Exhibit
      10.1

     

    AMENDMENT
      TO LETTER OF INTENT

    


    January
      17, 2007

    


    Youssef
      M
      Habib, CEO

    Illuminex
      Corporation

    1064
      New
      Holland Ave.

    Lancaster,
      PA 17601

    


    Dear
      Mr.
      Habib:

     

    The
      undersigned, Samdrew IV, Inc. (“Samdrew”), has entered into that certain Letter
      of Intent
      for
      Reverse Merger
      with
Illuminex
      Corporation (“Illuminex”)
      dated
      June 20, 2006 (the “Letter of Intent”). Capitalized terms not otherwise defined
      herein shall have their respective meanings as set forth in the Letter of
      Intent.

    


    Both
      Samdrew and Illuminex hereby agree to amend certain provisions of the Letter
      of
      Intent as follows:

    


    	1.                   
             	
            Additional
              Conditions. The
              obligations of the parties contained in clause 4 of the Letter of Intent
              shall be amended so that the Closing will occur as soon as practicable,
              but the parties desire the Closing be completed no later than April
              9,
              2007.

          


    


    	2.                     	
            No-Shop.
              The obligations of the parties contained in clause 5 of the Letter
              of
              Intent
              shall remain in effect until the earliest to occur of (a) the Closing,
              (b)
              the date on which Samdrew and Illuminex mutually agree in writing to
              discontinue negotiations regarding such a transaction on the terms
              set
              forth herein, or (c) April 9, 2007. 

          


    


    	3.                     	
            No
              Material Changes in Business.
              The obligations of the parties contained in clause 9 of the Letter
              of
              Intent
              shall remain in effect until the earliest to occur of the termination
              of
              the Letter of Intent, April 9, 2007 or the date of execution of the
              Definitive Agreements. 

          


    


    	4.                   
             	
            Binding
              Nature of Letter.
              The obligations of the parties contained in clause 10 of the Letter
              of
              Intent shall be amended so that the Binding Provisions
              (along with the rest of the Letter of Intent) may be terminated (A)
              by
              mutual written consent of both parties; or (B) upon written notice
              by
              either party to the other if the Definitive Agreements have not been
              executed by April 9, 2007, provided,
              however,
              that the termination of the Binding Provisions shall not affect the
              liability for breach of any of the Binding Provisions prior to the
              termination.

          


    


    In
      all
      other respects, the Letter of Intent shall remain unmodified and in full force
      and effect. 

     

    If
      the
      foregoing is in accordance with your understanding of our agreement, kindly
      sign
      and return this letter, whereupon it will become a binding agreement between
      Samdrew and Illuminex in accordance with its terms.

    


    Very
      truly yours,

    


    SAMDREW
      IV, INC.

    


    By:
      /s/
      David N. Feldman

          
Name:
      David N. Feldman

          
Title:  
      President

    


    Accepted
      and agreed to this

    17th
      day of
      January, 2007.

    


    ILLUMINEX
      CORPORATION

    


    By:
      /s/
      Youssef M. Habib

          
Name: 
      Youssef
      M. Habib

          
Title:   
      Chief Executive Officer