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 12, 2006

                        PARADIGM MEDICAL INDUSTRIES, INC.
             (Exact name of registrant as specified in this Charter)

        Delaware                       0-28498                   87-0459536
----------------------------         ------------            -------------------
(State or other jurisdiction         (Commission               (IRS Employer
      of incorporation)              File Number)            Identification No.)

     2355 South 1070 West, Salt Lake City, Utah                     84119
     ------------------------------------------                     -----
      (Address of principal executive offices)                    (Zip Code)

       Registrant's Telephone Number, Including Area Code: (801) 977-8970

                                 Does Not Apply
          (Former name or former address, if changed since last report)

ITEM 1.01 Entry into Worldwide OEM Agreement with MEDA Co., Ltd.

         On June 12, 2006,  Paradigm  Medical  Industries,  Inc. (the "Company")
entered into a Worldwide OEM  Agreement  (the  "Agreement")  with MEDA Co., Ltd.
("MEDA"), one of China's leading developers and producers of ultrasound devices.
Under the terms of the Agreement,  MEDA agrees to jointly engineer,  develop and
manufacture  the Company's next generation of the Ultrasound  BioMicroscope,  as
well as other  proprietary new products and enhancement of our current products.
The products to be manufactured  by MEDA, at agreed upon costs,  and supplied to
the Company  for resale  include  the  following  new  products:  an  Ultrasound
BioMicroscope, two Ultrasound A/B Scans, a Biometric A-Scan and a pachymeter.

         The  Agreement  provides  that the  Company  and MEDA  agree to jointly
develop and  collaborate  in the  improvement  and  enhancement of the Company's
products  and,  in  the  interest  of  product   development,   enhancement  and
differentiation,  MEDA  agrees  to  give  consideration  to  potential  software
development  or  enhancements  made  available to the Company for its  products.
Moreover,  in the interest of product  improvement,  MEDA agrees to  collaborate
with the Company and its  designated  engineers,  employees and  consultants  to
consider and potentially  implement  jointly or individually  the development of
product enhancements on the Company's products to be manufactured by MEDA.

         The software and hardware modifications designed jointly by the Company
and MEDA will be considered the joint  intellectual  property of the Company and
MEDA and may be used, without  restriction,  unless otherwise  previously agreed
to, by either  party.  MEDA also  agrees to provide a 12 month  warranty  on all
products that it manufactures for the Company. If defects cannot be corrected at
the Company's facilities,  the products may be returned to MEDA for the purposes
of carrying out such repairs as required, and MEDA agrees to return the repaired
products  to the  Company  or its  designated  agent or  distributor  within ten
working  days  from  the  date of  receiving  such  products,  at no cost to the
Company, and MEDA will pay return freight costs.

         MEDA  further  agrees to  endeavor  to answer any  technical  inquiries
concerning  the  products  it has  manufactured.  MEDA also  agrees to train the
Company's technical service engineers and designated international  distributors
as soon as possible  after the signing of this  Agreement,  and as future  needs
arise and as MEDA can reasonably fit such training into the regular schedules of
its  employees.  MEDA agrees to  determine  the need for future  training on new
products  as  necessary  and will offer such  training in  Tiangin,  China.  For
training  conducted  outside China,  the Company or its designated  distributors
and/or service centers will be responsible  for the traveling,  living and hotel
expenses  for MEDA's  engineers.  Training is at no charge to the  Company.  The
training will also be made available to the Company's designated repair agencies
in order to provide service and repair on a worldwide basis.  Such agencies will
be considered  authorized  repair  facilities for the products  manufactured  by

         The  Agreement  shall  be  effective  for  three  years  from  date  of
execution. At the end of the three year term, representatives of the Company and
MEDA will confer to determine whether to extend the term of the Agreement.  This
will have a  practical  effect of  extending  the term of the  Agreement  for an
additional 120 days. If mutual agreement for extending the term of the Agreement
is not  reached  within 120 days after the end of the three year term,  then the
Agreement will be deemed terminated.  However, if within the 120 day period, the
Company  and MEDA  mutually  agree to  extend  the term of the  Agreement,  then
thereafter either party may terminate the Agreement by providing 12 months prior
written  notice  to the  other  party.  All  outstanding  orders  at the time of
notification  will be supplied under the terms of the  Agreement,  and MEDA will
continue to fulfill all orders from the Company until the 12 month notice period
has expired.

ITEM 9.01 Financial Statements and Exhibits

         (c)      Exhibits

         10.1     Worldwide OEM Agreement with MEDA Co., Ltd.



         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.

                                   PARADIGM MEDICAL INDUSTRIES, INC.

Date: June 19, 2006.               By: /s/ Raymond P.L. Cannefax
                                         Raymond P.L. Cannefax
                                         President and Chief Executive Officer