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

~~April~~July 2227, 2010

Date of Report (Date of earliest event reported)

OMNICITY CORP.

(Exact name of registrant as specified in its charter)

Nevada	000-52827	Not applicable
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

807 S State Rd 3, Rushville, Indiana, USA		46173
(Address of principal executive offices)		(Zip Code)

(317) 903-8178

Registrant's telephone number, including area code

Not applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K 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 Definitive Agreement.

Effective ~~April~~July 2227, 2010, Omnicity Incorporated (the "Company"), a subsidiary of Omnicity Corp., purchased the telecommunication systems and subscribers of ~~Lightspeed~~RAA ~~Voice,~~Services ~~Ltd.~~ (~~"Lightspeed"),~~ a ~~subsidiary~~proprietorship of ~~Digital Network Solutions, Inc~~R., anScott ~~Ohio~~Dunn) ~~corporation doing business as Lightspeed Wireless~~ ("~~DNS~~RAA") located in ~~Berlin~~Lisbon, Ohio. The Company purchased ~~Lightspeed~~RAA's telecommunications systems pursuant to the terms of an Asset Purchase Agreement, ~~dated~~including ~~for reference March 31~~amendments, ~~2010, as amended pursuant to the Amendment thereto~~ dated for reference ~~April,~~July 2227, 2010 (~~together,~~ the "Agreement") by and between ~~DNS,~~R. ~~Lightspeed~~Scott Dunn and the Company, which Agreement is attached hereto as Exhibit 10.1.

Pursuant to the terms of the Agreement, the Company paid a total purchase price of $175,~~400,~~000 for ~~Lightspeed~~RAA's telecommunications systems and customers' relationships, as follows:

cash consideration of $~~700~~20,000; and

a$55,000 ~~promissory~~payable ~~note~~in ~~for~~the form of common stock of Omnicity Corp. determined by dividing $5055,000 ~~payable~~by the per share price for Omnicity Corp's common stock for the 15 trading days prior to the close of business on ~~August~~September 2025, 2010;.

a promissory note for $500,000, payable with interest at 6% over a 48-month period in quarterly payments, with the first payment being due and payable on August 23, 2010. At the option of the seller any part of this promissory note is convertible into common shares (subject to a minimum conversion of $100,000). The price per share to be used in the calculation of any such conversion will be based on the date the Company receives notice of conversion; and
$150,000 payable in the form of common stock of Omnicity Corp. determined by dividing $150,000 by the per share price for Omnicity Corp's common stock as of the close of business on June 25, 2010. Once the number of common shares is determined Omnicity Corp. must add 25,000 common shares of Omnicity Corp. to the amount of common shares issuable to Lightspeed.
Item 9.01 Financial Statements and Exhibits

Exhibit	Description
10.1	Asset Purchase Agreement dated ~~March~~July 3127, 2010~~, as amended April 22, 2010~~

SIGNATURES

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

OMNICITY CORP. Date: ~~May~~July 1328, 2010 "Don Prest" Name: Don Prest Title: Chief Financial Officer

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