STOCK PURCHASE AGREEMENT

Exhibit 10.1

STOCK PURCHASE AGREEMENT

THIS STOCK PURCHASE AGREEMENT (this “ Agreement ”) is entered into as of May 18, 2009 (the “ Effective Date ”), by and between Peter T. Bulger (“ Seller ”) and U.S. Home Systems, Inc., a Delaware corporation (the “ Company ”).

WHEREAS, Seller is the record and beneficial owner of 204,345 shares of the common stock, $0.001 par value per share, of the Company (the “ Subject Shares ”), as evidenced by the list of stock certificates set forth in Schedule A attached hereto, issued in the name of Seller (collectively the “ Certificates ”); and

WHEREAS, Seller wishes to sell, assign and transfer to Company and the Company wishes to purchase and acquire from Seller the Subject Shares, subject to the terms and conditions of this Agreement; and

NOW, THEREFORE, in consideration of the premises and the mutual covenants herein contained and for other good and valuable consideration, the receipt, adequacy and sufficiency of which are hereby acknowledged, the parties hereby agree as follows:

1. Sale of the Subject Shares .

(a) Sale/Purchase . Upon the terms and conditions set forth in this Agreement, Seller hereby sells, assigns and transfers the Subject Shares to the Company, free and clear of any and all claims, liens (including liens for taxes), mortgages, security interests, pledges, leases, options, rights of first refusal or first offer, charges and other encumbrances, and the Company hereby purchases the Subject Shares from Seller.

(b) Purchase Price . Subject to the terms of this Agreement and in reliance on the representations and warranties of the Seller, the Company hereby purchases the Subject Shares from Seller, and in full consideration therefor, the Company shall pay to Seller $459,776.25 for the Subject Shares or $2.25 per share, (the “ Purchase Price ”), which shall be paid to Seller in accordance with Section 1(d) .

(c) Deliveries of Seller . Contemporaneously with the execution of this Agreement and the delivery of the Purchase Price to Seller by the Company, Seller shall deliver or cause to be delivered to the Company the Certificates, in their original form, duly endorsed with signatures guaranteed by an “Eligible Guarantor Institution” as defined in Rule 17Ad-15 under the Securities Exchange Act of 1934, as amended, which shall represent all the Subject Shares.

(d) Deliveries of the Company . Contemporaneously with the execution of this Agreement, the Company shall deliver the Purchase Price to Seller by wire transfer of immediately available funds (or such other form of payment as may be mutually acceptable to the Company and Seller) to the account or accounts set forth in written instructions from Seller to the Company on the date hereof.

2. Representations and Warranties of Seller . Seller hereby represents and warrants to the Company that:

(a) Authority . Seller has the absolute and unrestricted power and authority to execute and deliver this Agreement, to carry out his obligations hereunder and to consummate the transactions contemplated hereby. This Agreement has been duly executed and delivered by Seller and, assuming due authorization, execution and delivery hereof by the Company, constitutes a legal, valid and binding obligation of Seller, enforceable in accordance with the terms hereof, except as such enforceability may be limited by bankruptcy, insolvency, moratorium or other laws affecting creditors’ rights generally and general principles of equity.

(b) Title . Seller has good and indefeasible title to the Subject Shares, free and clear of any claims, liens (including liens for taxes), mortgages, security interests, pledges, leases, options, rights of first refusal or first offer, charges and other encumbrances. Other than this Agreement, there are no outstanding subscriptions, options, warrants, rights, contracts, understandings or agreements to purchase or otherwise acquire the Subject Shares.

(c) Capitalization . The Subject Shares represent all of the outstanding shares of the capital stock of the Company owned, directly or indirectly, by Seller, except for 5,616 shares held in custodian accounts for the children of the Seller.

(d) No Litigation . There are no actions, suits, investigations or proceedings, at law or in equity or before or by any governmental authority or instrumentality or before any arbitrator of any kind, pending or, to the knowledge of Seller, threatened which seek to delay or enjoin the consummation of the transactions contemplated hereby.

(e) No Conflicts . Neither the execution and delivery of this Agreement nor the consummation of the transactions contemplated hereby will (i) violate or breach, or otherwise constitute or give rise to a default under, the terms or provisions of any contract, commitment or other obligation to which Seller, or to the knowledge of Seller, the Company, is a party; (ii) create or result in the creation of any encumbrance or lien on any of the Subject Stock; (iii) result in a violation by Seller or the Company of any applicable legal requirement; or (iv) otherwise constitute an event which, with notice, lapse of time, or both, would result in any of the foregoing.

(f) Taxes . Seller has been fully advised by Seller’s own advisors as to, and fully understands and accepts, the legal, tax and economic aspects of the consummation of the transactions contemplated by this Agreement.

(g) Disclosure . Seller acknowledges that he has received and reviewed Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2008 and the Quarterly Report for the three month period ended March 31, 2009 on Form 10-Q.

3. Consents . Seller and the Company shall use their reasonable efforts to obtain the consent, approval or authorization of, or make any declaration or filing with, any governmental authority or other persons or entities as required in connection with the execution or delivery of this Agreement or the consummation of the transactions contemplated hereby.

4. Further Assurances . Seller agrees to execute and deliver from time to time at the request of the Company and without further consideration, such additional instruments of conveyance and transfer, and