OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION ~~WASHINGTON~~ Washington, D.C. 20549 FORM 8-K OMB Number: 323 5-0060 Expires: April 30, 2009 Estimated average burden hours per response.............5.0

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 orOR 15(d) of ~~the~~The Securities Exchange Act of ~~1934~~ 1934

Date of Report (Date of ~~Earliest~~earliest ~~Event~~event ~~Reported~~reported): ~~May 25~~June 12, ~~2006~~2007

Naturade, Inc.

~~Naturade, Inc __________________________________________~~ (Exact name of registrant as specified in its charter)

Delaware	33-7106-A	23-2442709
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
of incorporation)	File Number)	Identification No.)
14370 Myford Rd., Suite 100, Irvine, California		92606
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code: 714-573-4800

2099 S. State College Blvd., Suite 210, Anaheim, California	92806
(Address of principal executive offices)	(Zip Code)

Registrant’s ~~Not~~ telephone ~~Applicable ______________________________________________ Former name or former address~~number, ifincluding ~~changed~~area ~~since~~code: ~~last report~~(714) 860-7600

Not Applicable

(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:

o ~~[ ]~~ 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))

o ~~Top~~ Soliciting ofmaterial ~~the~~pursuant ~~Form~~to Rule 1 4a- 12 under the Exchange Act (17 CFR 240.1 4a- 12)

o ~~Item~~ Pre-commencement communications pursuant to Rule 1~~.01~~ 4d-2(b) ~~Entry~~under ~~into~~the aExchange ~~Material~~Act ~~Definitive~~(17 ~~Agreement~~CFR 240. 1 4d-2(b))

o ~~Fifth~~ Pre-commencement ~~Amendment~~communications ~~to Loan AgreementOn May 25, 2006, Naturade, Inc. (the "Company") and Howard Shao ("Shao") amended the Loan Agreement (the "Agreement") dated August 31, 2000, by and between the Company, and Shao,~~ pursuant to ~~which~~Rule ~~the parties:Issued one million (~~1~~,000,000~~ 3e-4(c) ~~shares~~under of the ~~Company's~~Exchange ~~common~~Act ~~stock~~(17 inCFR ~~payment of $92,345~~240.221 in principal and $7,654.78 in accrued interest on the Loan Agreement, and;Modified the payment provisions on the remaining $15,096.91 in acrrued interest to be paid on or before June 31, 2006.Upon the completion of the issuance of shares and the payment on the remaining accrued interest, the Laon Agreement will be paid in full and cancelled. 3e-4(c))

Section ~~Item~~ 1 ~~3.02~~- ~~Unregistered~~Registrant’s ~~Sales~~Business ofand ~~Equity Securities.~~ Operations

Item ~~On May 25, 2006, the Company issued to Shao,~~ 1~~,000,000 shares of Common Stock in consideration for payment of principal and interest on the Loan Agreement~~. ~~The~~03 ~~shares~~Bankruptcy ~~were~~or ~~issued directly, without the services of an underwriter, and without registration under the Securities Act of 1933, as amended (the "Securities Act"), in reliance on Section 4(2) of that Act~~Receivership. ~~For a description of this transaction, see Item 1.01 of this Report.~~

The Company was informed by Redux Holdings, Inc. (“Redux”) that on June 12, 2007, the lender that was to fund Redux $1,500,000 for its required payment to fund the Company’s Chapter 11 Reorganization Plan (the “Plan”) had withdrawn its ~~Top~~ offer. Redux has also informed the Company it is in discussions with another lender to fund its payment of the ~~Form~~Plan. On June 15, 2007, based on the information provided the Company by Redux, Company management informed all of its creditors including Laurus Master Fund (“Laurus”), the senior secured creditor, of the disclosure by Redux and they have all indicated their continued support. Based on their conversation with Laurus, Company management is confident of Laurus’ continued financial support pending funding of the Plan by Redux.

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.

		Naturade, Inc
	Naturade, Inc.
May 31, 2006		By:	/s/Stephen M. Kasprisin
	(Registrant)
			Name: Stephen M. Kasprisin
Date: June 18, 2007	/s/ Richard Munro
			Title: Chief Financial Officer
	Richard Munro,
	Chief Executive Officer

*Print ~~Top~~ name and title of the ~~Form~~ signing officer under his signature.

~~Exhibit Index~~ 2

Exhibit No.		Description
10.1		Fifth Amendment to Loan Agreement, dated as of May 25, 2006, is entered into between Howard Shao, and Naturade, Inc.

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