UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20509

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

January 30, 2014

Date of Report

(Date of Earliest Event Reported)

FONU2 INC.

 (Exact Name of Registrant as Specified in its Charter)

331 East Commercial Blvd.

Ft. Lauderdale, Florida  33334

 (Address of Principal Executive Offices)

(954) 938-4133

Registrant's Telephone Number

N/A

Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 1.01  Entry into a Material Agreement.

Effective as of January 30, 2014, FONU2 Inc., a Nevada corporation (the “Company”), entered into an Agreement (the “Agreement”) with Maximum Performance Advisors, Inc. (“MPAI”), under which MPAI agreed to render client public relations, communications, advisory and consulting services to the Company for a period of six months, subject to earlier termination by either party upon 30 days’ written notice.  In consideration of such services, the Company agreed to issue to MPAI 500,000 “unregistered” and “restricted” shares of the Company’s common stock upon execution of the Agreement, and an additional 700,000 “unregistered” and “restricted” shares at the beginning of the fourth month thereafter.

The Agreement is attached hereto and incorporated by reference.  See the Exhibit Index, Item 9.01 of this Current Report.

Item 3.02  Unregistered Sales of Equity Securities.

See the disclosure under Item 1.01 of this Current Report.  The Company relied on the exemption from registration provided by Section 4(2) of the Securities Act of 1933, as amended, and Rule 506 of Regulation D.  

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.

Exhibit Description

10.1

 MPAI Agreement

SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this Current Report to be signed on its behalf by the undersigned hereunto duly authorized.

FONU2 INC., a Nevada corporation

Date:  February 3, 2014

/s/ Robert B. Lees

                        Robert B. Lees, President