UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): June 2229, 2007

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I-TRAX, INC.

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(Exact name of registrant as specified in its charter)

Delaware ------------------------	001-31584 ------------------------	23-3057155 ------------------------
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

4 Hillman Drive, Suite 130 Chadds Ford, Pennsylvania ------------------------------------------------	19317 ------------------------------------------------
(Address of principal executive offices)	(Zip Code)

Registrant's telephone number, including area code: (610) 459-2405

N/A

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(Former name or former address, if changed since last report)

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:

[ ]	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))

Item 1.01 Entry into a Material Definitive Agreement.

~~Under~~I-trax, ~~the~~Inc., ~~terms~~certain of aits ~~Lease~~direct ~~Agreement~~and ~~dated January~~indirect 25subsidiaries, ~~2002,~~ and ~~amended~~Bank onof ~~May 17~~America, ~~2005~~N.A., ~~CHD~~are ~~Meridian~~parties to a senior ~~Healthcare,~~secured ~~LLC,~~credit anfacility ~~entity~~pursuant ~~wholly~~to ~~owned~~a byCredit ~~I-trax,~~Agreement ~~Inc.,~~dated ~~leases~~as ~~from Burton~~of ~~Hills~~March 19, IV2004. On ~~Partners~~June ~~approximately~~29, 312007,~~000~~ ~~square~~I-trax, ~~feet~~certain of ~~office~~its ~~space~~direct and inindirect ~~Nashville~~subsidiaries, ~~Tennessee~~ ~~for~~and ~~use~~Bank asof ~~executive,~~America ~~administrative~~entered ~~and~~into ~~sales~~an ~~offices. The~~Eighth Amendment ~~Lease~~to ~~Agreement~~the ~~expires~~Credit inAgreement. Under ~~June~~the ~~2010.~~Eighth Amendment:

~~On June~~· ~~22,~~The ~~2007,~~amount ~~CHD~~I-trax ~~Meridian Healthcare~~can ~~and~~borrow ~~Burton~~under ~~Hills~~the IVfacility ~~Partners~~was ~~entered~~increased ~~into~~to a$20 ~~Second Amendment to Lease Agreement~~million. ~~Under~~ ~~the~~The ~~Second~~$20 ~~Amendment,~~million ~~which~~is ~~CHD~~comprised ~~Meridian~~of ~~Healthcare has~~ the ~~right~~existing to$15 ~~nullify~~million ~~without~~revolving ~~penalty~~loan onfacility orand ~~before~~a ~~July 31~~new, ~~2007,~~separate ~~CHD Meridian~~$5 ~~Healthcare~~million ~~will~~loan ~~relinquish~~facility. ~~the~~The ~~majority~~new of$5 ~~the~~million ~~office~~loan ~~space~~facility onis ~~May 1, 2008~~not insubject ~~consideration~~to ofa anborrowing ~~early~~base ~~termination payment of $1 million~~limitation.

~~Management believes~~· ~~that~~The ~~the~~facility ~~space leased~~maturity ~~from~~date, ~~Burton~~covering ~~Hills~~both IVcomponents ~~Partners~~of ~~is not large enough to support CHD Meridian Healthcare continued growth and is working with other landlords in Greater Nashville to secure appropriate space. Management also expects~~ the ~~lease~~ termination payment under the Second Amendment will be paid on CHD Meridian Healthcare’s behalf by the new landlord in consideration for executing a new lease. If management cannot secure this commitment in the new leasefacility, itwas ~~will~~extended ~~nullify~~until ~~the~~July ~~Second Amendment. Finally~~1, ~~management expects to reduce its overall lease costs when it moves to the new space~~2009.

·	Certain of the financial covenants under the facility have been amended.

·	The interest rate spread and commitment fee under the facility were reduced by one percent and 1/8^th percent, respectively.

The purpose of the amendment is to allow I-trax access to additional working capital necessary to fund expenses associated with launching new on-site facilities.

Item 9.01 Exhibits.

9910.1 ~~Second~~ Eighth Amendment to ~~Lease~~Credit Agreement, dated June 2229, 2007 ~~between~~by ~~Burton~~and ~~Hills~~among IVI-trax, ~~Partners~~Inc., all ~~and~~subsidiaries ~~CHD~~of ~~Meridian~~I-trax, ~~Healthcare~~Inc. that are parties to the Credit Agreement and Bank of America, ~~LLC~~N.A.

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 hereunto duly authorized.

	I-TRAX, INC.
Date: June 28, 2007	By: /s/ Frank A. Martin
	Name: Frank A. Martin
	Title: Chairman

I-TRAX, INC.

Date: July 6, 2007	By:	/s/ David R. Bock
	Name:	David R. Bock
	Title:	Executive Vice President and Chief Financial Officer

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