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): ~~June~~July 138, 2011

LTS Nutraceuticals, Inc.

(Exact name of registrant as specified in its charter)

Nevada	333-162469	27-0374885
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

450 East Las Olas Blvd.

Suite 830

Ft. Lauderdale, Florida 33301

(Address of principal executive offices) (zip code)

(954) 462-8895

(Registrant's telephone number, including area code)

Copies to:

Jolie Kahn, Esq.

61 Broadway, Suite 2820

New York, New York 10006

Phone: (212) 422-4910

Fax: (866) 705-3071

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):

~~oWritten~~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 18.01 ~~ENTRY~~ ~~INTO~~OTHER ~~MATERIAL DEFINITIVE AGREEMENT~~EVENTS

On ~~June~~July 138, 2011, LTS Nutraceuticals, Inc., ~~and its wholly owned subsidiary The Source Vitamin Company, Inc.~~ (collectively, “LTS”) entered into a Purchase and Exclusive Marketing Agreement (“Agreement”) with Imagenetix, Inc. (“Imagenetix”), Proprietary Nutritionals, Inc. (“Proprietary”) and Pharmachem Laboratories, Inc. (with Imagenetix and Proprietary, “PNI”) pursuant to which LTS was granted the ~~exclusive United States rights to purchase from PNI their Celadrin products and brand (~~“~~Celadrin~~Company”) asdisclosed ~~well as exclusive marketing and distribution and related rights in the U.S. Source shall purchase Celadrin from PNI for use in the U.S. at the prices pursuant~~ to ~~the~~several then agreed upon wholesale prices at a 2% discount, net 60 days as attached to the Agreement. Prices can be increased in any January for the next year by no more than the then CPI and 5% whichever is greater. At the end of ~~18 months, the parties shall agree to discuss minimum purchase quantities in good faith. LTS has six months from the date of the Agreement to conduct due diligence and if LTS is satisfied with~~ its ~~due~~shareholders ~~diligence in its sole discretion, it shall issue to Imagenetix shares of its restricted common stock equal to $800,000 divided by~~ the ~~average~~following closing price of LTS common stock on the OTCBB on the five trading days prior to the six month anniversary of the date of the Agreement. If at any time within 12 months of the date of grant of such shares, Imagenetix shall file for bankruptcy, then LTS may repurchase those shares for $1.00. LTS may terminate this Agreement at any time upon 30 days prior written notice or if there is a breach (more than 60 days payment delinquency twice in any 12 month period).information:

~~ITEM~~I ~~9.01~~am ~~FINANCIAL~~pleased ~~STATEMENTS~~to ~~AND~~be ~~EXHIBITS~~able to report that our initial efforts look as if they may prove to be successful.

~~(d)~~The ~~Exhibits~~retail arm of our company, LTS Brands, Inc., is off to a positive start. As you may be aware, we recently acquired the rights to market Celadrin in the U.S. and are in the process of fulfilling our first orders. We currently have sales orders which aggregate an approximately $1.1 million in gross billings and expect sales orders from other major retail chains as well. We’ve just picked up four hundred additional Rite Aid stores. We expect our next retail product launch in the fall.

~~Exhibit~~We are currently in the process of looking at a credit facility to finance the purchase of the retail products, as well as considering our next round of investor financing which will be used to fund our newly acquired and future anticipated orders.

~~Number Description~~As offor ~~Exhibit~~the direct marketing arm, we will be launching a new compensation plan and a new and much improved back office program shortly which should secure distributor loyalty.

99.1 Contract

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.

	LTS Nutraceuticals, Inc.
Dated: June 14, 2011	By:	/s/ Jerry Rayman
Dated: July 11, 2011	By:	/s/ Jerry Rayman
		Name: Jerry Rayman

EXHIBIT INDEX

Exhibit 99.1 Agreement dated June 13, 2011 among LTS Nutraceuticals, Inc., The Source Vitamin Company, Inc., Imagenetix, Inc., Proprietary Nutritionals, Inc. and Pharmachem Laboratories, Inc.

Filing Compare · LTS Nutraceuticals, Inc.