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United States securities and exchange commission logo
February 22, 2023
Nicolas Link
Chief Executive Officer
Ilustrato Pictures International, Inc.
26 Broadway, Suite 934
New York, NY 10004
Re:Ilustrato Pictures International, Inc.
Amendment No. 2 to Registration Statement on Form 10-12G
Filed February 1, 2023
File No. 000-56487
Dear Nicolas Link:
            We have reviewed your filing 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 these comments within ten business days by providing the requested
information or advise us as soon as possible when you will respond.  If you do not believe our
comments apply to your facts and circumstances, please tell us why in your response.
            After reviewing your response and any amendment you may file in response to these
comments, we may have additional comments.  Unless we note otherwise, our references to prior
comments are to comments in our January 5, 2023 letter.
Amendment No. 2 to Registration Statement on Form 10-12G filed February 1, 2023
Organizational Structure, page 2
1.We note your response to prior comment 1.  Please tell us with specificity where you filed
the share purchase agreements regarding the entities acquired on March 25, 2022 and May
28, 2022 mentioned in the table on page 3.
2.Please revise the disclosure in the eleventh bullet point on page 3 to clarify whether the
company currently trades on the OTC Market under the ticker QIND.
Legal Proceedings, page 24
3.We note your response to prior comment 4.  Please tell us, with a view to disclosure, why
you deleted the disclosure that "Larson Elmore has been misleading the company and its

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shareholders on various matters including but not limited to liabilities, company
commitments and due diligence items presented by Larson Elmore during the takeover
process" that appeared on page 20 of your prior amendment.  Also, tell us, with a view to
disclosure, why you have not included a risk factor concerning the disclosure on page F-
27 that "We lack many information and evidence to support the assertions of financial
statements and there are chances that preceding management of the company might have
missed compliances for which we are not aware. Thus, company may have to bear
consequences for that from authorities. We cannot reasonably ascertain amount for those
contingencies."
Corporate History, page 25
4.We note your response to prior comment 24.  Please file as an exhibit the agreement with
FB Fire Technologies Ltd. for the conversion of debt mentioned in the seventh paragraph
on page 26.
Risk Factors, page 27
5.We note your response to prior comment 21. Please disclose the extent to which you have
not been able to service your debt obligations.  For example, it is unclear if the $2 million
promissory note due February 4, 2023 has been repaid.
6.We note that many of the risk factors in this section could apply to other companies.
Please ensure that you include risk factors relevant to your current business.  For example,
we note the disclosure on page 45 about your "newly formed Defense subsidiary."  As
another example, please ensure that you have included risk factors relevant to a company
"engaged in the industrial, oil & gas, and manufacturing sectors" as you have disclosed on
page 3 and elsewhere in your document.
7.Please revise to clarify which officers and directors reside outside the United States.
Please include a separate “Enforceability of Civil Liabilities” section which discloses the
difficulty of bringing actions and enforcing judgements against these individuals. In this
regard, we note the disclosure on page 49 about the addresses outside of the United States
of your officers and directors.
Our ability to generate the significant amount of cash, page 28
8.We note your response to prior comment 2.  Please revise the disclosure to explain how
you plan to fund the cash obligations in connection with the acquisitions of Quality
International Co Ltd FCZ and Petro Line FZ-LLC.
Our long-term success depends, in part, on our ability to operate and expand, page 32
9.We note your response to prior comment 8.  Please quantify the significance of the
international operations to the company, such as the percentage of revenues from
international operations.

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Our largest shareholder, officer, director, Nicolas Link holds substantial control, page 38
10.We note your response to prior comment 5.  Please quantify the extent to which Nicolas
Link holds substantial control or significant influence.
The issuance of shares of our common stock upon conversion or exercise, page 40
11.We note your response to prior comment 6.  Please quantify the number of shares of your
common stock issuable upon conversion or exercise of your outstanding preferred stock,
warrants and convertible notes.
Recent Developments and Plan of Operations - Second Half of 2022, page 45
12.We note your disclosure that you completed seven acquisitions in 2022. Please reconcile
your disclosure to the list of acquisitions on pages 26 and 27 that only show four
acquisitions being consummated in 2022.  Please revise, or advise us.
Recent Developments and Plan of Operations, page 45
13.Please ensure that the disclosure in your amended document is consistent with the material
outside of your amended document.  In this regard, we note your February 6, 2023 press
release that "ILUS Summarizes Its Progress and Projections Following Its 2nd Annual
Shareholder Meeting" and the presentation to investors on January 27, 2023.  There were
several projections in the materials.  For example, we note the reference in the materials to
"Upwards of $200 million in revenue forecasted for current group companies" for 2023.
Please disclose any underlying assumptions, whether you have independent support for
your projections and any uncertainties and limitations on your projections. As another
example, we note the reference in the materials to "ILUS maintains substantial holding
(50-80%) in all spinoffs" is not mentioned in your amended document.
Results of Operations, page 46
14.We note that you attribute the changes in your revenues and operating expenses primarily
to your acquired subsidiaries. Please revise your discussion throughout to provide a more
detailed and meaningful discussion of the factors that resulted in changes in your results
of operation during the reported periods. For example, identify the business or businesses
and when they were acquired, describe their operations during the related period and how
those operations were similar to or differed from businesses that operated in the
comparable prior period, and quantify how they impacted the particular line item on your
statements of operations.
15.To enhance an investor's understanding of your results of operations, please revise to
clearly discuss how each group of businesses, or your divisions identified on page 2,
namely - (i) Emergency & Response, (ii) Industrial & Manufacturing and (iii) Mining
& Renewable Energy, contributed to your revenues and impacted your costs and expenses
during the reported periods. Clearly explain to investors how the operations of each

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acquisition during the reported period impacted results of your different divisions.
16.Revise your discussions of non-operating income and non-operating expenses in all
reported periods to describe the transactions that resulted in the amounts reported. As
applicable, describe the reasons for any changes in the amounts of these transactions
between reported periods.
17.We note that on page 46 you disclose General and administrative expense, Total operating
expenses and Non-operating expenses of $1,106,533, $1,165,229 and $463,886,
respectively, for the year ended December 31, 2021.  These amounts do not agree with the
amounts presented on your statement of operations for the same period on page F-14.
Please revise the filing throughout to eliminate these and other inconsistencies.
Liquidity and Capital Resources, page 47
18.You disclose that net cash provided by operating activities after considering convertible
notes was $10,423,828 for the nine months ended September 30, 2022. Please reconcile
this disclosure with the $9,405,665.67 net cash used in operating activities presented on
the statement of cash flows for the related period on page F-4, or revise the filing as
appropriate.
19.Revise to also provide a robust comparative discussion of your liquidity and capital
resources for the years ended December 31, 2021 and 2020, respectively. Your
discussions of both interim and annual periods should provide investors with a good
understanding of your ability to generate and obtain adequate amounts of cash to meet
your requirements and your plans for cash over the next 12 months from the most recent
fiscal period end and, separately, in the long-term. Further, identify any known trends or
any known demands, commitments, events or uncertainties that will result in or that are
reasonably likely to result in your liquidity increasing or decreasing in any material way.
Refer to the more detailed guidance in Item 303(b)(1) of Regulation S-K.
20.Further, revise the discussions for both the interim and annual periods to
analyze material cash requirements from known contractual and other obligations.
Describe your material cash requirements, including commitments for capital
expenditures, as of the end of the latest fiscal period, the anticipated source of funds
needed to satisfy such cash requirements and the general purpose of such requirements.
Specify each type of obligation and the relevant time period for the
related cash requirements.  In this regard, we note, for example, from page 45 that you are
in the process of launching a project in Serbia, which is planned to be your main
production hub for vehicles and equipment outside of the United States. As applicable,
please include the required disclosure related to this project. Refer to the more detailed
guidance provided in Item 303(b)(1) of Regulation S-K.
Net Income/Net Loss, page 47
21.Revise your discussion to correctly disclose net income for the nine months ended

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September 30, 2021 as $13,035,618.70, as disclosed on your statement of operations for
the same period on page F-2. Please describe the transaction(s) that resulted in non-
operating income of $12,026,143 you recorded in the period.
Employment Agreements, page 53
22.We note your response to prior comment 16.  As previously requested, please tell us, with
a view to disclosure, why common shares in QIND will be issued to your officers and
directors as disclosed on pages 53-58.
Certain Relationships and Related Transactions, and Director Independence, page 59
23.We note your response to prior comment 22.  Please tell us, with a view to disclosure,
why this section does not mention the issuance of shares of preferred class F to Daniel
Link disclosed on page 65.
Index to Financial Statements, page 70
24.We note the discussion relating to your various acquired businesses during the reported
periods in the Business section, including the list provided on pages 26 and 27. Please tell
us your consideration of the requirements to provide financial statements of the acquired
business and related pro forma financial information in this registration statement pursuant
to Rules 8-04 and 8-05 of Regulation S-X.  Provide us with your significance calculations
for each acquisition listed on pages 26 and 27, as well as any probable or consummated
acquisitions through the date of your next amendment. As applicable, revise the filing to
include any required financial statements and related pro forma financial information.
25.Please revise your financial statements to provide the disclosures required by ASC 805-
10-50 relating to your business acquisitions that occurred during the reported periods, and
through the date on which your financial statements were issued.  Clearly describe how
you accounted for each of these acquisitions. As applicable, pursuant to ASC 855-10-50,
include subsequent events notes to the financial statements that clearly describe the
material terms of any probable business acquisitions still pending at the date of your
next amendment.
26.Revise to clearly label the interim financial statements as “unaudited.” Include that label
on each of the primary financial statements and the first page of the notes to financial
statements.  In addition, correct the footnote at the bottom of pages F-1 through F-4 to
state that the accompanying notes are an integral part of these “unaudited” consolidated
financial statements.
27.Revise the unaudited interim as well as the audited financial statements to disclose
accounts receivable, inventory, goodwill and accounts payable on the face of your balance
sheets and provide appropriate disclosure about the items in the notes to financial
statements. Disclose your basis of accounting for inventory (e.g., lower of cost or net
realizable value) and your policy for evaluating and recording inventory impairments.

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Refer to ASC 330-10-50-1 and ASC 350-20-45.
28.To facilitate the usefulness of the unaudited interim financial statements as of and for the
three and nine months ended September 30, 2022 and 2021, respectively, including their
comparability with your annual financial statements, please revise the balance sheet on
page F-1 to present the components of stockholders' equity similar to the disclosures
presented on the audited annual financial statements. Similarly, revise the statements of
cash flows on page F-4 to present the activities that resulted in the net cash flows used in
investing and net cash flows provided by financing activities. Lastly, revise the unaudited
interim financial statements throughout to present dollar amounts rounded to the closest
whole dollar, consistent with the audited annual financial statements. Refer to Rule 8-
03(a)(4) of Regulation S-X.
29.Further, revise the unaudited interim financial statements to include notes to the financial
statements that disclose in tabular form the material components of Other Current
Assets and Other Current Liabilities at September 30, 2022 and December 31, 2021. In
addition, in tabular form, disclose the material components of operating expenses for each
reported period. Include notes to the financial statements that clearly describe the
transactions that resulted in the non-operating expenses and non-operating
income reported in each reported period. Refer to Rule 8-03(b)(1) of Regulation S-X.
30.Revise the financial statements and filing throughout to present all basic and diluted
earnings (loss) per share amounts rounded to the nearest cent (i.e., only two decimal
points), in order not to imply a greater degree of precision than exists. Further, revise the
statements of operations for the three and nine months ended September 30, 2022, and
2021