OMNI NUTRACEUTICALS
8-K, 2000-08-08
FABRICATED PLATE WORK (BOILER SHOPS)
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                       SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON, DC  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)
                         AUGUST 2, 2000 (AUGUST 2, 2000)

                            OMNI NUTRACEUTICALS, INC.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

                 UTAH             0-18160            87-046822

   (STATE OF OTHER JURISDICTION  (COMMISSION        (IRS EMPLOYER
           OF INCORPORATION)     FILE NUMBER)     IDENTIFICATION NO.)


                              5310 BEETHOVEN STREET
                              LOS ANGELES, CA 90066
                    (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)

       REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (310) 306-3636


                                       N/A
         (FORMER NAME AND FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)



<PAGE>
                            OMNI NUTRACEUTICALS, INC.

                                TABLE OF CONTENTS
                                       FOR
                           CURRENT REPORT ON FORM 8-K


                                                                        Page No.
                                                                        --------

Item  5.     Other  Events                                                3

Item  7.     Exhibits                                                     4

Signature                                                                 5






<PAGE>


ITEM  5


OTHER  EVENTS

On  July  25, 2000, Registrant announced the engagement of Rabobank to perform a
variety of investment banking services to explore strategic alternatives for the
Company,  including  possible  debt  or  equity  financings,  recapitalization,
reorganization,  joint venture, merger, sale, purchase, strategic alliance, etc.

A  copy  of  the  press  release  is  attached  hereto  as  an  Exhibit.


ITEM  7

EXHIBITS

10.28 Press Release

<PAGE>

SIGNATURE


     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.


                                   OMNI  NUTRACEUTICALS,  INC.


Date:  July__,  2000                   By:  /s/Klee  Irwin
                                          ----------------
                                          Klee  Irwin
                                          President and Chief Executive Officer




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