Item 3.02. Unregistered Sales of Securities.

On September 18, 2009, Total Nutraceutical Solutions, Inc. (the "Company") issued 100,000 Shares of common stock at $.25 per share to a single investor for $25,000. The purchaser is Philip Sobol, a Director of the company. Total Nutraceutical Solutions, Inc. sold these shares to further capitalize the Company, in order to execute its business plan.

Total Nutraceutical Solutions is relying on the exemption from registration provided by Section 4(2) and Rule 506 of Regulation D under the Securities Act of 1933, as amended ("Regulation D"), for sales to "accredited investors" (as such term is defined in Rule 501 of Regulation D). The purchaser has represented to the Company that they are an "accredited investor." We believed that Section 4(2) was available because the offer and sale did not involve a public offering and there was not general solicitation or general advertising involved in the offer or sale because the purchaser is an affiliate of the company.

Item 7.01. Regulation FD Disclosure.

On September 17, 2009, Total Nutraceutical Solutions issued a press release that the Company will present at the 51st Mushroom Industry Conference being held September 20-22, 2009 in Avondale, Pennsylvania. The conference is being hosted by Pennsylvania State University.

A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference in its entirety.

Item 9.01. Exhibits. Financial Statements and Exhibits

(c) Exhibits

10.1 Form of Subscription Agreement and other related documents entered into by the Company on September 18, 2009.

99.1 Press release issued on September 17, 2009 by the Company.*

* This exhibit is intended to be furnished and shall not be deemed "filed" for purposes of the Securities Exchange Act of 1934, as amended.