Changes in


(b) Newly Engaged Independent Registered Public Accounting


On May 18, 2022, the Company’s Board of Directors
approved the appointment of TPS Thayer ("Thayer") as the Company's new independent registered public accounting firm, effective
immediately, to perform independent audit services for the fiscal year ending December 31, 2021.  During the fiscal years ended
December 31, 2020 and December 31, 2019, neither the Company, nor anyone on its behalf, consulted Thayer regarding either (i) the application
of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered
with respect to the consolidated financial statements of the Company, and no written report or oral advice was provided to the Company
by Thayer that was an important factor considered by the Company in reaching a decision as to any accounting, auditing or financial reporting
issue; or (ii) any matter that was the subject of a "disagreement" (as defined in Item 304(a)(1)(iv) of Regulation S-K and the
related instructions) or a “reportable event” (as that term is defined in Item 304(a)(1)(v) of Regulation S-K).











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.









Date:  May 19, 2022


/s/ Steve Smith




Steve Smith, CEO





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