EXHIBIT 10.1(c)

AMENDMENT TO THE UNIVERSAL POWER GROUP, INC.
2006 STOCK OPTION PLAN

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|A.            The Universal Power Group, Inc. 2006 Stock Option Plan (the Plan) is hereby
 amended as follows:                                                                                                                                    
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|                                                                                                                                                                                                                                                     |  | 1. | The Plan is
 hereby amended to increase the number of shares of Stock covered by the Plan
 to 2,000,000. In order to effectuate this amendment, Section 5 of the Plan is
 amended by replacing 1,500,000 with 2,000,000.
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|B.            The foregoing amendment to the Plan shall not take effect until it has been
 adopted by the Board of Directors of the Company and approved by the
 Companys shareholders in accordance with the Companys bylaws and applicable
 law.
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|C.            Except as otherwise set forth in this Amendment, the terms and provisions of
 the Plan shall remain in full force and effect as when originally adopted or
 as previously amended.                                                    
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|D.            Capitalized terms used in this amendment shall have the meaning ascribed to
 such terms in the Plan.                                                                                                                                  

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