UNITED
STATES

SECURITIES
AND EXCHANGE COMMISSION

Washington,
D.C. 20549



FORM
10-Q/A

(Amendment
No. 1)



(Mark
One)



|[X] | QUARTERLY
    REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|--- | -------------------------------------------------------------------------------------------



For
the quarterly period ended: March 31, 2020



|[  ] | TRANSITION
    REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|---- | --------------------------------------------------------------------------------------------



For
the transition period from _______________ to _______________



Commission
File Number: 000-51030



TearLab
Corporation

(Exact
name of registrant as

specified
in its charter)



|Delaware                                                                               |  | 59
    343 4771                                             
|-------------------------------------------------------------------------------------- |  | ------------------------------------------------------------
|(State
        or other jurisdiction of
        incorporation
        or organization) |  | (I.R.S.
        Employer
        Identification
        No.)
|                                                                                       |  |                                                             
|150
        La Terraza Blvd., Suite 101
        Escondido,
        California          |  | 92025                                                       
|(Address
    of principal executive offices)                                           |  | (Zip
    Code)                                              



Registrant’s
telephone number, including area code: (858) 455-6006



Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act): Yes [  ] No
[X]



Securities
registered pursuant to Section 12(b) of the Act:



|Title
    of each class |  | Trading
    Symbol(s) |  | Name
    of each exchange on which registered
|----------------------- |  | --------------------- |  | ---------------------------------------------
|N/A                     |  | N/A                   |  | N/A                                          



SECURITIES
REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:

Common
stock, $0.001 par value



The
Company does not have any securities registered pursuant to Section 12(b) of the Act. The Company’s common stock is registered
pursuant to Section 12(g) of the Act and traded on the OTCQB under the symbol “TEAR”.



Indicate
by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [  ]



Indicate
by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant
to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that
the registrant was required to submit such files).

Yes
[X] No [  ]



Indicate
by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting
company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,”
“smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.



|Large
    accelerated filer [  ] | Accelerated
    filer [  ]       
|-------------------------------- | ---------------------------------
|                                 |                                  
|Non-accelerated
    filer [X]    | Smaller
    reporting company [X]
|                                 |                                  
|Emerging
    growth company [  ] |                                  



If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [  ]



Indicate
the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 24,410,766
as of June 19, 2020.


















EXPLANATORY
NOTE



The
sole purpose of this Amendment No. 1 (the “Amendment”) to the Quarterly Report on Form 10-Q of TearLab Corporation.
(the “Company”) that was filed with the U.S. Securities and Exchange Commission (the “SEC”) on June 26,
2020 (the “Quarterly Report”) is to add this Explanatory Note regarding our reliance on SEC Release No. 34-88465 (the
“SEC Order”) issued by the SEC on March 25, 2020, under Section 36 of the Securities Exchange Act of 1934, as amended
(the “Exchange Act”), in connection with the filing of the Quarterly Report. The SEC Order provides conditional relief
to public companies that are unable to timely comply with their filing obligations as a result of the novel coronavirus (“COVID-19”)
outbreak by extending, subject to the conditions of the SEC Order, the filing deadline by up to 45 days for certain Exchange Act
reports due on or before July 1, 2020.



As
previously disclosed in the Company’s Current Report on Form 8-K filed with the SEC on April 21, 2020, the Company determined
to rely on the relief provided by the SEC Order to delay the filing of the Quarterly Report due to circumstances related to the
COVID-19 pandemic.



As
a result of the global outbreak of COVID -19, in March 2020, the Company closed its corporate offices and requested that all employees
work remotely until further notice . Employees affected included certain of its key personnel responsible for assisting the
Company in the preparation of its financial statements. In view of these ongoing circumstances, the Company was unable to timely
provide its auditors and accountants with financial records, and therefore allow the Company to file a timely and accurate Quarterly
Report on Form 10-Q for the period ending March 31, 2020 by the prescribed date without undue hardship and expense to the Company.



No
other changes have been made to the Quarterly Report, except that Part II, Item 6 of the Quarterly Report is also being amended
to refer to the updated Exhibit Index that is included herein for the purpose of including abbreviated officer certifications
that are being filed herewith. Because no financial statements have been included in this Amendment and this Amendment does not
contain or amend any disclosure with respect to Items 307 and 308 of Regulation S-K, paragraphs 3, 4 and 5 of the certifications
have been omitted. Similarly, we are not including the certifications under Section 906 of the Sarbanes-Oxley Act of 2002 as no
financial statements are being filed with this Amendment.



This
Form 10-Q/A speaks as of the original filing date of the Quarterly Report and has not been updated to reflect events occurring
subsequent to the original filing date.



PART
II. OTHER INFORMATION



ITEM
6. EXHIBITS



|Exhibit
        Number |  | Exhibit
    Description                                                                |  | Incorporated
    by Reference
|---------------------- |  | -------------------------------------------------------------------------------------- |  | -----------------------------
|31.1                   |  | CEO’s Certification required by Rule 13A-14(a) of the Securities Exchange Act of 1934. |  |                              
|                       |  |                                                                                        |  |                              
|31.2                   |  | CFO’s Certification required by Rule 13A-14(a) of the Securities Exchange Act of 1934. |  |                              











SIGNATURE



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 thereunto duly authorized.



|                       | TearLab
    Corp.          
|---------------------- | ---------------------------
|                       | (Registrant)               
|                       |                            
|Date:
    July 1, 2020 | /s/
    Joseph Jensen      
|                       | Joseph
    Jensen          
|                       | Chief
    Executive Officer