UNITED STATES ~~SECURITIES AND~~

~~EXCHANGE~~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): June ~~October 12~~23, ~~2009~~ 2010

~~FUTURE~~ ~~NOW~~ Future ~~GROUP~~Now ~~INC~~Group, Inc.

(Exact name of registrant as specified in its charter)

Nevada		0-52274		20-4237445
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

80 Mountain Laurel Rd

1400 Old Country Road, Westbury, NY		11590
(Address of principal executive offices)		(Zip Code)

~~Fairfield,~~Registrant’s ~~Connecticut~~telephone ~~06824~~number, including area code: (516) 228-0070

~~(Address~~80 ofMountain ~~principal~~Laurel ~~executive~~Road, ~~offices~~Fairfield, ~~and~~CT ~~Zip Code)~~06824

~~877-643-7244~~(Former name or former address, if changed since last report.)

~~Registrant’s~~Check the ~~telephone~~appropriate ~~number,~~box ~~including~~below ~~area~~if ~~code~~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):

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)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

~~Item 5.02 Departure of Directors or Certain Officers; Appointment of Certain Officers~~1

~~Effective~~Section ~~September~~1 ~~21,~~– ~~2009,~~Registrant’s ~~Roy~~Business ~~Williams~~ and William Schloth resigned as directors of the Company. On or about September 30, 2009, Bryan Eisenberg and Jeffrey Eisenberg resigned as directors of the Company. Their resignations as directors were not based on any disagreement with us on any matter relating to our operations, policies or practices.Operations

InItem ~~connection therewith, the board of directors reduced the number of authorized directors to three and appointed Greg Goldberg to fill one of the newly created vacancy on the board~~1. ~~Mr.~~01 Entry ~~Goldberg~~into ~~was appointed as~~ a ~~nominee~~Material ofDefinitive ~~Professional Traders Fund and Professional Offshore Opportunity Fund, the holders of senior secured convertible debentures that are currently in default~~Agreement.

~~Upon~~On ~~the~~June ~~successful~~23, ~~restructuring~~2010, ofwe entered into a ~~majority~~reorganization ofagreement ~~certain~~(the ~~subordinated~~“Agreement”) ~~unsecured~~with Professional Offshore Opportunity Fund, Ltd (“POOF”) pursuant to which we resolved all outstanding disputes relating to certain secured convertible ~~notes~~debentures in the original principal amount of $2,000,000 originally issued by us on October 30, 2007 (the ~~holders~~“Original Debenture”). The Original Notes were secured by all of ~~these~~our assets, ~~notes~~including ~~will~~a bepledge ~~entitled~~of toour ~~nominate~~interests in our wholly owned subsidiaries Future Now, Inc. and Elemental Business, Inc. As a result of the ~~third~~default, POOF ~~member~~foreclosed toon the ~~board~~stock pledged to it (“Foreclosed Collateral”).

MrContemporaneously with the Agreement, POOF foreclosed on the following personal property collateral and retain in partial satisfaction ($300,000) of the Original Debenture of (i) 5,448,021 shares of capital stock issued by Future Now, Inc., ~~Alan~~a Delaware corporation (“FNI”), in the name of Future Now Group, ~~Hall~~Inc., ~~also~~a ~~remains~~Nevada corporation, represented by certificate no. 23 (the “FNI Stock”) and which FNI Stock represents 100% of the issued and outstanding shares of FNI; (ii) 27,533 shares of capital stock issued by Elemental Business, Inc., a ~~director~~Utah corporation (“EBI”), in the name of Future Now Group, Inc., a Nevada corporation, represented by certificate no. 23 (the “EBI Stock”) and which EBI Stock represents 100% of the issued and outstanding shares of EBI; (iii) 36,681,883 shares of capital stock issued by Future Now Group, Inc., in the name of Eisenberg Holdings, LLC and pledged to secured party under that certain pledge agreement dated October 30, 2007 (the “FUTR Stock”) and (iv) that certain demand note in the amount of $1,083,587 made by FNI in favor of Future Now Group, Inc. (the “FNI Loans”, together with the FNI Stock, the EBI Stock, and the FUTR Stock, the “Foreclosed Collateral”).

OnAfter orthe ~~about~~foreclosure ~~September~~in ~~30,~~the ~~2009~~preceding paragraph on the Foreclosed Collateral, ~~Jeffrey~~the outstanding ~~Eisenberg~~amount ~~resigned~~of asthe ~~our~~Debenture ~~President~~(including all accrued and ~~Chief~~unpaid interest) ~~Executive~~shall ~~Officer.~~be $1,800,000;

OnWe, ~~October~~together 1,with ~~2009~~Grok Software, ~~the~~Inc. ~~board~~(“GROK”), ofFNI, ~~directors~~EBI, ~~appointed~~Intellectual ~~William~~Property Licensing ~~Schloth~~Group, asInc., ~~the Company’s~~a ~~interim~~subsidiary ~~Chief~~of ~~Executive~~FNI ~~Officer~~(“IPLG”) and ~~Chief~~Future ~~Accounting~~Now Consulting ~~Officer~~Group, Inc. In ~~connection therewith~~(“FNC,” ~~the~~together ~~Company~~with ~~engaged~~the ~~WMS~~us, ~~Financial Group~~GROK, ~~Inc.~~FNI, aEBI ~~company~~and inIPLG, ~~which~~the ~~Mr.~~“Debtor”) entered ~~Schloth~~into isthe aAgreement ~~principal,~~with asPOOF aunder ~~transaction~~which (i) Debtor issued and amended ~~manager~~and restated note to ~~provide~~POOF ~~certain~~(the ~~financial~~“Amended Note”), and ~~business~~(ii) ~~services~~POOF ~~for~~contributed aall ~~period~~ of ~~three~~ ~~months. The~~the ~~Company~~Foreclosed ~~has~~Collateral ~~agreed~~(except for the FUTR Stock) to ~~pay~~GROK ~~WMS~~in aexchange ~~fee~~for one share of ~~$5,000~~Series ~~per~~A ~~month~~Preferred Stock (the “Shares”). Accordingly, aupon ~~success~~consummation ~~fee~~ of ~~$20~~the Agreement,~~000,~~ we no longer own FNI or EBI and ~~other~~these entities ~~contingent~~are ~~remuneration~~no longer our subsidiaries.

~~William E.~~The ~~Schloth~~Amended ~~served~~Note asamended ~~our~~and ~~director~~restated ~~from~~the ~~October~~Original ~~30, 2007 until September 21,~~Debenture. Interest ~~2009,~~accrues ~~and~~on asthe ~~our~~Note ~~Chief~~at ~~Financial~~a ~~Officer~~rate ~~and~~of ~~Chief~~15%. Beginning ~~Accounting~~December ~~Officer from~~31, ~~October 30~~2010, Debtor ~~2007~~is ~~until~~required ~~June~~to ~~19,~~make ~~2009. Mr.~~mandatory ~~Schloth~~prepayments ~~has~~each ~~been associated~~quarter ~~with~~from ~~Future~~Excess ~~Now~~Cash ~~since~~Flow ~~its~~(as ~~inception~~defined in ~~1997. He~~Section ~~has~~17 ~~been~~of ~~investing~~the inNote). The ~~and~~Amended ~~advising private~~ and ~~public~~Restated ~~startup~~Note ~~and~~matures ~~middle~~48 ~~market~~months ~~companies~~after ~~for~~closing, ~~over twenty~~at ~~years. Mr.~~which ~~Schloth~~time, ~~has been the CEO and head of investment~~Debtor ~~banking~~will ~~for~~make a ~~number~~balloon payment of ~~regional~~the ~~broker-dealers~~entire ~~and~~outstanding ~~has~~principal ~~significant~~balance ~~M&A,~~together ~~business integration, and divestiture experience. Mr. Schloth held senior management positions~~ with GEall ~~Capital’s~~accrued ~~M&A~~interest ~~group~~ and ~~spent~~other ~~five~~charges, ~~years with~~if ~~Coopers & Lybrand~~any. HeThe ~~also~~Amended ~~successfully co-founded, grew,~~ and Restated ~~sold~~Note ~~his~~is ~~own~~secured ~~full-service~~by ~~brokerage firm as well as founding~~ a ~~specialty high-end~~first ~~financial~~priority ~~and~~security ~~technology~~interest ~~management~~covering ~~consulting practice. Mr.~~all ~~Schloth~~existing ~~is a certified public accountant~~ and ~~holds~~future anassets ~~MBA from New York University’s Stern School~~ of ~~Business in Marketing and Finance~~Debtor.

~~Item 8.01 Other Events~~2

~~On or~~The ~~about~~description ~~October~~of 1,the ~~2009,~~Agreement ~~Future~~and ~~Now,~~all ~~Inc.,~~related adocuments ~~wholly-owned~~and ~~subsidiary~~instruments ~~of the~~referred ~~Company,~~to ~~engaged~~above adoes ~~FINRA~~not ~~registered~~comport ~~broker~~to ~~dealer~~be tocomplete ~~act~~and asis ~~its~~qualified ~~Company’s~~entirely by reference ~~financial~~to ~~advisor~~the ~~for~~Agreement ~~its~~and ~~planned~~all ~~restructuring~~related documents and asinstruments, ~~placement~~all ~~agent~~of ~~for~~which are ~~capital~~incorporated ~~raising~~herein ~~activities~~by reference.

Item 2.01 Completion of Acquisition or Disposition of Assets

See Item 1.01 above as it relates to the disposition of previously owned subsidiaries, FNI and EBI.

Item 3.02 Unregistered Sales of Equity Securities.

See Item 1.01 above. The issuance of the amended and restated note to POOF was exempt under both Sections 3(a)(9) and 4(2) of the Securities Act of 1933, as amended.

Item 3.03 Material Modification to Rights of Security Holders.

See Item 1.01 above.

Section 5 – Corporate Governance and Management

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

In connection with the Agreement, William Schloth resigned from his positions as Chief Executive Officer and Chief Accounting Officer. Concurrent with Mr. Schloth’s resignation, the Boar of Directors appointed Greg Goldberg (a current director of the Corporation) to the offices of President, Chief Executive Officer, Chief Financial Officer, Secretary and Treasurer of the Corporation.

Section 9 – Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(c)

Exhibits.

10.1

Agreement

10.2

Amended and Restated Note

10.3

Amended and Restated Security Agreement

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the ~~registrant~~Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

FUTURE NOW GROUP INC. /s/ William E Schloth William E Schloth, CPA Chief Executive and Financial Officer Date: October 12, 2009

	FUTURE NOW GROUP, INC.
	(Registrant)


Date: June 29, 2010	By:	/s/ Greg Goldberg
		Greg Goldberg President

Filing Compare · Future Now Group Inc.