Item 1.01 Entry into a Definitive Material Agreement

On November 6, 2009, Vitacost.com, Inc. (the "Company") entered into an Industrial Real Estate Lease with a Lease Date of September 30, 2009 with the Pilot Company ("Landlord") under which the Company agreed to lease from the Landlord approximately 65,000 square feet located at 840 Pilot Road, Suite A, Las Vegas, Nevada (the "Suite A Lease"). The term of the Suite A Lease is four years eight months and commences on April 1, 2010 with one renewal option for an additional term of five years. Annual rent for the first 12 months of the Suite A Lease is $481,224.36 and is subject to regular increases thereafter. A copy of the Suite A Lease is attached hereto as Exhibit 99.1.

Further, on November 6, 2009, the Company entered into an Industrial Real Estate Lease with a Lease Date of September 30, 2009 with the Landlord under which the Company agreed to lease from the Landlord approximately 90,000 square feet located at 840 Pilot Road, Suite B, Las Vegas, Nevada (the "Suite B Lease"). The term of the Suite B Lease is five years two months and commenced on October 1, 2009 with one renewal option for an additional term of five years. Annual rent for the first 12 months of the Suite B Lease is $566,947.08 and is subject to regular increases thereafter. A copy of the Suite B Lease is attached hereto as Exhibit 99.2.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

99.1 Industrial Real Estate Lease executed November 6, 2009, by and between Vitacost.com, Inc. and Pilot Company (Suite A Lease)

99.2 Industrial Real Estate Lease executed November 6, 2009, by and between Vitacost.com, Inc. and Pilot Company (Suite B Lease)