NRTI / Inergetics, Inc. - SEC备案- 年度报告、委托书

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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Inergetics, Inc.
SEC Filings (Chronological Order)
本页提供了美国证券交易委员会(SEC)备案的完整、按时间顺序排列的列表,不包括我们在其他地方提供的所有权备案。
February 22, 2016 SC 13G/A

NRTI / Inergetics, Inc. / ISRAELIAN JOHN - SC 13G/A Passive Investment

SC 13G/A 1 v432454sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* INERGETICS, INC. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 45671Q204 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the

February 16, 2016 SC 13G/A

NRTI / Inergetics, Inc. / FRENKEL LEONID Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

September 14, 2015 EX-10.1

MASTER PURCHASE ORDER ASSIGNMENT AGREEMENT Dated as of September 1, 2015 by and between [______] (CONTRACTOR) [______] (CONTRACTOR) INERGETICS, INC. (DISTRIBUTOR) MASTER PURCHASE ORDER ASSIGNMENT AGREEMENT

EX-10.1 2 v420207ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 MASTER PURCHASE ORDER ASSIGNMENT AGREEMENT Dated as of September 1, 2015 by and between [] (CONTRACTOR) and [] (CONTRACTOR) and INERGETICS, INC. (DISTRIBUTOR) MASTER PURCHASE ORDER ASSIGNMENT AGREEMENT THIS AGREEMENT (this “Agreement”) is dated as of September 1, 2015, by and among (the “”), (“” and together with collectively, the “Contractors”

September 14, 2015 EX-10.2

INERGETICS, INC. SENIOR SECURED CONVERTIBLE DEMAND PROMISSORY NOTE

EX-10.2 3 v420207ex10-2.htm EXHIBIT 10.2 Exhibit 10.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A)

September 14, 2015 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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): September 3, 2015 INERGETICS, INC. (Exact name of registrant as specified in its charter) DELAWARE 0-3338 22-1558317 (State or other Jurisdiction of Incorporation) (Commission File Nu

September 14, 2015 EX-10.4

SUBORDINATION AGREEMENT

Exhibit 10.4 SUBORDINATION AGREEMENT THIS SUBORDINATION AGREEMENT (this “Agreement”) is made and executed as of the 1st day of September, 2015, by, between and among INERGETICS, INC., a corporation incorporated under the laws of the State of Delaware (the “Borrower”); _ (“_”),_ (“_,” and together with _, collectively, the “_”) and _ (“_,” and together with the _, collectively, the “Senior Lenders”

September 14, 2015 EX-10.3

SECURITY AGREEMENT

Exhibit 10.3 SECURITY AGREEMENT This SECURITY AGREEMENT, dated as of September 1, 2015 (as amended, restated or modified from time, this ?Security Agreement?), is executed by, between and among by, between and among INERGETICS, INC., a corporation incorporated under the laws of the State of Delaware (the ?Grantor?), and (??), (?,? and together with , collectively, the ?Contractors?) and (?? and to

August 19, 2015 10-Q

Inergetics FORM 10-Q (Quarterly Report)

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended June 30, 2015 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 0-3338 INERGETICS, INC.

August 14, 2015 NT 10-Q

Inergetics FORM NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 0-3338 NOTIFICATION OF LATE FILING CUSIP NUMBER 60038H 10 2 (Check One): ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K x Form 10-Q ¨ Form 10-D ¨ Form N-SAR ¨ Form N-CSR For Period Ended: June 30, 2015 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Transiti

July 23, 2015 EX-10.2

CONVERTIBLE PROMISSORY NOTE

Exhibit 10.2 NEITHER THE ISSUANCE NOR SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR

July 23, 2015 EX-10.4

CONVERTIBLE PROMISSORY NOTE

Exhibit 10.4 NEITHER THE ISSUANCE NOR SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR

July 23, 2015 EX-10.1

SECURITIES PURCHASE AGREEMENT

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of June 16, 2015, by and between INERGETICS, INC., a DELAWARE corporation, with headquarters located at 550 BROAD STREET, SUITE 1212, NEWARK, NJ 07652 (the ?Company?), and , a , with its address at (the ?Buyer?). WHEREAS: A. The Company and the Buyer are executing and delivering this Agreement

July 23, 2015 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 v4159898k.htm FORM 8-K 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 16, 2015 INERGETICS, INC. (Exact name of registrant as specified in its charter) DELAWARE 0-3338 22-1558317 (State or other Jurisdiction of Incorpora

July 23, 2015 EX-10.3

SECURITIES PURCHASE AGREEMENT

Exhibit 10.3 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of July 13, 2015, by and between INERGETICS, INC., a DELAWARE corporation, with headquarters located at 550 BROAD STREET, SUITE 1212, NEWARK, NJ 07652 (the ?Company?), and , a , with its address at (the ?Buyer?). WHEREAS: A. The Company and the Buyer are executing and delivering this Agreement

June 1, 2015 EX-99.1

Joint Filing Agreement

Exhibit 1 Joint Filing Agreement This Joint Filing Agreement, entered into and effective as of May 19, 2015, is made by and between 31 Group, LLC, Magna Equities I, LLC, Magna Equities II, LLC, and Joshua Sason (each, a “ Filer ” and, collectively, the “ Filers ”) pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended.

June 1, 2015 SC 13G

NRTI / Inergetics, Inc. / 31 Group LLC - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO §240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2 Inergetics, Inc. (Name of Issuer) COMMON STOCK, $0.001 PAR VALUE (Title of Class of Securities) 45671Q204 (CUSIP Number) May 19, 2015 (Date of Event Which Require

May 20, 2015 10-Q

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended March 31, 2015 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SE

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended March 31, 2015 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 0-3338 INERGETICS, INC.

May 15, 2015 NT 10-Q

Inergetics FORM NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 0-3338 NOTIFICATION OF LATE FILING CUSIP NUMBER 60038H 10 2 (Check One) : ? Form 10-K ? Form 20-F ? Form 11-K x Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: March 31, 2015 ( ) Transition Report on Form 10-K ( ) Transition Report on Form 20-F ( ) Transition Report on Form 11-K (

May 1, 2015 8-K

Entry into a Material Definitive Agreement

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 Date of report (Date of earliest event reported): April 16, 2015 INERGETICS, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Number) 22-1558317 (IRS Employer Identifica

April 15, 2015 EX-10.13

EMPLOYMENT AGREEMENT

Exhibit 10.13 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT effective as of October 1, 2012 (the ?Agreement?) by and among Millennium Biotechnologies, Inc., a Delaware corporation (?Company?), Inergetics, Inc. a Delaware corporation (?Inergetics?) and James Kras (the ?Executive?). WHEREAS, Executive had significant business experience; and WHEREAS, Company desires to secure the services of the Executi

April 15, 2015 EX-3.(I).6

AMENDED AND RESTATED CERTIFICATE OF DESIGNATION OF RIGHTS, PREFERENCES AND LIMITATIONS OF SERIES G CONVERTIBLE PREFERRED STOCK OF INERGETICS, INC.

Exhibit 3(i).6 AMENDED AND RESTATED CERTIFICATE OF DESIGNATION OF RIGHTS, PREFERENCES AND LIMITATIONS OF SERIES G CONVERTIBLE PREFERRED STOCK OF INERGETICS, INC. Acting pursuant to Sections 151(a) and (g) of the Delaware General Corporation Law, the undersigned, Michael C. James, the duly elected and acting Chief Executive Officer of Inergetics, Inc. (the ?Company?) hereby certifies that the Board

April 15, 2015 EX-21

SUBSIDIARIES

Exhibit ?21? SUBSIDIARIES Millennium Biotechnologies, Inc., a Delaware corporation.

April 15, 2015 EX-4.1

NEITHER THESE SECURITIES NOR THE SHARES INTO WHICH THEY MAY BE CONVERTED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE, AND ARE ISSUED IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER

Exhibit 4.1 No. NEITHER THESE SECURITIES NOR THE SHARES INTO WHICH THEY MAY BE CONVERTED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE, AND ARE ISSUED IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT (i) PURSUANT TO AN

April 15, 2015 EX-4.6

INERGETICS, INC. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE SERIES G CONVERTIBLE PREFERRED STOCK

Exhibit 4.6 NUMBER SHARES ING- INERGETICS, INC. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE SERIES G CONVERTIBLE PREFERRED STOCK THIS CERTIFIES THAT is the record holder of FULLY PAID AND NON-ASSESSABLE SHARES OF SERIES G CONVERTIBLE PREFERRED STOCK, $1.00 PAR VALUE, $50.00 STATED VALUE OF INERGETICS, INC. (the ?Corporation?), transferable on the books of the Corporation in person or by a

April 15, 2015 EX-10.14

Asset Purchase Agreement

Exhibit 10.14 Asset Purchase Agreement THIS ASSET PURCHASE AGREEMENT (?Agreement?) is made on January 9, 2013 by and between Whole Products LLC, P.O. Box 333, Highlands, New Jersey 07732, (the ?Whole Products?), and Millennium Biotechnologies, Inc. (?Millennium?) a wholly owned subsidiary of Inergetics, Inc. (?Inergetics?) both Millennium and Inergetics are located at 205 Robin Road, Suite 222, Pa

April 15, 2015 10-K

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year ended December 31, 2014 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D)

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year ended December 31, 2014 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES AND EXCHANGE OF 1934 For the Transition Period From to Commission file number 0-3338 INERGETICS, INC. (Exact Name of Registrant

April 15, 2015 EX-4.7

AMENDMENT TO THE SECURED CONVERTIBLE NOTE FROM INERGETICS, INC. DUE DECEMBER 31, 2013 IN THE PRINCIPAL AMOUNT OF $_______ AND RELATED TRANSACTION DOCUMENTS

Exhibit 4.7 AMENDMENT TO THE SECURED CONVERTIBLE NOTE FROM INERGETICS, INC. TO DUE DECEMBER 31, 2013 IN THE PRINCIPAL AMOUNT OF $ AND RELATED TRANSACTION DOCUMENTS This Amendment, effective December 31, 2013 (the ?Amendment?), by and between Inergetics, Inc., a corporation organized under the laws of the State of Delaware (?Inergetics?) and its wholly-owned subsidiary, Millennium Biotechnologies,

April 13, 2015 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 v4071658k.htm FORM 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 Date of report (Date of earliest event reported): March 31, 2015 INERGETICS, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Number) 22-155

April 13, 2015 EX-99.1

Inergetics Reports Preliminary Full Year 2014 Results

EX-99.1 2 v407165ex99-1.htm EXHIBIT 99.1 EXHIBIT 99.1 Inergetics Reports Preliminary Full Year 2014 Results NEWARK, N.J., March 31, 2015 /PRNewswire/ - Inergetics, Inc. (OTCBB: NRTI), a world-class developer of nutritional and consumer health products, today announced preliminary unaudited financial results for its fiscal year ended December 31, 2014. Inergetics is providing certain preliminary un

March 30, 2015 NT 10-K

Inergetics FORM NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 0-3338 NOTIFICATION OF LATE FILING CUSIP NUMBER 60038H 10 2 (Check One) : x Form 10-K ¨ Form 20-F ¨ Form 11-K ¨ Form 10-Q ¨ Form 10-D ¨ Form N-SAR ¨ Form N-CSR For Period Ended: 12/31/14 ( ) Transition Report on Form 10-K ( ) Transition Report on Form 20-F ( ) Transition Report on Form 11-K ( ) Tran

March 17, 2015 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 Date of report (Date of earliest event reported): March 9, 2015 INERGETICS, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Number) 22-1558317 (IRS Employer Identificat

March 17, 2015 EX-4.1

CONVERTIBLE PROMISSORY NOTE

EX-4.1 2 v404752ex4-1.htm EXHIBIT 4.1 Exhibit 4.1 NEITHER THE ISSUANCE NOR SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN

March 17, 2015 EX-10.1

SECURITIES PURCHASE AGREEMENT

EX-10.1 3 v404752ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of March 9, 2015, by and between INERGETICS, INC., a DELAWARE corporation, with headquarters located at 550 BROAD STREET, SUITE 1212, NEWARK, NJ07652 (the “Company”), and 31 GROUP, LLC, a New York corporation, with its address at 5 Hanover Square, New Y

February 17, 2015 SC 13G/A

NRTI / Inergetics, Inc. / FRENKEL LEONID Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

January 30, 2015 SC 13G/A

NRTI / Inergetics, Inc. / ISRAELIAN JOHN - SC 13G/A Passive Investment

SC 13G/A 1 v400000sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* INERGETICS, INC. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 45671Q204 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the

December 16, 2014 SC 13G

NRTI / Inergetics, Inc. / ISRAELIAN JOHN - SC 13G Passive Investment

SC 13G 1 v396704sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* INERGETICS, INC. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 45671Q204 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the approp

November 14, 2014 10-Q

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended September 30, 2014 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF TH

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended September 30, 2014 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 0-3338 INERGETICS, INC.

October 31, 2014 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events

8-K 1 v3928148k.htm 8-K 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): October 27, 2014 INERGETICS, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Number)

October 31, 2014 EX-4.1

INERGETICS, INC CONVERTIBLE DEBENTURE

Exhibit 4.1 INERGETICS, INC CONVERTIBLE DEBENTURE $165,000.00 October 27, 2014 THIS DEBENTURE HAS NOT BEEN REGISTERED PURSUANT TO THE SECURITIES ACT OF 1933 (THE "ACT") OR ANY STATE SECURITIES LAW AND MAY NOT BE SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER THE ACT AS TO THIS DEBENTURE OR AN OPINION OF COUNSEL SATISFACTORY TO THE CO

October 17, 2014 EX-10.1

AMENDMENT NO. 1 TO SECURED SUBORDINATD CONVERTIBLE PROMISSORY NOTE DUE JULY 13, 2015

Exhibit 10.1 AMENDMENT NO. 1 TO SECURED SUBORDINATD CONVERTIBLE PROMISSORY NOTE DUE JULY 13, 2015 This Amendment (the “Amendment”) to the Secured Subordinated Convertible Promissory Note dated as of July 14, 2014 is entered into between Inergetics, Inc., a Delaware corporation (the “Company”) and 31 Group, LLC, a New York corporation (the “Holder”). WHEREAS, the Company issued an Secured Subordina

October 17, 2014 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 Date of report (Date of earliest event reported): October 16, 2014 INERGETICS, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Number) 22-1558317 (IRS Employer Identifi

October 10, 2014 RW

NRTI / Inergetics, Inc. RW - - RW

Inergetics October 10, 2014 Via EDGAR Submission Jeffrey Riedler Assistant Director Division of Corporation Finance Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Re: Inergetics, Inc.

September 22, 2014 8-K

Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement

8-K 1 v3897448k.htm 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 Date of report (Date of earliest event reported): September 16, 2014 INERGETICS, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Number) 22-1558

September 11, 2014 S-1/A

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON SEPTEMBER 11, 2014 REGISTRATION NO. 333-197784 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT

S-1/A 1 v388739s1a.htm S-1/A AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON SEPTEMBER 11, 2014 REGISTRATION NO. 333-197784 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 INERGETICS, INC. (Exact name of registrant as specified in its charter) Delaware 5122 22-1558317 (State or juris

August 14, 2014 10-Q

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended June 30, 2014 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SEC

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended June 30, 2014 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 0-3338 INERGETICS, INC.

August 1, 2014 EX-3.I.6

AMENDED AND RESTATED CERTIFICATE OF DESIGNATION OF RIGHTS, PREFERENCES AND LIMITATIONS OF SERIES G CONVERTIBLE PREFERRED STOCK OF INERGETICS, INC.

Exhibit 3(i).6 AMENDED AND RESTATED CERTIFICATE OF DESIGNATION OF RIGHTS, PREFERENCES AND LIMITATIONS OF SERIES G CONVERTIBLE PREFERRED STOCK OF INERGETICS, INC. Acting pursuant to Sections 151(a) and (g) of the Delaware General Corporation Law, the undersigned, Michael C. James, the duly elected and acting Chief Executive Officer of Inergetics, Inc. (the “Company”) hereby certifies that the Board

August 1, 2014 EX-10.13

EMPLOYMENT AGREEMENT

Exhibit 10.13 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT effective as of October 1, 2012 (the “Agreement”) by and among Millennium Biotechnologies, Inc., a Delaware corporation (“Company”), Inergetics, Inc. a Delaware corporation (“Inergetics”) and James Kras (the “Executive”). WHEREAS, Executive had significant business experience; and WHEREAS, Company desires to secure the services of the Executi

August 1, 2014 S-1

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON AUGUST 1, 2014 REGISTRATION NO. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 INERGETICS, INC. (Ex

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON AUGUST 1, 2014 REGISTRATION NO.

August 1, 2014 EX-21

SUBSIDIARIES

Exhibit “21” SUBSIDIARIES Millennium Biotechnologies, Inc., a Delaware corporation.

August 1, 2014 EX-4.1

NEITHER THESE SECURITIES NOR THE SHARES INTO WHICH THEY MAY BE CONVERTED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE, AND ARE ISSUED IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER

Exhibit 4.1 No. NEITHER THESE SECURITIES NOR THE SHARES INTO WHICH THEY MAY BE CONVERTED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE, AND ARE ISSUED IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT (i) PURSUANT TO AN

August 1, 2014 EX-10.14

Asset Purchase Agreement

Exhibit 10.14 Asset Purchase Agreement THIS ASSET PURCHASE AGREEMENT (“Agreement”) is made on January 9, 2013 by and between Whole Products LLC, P.O. Box 333, Highlands, New Jersey 07732, (the “Whole Products”), and Millennium Biotechnologies, Inc. (“Millennium”) a wholly owned subsidiary of Inergetics, Inc. (“Inergetics”) both Millennium and Inergetics are located at 205 Robin Road, Suite 222, Pa

August 1, 2014 EX-4.6

INERGETICS, INC. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE SERIES G CONVERTIBLE PREFERRED STOCK

Exhibit 4.6 NUMBER SHARES ING- INERGETICS, INC. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE SERIES G CONVERTIBLE PREFERRED STOCK THIS CERTIFIES THAT is the record holder of FULLY PAID AND NON-ASSESSABLE SHARES OF SERIES G CONVERTIBLE PREFERRED STOCK, $1.00 PAR VALUE, $50.00 STATED VALUE OF INERGETICS, INC. (the “Corporation”), transferable on the books of the Corporation in person or by a

August 1, 2014 EX-4.7

AMENDMENT TO THE SECURED CONVERTIBLE NOTE FROM INERGETICS, INC. DUE DECEMBER 31, 2013 IN THE PRINCIPAL AMOUNT OF $_______ AND RELATED TRANSACTION DOCUMENTS

Exhibit 4.7 AMENDMENT TO THE SECURED CONVERTIBLE NOTE FROM INERGETICS, INC. TO DUE DECEMBER 31, 2013 IN THE PRINCIPAL AMOUNT OF $ AND RELATED TRANSACTION DOCUMENTS This Amendment, effective December 31, 2013 (the “Amendment”), by and between Inergetics, Inc., a corporation organized under the laws of the State of Delaware (“Inergetics”) and its wholly-owned subsidiary, Millennium Biotechnologies,

July 15, 2014 EX-4.2

INERGETICS, INC. Class A Warrant To Purchase Common Stock

NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY ARE EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND APPLICABLE STATE SECURITIES LAWS, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSU

July 15, 2014 EX-10.2

SECURITY AGREEMENT

IN ACCORDANCE WITH A CERTAIN SUBORDINATION AGREEMENT BY AND AMONG THE LENDER AND THE PRIOR LENDERS, THE LENDER HAS SUBORDINATED ANY SECURITY INTEREST OR LIEN THAT LENDER MAY HAVE IN ANY PROPERTY OF THE BORROWER TO THE SECURITY INTEREST OF THE PRIOR LENDERS IN ALL ASSETS OF THE BORROWER, NOTWITHSTANDING THE RESPECTIVE DATES OF ATTACHMENT OR PERFECTION OF THE SECURITY INTEREST OF THE LENDER AND THE PRIOR LENDERS.

July 15, 2014 EX-10.1

SECURITIES PURCHASE AGREEMENT

EX-10.1 4 v383835ex10-1.htm EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of July 14, 2014, by and between Inergetics, Inc., a Delaware corporation, with headquarters located at 550 Broad Street, Suite 1212, Newark, New Jersey 7102 (the “Company”), and 31 GROUP LLC, a New York limited liability company, with its address at 5 Hanover Squar

July 15, 2014 EX-4.1

SECURED SUBORDINATED CONVERTIBLE PROMISSORY NOTE

EX-4.1 2 v383835ex4-1.htm EXHIBIT 4.1 NEITHER THE ISSUANCE NOR SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE RE

July 15, 2014 EX-10.3

SUBSIDIARY GUARANTY

EX-10.3 6 v383835ex10-3.htm EXHIBIT 10.3 SUBSIDIARY GUARANTY 1. Identification. This Guaranty (the “Guaranty”), dated as of July 14, 2014, is entered into by Millennium Biotechnologies, Inc., a Delaware corporation (the “Guarantor”), for the benefit of 31 Group LLC (the “Lender”). 2. Recitals. 2.1 The Guarantor is a direct or indirect subsidiary of Inergetic, Inc., a Delaware corporation (“Parent”

July 15, 2014 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 Date of report (Date of earliest event reported): July 14, 2014 INERGETICS, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Number) 22-1558317 (IRS Employer Identificat

June 3, 2014 EX-4.2

ANNEX I FORM OF NOTE

EX-4.2 3 v380472ex4-2.htm EXHIBIT 4.2 ANNEX I FORM OF NOTE THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD, TRANSFERRED, OR OTHERWISE DISPOSED OF IN THE ABSENCE OF SUCH REGISTRATION OR RECEIPT BY THE COMPANY OF AN OPINION OF COUNSEL IN THE FORM, SUBSTANCE AND SCOPE REASONABLY SATISFACTORY TO THE CO

June 3, 2014 EX-10.2

PURCHASE AGREEMENT

EX-10.2 5 v380472ex10-2.htm EXHIBIT 10.2 PURCHASE AGREEMENT THIS PURCHASE AGREEMENT, dated as of May 6, 2014, is entered into by and among Inergetics, Inc., (the “Company”), and Black Mountain Equities, Inc. (the “Purchaser”). WITNESSETH: WHEREAS, the Company and the Purchaser are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registra

June 3, 2014 EX-10.1

SECURITIES EXCHANGE AGREEMENT

EX-10.1 4 v380472ex10-1.htm EXHIBIT 10.1 SECURITIES EXCHANGE AGREEMENT This Securities Exchange Agreement (this “Agreement”) is dated as of May 21, 2014, between Inergetics, Inc., a Delaware corporation, with offices located at 550 Broad Street, Suite 1212, Newark, NJ 07102 (the “Company”), and 31 Group, LLC, with offices located at 5 Hanover Square, New York, NY 10004 (the “Purchaser”). WHEREAS,

June 3, 2014 EX-4.1

12% CONVERTIBLE DEBENTURE

NEITHER THE ISSUANCE ANDSALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS.

June 3, 2014 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events

8-K 1 v3804728k.htm 8-K 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): May 6, 2014 INERGETICS, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Number) 22-15

May 15, 2014 10-Q

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended March 31, 2014 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SE

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended March 31, 2014 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 0-3338 INERGETICS, INC.

March 31, 2014 10-K

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year ended December 31, 2013 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D)

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year ended December 31, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES AND EXCHANGE OF 1934 For the Transition Period From to Commission file number 0-3338 INERGETICS, INC. (Exact Name of Registrant

February 14, 2014 SC 13G/A

NRTI / Inergetics, Inc. / FRENKEL LEONID Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

December 23, 2013 8-K

Other Events, Financial Statements and Exhibits

8-K 1 v3637428k.htm FORM 8-K 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): December 23, 2013 INERGETICS, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Nu

December 23, 2013 EX-99.1

EX-99.1

EX-99.1 2 v363742ex99-1.htm EXHIBIT 99.1

November 14, 2013 10-Q

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended September 30, 2013 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF TH

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended September 30, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 0-3338 INERGETICS, INC.

September 5, 2013 SC 13G

NRTI / Inergetics, Inc. / SEAHORSE ENTERPRISES LLC - SCHEDULE 13G Passive Investment

SC 13G 1 v354458sc13g.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Inergetics Inc. (Name of Issuer) $0.001 par value Common Stock (Title of Class of Securities) 45671Q204 (CUSIP Number) August 14, 2013 (Date of Event which Requires Filing of this Statement) Check the appropriate box

August 14, 2013 10-Q

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended June 30, 2013 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SEC

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended June 30, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 0-3338 INERGETICS, INC.

May 15, 2013 EX-10.1

LICENSE AND PROMOTION AGREEMENT by and between MARTHA STEWART LIVING OMNIMEDIA, INC. Inergetics, inc. May 7, 2013 LICENSE AND PROMOTION AGREEMENT

LICENSE AND PROMOTION AGREEMENT by and between MARTHA STEWART LIVING OMNIMEDIA, INC.

May 15, 2013 10-Q

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended March 31, 2013 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SE

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended March 31, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 0-3338 INERGETICS, INC.

May 13, 2013 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 v3448638k.htm FORM 8-K 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): May 7, 2013 INERGETICS, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Number)

May 13, 2013 EX-99.1

Inergetics Announces Launch of Martha Stewart Naturals™ New Line of Whole Food Based Supplements for Women

EX-99.1 2 v344863ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Inergetics Announces Launch of Martha Stewart Naturals™ New Line of Whole Food Based Supplements for Women NEWARK, N.J., May 13, 2013 /PRNewswire/ - Inergetics (NRTI) announces it has entered into a partnership with Martha Stewart Living Omnimedia (MSO) to create Martha Stewart Naturals™, a line of six specially crafted supplements to support g

April 1, 2013 10-K

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year ended December 31, 2012 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D)

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year ended December 31, 2012 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES AND EXCHANGE OF 1934 For the Transition Period From to Commission file number 0-3338 INERGETICS, INC. (Exact Name of Registrant

February 14, 2013 SC 13G/A

NRTI / Inergetics, Inc. / FRENKEL LEONID Passive Investment

SC 13G/A 1 d135567013g-a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Inergetics, Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 45671Q204 (CUSIP Number) December 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to des

January 4, 2013 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 v3313918k.htm 8-K CURRENT REPORT 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): December 26, 2012 INERGETICS, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commissi

December 10, 2012 EX-99.1

Carol Hirth 36 West State Street PO Box 990 Trenton, NJ 08625

EX-99.1 2 v330034ex99-1.htm EXHIBIT 99.1 EXHIBIT 99.1 EDA New Jersey Economic Development Authority [Letterhead] December 5, 2012 Mr. Frank Guarino Millennium Biotechnologies Group, Inc. 205 Robin Road Suite 22 Paramus, NJ 07652 Dear Mr. Guarino: Thank you for your interest in the Technology Business Tax Certificate Transfer Program (the “Program”) and your corporation’s submission of the Selling

December 10, 2012 8-K

Other Events - FORM 8-K

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): December 10, 2012 INERGETICS, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Number) 22-1558317 (IRS Employe

November 14, 2012 10-Q

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended September 30, 2012 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF TH

10-Q 1 v32796410q.htm FORM 10-Q FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended September 30, 2012 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 0-3338 INERGETICS, INC.

August 29, 2012 10-Q/A

FORM 10-Q/A (Amendment No. 1) SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended June 30, 2012 o TRANSITION REPORT PURSUANT TO SECTION 13

FORM 10-Q/A (Amendment No. 1) SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended June 30, 2012 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 0-3338 INERGETICS, INC. (Exact Name of Re

August 20, 2012 10-Q

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended June 30, 2012 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SEC

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended June 30, 2012 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 0-3338 INERGETICS, INC.

August 15, 2012 NT 10-Q

- NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 0-3338 NOTIFICATION OF LATE FILING - CUSIP NUMBER 45671Q 204 (Check One): | |Form 10-K ||Form 20-F ||Form 11-K |X|Form 10-Q | |Form 10-D | |Form N-SAR ||Form N-CSR For Period Ended: 6/30/2012 - ( ) Transition Report on Form 10-K ( ) Transition Report on Form 20-F ( ) Transition Report on Form 11-K (

June 11, 2012 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 v3157918k.htm FORM 8-K 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 11, 2012 INERGETICS, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Number

June 1, 2012 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - FORM 8-K

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): May 29, 2012 INERGETICS, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Number) 22-1558317 (IRS Employer Ide

May 29, 2012 10-Q/A

FORM 10-Q/A (Amendment No. 1) SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended March 31, 2012 ¨ TRANSITION REPORT PURSUANT TO SECTION 1

FORM 10-Q/A (Amendment No. 1) SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended March 31, 2012 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 0-3338 INERGETICS, INC. (Exact Name of R

May 21, 2012 10-Q

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended March 31, 2012 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SE

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended March 31, 2012 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 0-3338 INERGETICS, INC.

May 15, 2012 NT 10-Q

- FORM NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 0-3338 NOTIFICATION OF LATE FILING CUSIP NUMBER 45671Q204 (Check One): £ Form 10-K ¨ Form 20-F ¨ Form 11-K S Form 10-Q ¨ Form 10-D ¨ Form N-SAR ¨ Form N-CSR For Period Ended: 3/31/12 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Transition Repor

April 27, 2012 SC 13G

NRTI / Inergetics, Inc. / ISRAELIAN JOHN - FORM SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Inergetics, Inc. (Name of Issuer) $0.001 par value Common Stock (Title of Class of Securities) 45671Q204 (CUSIP Number) December 31, 2011 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to w

April 16, 2012 10-K

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year ended December 31, 2011 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D)

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year ended December 31, 2011 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES AND EXCHANGE OF 1934 For the Transition Period From to Commission file number 0-3338 INERGETICS, INC. (f/k/a MILLENNIUM BIOTECHN

April 16, 2012 10-Q/A

FORM 10-Q/A (Amendment No. 1) SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended September 30, 2011 o TRANSITION REPORT PURSUANT TO SECTI

FORM 10-Q/A (Amendment No. 1) SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended September 30, 2011 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 0-3338 INERGETICS, INC. (Exact Name

March 29, 2012 NT 10-K

- NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 0-3338 NOTIFICATION OF LATE FILING - CUSIP NUMBER 45671Q204 (Check One): x Form 10-K ¨ Form 20-F ¨ Form 11-K ¨ Form 10-Q ¨ Form 10-D ¨ Form N-SAR ¨ Form N-CSR For Period Ended: 12/31/11 - ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Transition

February 10, 2012 SC 13G/A

NRTI / Inergetics, Inc. / FRENKEL LEONID - SCHEDULE 13G AMENDMENT NO 2 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Inergetics, Inc. (Name of Issuer) $0.001 par value Common Stock (Title of Class of Securities) 45671Q204 (CUSIP Number) December 31, 2011 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to

January 31, 2012 SC 13G

NRTI / Inergetics, Inc. / CORBMAN BRIAN - FORM SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Inergetics, Inc. (Name of Issuer) $0.001 par value Common Stock (Title of Class of Securities) 60038H102 (CUSIP Number) August 8, 2011 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is

November 21, 2011 10-Q

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended September 30, 2011 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF TH

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended September 30, 2011 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 0-3338 INERGETICS, INC.

November 14, 2011 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 0-3338 CUSIP NUMBER 60038H 10 2

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 0-3338 CUSIP NUMBER 60038H 10 2 (Check One): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: 9/30/11 - ( ) Transition Report on Form 10-K ( ) Transition Report on Form 20-F ( ) Transition Report on Form 11-K ( ) Tran

September 16, 2011 8-K

Other Events

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): September 16, 2011 INERGETICS, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Number) 22-1558317 (IRS Employ

September 8, 2011 8-K

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): September 8, 2011 INERGETICS, INC. (Exact Name

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): September 8, 2011 INERGETICS, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Number) 22-1558317 (IRS Employe

August 19, 2011 8-K

Other Events

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): August 19, 2011 INERGETICS, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Number) 22-1558317 (IRS Employer

August 15, 2011 10-Q

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended June 30, 2011 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SEC

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended June 30, 2011 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 0-3338 INERGETICS, INC.

July 15, 2011 EX-10.6

FUNDING AGREEMENT

Execution Copy FUNDING AGREEMENT FUNDING AGREEMENT (the ?Agreement?), dated as of July 14, 2011, by and among Inergetics, Inc.

July 15, 2011 EX-10.1

EX-10.1

EX-10.1 15 v228806ex10-1.htm

July 15, 2011 EX-10.3

EX-10.3

EX-10.3 75 v228806ex10-3.htm

July 15, 2011 EX-10.2

EX-10.2

July 15, 2011 EX-10.4

EX-10.4

EX-10.4 86 v228806ex10-4.htm

July 15, 2011 EX-10.5

EX-10.5

EX-10.5 92 v228806ex10-5.htm

July 15, 2011 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

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): July 14, 2011 INERGETICS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 0-3338 22-1558317 (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Id

July 15, 2011 EX-3.1

CERTIFICATE OF DESIGNATION OF RIGHTS, PREFERENCES AND LIMITATIONS OF SERIES G CONVERTIBLE PREFERRED STOCK OF INERGETICS, INC.

CERTIFICATE OF DESIGNATION OF RIGHTS, PREFERENCES AND LIMITATIONS OF SERIES G CONVERTIBLE PREFERRED STOCK OF INERGETICS, INC.

July 15, 2011 EX-4.1

EX-4.1

July 7, 2011 EX-3.1

EX-3.1

July 7, 2011 8-K

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 30, 2011 INERGETICS, INC. (Exact Name of R

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 30, 2011 INERGETICS, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Number) 22-1558317 (IRS Employer Id

June 14, 2011 10-Q

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended March 31, 2011 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SE

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended March 31, 2011 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 0-3338 INERGETICS, INC.

June 8, 2011 10-K

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year ended December 31, 2010 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D)

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year ended December 31, 2010 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES AND EXCHANGE OF 1934 For the Transition Period From to Commission file number 0-3338 INERGETICS, INC. (f/k/a MILLENNIUM BIOTECHN

May 13, 2011 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 0-3338 CUSIP NUMBER 60038H 10 2 (Check One): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q oForm 10-D o Form N-SAR o Form N-CSR For Period Ended: 3/31/11 ( ) Transition Report on Form 10-K ( ) Transition Report on Form 20-F ( ) Transition Report on Form 11-K ( ) Transit

March 29, 2011 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 0-3338 CUSIP NUMBER 60038H 10 2 (Check One): x Form 10-K o Form 20-F o Form 11-K o Form 10-Q oForm 10-D o Form N-SAR o Form N-CSR For Period Ended: 12/31/10 ( ) Transition Report on Form 10-K ( ) Transition Report on Form 20-F ( ) Transition Report on Form 11-K ( ) Transi

February 14, 2011 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Inergetics, Inc. (Name of Issuer) $0.001 par value Common Stock (Title of Class of Securities) 60038H102 (CUSIP Number) December 31, 2010 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to

November 22, 2010 10-Q

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended September 30, 2010 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF TH

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended September 30, 2010 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 0-3338 INERGETICS, INC.

November 12, 2010 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 0-3338 CUSIP NUMBER 60038H 10 2 (Check One): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q oForm 10-D o Form N-SAR o Form N-CSR For Period Ended: 9/30/10 ( ) Transition Report on Form 10-K ( ) Transition Report on Form 20-F ( ) Transition Report on Form 11-K ( ) Transit

October 27, 2010 CORRESP

October 27, 2010

October 27, 2010 Ms. Tabatha Akins Securities and Exchange Commission Washington, D.C. 20549 Re: Form Type CORRESP Comment Letter for Form 10-K File Number: 000-03338 Dear Ms. Akins, Please note that the Company acknowledges the following: · The Company is responsible for the adequacy and accuracy of the disclosure in the filing. · Staff comments or changes to disclosure in response to staff comme

October 26, 2010 10-K/A

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year ended December 31, 2009 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year ended December 31, 2009 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES AND EXCHANGE OF 1934 For the Transition Period From to Commission file number 0-3338 INERGETICS, INC. (f/k/a MILLENNIUM BIOTEC

August 23, 2010 EX-4.6

EX-4.6

Exhibit 4.6

August 23, 2010 EX-4.7

EX-4.7

Exhibit 4.7

August 23, 2010 EX-4.8

EX-4.8

Exhibit 4.8

August 23, 2010 EX-10.11

EX-10.11

Exhibit 10.11

August 23, 2010 10-Q

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended June 30, 2010 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SEC

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended June 30, 2010 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 0-3338 INERGETICS, INC.

August 23, 2010 EX-4.5

AMENDED AND RESTATED SECURITY AGREEMENT

Exhibit 4.5 AMENDED AND RESTATED SECURITY AGREEMENT AMENDED AND RESTATED SECURITY AGREEMENT dated as of March 31, 2010 by and among Millennium Biotechnologies, Inc., a Delaware corporation (“MBI”), Inergetics, Inc. (formerly known as Millennium Biotechnologies Group, Inc.), a Delaware corporation (“Inergetics” and together with MBI the “Company”) and Ken Sadowsky, Leon Frenkel and Seahorse Enterpr

August 13, 2010 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 0-3338 CUSIP NUMBER Formerly 60038H 10 2 Now 45671Q 105 (Check One): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: 6/30/10 ( ) Transition Report on Form 10-K ( ) Transition Report on Form 20-F ( ) Transition Report

August 13, 2010 SC 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Inergetics, Inc. (Name of Issuer) $0.001 par value Common Stock (Title of Class of Securities) (CUSIP Number) May 13, 2010

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Inergetics, Inc. (Name of Issuer) $0.001 par value Common Stock (Title of Class of Securities) 60038H102 (CUSIP Number) May 13, 2010 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is f

May 24, 2010 10-Q

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended March 31, 2010 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SE

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended March 31, 2010 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 0-3338 INERGETICS, INC.

May 14, 2010 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 0-3338 NOTIFICATION OF LATE FILING CUSIP NUMBER Formerly 60038H 10 2 Now 45671Q 105

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 0-3338 NOTIFICATION OF LATE FILING CUSIP NUMBER Formerly 60038H 10 2 Now 45671Q 105 (Check One): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: 3/31/10 ( ) Transition Report on Form 10-K ( ) Transition Report on Form 20-F ( ) Transition Report

May 6, 2010 EX-99.1

EX-99.1

May 6, 2010 8-K

Other Events

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): May 4, 2010 INERGETICS, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Number) 22-1558317 (IRS Employer Iden

May 5, 2010 8-K

Other Events, Financial Statements and Exhibits

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): May 5, 2010 INERGETICS, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Number) 22-1558317 (IRS Employer Iden

May 5, 2010 EX-99.1

Inergetics, Inc. Announces Ticker Symbol Change to NRTI

Exhibit 99.1 Inergetics, Inc. Announces Ticker Symbol Change to NRTI PARAMUS, N.J. – May 5, 2010 – Inergetics, Inc. (OTCBB:MBTG), a leader in targeted product development for the Clinical Nutrition and Sports Supplement Markets, announced today that the Company’s ticker symbol, as quoted on the OTC Bulletin Board, will change from MBTG to NRTI, effective at the open of business tomorrow, May 6, 20

April 28, 2010 8-K

Other Events

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): April 27, 2010 INERGETICS, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Number) 22-1558317 (IRS Employer I

April 27, 2010 8-K

Other Events

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): April 20, 2010 INERGETICS, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Number) 22-1558317 (IRS Employer I

April 15, 2010 10-K

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year ended December 31, 2009 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 1

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year ended December 31, 2009 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES AND EXCHANGE OF 1934 For the Transition Period From to Commission file number 0-3338 INERGETICS, INC. (f/k/a MILLENNIUM BIOT

April 15, 2010 EX-10.11

EX-10.11

EX-10.11 5 v181184ex10-11.htm

April 15, 2010 EX-3.2

EX-3.2

April 15, 2010 EX-10.12

EX-10.12

EX-10.12 17 v181184ex10-12.htm

March 30, 2010 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: 12/31/09 - ( ) Transition Report on Form 10-K ( ) Transition Report on Form 20-F ( ) Transition Report on Form 11-K ( ) Transition Report on Form 10-Q ( ) Transition Repor

March 18, 2010 EX-99.1

Millennium Biotechnologies, Inc. Announces Corporate Name Change to Inergetics, Inc.

Millennium Biotechnologies, Inc. Announces Corporate Name Change to Inergetics, Inc. PARAMUS, N.J., March 17, 2010 (GLOBE NEWSWIRE) - Millennium Biotechnologies Group Inc. (OTCBB:MBTG - - News), a leader in targeted product development for the Clinical Nutrition and Sports Supplement Markets, announced today that the Company has officially changed its name to Inergetics, Inc., effective immediatel

March 18, 2010 8-K

SECURITIES AND EXCHANGE COMMISSION

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): March 12, 2010 MILLENNIUM BIOTECHNOLOGIES GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Number) 22-1

March 12, 2010 EX-99.1

Beverage Industry Expert Ken Sadowsky Rejoins Millennium Biotechnologies' Board of Directors

Exhibit 99.1 Beverage Industry Expert Ken Sadowsky Rejoins Millennium Biotechnologies' Board of Directors Senior Beverages Advisor for Verlinvest Rejoins Board Following Company's Capital Restructuring PARAMUS, N.J., March 8, 2010 (GLOBE NEWSWIRE) - Millennium Biotechnologies Group Inc. (OTCBB:MBTG - - News), a leader in targeted product development for the Clinical Nutrition and Sports Supplement

March 12, 2010 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): March 8, 2010 MILLENNIUM BIOTECHNOLOGIES GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Number) 22-15

March 4, 2010 SC 13G

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* MILLENNIUM BIOTECHNOLOGIES GROUP, INC. (Name of Issuer) Common Stock (Title of Class of Securities) (CUSIP Number) Febr

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* MILLENNIUM BIOTECHNOLOGIES GROUP, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 60038H102 (CUSIP Number) February 23, 2010 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

February 16, 2010 DEF 14A

SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: o Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as Permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement ¨ Definitive Additional Materials ¨ Solicitation Material Pursuant to Rule 14a-11(c) or rule 14a-12 Millennium Biotechnologies Group, Inc.

January 29, 2010 PRE 14A

SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: x Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as Permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy Statement ¨ Definitive Additional Materials ¨ Solicitation Material Pursuant to Rule 14a-11(c) or rule 14a-12 Millennium Biotechnologies Group, Inc.

November 19, 2009 10-Q

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended September 30, 2009 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF TH

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended September 30, 2009 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 0-3338 MILLENNIUM BIOTECHNOLOGIES GROUP, INC.

November 17, 2009 EX-4.3

MILLENNIUM BIOTECHNOLOGIES GROUP, INC. incorporated under the laws of the state of delaware SERIES E CONVERTIBLE PREFERRED STOCK

EX-4.3 3 v166856ex4-3.htm NUMBER SHARES MILLENNIUM BIOTECHNOLOGIES GROUP, INC. incorporated under the laws of the state of delaware SERIES E CONVERTIBLE PREFERRED STOCK THIS CERTIFIES THAT is the record holder of FULLY PAID AND NON-ASSESSABLE SHARES OF SERIES E CONVERTIBLE PREFERRED STOCK, $1.00 PAR VALUE, OF MILLENNIUM BIOTECHNOLOGIES GROUP, INC. (the “Corporation”), transferable on the books of

November 17, 2009 EX-10.9

SECOND AMENDMENT TO SECURITY AGREEMENTS AND CONVERTIBLE PROMISSORY NOTE

Execution Version SECOND AMENDMENT TO SECURITY AGREEMENTS AND CONVERTIBLE PROMISSORY NOTE THIS SECOND AMENDMENT TO SECURITY AGREEMENTS AND CONVERTIBLE PROMISSORY NOTE (this “Amendment”) is effective as of the 1st day of August, 2009 (the “Effective Date”) and made by and among MILLENNIUM BIOTECHNOLOGIES, INC.

November 17, 2009 EX-10.10

Page 1

Confidential Page 1 SERVICE AGREEMENT This Service Agreement (the “Agreement”) made as of August 1, 2009 (the “Effective Date”) by and between Ventiv Commercial Services, LLC, a New Jersey limited liability company (“Ventiv) and Millennium Biotechnologies, Inc.

November 17, 2009 EX-4.2

SECURED PROMISSORY NOTE

Unit Note No. THESE SECURITIES HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE, AND ARE ISSUED IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT (i) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES

November 17, 2009 EX-4.4

MILLENNIUM BIOTECHNOLOGIES GROUP, INC. incorporated under the laws of the state of delaware SERIES F CONVERTIBLE PREFERRED STOCK

NUMBER SHARES MILLENNIUM BIOTECHNOLOGIES GROUP, INC. incorporated under the laws of the state of delaware SERIES F CONVERTIBLE PREFERRED STOCK THIS CERTIFIES THAT is the record holder of FULLY PAID AND NON-ASSESSABLE SHARES OF SERIES F CONVERTIBLE PREFERRED STOCK, $1.00 PAR VALUE, OF MILLENNIUM BIOTECHNOLOGIES GROUP, INC. (the “Corporation”), transferable on the books of the Corporation in person

November 17, 2009 8-K

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): November 10, 2009 MILLENNIUM BIOTECHNOLOGIES GR

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): November 10, 2009 MILLENNIUM BIOTECHNOLOGIES GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware 0-3338 22-1558317 (State or Other Jurisdiction (Commission (IRS Employer of Inco

November 17, 2009 EX-10.8

SUBORDINATION AGREEMENT

SUBORDINATION AGREEMENT THIS SUBORDINATION AGREEMENT (this “Agreement”) dated August , 2009, is made by Ventiv Commercial Services, LLC, a New Jersey limited liability company, having a place of business at 500 Atrium Drive, Somerset, New Jersey 08873 (“Creditor”), Millennium Biotechnologies Group, Inc.

October 13, 2009 8-K

SECURITIES AND EXCHANGE COMMISSION

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): October 6, 2009 MILLENNIUM BIOTECHNOLOGIES GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Number) 22-

October 13, 2009 EX-3.1

CERTIFICATE OF DESIGNATION OF RIGHTS, PREFERENCES AND LIMITATIONS OF SERIES E CONVERTIBLF PREFERRED STOCK AND SERIES F CONVERTIBLE PREFERRED STOCK OF MILLENNIUM BIOTECHNOLOGIES GROUP, INC.

Exhibit 3.1 CERTIFICATE OF DESIGNATION OF RIGHTS, PREFERENCES AND LIMITATIONS OF SERIES E CONVERTIBLF PREFERRED STOCK AND SERIES F CONVERTIBLE PREFERRED STOCK OF MILLENNIUM BIOTECHNOLOGIES GROUP, INC. Acting pursuant to Sections 151(a) and (g) of the Delaware General Corporation Law, the undersigned, Mark Mirken, the duly elected and acting Chief Executive Officer of Millennium Biotechnologies Gro

September 30, 2009 8-K

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

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): May 5, 2009 MILLENNIUM BIOTECHNOLOGIES GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Number) 22-1558

August 19, 2009 10-Q

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended June 30, 2009 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SEC

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended June 30, 2009 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 0-3338 MILLENNIUM BIOTECHNOLOGIES GROUP, INC.

July 14, 2009 SC 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Millennium Biotechnologies Group, Inc. (Name of Issuer) $0.001 par value Common Stock (Title of Class of Securities) (CUSIP

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Millennium Biotechnologies Group, Inc. (Name of Issuer) $0.001 par value Common Stock (Title of Class of Securities) 60038H102 (CUSIP Number) February 14, 2009 ** (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate bo

June 30, 2009 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Other Events, Other Events

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 25, 2009 MILLENNIUM BIOTECHNOLOGIES GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Number) 22-15

June 22, 2009 10-Q

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended March 31, 2009 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SE

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended March 31, 2009 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 0-3338 MILLENNIUM BIOTECHNOLOGIES GROUP, INC.

May 4, 2009 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year ended December 31, 2008 ¨ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year ended December 31, 2008 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commission file number 0-3338 MILLENNIUM BIOTECHNOLOGIES GR

November 19, 2008 10-Q

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended September 30, 2008 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF TH

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended September 30, 2008 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 0-3338 MILLENNIUM BIOTECHNOLOGIES GROUP, INC.

October 16, 2008 EX-10.1

EX-10.1

October 16, 2008 EX-99.1

Veteran of the Beverage Industry, Ken Sadowsky, Joins Millennium Biotechnologies Board of Directors

Veteran of the Beverage Industry, Ken Sadowsky, Joins Millennium Biotechnologies Board of Directors Wednesday September 17, 1:05 pm ET BASKING RIDGE, N.

October 16, 2008 8-K

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): September 17, 2008 MILLENNIUM BIO

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): September 17, 2008 MILLENNIUM BIOTECHNOLOGIES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 0-3338 22-1558317 (State or other jurisdiction of incorporati

October 16, 2008 EX-10.2

EX-10.2

August 19, 2008 10-Q

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended June 30, 2008 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SEC

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended June 30, 2008 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 0-3338 MILLENNIUM BIOTECHNOLOGIES GROUP, INC.

August 12, 2008 8-K

Termination of a Material Definitive Agreement, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): August 6, 2008 MILLENNIUM BIOTECHNOLOGIES GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Number) 22-1

August 12, 2008 EX-99.1

Mark C. Mirken named New CEO and Chairman of the Board of Millennium Biotechnologies, Inc.

Exhibit 99.1 Mark C. Mirken named New CEO and Chairman of the Board of Millennium Biotechnologies, Inc. Basking Ridge, New Jersey, August 6, 2008 Millennium Biotechnologies, Inc., a wholly owned subsidiary of Millennium Biotechnologies Group, Inc. (OTCBB:MBTG) today named Mark C. Mirken its new Chief Executive Officer and Chairman of its Board of Directors. Mirken has been President and Chief Oper

June 6, 2008 8-K

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): May 31, 2008 MILLENNIUM BIOTECHNOLOGIES GROUP,

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): May 31, 2008 MILLENNIUM BIOTECHNOLOGIES GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Number) 22-155

June 6, 2008 EX-99.1

Millennium Biotechnologies Announces an Increased Annualized Purchase Commitment Totaling $5.8M from Provider Services, Inc. Amended Master Purchase Contract Provides for the Sale of Ready to Drink Suite of Nutritional Supplements to Provider Service

Exhibit 99.1 Millennium Biotechnologies Announces an Increased Annualized Purchase Commitment Totaling $5.8M from Provider Services, Inc. Amended Master Purchase Contract Provides for the Sale of Ready to Drink Suite of Nutritional Supplements to Provider Services, Inc to be Increased Annually by $3.4M or 142% Basking Ridge, NJ June 5, 2008: Millennium Biotechnologies Inc, wholly owned subsidiary

May 20, 2008 10-Q

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended March 31, 2008 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SE

FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended March 31, 2008 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 0-3338 MILLENNIUM BIOTECHNOLOGIES GROUP, INC.

April 18, 2008 SC 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No )* MILLENNIUM BIOTECHNOLOGIES GROUP, INC. (Name of Issuer) Common Stock (Title of Class of Securities) (CUSI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No )* MILLENNIUM BIOTECHNOLOGIES GROUP, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 60038H102 (CUSIP Number) April 9, 2008 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to

April 15, 2008 10KSB

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-KSB x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year ended December 31, 2007 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-KSB x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year ended December 31, 2007 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES AND EXCHANGE OF 1934 For the Transition Period From to Commission file number 0-3338 MILLENNIUM BIOTECHNOLOGIES GROUP, INC. (E

December 7, 2007 EX-10.4

SECURITY INTEREST AGREEMENT

Exhibit 10.4 SECURITY INTEREST AGREEMENT The undersigned, MILLENNIUM BIOTECHNOLOGIES, INC. (“Millennium” or “Debtor”), a Delaware corporation with headquarters located at 665 Martinsville Road, Suite 219, Basking Ridge, NJ, for value received, hereby grants unto Harborview Master Fund LP (“Harborview” or the “Secured Party”), a limited partnership organized and existing under the laws of the Briti

December 7, 2007 8-K

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): November 30, 2007 MILLENNIUM BIOTECHNOLOGIES GR

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): November 30, 2007 MILLENNIUM BIOTECHNOLOGIES GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Number) 2

December 7, 2007 EX-10.3

SECURITY INTEREST AGREEMENT

EX-10.3 4 v096191ex10-3.htm Exhibit 10.3 SECURITY INTEREST AGREEMENT SECURITY INTEREST AGREEMENT ("Security Interest Agreement"), dated as of November 30, 2007, by and between HARBORVIEW MASTER FUND LP (the “Secured Party”), with headquarters c/o Navigator Management Ltd., Harbour House, 2d Floor, Road Town, Tortola, BVI and MILLENNIUM BIOTECHNOLOGIES, INC., a Delaware corporation with headquarter

December 7, 2007 EX-10.1

LOAN AGREEMENT

Exhibit 10.1 LOAN AGREEMENT THIS LOAN AGREEMENT, dated as of November 30, 2007, is entered into by and between MILLENNIUM BIOTECHNOLOGIES GROUP, INC., a Delaware corporation with headquarters located at 665 Martinsville Road, Suite 219, Basking Ridge, NJ 07920 (the “Company”), and HARBORVIEW MASTER FUND L.P., c/o Beacon Capital Management, Harbor House, Roadtown, Tortola, BVI (the “Buyer”). W I T

December 7, 2007 EX-10.2

SECURED CONVERTIBLE NOTE

Exhibit 10.2 THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE UNDER SAID ACT OR AN OPINION OF COUNSEL REASONA

December 7, 2007 EX-10.5

PERSONAL GUARANTEE OF GUARANTOR

Exhibit 10.5 PERSONAL GUARANTEE OF GUARANTOR Reference is made to the 6% Secured Convertible Note, dated November 30, 2007 (the “Note”), of MILLENNIUM BIOTECHNOLOGIES GROUP, INC. (the “Company”) to HARBORVIEW MASTER FUND LP (the “Holder”). Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Note. This Guarantee is for the benefit of the Holder with respec

November 19, 2007 EX-99.5

AMENDMENT TO EMPLOYMENT AGREEMENT CHRISTOPHER SWON

Exhibit 99.5 AMENDMENT TO EMPLOYMENT AGREEMENT CHRISTOPHER SWON THIS AMENDMENT dated November 14, 2007 (the "Amendment") among Millennium Biotechnologies Group, Inc., a Delaware corporation ("Group"), Millennium Biotechnologies, Inc. (the "Company"), and Christopher Swon (the "Executive"). WHEREAS, the Executive is currently employed by the Company, a wholly owned subsidiary of Group, under an Emp

November 19, 2007 EX-99.3

SECOND AMENDMENT TO EMPLOYMENT AGREEMENT JOHN SWON

Exhibit 99.3 SECOND AMENDMENT TO EMPLOYMENT AGREEMENT JOHN SWON THIS SECOND AMENDMENT dated November 14, 2007 (the "Amendment") among Millennium Biotechnologies Group, Inc., a Delaware corporation ("Group"), Millennium Biotechnologies, Inc. (the "Company"), and John Swon (the "Executive"). WHEREAS, the Executive is currently employed by the Company, a wholly owned subsidiary of Group, under an Emp

November 19, 2007 EX-99.4

SECOND AMENDMENT TO EMPLOYMENT AGREEMENT JERRY T. SWON

Exhibit 99.4 SECOND AMENDMENT TO EMPLOYMENT AGREEMENT JERRY T. SWON THIS SECOND AMENDMENT dated November 14, 2007 (the "Amendment") among Millennium Biotechnologies Group, Inc., a Delaware corporation ("Group"), Millennium Biotechnologies, Inc. (the "Company"), and Jerry T. Swon (the "Executive"). WHEREAS, the Executive is currently employed by the Company, a wholly owned subsidiary of Group, unde

November 19, 2007 EX-99.1

EXCLUSIVE MASTER PURCHASE AGREEMENT

Exhibit 99.1 EXCLUSIVE MASTER PURCHASE AGREEMENT This Exclusive Master Purchase Agreement ("Agreement") is entered into and is effective as of November 9, 2007 ("Effective Date") by and between MILLENNIUM BIOTECHNOLOGIES, INC. a Delaware corporation (a wholly owned subsidiary of "Millennium Biotechnologies Group, Inc.") having its principal place of business at 665 Martinsville Road, Suite 219, Ba

November 19, 2007 10QSB

FORM 10-QSB SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended September 30, 2007 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF

FORM 10-QSB SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended September 30, 2007 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 0-3338 MILLENNIUM BIOTECHNOLOGIES GROUP, INC.

November 19, 2007 EX-99.2

AMENDMENT TO EMPLOYMENT AGREEMENT FRANK GUARINO

Exhibit 99.2 AMENDMENT TO EMPLOYMENT AGREEMENT FRANK GUARINO AMENDMENT dated November 14, 2007 (the "Amendment") among Millennium Biotechnologies Group, Inc., a Delaware corporation ("Group"), Millennium Biotechnologies, Inc. (the "Company"), and Frank Guarino (the "Executive"). WHEREAS, the Executive is currently employed by the Company, a wholly owned subsidiary of Group, under an Employment Agr

September 11, 2007 8-K

Entry into a Material Definitive Agreement, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): September 11, 2007 MILLENNIUM BIOTECHNOLOGIES GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Number)

September 11, 2007 EX-10.1

MARK C. MIRKEN EMPLOYMENT AGREEMENT

MARK C. MIRKEN EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (the “Agreement”), dated as of September 4, 2007, by and among Millennium Biotechnologies, Inc., a Delaware corporation (“Company”), Millennium Biotechnologies Group Inc. (“Group”) and Mark C. Mirken (“Executive”). WHEREAS, the Company is a research-based nutraceutical company and a pioneer in the emerging field of specialized nutritional su

September 7, 2007 8-K

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): August 15, 2007 MILLENNIUM BIOTECHNOLOGIES GROU

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): August 15, 2007 MILLENNIUM BIOTECHNOLOGIES GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Number) 22-

September 7, 2007 EX-99.1

Millennium Biotechnologies Group, Inc (MBTG.OB) Announces Completion of $2,277,000 Equity Financing

Millennium Biotechnologies Group, Inc (MBTG.OB) Announces Completion of $2,277,000 Equity Financing. BASKING RIDGE, N.J. September 7, 2007, Millennium Biotechnologies Group, Inc. (OTC BB:MBTG.OB) announced that it raised $2,277,000 through the private placement of its equity securities. These securities have not been registered under the Securities Act of 1933 and may not be offered or sold in the

August 20, 2007 10QSB

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-QSB x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended June 30, 2007 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE S

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-QSB x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended June 30, 2007 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 0-3338 MILLENNIUM BIOTECHNOLOGIES GROUP, INC.

May 21, 2007 10QSB

FORM 10-QSB SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended March 31, 2007 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

FORM 10-QSB SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended March 31, 2007 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 0-3338 MILLENNIUM BIOTECHNOLOGIES GROUP, INC.

April 18, 2007 10KSB

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-KSB x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year ended December 31, 2006 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-KSB x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year ended December 31, 2006 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES AND EXCHANGE OF 1934 For the Transition Period From to Commission file number 0-3338 MILLENNIUM BIOTECHNOLOGIES GROUP, INC. (E

March 9, 2007 8-K

Termination of a Material Definitive Agreement

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): March 5, 2007 MILLENNIUM BIOTECHNOLOGIES GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Number) 22-15

November 1, 2006 EX-99.1

Millennium Biotechnologies Group Enters into Asset Purchase Agreement with Aisling Capital to exchange Nutraceutical Business for Equity in Newly Formed Company

Millennium Biotechnologies Group Enters into Asset Purchase Agreement with Aisling Capital to exchange Nutraceutical Business for Equity in Newly Formed Company BASKING RIDGE, N.

November 1, 2006 EX-10.1

ASSET PURCHASE AGREEMENT

ASSET PURCHASE AGREEMENT This Asset Purchase Agreement (?Agreement?) is made and entered into as of the 25th day of October, 2006 (the ?Effective Date?), by and among RAC Nutrition Corporation, a Delaware corporation, (the ?Buyer?), and Millennium Biotechnologies Group, Inc.

November 1, 2006 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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): October 25, 2006 MILLENNIUM BIOTECHNOLOGIES GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission File Number) 22

April 5, 2006 8-K

Other Events, Financial Statements and Exhibits

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): April 5, 2006 (April 5, 2006) MILLENNIUM BIOTECHNOLOGIES GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-3338 (Commission Fi

April 5, 2006 EX-99.1

Millennium Biotechnologies Group Enters into Letter of Intent with Aisling Capital to Sell Assets to Newly Formed Company in Exchange for Common Stock

Exhibit 99.1 Millennium Biotechnologies Group Enters into Letter of Intent with Aisling Capital to Sell Assets to Newly Formed Company in Exchange for Common Stock BASKING RIDGE, N.J. (BUSINESS WIRE): April 5, 2006, Millennium Biotechnologies Group, Inc. (MBTG) announced today that it has entered into a letter of intent with Aisling Capital II, LP which, if consummated, would result in the sale by

August 12, 2004 S-2/A

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 PRE-EFFECTIVE AMENDMENT NO. 1 TO FORM S-2 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 MILLENNIUM BIOTECHNOLOGIES GROUP, INC. (Exact name of registrant as specified in its charter) (State

Unassociated Document As filed with the Securities and Exchange Commission on August 12, 2004 Registration No.

August 12, 2004 EX-4.1

EX-4.1

June 8, 2004 EX-4.5

EX-4.5

EX-4.5 4 warrantb.txt THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER SAID ACT OR AN OPINION OF COUNSEL REASON

June 8, 2004 EX-21.1

EX-21.1

Exhibit 21.1 SUBSIDIARIES OF THE COMPANY Millennium Biotechnologies, Inc., a Delaware corporation.

June 8, 2004 EX-4.6

EX-4.6

THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

June 8, 2004 S-2

As filed with the Securities and Exchange Commission on June 8, 2004

Unassociated Document As filed with the Securities and Exchange Commission on June 8, 2004 Registration No.

June 8, 2004 EX-4.4

EX-4.4

THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

June 8, 2004 EX-4.3

EX-4.3

SUBSCRIPTION AGREEMENT THIS SUBSCRIPTION AGREEMENT (this "Agreement"), dated as of April 30, 2004, by and among Millennium Biotechnologies Group, Inc.

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