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): March 27, 2009 Total Nutraceutical Solutions --------------------------------------------- (Name of Small Business Issuer in its Charter) Nevada 000-52864 26-0561199 ---------------------------- ------------ ------------------ (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 2811 Reidville Road, Suite 23, Spartanburg, SC 29301 ---------------------------------------------- ----------- (Address of Principal Executive Offices) (Zip Code) (864) 316-2909 --------------------------- (Issuer's telephone number) ------------------------------------------------------------- (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 (see General Instruction A.2. below): [_] 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)) 1 Item 5.06 Change in Shell Company Status Total Nutraceutical Solutions ceased to be shell company on March 27, 2009. As a result of obtaining more than $680,000 in outside funding to move our business plan forward, and our agreement with Hokto Kinoko to utilize mushroom spent substrate, we believe that we are not a shell corporation as that term is defined in Rule 405 of the Securities Act and Rule 12b-2 of the Exchange Act. SIGNATURES 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. Total Nutraceutical Solutions ----------------------------- Registrant By: /s/ Frank Arnone ---------------------------- Name: Frank Arnone Title: President/Director Dated: March 27, 2009 -------------- 2