SEC Comment Letter 0000000000-22-013676 to MAJOR LEAGUE FOOTBALL INC (MLFB) (CIK 0001308569)
MAJOR LEAGUE FOOTBALL INC (MLFB) (CIK 0001308569)
Date: Dec. 19, 2022 · CIK: 0001308569 · Accession: 0000000000-22-013676
AI Filing Summary & Sentiment
File numbers found in text: 333-267598
Letter
United States securities and exchange commission logo December 19, 2022 Frank Murtha Chief Executive Officer MAJOR LEAGUE FOOTBALL INC 15515 Lemon Fish Drive Lakewood Ranch, Florida 34202 Re:MAJOR LEAGUE FOOTBALL INC Amendment No. 1 Registration Statement on Form S-1 Filed December 9, 2022 File No. 333-267598 Dear Frank Murtha: We have reviewed your amended registration statement and have the following comment. In our comment, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe our comment applies 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 registration statement and the information you provide in response to this comment, we may have additional comments. Unless we note otherwise, our references to prior comments are to comments in our October 3, 2022 letter. Amendment No. 1 to Registration Statement on Form S-1 General 1.We note your revised disclosure on page 14 in response to comment 1 that "except for the 31,250,000 Shares issued to, and held by, Alumni, which will be offered by Alumni at a price of $0.001 per share until our common stock is listed on a national securities exchange or quoted on the OTCQX or OTCQB, and, thereafter, at prevailing market prices or privately negotiated prices." Please revise to include comparable disclosure on your prospectus cover and in prospectus summary. In this regard, we note the disclosure in such places still suggests that the Alumni commitment fee shares will be sold at the market.
FirstName LastNameFrank Murtha Comapany NameMAJOR LEAGUE FOOTBALL INC December 19, 2022 Page 2 FirstName LastName Frank Murtha MAJOR LEAGUE FOOTBALL INC December 19, 2022 Page 2 Please contact Taylor Beech at 202-551-4515 or Dietrich King at 202-551-8071 with any questions. Sincerely, Division of Corporation Finance Office of Trade & Services cc: Eric Newlan, Esq.
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United States securities and exchange commission logo
December 19, 2022
Frank Murtha
Chief Executive Officer
MAJOR LEAGUE FOOTBALL INC
15515 Lemon Fish Drive
Lakewood Ranch, Florida 34202
Re:MAJOR LEAGUE FOOTBALL INC
Amendment No. 1 Registration Statement on Form S-1
Filed December 9, 2022
File No. 333-267598
Dear Frank Murtha:
We have reviewed your amended registration statement and have the following
comment. In our comment, we may ask you to provide us with information so we may better
understand your disclosure.
Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe our comment applies 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 registration statement and the information you
provide in response to this comment, we may have additional comments. Unless we note
otherwise, our references to prior comments are to comments in our October 3, 2022 letter.
Amendment No. 1 to Registration Statement on Form S-1
General
1.We note your revised disclosure on page 14 in response to comment 1 that "except for the
31,250,000 Shares issued to, and held by, Alumni, which will be offered by Alumni at a
price of $0.001 per share until our common stock is listed on a national securities
exchange or quoted on the OTCQX or OTCQB, and, thereafter, at prevailing market
prices or privately negotiated prices." Please revise to include comparable disclosure on
your prospectus cover and in prospectus summary. In this regard, we note the disclosure
in such places still suggests that the Alumni commitment fee shares will be sold at the
market.
FirstName LastNameFrank Murtha
Comapany NameMAJOR LEAGUE FOOTBALL INC
December 19, 2022 Page 2
FirstName LastName
Frank Murtha
MAJOR LEAGUE FOOTBALL INC
December 19, 2022
Page 2
Please contact Taylor Beech at 202-551-4515 or Dietrich King at 202-551-8071 with any
questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc: Eric Newlan, Esq.