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 8~~26, ~~2011~~2013

Attune RTD

(Exact name of registrant as specified in its charter)

Nevada

(State or other jurisdiction of incorporation)

333-163579

(Commission File Number)

32-0212241

(IRS Employer Identification No.)

~~3700~~3111 E.Tahquitz ~~Tachevah~~Canyon ~~Dr., #B117~~Way

Palm Springs, California ~~92262~~92263

(Address of principal executive offices)(Zip Code)

(760) ~~323~~333-~~0233~~3842

Registrant’s telephone number, including area code

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):

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 1-.01 Entry Into a Material Definitive Agreement

~~Item~~On 7June 26, 2013 Attune RTD.01, ~~Regulation~~A FDNevada ~~Disclosure~~Corporation (the “Company”), entered into an Investment Agreement (the “Investment Agreement”) with Dutchess Opportunity Fund, II, LP, a Delaware limited partnership (the “Investor”). Pursuant to the Investment Agreement, and subject to certain restrictions and conditions, the Company may issue and sell to the Investor, and the Investor shall purchase from the Company, up to that number of shares of the Company’s common stock having an aggregate purchase price of five million dollars ($5,000,000), over a period of 36 months from the first trading day following the effectiveness of the registration statement registering the resale of shares purchased by the Investor pursuant to the Investment Agreement.

OnThe ~~July~~Company 8,may ~~2011~~in its discretion draw on the facility from time to time, as and when the ~~Registrant~~Company ~~engaged~~determines appropriate in ~~e-mail~~accordance ~~communications~~ with athe ~~non-affiliate~~terms ~~shareholder~~and conditions of the ~~Registrant~~Investment Agreement. The maximum number of shares of common stock that the Company is entitled to put to the Investor in any one draw down notice is the greater of either: (i) two hundred percent (200%) of the average daily volume (U.S. market only) of the Company’s common stock for the three (3) trading days prior to the date of delivery of the applicable draw down notice, multiplied by the average of the three (3) daily closing prices immediately preceding the notice date or (ii) one hundred thousand dollars ($100,000).

The epurchase price shall be set at ninety-~~mail~~five percent ~~communications~~(95%) ~~are~~of asthe ~~follows:~~lowest daily volume weighted average price (VWAP) of the Common Stock during the five (5) consecutive trading day period beginning on the date of delivery of the applicable draw down notice. The Company has the right to withdraw all or any portion of any put, except that portion of the put that has already been sold to a third party, including any portion of a put that is below the minimum acceptable price set forth on the put notice, before the closing.

~~From:~~There ~~Thomas~~are ~~Bianco~~put ~~[mailto~~restrictions applied on days between the draw down notice date and the closing date with respect to that particular put. During such time, the Company shall not be entitled to deliver another draw down notice. In addition, the Investor will not be obligated to purchase shares of the Company’s common stock if:~~tbianco@attunertd~~ (i) there is no effective registration statement to cover the resale of the shares of common stock; (ii) the common stock is suspended from trading or the Company is notified of any pending or threatened proceeding or other action to suspend the trading of the common stock; (iii) the Company has not complied with its obligations and is otherwise not in breach of or in default under the Investment Agreement or any other related agreement; and (iv) certain other conditions described in the Investment Agreement are not met.~~com]~~

~~Sent:~~The ~~Friday~~Investment Agreement also contains customary representations and warranties of each of the parties. The assertions embodied in those representations and warranties were made for purposes of the Investment Agreement and are subject to qualifications and limitations agreed to by the parties in connection with negotiating the terms of the Investment Agreement. The Investment Agreement further provides that the Company and the Investor are each entitled to customary indemnification from the other for, ~~July~~among 08other things, ~~2011~~any ~~10:03~~losses or AMliabilities they may suffer as a result of any breach by the other party of any provisions of the Investment Agreement or Registration Rights Agreement (as defined below). Investors should read the Investment Agreement together with the other information concerning the Company that the Company publicly files in reports and statements with the Securities and Exchange Commission (the “SEC”).

To: [name of shareholder redacted]

Cc: sdavis@attunertd.com; 'Thomas Puzzo'

Subject: RE: Attune Question

[name of shareholder redacted],

I apologize for not getting back to you sooner, I have been in the field in Texas.

The company is OTCBB. OTCBB organizations have reporting requirements, meaning that they have their financial statements audited by an independent auditing organization that are typically Sarbanes Oxley Certified.

As for the share price, it is currently trading at $0.27 per share. There is no market currently in the equity, so you will see much volatility. It appears a seller came into the market selling 150,000 shares in one day, driving the equity down to $0.01 and then a few days later a buyer came in and purchased 2,000 shares, increasing the price to $0.27 per share. I watch the equity, but very focused on business fundamentals. We are working diligently right now with our business partners; Information Builders, uCirrus and USFI Technology Solutions to finish the BrioWave technology and get to a point where we have sales.

As for the equity investment by Beacon Global, the cash infusion will filter through the company allowing it to execute its business plan, if the company receives all of the capital in a timely manner. There are no guarantees the company will be successful. Beacon Global has the option but not the obligation to purchase the entire amount. There are post money valuation assumptions, but this is not the forum for that conversation, and the markets in my opinion are the most efficient at determining value.

The best place to look to watch the price movement in the stock is to go to the company’s web site, click on the investor relations tab and then click on the AURT.OB letter, and the companies last trade and news releases will load in the window.

We are very confident in our partners and the technology, so stay tuned!

I hope this answers your questions, feel free to contact me at anytime

Regards,

Tom

Thomas Bianco, C.F.O

Attune RTD

3700B Tachevah Road, Suite 117

Palm Springs, CA 92262

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~~From~~Pursuant to the terms of a Registration Rights Agreement dated June 26, 2013 between the Company and the Investor (the “Registration Rights Agreement”), the Company is obligated to file one or more registrations statements with the SEC to register the resale by the Investor of the shares of Common Stock issued or issuable under the Investment Agreement. In addition, the Company is obligated to use all commercially reasonable efforts to have the registration statement remain effective by the SEC as provided for in the Investment Agreement. In connection with the preparation of the Investment Agreement and the Registration Rights Agreement, the Company will pay $15,000 toward the preparation of the Equity Line Transaction Documents at the earlier of: ~~[name~~1) Closing of ~~shareholder~~the ~~redacted]~~first Put, directly from the proceeds, or, 2) one hundred twenty (120) days from June 26, 2013.

~~Sent:~~The ~~Friday,~~foregoing ~~July~~description 08of each of the Investment Agreement and the Registration Rights Agreement is qualified in its entirety by reference to the full text of the Investment Agreement and the Registration Rights Agreement, ~~2011~~respectively, ~~9:00~~which AMare filed as Exhibit 10.1 and 10.2 to this Report on Form 8-K and incorporated herein by reference.

~~To:~~Item ~~Thomas~~7.01 ~~Bianco~~Regulation FD Disclosure

~~Subject:~~The ~~Attune~~Company ~~Question~~issued a press release on July 2, 2013 regarding entry into the Investment Agreement, which is attached as Exhibit 99.1.

~~Hi...several~~Item ~~weeks ago I sent an email requesting information~~9.01 ~~Could~~Financial ~~you~~Statements ~~take~~and ~~a few minutes to explain for me please? I'm attaching the original email that was sent on June 13.~~Exhibits

~~Thank you!~~(d) Exhibits

Hi,

Exhibit No.		Description

10.1		Investment Agreement by and between Attune RTD and Dutchess Opportunity Fund, II, LP, dated as of June 26, 2013

10.2		Registration Rights Agreement by and between Attune RTD and Dutchess Opportunity Fund, II, LP, dated as of June 26, 2013

99.1		Press Release dated July 2, 2013

I am a shareholder, and when I checked otcbb.com to see what the current value is, it says .01...and I see an article entitled, "Attune RTD Signs $4,375,000 Equity Private Placement With Beacon Global Group, LLC ". Does that mean it is no longer on the otcbb? And what does it do to the current value? Is there somewhere I can look to see the current value?-3-

~~I apologize, I am not very knowledgeable about this.~~SIGNATURES

IPursuant ~~would~~to ~~appreciate~~the itrequirements ifof ~~you~~the ~~could~~Securities Exchange ~~tell~~Act meof ~~briefing~~1934, ~~what~~the itregistrant ~~means,~~has asduly ~~time~~caused ~~allows~~this report to be signed on its behalf by the undersigned hereunto duly authorized.

Thank you,

	Attune RTD
	(Registrant)

Date: July 2, 2013	By:	/s/ Shawn Davis
	Name:	Shawn Davis
	Title:	Chief Executive Officer

~~[name of shareholder redacted]~~-4-

-3-

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.

Attune RTD

(Registrant)

Date: July 8, 2011 By: /s/ Thomas Bianco

Name: Thomas Bianco

Title: Chief Financial Officer

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