UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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)

July 30, 2013

 _______________________

TEARLAB CORPORATION

(Exact name of registrant as specified in its charter)

9980 Huennekens St., Ste 100

San Diego, CA 92121

(Address of principal executive offices, including zip code)

(858) 455-6006

(Registrant’s telephone number, including area code)

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))

On July 30, 2013, TearLab Corporation (the “Company”) closed a public offering (the “Offering”) of 2,990,000 shares of its common stock at a price of $13.50 per share, less underwriting discounts and commissions. The Offering included the sale of 390,000 shares pursuant to the underwriters’ over-allotment option. The gross proceeds from the sale of shares will be approximately $40.4 million, and the net proceeds from the sale of shares, after deducting the underwriters’ discounts and other estimated offering expenses payable by the Company, will be approximately $37.5 million. On July 30, 2013, the Company issued a press release announcing the exercise of the underwriters’ over-allotment option and the closing of the Offering.

A copy of the press release is attached as Exhibit 99.1 to this report and is incorporated by reference herein.

(d) Exhibits.

Pursuant to the rules and regulations of the Securities and Exchange Commission, the attached exhibit is deemed to have been filed with, the Securities and Exchange Commission: 

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: July 30, 2013

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