FIRST AMENDMENT TO THE TUESDAY MORNING CORPORATION EMPLOYEE STOCK PURCHASE PLAN

Employee Benefits Plan Agreement

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This Employee Benefits Plan Agreement involves

TUESDAY MORNING CORPORATION

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Title: FIRST AMENDMENT TO THE TUESDAY MORNING CORPORATION EMPLOYEE STOCK PURCHASE PLAN
Date: 11/1/2007
Industry: RTDEPT Sector: Services

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Exhibit 10.1

FIRST AMENDMENT TO THE

TUESDAY MORNING CORPORATION

EMPLOYEE STOCK PURCHASE PLAN

THIS FIRST AMENDMENT TO THE TUESDAY MORNING CORPORATION EMPLOYEE STOCK PURCHASE PLAN (this “Amendment”) is effective as set forth below and is made by the Compensation Committee (the “Committee”) of Tuesday Morning Corporation, a Delaware corporation (the “Company”).

PRELIMINARY STATEMENTS

A. The Company has previously established the Tuesday Morning Corporation Employee Stock Purchase Plan (the “ESPP”), for the benefit of eligible employees of the Company. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the ESPP.

B. Pursuant to Section 8.1 of the ESPP, the Committee has the right to make certain amendments to the ESPP.

C. The Committee desires to (1) establish a limit on the number of shares of common stock that can be granted to employees pursuant to the ESPP and (2) put a limit on the term of the ESPP.

AMENDMENT

NOW, THEREFORE, the ESPP is hereby amended as follows, effective September 18, 2007:

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