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SEC Comment Letter for Prairie Operating Co. (PROP) (CIK 0001162896) (PROP) — Jan 9, 2020

Prairie Operating Co. (PROP) (CIK 0001162896)
Date: Jan. 9, 2020 · CIK: 0001162896 · Accession: 0000000000-20-000223

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Reasoning

File numbers found in text: 024-11070

Date
January 8, 2020
Author
Susan Block
Form
UPLOAD
Company
Prairie Operating Co. (PROP) (CIK 0001162896)

Letter

January 8, 2020 John Maatta Chief Executive Officer Wizard Entertainment, Inc. 662 N. Sepulveda Blvd., Suite 300 Los Angeles, CA 90049 Re:Wizard Entertainment, Inc. Amendment No. 3 to Offering Statement on Form 1-A Filed December 26, 2019 File No. 024-11070 Dear Mr. Maatta: We have reviewed your amended offering statement and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter by amending your offering statement and providing the requested information. If you do not believe our comments apply to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your offering statement and the information you provide in response to these comments, we may have additional comments. Unless we note otherwise, our references to prior comments are to comments in our December 20, 2019 letter. Form 1-A/A filed December 26, 2019 Compensation of Directors and Executives Officers, page 39 1.Please provide the compensation disclosure required by Item 11(a)-(b) of Part II of Form 1-A for 2019, your last completed fiscal year.

FirstName LastNameJohn Maatta Comapany NameWizard Entertainment, Inc. January 8, 2020 Page 2 FirstName LastName John Maatta Wizard Entertainment, Inc. January 8, 2020 Page 2 Please contact Susan Block at 202-551-3210 or Laura Nicholson at 202-551-3584 with any questions. Sincerely, Division of Corporation Finance Office of Trade & Services

Show Raw Text
January 8, 2020
John Maatta
Chief Executive Officer
Wizard Entertainment, Inc.
662 N. Sepulveda Blvd., Suite 300
Los Angeles, CA 90049
Re:Wizard Entertainment, Inc.
Amendment No. 3 to
Offering Statement on Form 1-A
Filed December 26, 2019
File No. 024-11070
Dear Mr. Maatta:
            We have reviewed your amended offering statement and have the following
comments.  In some of our comments, we may ask you to provide us with information so we
may better understand your disclosure.
            Please respond to this letter by amending your offering statement and providing the
requested information.  If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing any amendment to your offering statement and the information you
provide in response to these comments, we may have additional comments.  Unless we note
otherwise, our references to prior comments are to comments in our December 20, 2019 letter.
Form 1-A/A filed December 26, 2019
Compensation of Directors and Executives Officers, page 39
1.Please provide the compensation disclosure required by Item 11(a)-(b) of Part II of Form
1-A for 2019, your last completed fiscal year.

 FirstName LastNameJohn Maatta
 Comapany NameWizard Entertainment, Inc.
 January 8, 2020 Page 2
 FirstName LastName
John Maatta
Wizard Entertainment, Inc.
January 8, 2020
Page 2
            Please contact Susan Block at 202-551-3210 or Laura Nicholson at 202-551-3584 with
any questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services