Security
Type

Security
Class
Title

Fee
Calculation
Rule

Amount
Registered

Proposed

Maximum

Offering

Price Per

Unit

Maximum
Aggregate
Offering
Price

Fee Rate

Amount of
Registration
Fee

Newly Registered Securities

Fees to Be Paid

Equity

Common Stock, $0.0005 par value

Equity

Preferred Stock, $0.0001 par value

Other

Warrants

Other

Subscription Rights

Other

Units

Unallocated (Universal) Shelf)

----

457(o)

(1)

(2)

$50,000,000 (2)

$0.00014760

$7,380 (3)

Fees Previously Paid

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----

----

----

----

----

----

Total Offering Amounts

$50,000,000

$7,380

Total Fees Previously Paid

----

Total Fee Offsets

----

Net Fee Due

$7,380

(1)

There are being registered hereunder such indeterminate number of securities of each identified class as may from time to time be issued at unspecified prices, including securities that may be issued upon exercise, conversion or exchange. Separate consideration may or may not be received for securities that are issuable on exercise, conversion or exchange of other securities. The aggregate maximum offering price of all securities offered pursuant to this registration statement will not exceed $50,000,000. Any securities registered hereunder may be sold separately or in combination with other securities registered hereunder. Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), the shares being registered hereunder include such indeterminate number of shares as may be issuable with respect to the shares being registered hereunder as a result of stock splits, stock dividends or similar transactions.

(2)

The proposed maximum aggregate offering price per class of security will be determined from time to time by the registrant in connection with the issuance by the registrant of the securities registered hereunder and is not specified as to each class of security pursuant to General Instruction II.F. of Form S-3 under the Securities Act.

(3)

Calculated pursuant to Rule 457(o) under the Securities Act.