(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered and Carry Forward Securities
Security
Type
Security Class Title
Fee
Calculation or
Carry
Forward
Rule
Amount Registered
Proposed
Maximum
Offering
Price Per
Share
Maximum
Aggregate
Offering
Price
Fee Rate
Amount
of Registration Fee
Carry
Forward
Form
Type
Carry
Forward
File
Number
Carry
Forward
Initial
effective
date
Filing Fee
Previously
Paid in
Connection
with
Unsold
Securities
to be
Carried
Forward
Newly Registered Securities
Fees to
be Paid
Equity
Common Stock, $.001 par value per share, issuable pursuant to the JanBella Agreement (1)(2)
Rule 457(o)
33,000,000
$0.0011(3)
$36,300
$0.0001102
$4.00
Equity
Common Stock, $.001 par value per share, issuable pursuant to the Alumni Agreement (1)(2)
Rule 457(o)
33,000,000
$0.0011(3)
$36,300
$0.0001102
$4.00
Fees Previously Paid
Equity
Common Stock, $.001 par value per share, issuable pursuant to the JanBella Agreement (1)(2)
Rule 457(o)
107,726,985
$0.00155(4)
$166,967
$0.0000927
$15.48
Equity
Common Stock, $.001 par value per share, issuable pursuant to the Alumni Agreement (1)(2)
Rule 457(o)
107,726,985
$0.00155(4)
$166,967
$0.0000927
$15.48
Equity
Common Stock, $.001 par value per share, owned by Alumni Capital, LP
Rule 457(o)
31,250,000
$0.00155(4)
$48,437
$0.0000927
$4.49
Carry Forward Securities
Carry
Forward
Securities
Total Offering Amounts
$454,971
$ 43.45
Total Fees Previously Paid
99.20
Total Fee Offsets (5)
0
Net Fee Due
$ 0.00
(1)
Estimated solely for the purpose of calculating the registration fee in accordance with Rule 457(o) of the Securities Act of 1933, as amended (the “Securities Act”).
(2)
Pursuant to Rule 416 under the Securities Act, the securities being registered hereunder include such indeterminate number of additional shares of common stock as may be issued after the date hereof as a result of stock splits, stock dividends or similar transactions.
(3)
(4)
Estimated solely for the purpose of calculating the registration fee in accordance with Rule 457(c) under the Securities Act, based upon the average of the high and low sales prices of the Registrant’s Common Stock on the OTC PINK of $0.0011 per share on December 7, 2022.
Estimated solely for the purpose of calculating the registration fee in accordance with Rule 457(c) under the Securities Act, based upon the average of the high and low sales prices of the Registrant’s Common Stock on the OTC PINK of $0.00155 per share on September 20, 2022.
(5)
The Registrant does not have any fee offsets.
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