SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Nutra Pharma Corp.
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(Name of Issuer)
Common Stock, $0.001 Par Value
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(Title of Class of Securities)
67060U 10 9
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(CUSIP Number)
Rik Deitsch
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(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
March 13, 2008
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Sections 240.13d-1(e), 240.13d-1(f) or 240.13d.-1(g), check
the following box |_|.
NOTE: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Section 240.13d-7(b) for
other parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (However, see the
Notes).
CUSIP No. 67060U 10 9
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1) Names of Reporting Persons/ I.R.S. Identification Nos. of Above Persons
(entities only):
Rik Deitsch No Employer ID No.
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2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) |_|
(b) |_|
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3) SEC Use Only
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4) Sources of Funds (See Instructions):
OO Services Rendered
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5) Check if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d)or 2(e) |_|
None
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6) Citizenship or Place of Organization:
Rik Deitsch, the reporting person, is a United States Citizen.
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Number of (7) Sole Voting Power:
Shares
Beneficially 54,500,000
Owned by ------------------------------------------------------------
Each (8) Shared Voting Power
Reporting
Person 0
With ------------------------------------------------------------
(9) Sole Dispositive Power:
54,500,000
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(10) Shared Dispositive Power
0
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11) Aggregate Amount Beneficially Owned by Each Reporting Person:
54,500,000
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12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) |_|
Not Applicable
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13) Percent of Class Represented by Amount in Row (11):
33.8%
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14) Type of Reporting Person (See Instructions):
IN
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Item 1. Security and Issuer
This statement relates to the common stock, $0.0001 par value of the Registrant,
Nutra Pharma Corp. ("Nutra Pharma" or "the Registrant"). The principal executive
offices of the Registrant are presently located at 791 Park of Commerce Blvd.,
Suite 300, Boca Raton, Florida 33487
Item 2. Identity and Background
(a) This statement is filed by Rik Deitsch, the Chief Executive
Officer/Chairman of the Board of Nutra Pharma.
(b)Business Address: 791 Park of Commerce Blvd., Suite 300, Boca Raton,
Florida 33487
(c)Present Occupation/Principal Business/Address: Chief Executive
Officer/Chairman of the Board of Nutra Pharma Corp., 791 Park of Commerce Blvd.,
Suite 300, Boca Raton, Florida 33487
(d) During the last five (5) years, Rik Deitsch has not been convicted in
a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e) During the last five (5) years, Rik Deitsch has not been a party to a
civil proceeding of a judicial or administrative body of competent jurisdiction
as a result of which such person was or is subject to a judgment, decree or
final order enjoining final violations of, or prohibiting or mandating
activities subject to federal or state securities laws or finding any violation
with respect to such laws.
(f) Citizenship: United States Citizen
Item 3. Source and Amount of Funds or Other Consideration
On March 13, 2008, Nutra Pharma's Board of Directors authorized the issuance of
5,000,000 shares of its common stock to Rik Deitsch, its Chief Executive Officer
and Chairman of the Board, in exchange for services rendered by Mr. Deitsche.
There was no cash consideration paid in the transaction.
On March 14, 2008, Nutra Pharma's Board of Directors accepted and approved the
issuance of 48,000,000 shares of its common stock to Rik Deitsch, in exchange
for the discharge of $1,200,000 owed by Nutra Pharma to Rik Deitsch representing
loans made by Rik Deitsch to Nutra Pharma. For purposes of the loan conversion,
Nutra Pharma valued its common stock at a per share price of $0.025.
Item 4. Purpose of Transaction
The purpose of the March 13, 2008 transaction was to issue compensation to Rik
Deitsch for services he rendered to Nutra Pharma.
The purpose of the March 14, 2008 transaction was for Nutra Pharma to eliminate
debt which it owed to Rik Deitsch in exchange for shares of its common stock.
Item 5. Interest in Securities of the Issuer
As of March 27, 2008, the aggregate number and percentage of class of
securities identified pursuant to Item 1 beneficially owned by each person named
in Item 2 may be found in rows 11 and 13 of the cover pages.
The powers of the Reporting person identified in the preceding paragraph
has relative to the shares discussed herein may be found in rows 7 through 10 of
the cover pages.
No transactions in the class of securities reported on were effected by any of
the persons named in this Item 5 during the past 60 days.
Item 6. Contracts, Arrangements, Understandings or Relationships with respect
to the Securities of the Issuer.
Except as set forth elsewhere in this Schedule 13D, there are no contracts,
arrangements, understandings or relationships among the Persons named in Item 2
and between such persons and any other person with respect to any securities of
the Issuer, including but not limited to the transfer of voting of any
securities, finder's fees, joint ventures, loan or option agreements, puts or
calls, guarantees of profits, division of profits or loss, or the giving or
withholding of proxies.
Item 7. Material to be Filed as Exhibits.
None
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated: March 27, 2008
/s/ Rik Deitsch
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Rik Deitsch