; the increased interest of other syringe marketers, specifically Becton Dickinson, in providing safety needle devices to their customers; and other risks and uncertainties that are detailed from time to time in the Company’s periodic reports filed with the Securities and Exchange Commission.

Investor Contact:

Douglas W. Cowan

Vice President and Chief Financial Officer

(888) 806-2626 or (972) 294-1010

rtifinancial@vanishpoint.com

Media Contact:

Phillip L. Zweig

Communications Director

(212) 490-0811 or (214) 912-7415 (cell)

plzweig@aol.com