Form 10-Q - Quarterly report [Sections 13 or 15(d)]

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

x	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended November 30, 2023

o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ______to______

Commission File Number: 000-54163

The Marquie Group, Inc.

(Exact name of registrant as specified in its Charter)

Florida		26-2091212
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employee Identification No.)

7901 4^th St N, Suite 4000 St. Petersburg, FL 33702		33702
(Address of principal executive office)		(Zip Code)

(800) 351-3021

(Registrant’s telephone number, including area code)

Not Applicable

(Former Name, former address, and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the issuer was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated Filer ☐	Accelerated Filer ☐
Non-accelerated Filer ☒	Smaller reporting company ☒
	Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Indicate the number of shares outstanding of each of the issuer’s classes of common stock as of the latest practicable date: As of January 12, 2024, there were 825,569,220 shares of $0.0001 par value common stock, issued and outstanding.

TABLE OF CONTENTS

PART I: FINANCIAL INFORMATION

Item 1: Financial Statements	3
Item 2: Management’s Discussion and Analysis of Financial Condition and Results of Operation	16
Item 3: Quantitative and Qualitative Disclosures about Market Risk	20
Item 4: Controls and Procedures	20

PART II: OTHER INFORMATION

Item 1: Legal Proceedings	21
Item 1A: Risk Factors	21
Item 2: Unregistered Sales of Equity Securities and Use of Proceeds	21
Item 3: Defaults Upon Senior Securities	21
Item 4: Mine Safety Disclosures	21
Item 5: Other Information	21
Item 6: Exhibits	21

SIGNATURES	22

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

THE MARQUIE GROUP, INC.

(formerly Music of Your Life, Inc.)

Consolidated Balance Sheets


	November 30,			May 31,
	2023			2023
	(Unaudited)
ASSETS
CURRENT ASSETS

Cash and cash equivalents	$	2,433		$	–

Total Current Assets		2,433			–

OTHER ASSETS

Investment in Acquisition, related party		6,200,000			6,200,000
Loans receivable, related party		28,247			28,247
Music inventory, net of accumulated depreciation of $21,165 and $20,719, respectively		483			929
Trademark costs		10,365			10,365

Total Other Assets		6,239,095			6,239,541

TOTAL ASSETS	$	6,241,528		$	6,239,541

LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES

Bank overdraft	$	–		$	46
Accounts payable		69,997			50,664
Accrued interest payable on notes payable		743,680			578,017
Accrued consulting fees		1,265,917			1,145,917
Notes payable, net of debt discounts of $63,412 and $66,794, respectively		1,478,788			1,465,138
Notes payable to related parties		2,088,047			2,090,772
Derivative liability		370,301			1,035,998

Total Current Liabilities		6,016,730			6,366,552

TOTAL LIABILITIES		6,016,730			6,366,552

STOCKHOLDERS' DEFICIT

Preferred Stock, $0.0001 par value; 20,000,000 shares authorized, 200 and 200 shares issued and outstanding		–			–
Common stock, $0.0001 par value; 50,000,000,000 shares authorized, 756,612,000 and 1,154,389,824 shares issued and outstanding, respectively		115,440			75,663
Common stock payable - 1 share		8,460			8,460
Additional paid-in-capital		14,579,962			14,486,896
Accumulated deficit		(14,479,064	)		(14,698,030	)

Total Stockholders' Deficit		224,798			(127,011	)

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	6,241,528		$	6,239,541

The accompanying notes are an integral part of these financial statements

THE MARQUIE GROUP, INC.

(formerly Music of Your Life, Inc.)

Consolidated Statements of Operations

(Unaudited)


	For the Three Months Ended						For the Six Months Ended
	November 30,						November 30,
	2023			2022			2023			2022

NET REVENUES	$	–		$	–		$	–		$	–

OPERATING EXPENSES

Salaries and Consulting fees		60,000			60,000			120,000			120,000
Professional fees		45,917			12,992			62,893			51,113
Other selling, general and administrative		60,848			10,696			61,415			12,001

Total Operating Expenses		166,765			83,688			244,308			183,114

LOSS FROM OPERATIONS		(166,765	)		(83,688	)		(244,308	)		(183,114	)

OTHER INCOME (EXPENSES)

Income from derivative liability		167,975			1,809,922			711,198			1,851,116
Interest expense (including amortization of debt discounts of $24,757, $14,878, $48,882, and $27,493, respectively)		(135,326	)		(92,535	)		(247,924	)		(145,743	)

Total Other Income (Expenses)		32,649			1,717,387			463,274			1,705,373

LOSS BEFORE INCOME TAXES		(134,116	)		1,633,699			218,966			1,522,259

INCOME TAX EXPENSE		–			–			–			–

NET INCOME (LOSS)	$	(134,116	)	$	1,633,699		$	218,966		$	1,522,259

BASIC AND DILUTED:
Net income (loss) per common share	$	(0.00	)	$	0.01		$	0.00		$	0.01

Weighted average shares outstanding		427,583,795			292,900,441			807,957,041			301,040,848

The accompanying notes are an integral part of these financial statements

THE MARQUIE GROUP, INC.

(formerly Music of Your Life, Inc.)

Consolidated Statements of Stockholders' Deficit

(Unaudited)


	Six Months Ended November 30, 2023
	Preferred Stock				Common Stock				Common Stock		Additional Paid-in		Accumulated			Total Stockholders'
	Shares		Amount		Shares		Amount		Payable		Capital		Deficit			Deficit

Balance, May 31, 2023		200	$	–		756,612,000	$	75,663	$	8,460	$	14,486,896	$	(14,698,030	)	$	(127,011	)

Net income for the three months ended August 31, 2023		–		–		–		–		–		–		353,082			353,082

Balance, August 31, 2023		200	$	–		756,612,000	$	75,663	$	8,460	$	14,486,896	$	(14,344,948	)	$	226,071

Common stock issued for conversion of debt		–		–		279,334,689		27,932		–		49,179		–			77,111

Common stock issued for Standby Equity Agreement		–		–		118,443,135		11,844		–		43,887		–			55,731

Net loss for the three months ended November 30, 2023		–		–		–		–		–		–		(134,116	)		(134,116	)

Balance, November 30, 2023		200	$	–		1,154,389,824	$	115,440	$	8,460	$	14,579,962	$	(14,479,064	)	$	224,798

	Six Months Ended November 30, 2022
	Preferred Stock				Common Stock				Common Stock		Additional Paid-in		Accumulated			Total Stockholders'
	Shares		Amount		Shares		Amount		Payable		Capital		Deficit			Deficit

Balance, May 31, 2022		200	$	–		16,189,732	$	1,621	$	8,460	$	10,213,431	$	(15,878,189	)	$	(5,654,677	)

Round up of shares from reverse stock split		–		–		2,600		–		–		–		–			–

Net loss for the three months ended August 31, 2022		–		–		–		–		–		–		(111,440	)		(111,440	)

Balance, August 31, 2022		200	$	–		16,192,332	$	1,621	$	8,460	$	10,213,431	$	(15,989,629	)	$	(5,766,117	)

Common stock issued for conversion of debt		–		–		73,753,000		7,375		–		140,132		–			147,507

Investment of Acquisition		–		–		666,666,668		66,667		–		4,133,333		–			4,200,000

Net income for the three months ended November 30, 2022		–		–		–		–		–		–		1,633,699			1,633,699

Balance, November 30, 2022		200	$	–		756,612,000	$	75,663	$	8,460	$	14,486,896	$	(14,355,930	)	$	215,089

The accompanying notes are an integral part of these financial statements

THE MARQUIE GROUP, INC.

(formerly Music of Your Life, Inc.)

Consolidated Statements of Cash Flows

(Unaudited)


	For the Six Months Ended
	November 30,
	2023			2022

CASH FLOWS FROM OPERATING ACTIVITIES:

Net income	$	218,966		$	1,522,259
Adjustments to reconcile net income to net cash used by operating activities:
Depreciation of music inventory		446			778
Income from derivative liability		(711,198	)		(1,851,116	)
Amortization of debt discounts		48,882			27,493
Changes in operating assets and liabilities:
Accounts payable		19,333			30,914
Accrued interest payable on notes payable		197,043			111,316
Accrued consulting fees		120,000			110,700

Net Cash Used by Operating Activities		(106,528	)		(47,657	)

CASH FLOWS FROM INVESTING ACTIVITIES:

Payments from loans receivable, related party		–			(9,247	)

Net Cash Used by Investing Activities		–			(9,247	)

CASH FLOWS FROM FINANCING ACTIVITIES:

Bank overdraft		(46	)		–
Proceeds from standby equity agreement		55,732			–
Proceeds from notes payable		56,000			69,435
Repayments of notes payable to related parties		(2,725	)		(12,100	)

Net Cash Provided by Financing Activities		108,961			57,335

NET INCREASE IN CASH AND CASH EQUIVALENTS		2,433			431

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD		–			353

CASH AND CASH EQUIVALENTS, END OF PERIOD	$	2,433		$	784

SUPPLEMENTAL CASH FLOW INFORMATION

Cash Payments For:
Interest	$	–		$	–
Income taxes	$	–		$	–

Non-cash investing and financing activities:
Initial derivative liability charged to debt discounts	$	45,501		$	–
Issuance of stock and promissory note for investment in acquisition	$	–		$	6,200,000
Conversion of debt and accrued interest into common stock	$	77,111		$	147,507

The accompanying notes are an integral part of these financial statements

THE MARQUIE GROUP, INC.

(formerly Music of Your Life, Inc.)

Notes to the Consolidated Financial Statements

November 30, 2023

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION

Organization

The Marquie Group, Inc. (formerly Music of Your Life, Inc.) (the “Company”) was incorporated under the laws of the State of Florida on January 30, 2008 under the name of “Zhong Sen International Tea Company”. From January 2008 to May 2013, the Company operated with the principal business objective of providing sales and marketing consulting services to small to medium sized Chinese tea producing companies who wished to export and distribute high quality Chinese tea products worldwide. On May 31, 2013 (the “Closing Date”), the Company entered into a Merger Agreement (the “Merger Agreement”) by and among the Company, Music of Your Life, Inc., a Nevada corporation (“MYL Nevada”) incorporated October 10, 2012, and Music of Your Life Merger Sub, Inc., a Utah corporation ("Merger Sub"), pursuant to which MYL Nevada merged with Merger Sub. As a result of the merger, MYL Nevada became a wholly owned subsidiary of the Company, and on July 26, 2013, the Company changed its name to Music of Your Life, Inc., a syndicated radio network. On May 20, 2014 the Company acquired 100% of the outstanding stock of iRadio, Inc., a Utah corporation. The Company was the surviving corporation. iRadio was an entity related to the Company by common ownership.

Basis of Presentation

The accompanying unaudited financial statements are presented in accordance with generally accepted accounting principles for interim financial information and the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting only of normal recurring accruals) considered necessary in order to make the financial statements not misleading, have been included. Operating results for the three and six months ended November 30, 2023 are not necessarily indicative of results that may be expected for the year ending May 31, 2024.

Acquisition of The Marquie Group, Inc.

On August 16, 2018 (see Note 8), the Company merged with The Marquie Group, Inc. (“TMGI”) in exchange for the issuance of a total of 100 shares of our common stock to TMGI’s stockholders. Following the merger, the Company had 102 shares of common stock issued and outstanding. On December 5, 2018, the Company amended and restated its Articles of Incorporation providing for a change in the Company’s name from “Music of Your Life, Inc.” to “The Marquie Group, Inc.” The TMGI business plan is to license, develop and launch a direct-to-consumer, health and beauty product line called “Whim” that use innovative formulations of plant-based, amino-acids and other natural alternatives to chemical ingredients.

Going Concern

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. At November 30, 2023, the Company had negative working capital of $6,014,297 and an accumulated deficit of $14,479,064. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern.

To date the Company has funded its operations through a combination of loans and sales of common stock. The Company anticipates another net loss for the fiscal year ended May 31, 2024 and with the expected cash requirements for the coming year, there is substantial doubt as to the Company’s ability to continue operations.

The Company is attempting to improve these conditions by way of financial assistance through issuances of notes payable and additional equity and by generating revenues through sales of products and services. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

NOTE 2 - MUSIC INVENTORY

Music inventory consisted of the following:

Schedule of inventory
	November 30, 2023			May 31, 2023
Digital music acquired for use in operations – at cost	$	21,648		$	21,648
Accumulated depreciation		(21,165	)		(20,719	)
Music inventory – net	$	483		$	929

The Company purchases digital music to broadcast over the radio and internet. During the three and six months ended November 30, 2023, the Company purchased $-0- worth of music inventory. For the six months ended November 30, 2023 and 2022, depreciation of music inventory was $446 and $778, respectively.

NOTE 3 - ACCRUED CONSULTING FEES

Accrued consulting fees consisted of the following:

Schedule of consulting fees payable
	November 30, 2023		May 31, 2023
Due to Company Chief Executive Officer (Related Party) pursuant to Consulting Agreement dated March 1, 2017 – monthly compensation of $10,000 to May 31, 2022, increased to $20,000 after May 31, 2022	$	608,817	$	488,817
Due to wife of Company Chief Executive Officer (Related Party) pursuant to consulting agreement effective August 16, 2018 – monthly compensation of $15,000 (which was terminated May 31, 2021)		305,200		305,200
Due to mother of Company Chief Executive Officer (Related Party) pursuant to Consulting Agreement dated September 1, 2015 (which was terminated November 30, 2019) – monthly compensation of $5,000 to November 30, 2019		131,350		131,350
Due to service provider pursuant to Consulting Agreement dated September 1, 2015 (which was terminated February 28, 2019) – monthly compensation of $5,000 to February 28, 2019		144,700		144,700
Due to service provider pursuant to Consulting Agreement dated September 1, 2015 (which was terminated November 30, 2019) – monthly compensation of $1,000 to November 30, 2019		48,000		48,000
Due to two other service providers		27,850		27,850

Total	$	1,265,917	$	1,145,917

The accrued consulting fees balance changed as follows:


	Six Months Ended November 30, 2023		Year Ended May 31, 2023
Balance, beginning of period	$	1,145,917	$	926,217

Compensation expense accrued pursuant to consulting agreements		120,000		240,000
Payments to consultants		–		(20,300	)

Balance, end of period	$	1,265,917	$	1,145,917

See Note 8 (Commitments and Contingencies).

NOTE 4 - NOTES PAYABLE

Notes payable consisted of the following:

Schedule of notes payable
	November 30, 2023			May 31, 2023
Notes payable to an entity, non-interest bearing, due on demand, unsecured	$	64,700		$	64,700
Note payable to an individual, due on May 22, 2015, in default (B)		25,000			25,000
Note payable to an entity, non-interest bearing, due on February 1, 2016, in default (D)		50,000			50,000
Note payable to a family trust, stated interest of $2,500, due on October 31, 2015, in default (E)		7,000			7,000
Note payable to a corporation, stated interest of $5,000, due on October 21, 2015, in default (G)		50,000			50,000
Note payable to a corporation, stated interest of $5,000, due on November 6, 2015, in default (H)		50,000			50,000
Note payable to an individual, due on December 20, 2015, in default, 24% default rate from January 20, 2016 (I)		25,000			25,000
Convertible note payable to an entity, interest at 12%, due on December 29, 2016, in default (M)		40,000			40,000
Note payable to a family trust, interest at 10%, due on November 30, 2016, in default (P)		25,000			25,000
Convertible note payable to an individual, interest at 10%, due on demand (V)		46,890			46,890
Convertible note payable to an individual, interest at 8%, due on demand (W)		29,000			29,000
Convertible note payable to an individual, interest at 8%, due on demand (X)		21,500			21,500
Convertible note payable to an entity, interest at 10%, due on demand (Y)		8,100			8,100
Convertible note payable to an entity, interest at 10%, due on March 5, 2019, in default (DD)		35,000			35,000
Convertible note payable to an entity, interest at 10%, due on September 18, 2019, in default (GG)		8,505			8,505
Convertible note payable to an entity, interest at 12%, due on November 30, 2021, in default, net of discount of $-0- and $85,233, respectively (SS)		154,764			154,764
Convertible note payable to an entity, interest at 10%, due on June 4, 2022, in default (VV)		170,212			170,212
Convertible note payable to an entity, interest at 8%, due on August 27, 2022, in default (WW)		14,000			14,000
Convertible note payable to an entity, interest at 12%, due on December 21, 2022, in default (YY)		58,250			58,250
Convertible note payable to an entity, interest at 12%, due on February 8, 2023, in default (ZZ)		245,000			245,000
Convertible note payable to an entity, interest at 12%, due on June 10, 2023, net of discount of $-0- and $1,065, respectively (AA)		–			37,815
Convertible note payable to an entity, interest at 12%, due on November 4, 2023, in default, net of discount of $-0- and $13,143, respectively (C)		34,204			17,412
Convertible note payable to an entity, interest at 12%, due on April 10, 2024, net of discount of $22,036 and $52,586, respectively (F)		39,063			8,514
Convertible note payable to an entity, interest at 10%, due on August 15, 2024, net of discount of $38,574 and $-0-, respectively (J)		3,426			–
Convertible note payable to an entity, interest at 12%, due on September 18, 2024, net of discount of $2,802 and $-0-, respectively (K)		698			–
Note payable to the Small Business Administration under the Payroll Protection Program, interest at 1%, due in installments through May 4, 2022, forgivable in part or whole subject to certain requirements		70,000			70,000
Note payable to the Small Business Administration under the Payroll Protection Program, interest at 1%, due in installments through April 5, 2023, forgivable in part or whole subject to certain requirements		100,000			100,000
Notes payable to individuals, non-interest bearing, due on demand		103,476			103,476
Total Notes Payable		1,478,788			1,465,138
Less: Current Portion		(1,478,788	)		(1,465,138	)
Long-Term Notes Payable	$	–		$	–

(B) On April 22, 2015, the Company issued a $25,000 Promissory Note, non-interest bearing (interest at 24% per annum after May 22, 2015), due at maturity on May 22, 2015.

(D) On July 24, 2015, the Company issued a $50,000 Promissory Note to Kodiak Capital Group, LLC (“Kodiak”) for services rendered in association with an Equity Purchase Agreement. As amended and restated January 4, 2016, the note is non-interest bearing and was due on February 1, 2016.

(E) On July 31, 2015, the Company issued a $25,000 Promissory Note with a stated interest amount of $2,500 due at maturity on October 31, 2015.

(G) On August 6, 2015, the Company issued a $50,000 Promissory Note with a stated interest amount of $5,000 due at maturity on October 21, 2015.

(H) On August 21, 2015, the Company issued a $50,000 Promissory Note with a stated interest amount of $5,000 due at maturity on November 6, 2015.

(I) On September 21, 2015, the Company issued a $25,000 Promissory Note with a stated interest amount of $2,500 due at maturity on December 20, 2015. In the event that all principal and interest are not paid to the lender by January 20, 2016, interest is to accrue at a rate of 24% per annum commencing on January 21, 2016.

(M) On December 29, 2015, the Company issued a $20,000 Convertible Promissory Note to a lender for net loan proceeds of $15,000. The note bears interest at a rate of 12% per annum, was due on December 29, 2016, and is convertible at the option of the lender into shares of the Company common stock at a Conversion Price equal to 50% of the lowest closing bid price during the 30 Trading Day period prior to the Conversion Date. See Note 6 (Derivative Liability).

(P) On June 3, 2016, the Company issued a $25,000 Promissory Note. The note bears interest at a rate of 10% per annum and was due on November 30, 2016.

(V) On May 3, 2017, the Company issued a $72,750 Convertible Promissory Note to a lender as a replacement for the principal and interest due on a promissory note due on October 14, 2014. The note bears interest at a rate of 10% per annum, is due on demand, and is convertible at the option of the lender into shares of the Company common stock at a Conversion Price equal to $0.1293 per share.

(W) On April 5, 2017, the Company issued a $35,000 Convertible Promissory Note to a lender as a replacement for the principal and interest due on a promissory note due on August 23, 2015. The note bears interest at a rate of 8% per annum, is due on demand, and is convertible at the option of the lender into shares of the Company common stock at a Conversion Price equal to 40% of the lowest Trading Price during the 5 Trading Day period prior to the Conversion Date. See Note 6 (Derivative Liability).

(X) On April 5, 2017, the Company issued a $27,500 Convertible Promissory Note to a lender as a replacement for the principal and interest due on a promissory note due on October 31, 2015. The note bears interest at a rate of 8% per annum, is due on demand, and is convertible at the option of the lender into shares of the Company common stock at a Conversion Price equal to 40% of the lowest Trading Price during the 5 Trading Day period prior to the Conversion Date. See Note 6 (Derivative Liability).

(Y) On March 1, 2017, the Company issued a $8,600 Convertible Promissory Note to a vendor of the Company to convert certain accounts payable due to the vendor. The note bears interest at a rate of 10% per annum, is due on demand, and is convertible at the option of the lender into shares of the Company common stock at a Conversion Price equal to the higher of $0.04 per share or 60% of the lowest Trading Price during the 5 Trading Day period prior to the Conversion Date.

(DD) On March 5, 2018, the Company issued a $35,000 Convertible Promissory Note to a lender for net loan proceeds of $33,000. The note bears interest at a rate of 10% per annum, was due on March 5, 2019, and is convertible at the option of the lender into shares of the Company common stock at a Conversion Price equal to 50% of the lowest Trading Price during the 20 Trading Day period prior to the Conversion Date. See Note 6 (Derivative Liability).

(GG) On September 18, 2018, the Company issued a $18,000 Convertible Promissory Note to a lender for net loan proceeds of $14,000. The note bears interest at a rate of 10% per annum, was due on September 18, 2019, and is convertible at the option of the lender into shares of the Company common stock at a Conversion Price equal to 50% of the lowest Trading Price during the 20 Trading Day period prior to the Conversion Date. See Note 6 (Derivative Liability).

(SS) On November 30, 2020, the Company issued a $170,000 Convertible Promissory Note to a lender which paid off some of the accrued interest for the note described in (RR) above. The Company received net proceeds of $32,500. The note bears interest at a rate of 12% per annum, is due on November 30, 2021, and is convertible at the option of the lender into shares of the Company common stock at a Conversion Price equal to the lesser of (1) 105% of the closing bid price of the Common Stock on the Issue Date, or (2) the closing bid price of the Common Stock on the Trading Day immediately preceding the date of the conversion. See Note 6 (Derivative Liability).

(VV) On June 4, 2021, the Company issued a $238,596 Convertible Promissory Note to a lender which paid off the principal and accrued interest for the notes described in (EE), (FF), (KK), (LL), (MM), (NN) and (PP) above. The note bears interest at a rate of 10% per annum, is due on June 4, 2022, and is convertible at the option of the lender into shares of the Company common stock at a Conversion Price equal to the lesser of (1) $0.00004, or (2) 50% of the lowest trading price of the common stock for the previous 15 day trading period. See Note 6 (Derivative Liability).

(WW) On August 27, 2021, the Company issued a $14,000 Convertible Promissory Note to a lender for net loan proceeds of $10,000. The note bears interest at a rate of 8% per annum, is due on August 27, 2022, and is convertible at the option of the lender into shares of the Company common stock at a Conversion Price equal to 65% of the lowest trading price in the 10 Trading Day period prior to the Conversion Date. See Note 6 (Derivative Liability).

(YY) On December 21, 2021, the Company issued a $58,250 Convertible Promissory Note to a lender for net loan proceeds of $49,925. The note bears interest at a rate of 12% per annum, is due on December 21, 2022, and is convertible at the option of the lender into shares of the Company common stock at a Conversion Price equal to the higher of (1) $0.10, or (2) the par value of the Common Stock.

(ZZ) On February 8, 2022, the Company issued a $245,000 Convertible Promissory Note to a lender for net loan proceeds of $218,000. The note bears interest at a rate of 12% per annum, is due on February 8, 2023, and is convertible at the option of the lender into shares of the Company common stock at a Conversion Price equal to the higher of (1) $0.10, or (2) the par value of the Common Stock.

(AA) On June 10, 2022, the Company issued a $38,880 Convertible Promissory Note to a lender for net loan proceeds of $31,800. The note bears interest at a rate of 12% per annum, is due on June 10, 2023, and is convertible at the option of the lender into shares of the Company common stock at a Conversion Price equal to the lower of (1) $0.05, or (2) 50% of the lowest trading price in the 10 Trading Day period prior to the Conversion Date. See Note 6 (Derivative Liability).

(C) On November 4, 2022, the Company issued a $30,555 Convertible Promissory Note to a lender for net loan proceeds of $25,000. The note bears interest at a rate of 12% per annum, is due on November 4, 2023, and is convertible at the option of the lender into shares of the Company common stock at a Conversion Price equal to the lower of (1) $0.005, or (2) 50% of the lowest trading price in the 10 Trading Day period prior to the Conversion Date. See Note 6 (Derivative Liability).

(F) On April 10, 2023, the Company issued a $61,100 Convertible Promissory Note to a lender for net loan proceeds of $55,000. The note bears interest at a rate of 12% per annum, is due on April 10, 2024, and is convertible at the option of the lender into shares of the Company common stock at a Conversion Price equal to the higher of (1) $0.003, or (2) the par value of the Common Stock. See Note 6 (Derivative Liability).

(J) On November 7, 2023, the Company issued a $42,000 Convertible Promissory Note to a lender for net loan proceeds of $32,200. The note bears interest at a rate of 10% per annum, is due on August 15, 2024, and is convertible at the option of the lender into shares of the Company common stock at a Conversion Price equal to 63% of the lowest trading price in the 10 Trading Day period prior to the Conversion Date. See Note 6 (Derivative Liability).

(K) On September 18, 2023, the Company issued a $3,500 Convertible Promissory Note to a lender for net loan proceeds of $3,500. The note bears interest at a rate of 12% per annum, is due on September 18, 2024, and is convertible at the option of the lender into shares of the Company common stock at a Conversion Price equal to 50% of the lowest trading price in the 10 Trading Day period prior to the Conversion Date. See Note 6 (Derivative Liability).

Concentration of Notes Payable:

The principal balance of notes payable was due to:

Schedule of notes payable by lender
	November 30, 2023			May 31, 2023

Lender A	$	458,014		$	458,014
Lender B		170,212			170,212
14 other lenders		913,974			903,706

Total		1,542,200			1,531,932

Less debt discounts		(63,412	)		(66,794	)

Net	$	1,478,788		$	1,465,138

NOTE 5 - NOTES PAYABLE – RELATED PARTIES

Notes payable – related parties consisted of the following:

Schedule of related party notes payable
	November 30, 2023			May 31, 2023

Note payable to Company law firm (and owner of 2,500 shares of common stock since August 16, 2018), non-interest bearing, due on demand, unsecured	$	2,073		$	2,073
Notes payable to The OZ Corporation (owner of 2,500 shares of common stock since August 16, 2018), non-interest bearing, due on demand, unsecured		69,250			69,250
Note payable to the Chief Executive Officer, non-interest bearing, due on demand, unsecured		16,724			19,449
Note payable to the wife of the Chief Executive Officer as part of the 25% acquisition of Simply Whim, interest at 12%, due on September 20, 2023, unsecured (See Note 10)		2,000,000			2,000,000
Total Notes Payable		2,088,047			2,090,772
Less: Current Portion		(2,088,047	)		(2,090,772	)
Long-Term Notes Payable	$	–		$	–

NOTE 6 - DERIVATIVE LIABILITY

The derivative liability at November 30, 2023 and May 31, 2023 consisted of:

Schedule of derivative liabilities
	November 30, 2023				May 31, 2023
	Face Value		Derivative Liability		Face Value		Derivative Liability
Convertible note payable issued December 29, 2015, due December 29, 2016 (M)	$	40,000	$	60,000	$	40,000	$	81,481
Convertible note payable issued April 5, 2017, due on demand (W)		29,000		61,625		29,000		81,093
Convertible note payable issued April 5, 2017, due on demand (X)		21,500		45,688		21,500		60,120
Convertible note payable issued March 5, 2018, due on March 5, 2019 (DD)		35,000		52,500		35,000		71,296
Convertible note payable issued September 18, 2018, due on September 18, 2019 (GG)		8,506		12,758		8,506		17,326
Convertible note payable issued November 30, 2020, due on November 30, 2021 (SS)		154,764		15,102		154,764		151,020
Convertible note payable issued June 4, 2021, due on June 4, 2022 (VV)		170,212		17,367		170,212		153,285
Convertible note payable issued August 27, 2021, due on August 27, 2022 (WW)		14,000		12,923		14,000		18,707
Convertible note payable issued June 10, 2022, due on June 10, 2023 (AA)		–		–		38,880		154,078
Convertible note payable issued November 4, 2022, due on November 4, 2023 (C)		34,203		45,832		30,555		92,797
Convertible note payable issued April 10, 2023, due on April 10, 2024 (F)		61,100		18,878		61,100		154,795
Convertible note payable issued November 7, 2023, due on August 15, 2024 (J)		42,000		18,878		–		–
Convertible note payable issued September 18, 2023, due on September 18, 2024 (K)		3,500		8,750		–		–

Totals	$	613,785	$	370,301	$	603,517	$	1,035,998

The above convertible notes contain a variable conversion feature based on the future trading price of the Company common stock. Therefore, the number of shares of common stock issuable upon conversion of the notes is indeterminate. Accordingly, we have recorded the fair value of the embedded conversion features as a derivative liability at the respective issuance dates of the notes and charged the applicable amounts to debt discounts and the remainder to other expense. The increase (decrease) in the fair value of the derivative liability from the respective issuance dates of the notes to the measurement dates is charged (credited) to other expense (income). The fair value of the derivative liability of the notes is measured at the respective issuance dates and quarterly thereafter using the Black Scholes option pricing model.

Assumptions used for the calculations of the derivative liability of the notes at November 30, 2023 include (1) stock price of $0.0005 per share, (2) exercise prices ranging from $0.00004 to $0.000378 per share, (3) terms ranging from 0 days to 293 days, (4) expected volatility of 2,202% and (5) risk free interest rates ranging from 5.44% to 5.56%.

Assumptions used for the calculations of the derivative liability of the notes at May 31, 2023 include (1) stock price of $0.0041 per share, (2) exercise prices ranging from $0.00004 to $0.001755 per share, (3) terms ranging from 0 days to 315 days, (4) expected volatility of 2,189% and (5) risk free interest rates ranging from 4.65% to 5.28%.

Concentration of Derivative Liability:

The derivative liability relates to convertible notes payable due to:


	November 30, 2023		May 31, 2023

Lender A	$	15,102	$	151,020
Lender B		17,367		153,285
Lender C		45,833		415,233
Lender D		78,181		107,329
5 other lenders		213,818		209,131

Total	$	370,301	$	1,035,998

NOTE 7 - EQUITY TRANSACTIONS

Effective April 21, 2022, the Company effectuated a 1 for 1,000 reverse split of the Company’s Common Stock (“Reverse Split”), meaning that each 1,000 shares of Common Stock is consolidated into 1 share of Common Stock following the reverse split, provided however, that fractional shares would be rounded up to the nearest whole share. Following the Reverse Split, the Company had 16,192,332 common shares issued and outstanding. The accompanying financial statements have been retroactively adjusted to reflect this reverse stock split.

On October 13, 2022 (the “Closing Date”), the Company entered into a Standby Equity Commitment Agreement (the “Equity Agreement” by and among the Company, and MacRab, LLC, a Florida limited liability company ("MacRab"), pursuant to which MacRab has agreed to purchase at the Company’s sole discretion, up to five million dollars ($5,000,000) of the Company's common stock (the “Put Shares”) at a purchase price of 90% of the average of the two (2) lowest volume weighted average prices of the Company’s Common Stock on OTCQB during the six (6) Trading Days immediately following the Clearing Date.

Contemporaneous therewith, the Company and MacRab also entered into a Registration Rights Agreement, whereby the Company has agreed to provide certain registration rights under the Securities Act of 1933, as amended. Pursuant to the Registration Rights Agreement, the Company has registered the Put Shares pursuant in a registration statement on Form S-1 (the “Registration Statement”). The Registration Statement was filed on October 21, 2022.

During the six months ended November 30, 2023, the Company issued an aggregate of 118,443,135 shares of common stock pursuant to the Equity Agreement for net proceeds of $55,731.

During the six months ended November 30, 2023, the Company issued an aggregate of 279,334,689 shares of common stock for the conversion of notes payable and accrued interest in the aggregate amount of $77,111.

NOTE 8 - COMMITMENTS AND CONTINGENCIES

Consulting Agreements with Individuals

The Company has entered into Consulting Agreements with the Company’s Chief Executive Officer, the wife of the Company’s Chief Executive Officer, the mother of the Company’s Chief Executive Officer, and other service providers (see Note 3 – Accrued Consulting Fees). The Consulting Agreement with the Company’s Chief Executive Officer provided for monthly compensation of $10,000 through May 31, 2022 and was increased to $20,000 after May 31, 2022. The Consulting Agreement with the wife of the Company’s Chief Executive Officer provided for monthly compensation of $15,000 and expired on May 31, 2021. The Consulting Agreement with the mother of the Company’s Chief Executive Officer provided for monthly compensation of $5,000 and was terminated as of November 30, 2019. The other 3 consulting agreements provided for monthly compensation totaling $6,500 and were terminated as of November 30, 2019. See Note 3 (Accrued Consulting Fees).

Corporate Consulting Agreement

On March 14, 2018, the Company executed a Corporate Consulting Agreement (the “Agreement”) with a consulting firm entity (the “Consultant”). The Agreement provided for the Consultant to perform certain investor relations and other services for the Company. The term of the Agreement was 4 months but the Agreement provided that the Company could terminate the Agreement for any reason at any time upon 5 days written prior notice. The Agreement provided for 8 payments of cash fees totaling $240,000 to be paid to the Consultant over 4 months.

On April 1, 2018, the Company notified the Consultant that the Agreement was terminated. A total of $25,000 was paid to the Consultant in March 2018 which was expensed and included in “Salaries and Consulting Fees” in the Consolidated Statement of Operations for the year ended May 31, 2018. No other amounts were paid or accrued subsequent to May 31, 2018.

On October 16, 2018 (see Note 7), the Company issued 5,000 shares of its common stock to the Consultant. On October 26, 2018, the Consultant advised the Company that it had not been notified that the Agreement was terminated on April 1, 2018 and that the Company is in default of the Agreement.

NOTE 9 - INVESTMENT IN ACQUISITION, RELATED PARTY

On September 20, 2022, the Company entered into an agreement to acquire 25% of the outstanding shares of SIMPLY WHIM, INC., a Wyoming corporation (“SIMPLY WHIM”), in exchange for 666,666,668 shares of common stock of the Company and a promissory note in the face amount of $2,000,000. SIMPLY WHIM is a skin care product development company. At the date of the acquisition, the price per share of the company shares was $0.0063. The total consideration paid by the company (value of stock issued and promissory note) was $6,200,000 which has been recorded as Investment in Acquisition, related party, on the balance sheet. The Company determined that the Simply Whim investment should be accounted for under the cost method because the Company does not have the ability to exercise significant influence over operating and financial policies of the investee given there is no representation on the board of directors, participation in policy-making processes, no interchange of managerial personnel, and the majority ownership of the investee is a nonpublic company held by one individual. The Company is currently evaluating the fair value of the investment under the current effective ASU 2016-01 accounting standard.

NOTE 10 - SUBSEQUENT EVENTS

Subsequent to November 30, 2023, the Company issued an aggregate of 68,957,220 shares of common stock pursuant to the Equity Agreement for net proceeds of $16,239.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operation

The following discussion contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 relating to future events or our future performance. Actual results may materially differ from those projected in the forward-looking statements as a result of certain risks and uncertainties set forth in this prospectus. Although management believes that the assumptions made and expectations reflected in the forward-looking statements are reasonable, there is no assurance that the underlying assumptions will, in fact, prove to be correct or that actual results will not be different from expectations expressed in this report.

BUSINESS OVERVIEW

The Marquie Group, Inc. is an emerging direct-to-consumer firm specializing in product development and media, including a dynamic radio and digital network. We craft and promote top-tier health and beauty solutions that enrich lives, showcased through engaging radio content for our audience. We maintain a website at www.themarquiegroup.com. Our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and any amendments to these reports are available free of charge through our website as soon as reasonably practicable after those reports are electronically filed with or furnished to the SEC. The information on our website is not a part of or incorporated by reference into this or any other report of the company filed with, or furnished to, the SEC.

We have three operating segments: (1) Broadcast, (2) Digital Media, and (3) Health and Beauty, which also qualify as reportable segments. Our operating segments reflect how we assess the performance of each operating segment and determine the appropriate allocations of resources to each segment. We continually review our operating segment classifications to align with operational changes in our business and may make changes as necessary.

We measure and evaluate our operating segments based on operating income and operating expenses that exclude costs related to corporate functions, such as accounting and finance, human resources, legal, tax and treasury. We also exclude costs such as amortization, depreciation, taxes, and interest expense when evaluating the performance of our operating segments.

Broadcasting

Our foundational business is radio broadcasting, which includes the ownership and operation of a syndicated radio network including our affiliated radio stations subscribing to our programming delivery.

Advertising revenue generated from our syndicated radio operations is reported as broadcast revenue in our Consolidated Financial Statements. Advertising revenue is recorded on a gross basis unless an agency represents the advertiser, in which case revenue is reported net of the commission retained by the agency.

Broadcast revenue is impacted by the rates radio stations can charge for programming and advertising time, the level of airtime sold to programmers and advertisers, the number of impressions delivered, or downloads made, and the number of listener responses in the case of pay-per-call. Advertising rates are based upon the demand for advertising time, which in turn is based on our stations’ and networks’ ability to produce results for their advertisers. We market ourselves to advertisers based on the responsiveness of our audiences. We do not subscribe to traditional audience measuring services for most of our radio stations.

Each of our radio station affiliates allocates 3 minutes per hour of advertising time for our commercials at a preset time every hour based on the Music of Your Life clock.

Our results are subject to seasonal fluctuations. As is typical in the broadcasting industry, our second and fourth quarter advertising revenue typically exceeds our first and third quarter advertising revenue. Seasonal fluctuations in advertising revenue correspond with quarterly fluctuations in the retail industry. Additionally, we experience increased demand for political advertising during election even numbered years, over non-election odd numbered years. Political advertising revenue varies based on the number and type of candidates as well as the number and type of debated issues.

Broadcast operating expenses include: (i) employee salaries, commissions and related employee benefits and taxes, (ii) facility expenses such as lease expense and utilities, (iii) marketing and promotional expenses, (iv) production and programming expenses, and (v) music license fees. In addition to these expenses, our network incurs programming costs and lease expenses for satellite communication facilities.

Digital Media

Revenue generated from this segment is reported as digital media revenue in our Consolidated Statements of Operations. Digital media revenue is impacted by the rates our sites can charge for advertising time, the level of advertisements sold, the number of impressions delivered, or the number of products sold, and the number of digital subscriptions sold. Like our broadcasting segment, our second and fourth quarter advertising revenue from our digital media segment generally exceeds the segment’s first and third quarter advertising revenue. This seasonal fluctuation in advertising revenue corresponds with quarterly fluctuations in the retail advertising industry. We also experience fluctuations in quarter-over-quarter comparisons based on the date on which Easter is observed, as this holiday generates a higher volume of product downloads from our church product websites. Additionally, we experience increased demand for advertising time and placement during election years for political advertisements.

The primary operating expenses incurred by our digital media businesses include: (i) employee salaries, commissions and related employee benefits and taxes, (ii) facility expenses such as lease expense and utilities, (iii) marketing and promotional expenses, (iv) royalties, (v) streaming costs, and (vi) cost of goods sold associated with e-commerce sites.

Health and Beauty

Except for AminoMints®, our health and beauty operations are owned by Simply Whim, Inc., and include Whim®, an emerging beauty brand blending Nature, Nutrition, and Science to offer safe and effective products. Whim’s founder, a 3-time cancer survivor under treatment, recognizes the U.S.'s regulatory lapses and strives for better standards. Exclusively made in the USA, Whim® aims to provide responsible beauty options. We forecast strong sales growth next year, driven by demand for safer beauty solutions, and plan to exceed these expectations with continued innovation.

Expenses which comprise the costs of goods sold will include licensing agreements and royalties, as well as operational and staffing costs related to the management of the Company’s syndicated radio network, product development and product marketing costs. General and administrative expenses are comprised of administrative wages; office expenses; outside legal, accounting, and other professional fees; travel and other miscellaneous office and administrative expenses. Selling and marketing expenses include selling/marketing wages and benefits, advertising, and promotional expenses, as well as travel and other miscellaneous related expenses.

Because we have incurred losses, income tax expenses are immaterial. No tax benefits have been booked related to operating loss carryforwards, given our uncertainty of being able to utilize such loss carryforwards in future years. We anticipate incurring additional losses during the coming year.

RESULTS OF OPERATION

Following is management’s discussion of the relevant items affecting results of operations for the three and six months ended November 30, 2023 and 2022.

Revenues. The Company generated no net revenues during the three and six months ended November 30, 2023 and 2022. Revenues in the past have been generated from spot sales on our syndicated radio network.

Cost of Sales. Our cost of sales were $-0- for the three and six months ended November 30, 2023 and 2022. Our cost of sales in the future will consist principally of licensing costs and royalties associated with our syndicated radio network, other related services provided directly or outsourced through our affiliates, as well as operational and staffing costs with respect thereto.

Salaries and Consulting Expenses. Executive salaries remain unpaid and accruing for the year ending May 31, 2023. Accrued salaries and consulting expenses were $60,000 and 60,000 for the three months ended November 30, 2023 and 2022, respectively. Accrued salaries and consulting expenses were $120,000 and 120,000 for the six months ended November 30, 2023 and 2022, respectively. We expect that salaries and consulting expenses, that are cash-based instead of share-based, will increase as we add personnel to build our health and beauty business.

Professional Fees. Professional fees were $45,917 and $12,992 for the three months ended November 30, 2023 and 2022, respectively. Professional fees were $62,893 and $51,113 for the six months ended November 30, 2023 and 2022, respectively. Professional fees consist mainly of the fees related to the audits and reviews of the Company’s financial statements as well as the filings with the Securities and Exchange Commission. We anticipate that professional fees will increase in future periods as we scale up our operations.

Other Selling, General and Administrative Expenses. Other selling, general and administrative expenses were $60,848 and $10,696 for the three months ended November 30, 2023 and 2022, respectively. Other selling, general and administrative expenses were $61,415 and $12,001 for the six months ended November 30, 2023 and 2022, respectively. The increase during the three months ended November 30, 2023 was the result of additional expenses of $51,705 related to investor relations. We anticipate that SG&A expenses will increase commensurate with an increase in our operations.

Other Income (Expenses). The Company had net other income of $32,649 and $1,717,387 for the three months ended November 30, 2023 and 2022, respectively. The Company had net other income of $463,274 and $1,705,373 for the six months ended November 30, 2023 and 2022, respectively. During the six months ended November 30, 2023 and 2022, the company recorded income on the change in the fair value of the derivative liability in the amount of $711,198 and $1,851,116, respectively. During the six months ended November 30, 2023 and 2022, other expenses incurred were comprised of interest expenses related to notes payable in the amount of $247,924 and $145,743, which included the amortization of debt discounts of $48,882 and $27,493, respectively.

LIQUIDITY AND CAPITAL RESOURCES

As of November 30, 2023, our primary source of liquidity consisted of $2,433 in cash and cash equivalents. We hold our cash reserves in a major United States bank. Since inception, we have financed our operations through a combination of short and long-term loans, and through the private placement of our common stock.

We have sustained significant net losses which have resulted in negative working capital and an accumulated deficit at November 30, 2023 of $6,014,297 and $14,479,064, respectively, which raises doubt about our ability to continue as a going concern. We generated net income for the six months ended November 30, 2023 of $218,966, however, that income was the result of income from derivative liability rather than operating income. Without additional revenues, working capital loans, or equity investment, there is substantial doubt as to our ability to continue operations.

We believe these conditions have resulted from the inherent risks associated with small public companies. Such risks include, but are not limited to, the ability to (i) generate revenues and sales of our products and services at levels sufficient to cover our costs and provide a return for investors, (ii) attract additional capital in order to finance growth, and (iii) successfully compete with other comparable companies having financial, production and marketing resources significantly greater than those of the Company.

We believe that our capital resources are insufficient for ongoing operations, with minimal current cash reserves, particularly given the resources necessary to expand our multi-media entertainment business. We will likely require considerable amounts of financing to make any significant advancement in our business strategy. There is presently no agreement in place that will guarantee financing for our Company, and we cannot assure you that we will be able to raise any additional funds, or that such funds will be available on acceptable terms. Funds raised through future equity financing will likely be substantially dilutive to current shareholders. Lack of additional funds will materially affect our Company and our business and may cause us to substantially curtail or even cease operations. Consequently, you could incur a loss of your entire investment in the Company.

CRITICAL ACCOUNTING PRONOUNCEMENTS

Our financial statements and related public financial information are based on the application of generally accepted accounting principles in the United States (“GAAP”). GAAP requires the use of estimates, assumptions, judgments, and subjective interpretations of accounting principles that have an impact on the assets, liabilities, revenues, and expense amounts reported. These estimates can also affect supplemental information contained in our external disclosures including information regarding contingencies, risk, and financial condition. We believe our use of estimates and underlying accounting assumptions adhere to GAAP and are consistently and conservatively applied. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results may differ materially from these estimates under different assumptions or conditions. We continue to monitor significant estimates made during the preparation of our financial statements.

Our significant accounting policies are summarized in Note 2 of our financial statements included in our May 31, 2023 Form 10-K. While all these significant accounting policies impact our financial condition and results of operations, we view certain of these policies as critical. Policies determined to be critical are those policies that have the most significant impact on our financial statements and require management to use a greater degree of judgment and estimates. Actual results may differ from those estimates. Our management believes that given current facts and circumstances, it is unlikely that applying any other reasonable judgments or estimate methodologies would cause a material effect on our results of operations, financial position or liquidity for the periods presented in this report.

We recognize revenue on arrangements in accordance with FASB ASC No. 605, “Revenue Recognition”. In all cases, revenue is recognized only when the price is fixed and determinable, persuasive evidence of an arrangement exists, the service is performed, and collectability of the resulting receivable is reasonably assured.

RECENT ACCOUNTING PRONOUNCEMENTS

We have reviewed accounting pronouncements issued during the past two years and have adopted any that are applicable to the Company. We have determined that none had a material impact on our financial position, results of operations, or cash flows for the periods presented in this report.

OFF-BALANCE SHEET ARRANGEMENTS

We do not have any off-balance sheet arrangements, financings, or other relationships with unconsolidated entities or other persons, also known as “special purpose entities” (“SPE”s).

Item 3. Quantitative and Qualitative Disclosures about Market Risks

Not applicable because we are a smaller reporting company.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Pursuant to Rule 13a-15(b) under the Securities Exchange Act of 1934 (“Exchange Act”), the Company carried out an evaluation, with the participation of the Company’s management, including the Company’s Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), of the effectiveness of the Company’s disclosure controls and procedures (as defined under Rule 13a-15(e) under the Exchange Act) as of the end of the period covered by this report. Based upon that evaluation, the Company’s CEO and CFO concluded that the Company’s disclosure controls and procedures were not effective to ensure that information required to be disclosed by the Company in the reports that the Company files or submits under the Exchange Act, is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to the Company’s management, including the Company’s CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure as a result of continuing material weaknesses (such as the absence of an audit committee and absence of qualified independent directors) in its internal control over financial reporting. The disclosure controls and procedures were ineffective because there was no segregation of duties. One member of our management team handles all accounting duties including the recording of transactions, paying bills, and reconciling the bank account. We have minimized this risk by having an external accountant review all transactions and make the appropriate adjustments before the review by our external auditor.

Changes in Internal Controls Over Financial Reporting

There have been no changes in the Company's internal control over financial reporting during the latest fiscal quarter that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

Currently we are not aware of any litigation pending or threatened by or against the Company.

Item 1A. Risk Factors

Not applicable because we are a smaller reporting company.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

See Note 7 in the notes to the financial statements.

With respect to the transactions in Note 7 to the financial statements, each of the recipients of securities of the Company was an accredited investor or is considered by the Company to be a “sophisticated person”, inasmuch as each of them has such knowledge and experience in financial and business matters that they are capable of evaluating the merits and risks of receiving securities of the Company. No solicitation was made, and no underwriting discounts were given or paid in connection with these transactions. The Company believes that the issuance of its securities as described above was exempt from registration with the Securities and Exchange Commission pursuant to Section 4(2) of the Securities Act of 1933.

Item 3. Defaults Upon Senior Securities

The Company has not paid the principal and interest due on 16 notes payable aggregating $991,935 at November 30, 2023. See Note 4 to the Consolidated Financial Statements.

Item 4. Mine Safety Disclosures

Not Applicable.

Item 5. Other Information

None.

Item 6. Exhibits

Exhibit No.		Description
3.1		Amended and Restated Articles of Incorporation of Music of Your life, Inc. (incorporated by reference to the Company's Form S-1/A filed on November 22, 2022)
3.2		Amended and Restated Bylaws of Music of Your Life, Inc. (incorporated by reference to the Company’s Form S-1/A filed on November 22, 2022)
31.1		Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1		Certification of Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS		XBRL Instance Document
101.SCH		XBRL Taxonomy Extension Schema Document
101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF		XBRL Taxonomy Extension Definition Linkbase Document
101.LAB		XBRL Taxonomy Extension Label Linkbase Document
101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document

SIGNATURES

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 thereunto duly authorized.

	The Marquie Group, Inc.

Date: January 22, 2024	By:	/s/ Marc Angell
		Marc Angell
		Chief Executive Officer
		(Duly Authorized Officer and Principal Executive Officer)

Exhibit 31.1

SECTION 302 CEO CERTIFICATION

Form of Certification Required

by Rules 13a-14 and 15d-14 under the Securities Exchange Act of 1934

I, Marc Angell, certify that:

I have reviewed this Report on Form 10-Q of The Marquie Group, Inc.;

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the small business issuer as of, and for, the periods presented in this report;

The small business issuer’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the small business issuer. We have concluded that our disclosure controls and procedures were ineffective as of the end of the period covered by this quarterly report because there was no segregation of duties. One member of our management team handles all accounting duties including the recording of transactions, paying bills, and reconciling the bank account. We have minimized this risk by having an external accountant review all transactions and make the appropriate adjustments prior to the review by our external auditor. We also have:

Designed such disclosure controls and procedures. or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the small business issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

Evaluated the effectiveness of the small business issuer’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this report based on such evaluation;

Disclosed in this report any change in the small business issuer’s internal control over financial reporting that occurred during the small business issuer’s most recent fiscal quarter (the small business issuer’s second fiscal quarter in the case of this report) that has materially affected, or is reasonably likely to materially affect, the small business issuer’s internal control over financial reporting, and;

The small business issuer’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of the internal control over financial reporting, to the small business issuer’s auditors and the audit committee of small business issuer’s board of directors (or persons performing the equivalent function):

All significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting, which are reasonably likely to adversely affect the small business issuer’s ability to record, process, summarize and report financial information; and

Any fraud, whether or not material, that involves management or other employees who have a significant role in the small business issuer’s internal control over financial reporting.

Date: January 22, 2024

	/s/ Marc Angell
	Marc Angell
	Chief Executive Officer

Exhibit 32.1

CERTIFICATION PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

(18 U.S.C. SECTION 1350)

In connection with the accompanying report of The Marquie Group, Inc. (the “Company”) on Form 10-Q for the quarter ended November 30, 2023 (the “Report”), I, Marc Angell, Chief Executive Officer of the Company, hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)

To my knowledge, the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)); and

(2)

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated: January 22, 2024

	/s/ Marc Angell
	Marc Angell
	Chief Executive Officer

Cover - shares	6 Months Ended
Cover - shares	Nov. 30, 2023	Jan. 12, 2024
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Nov. 30, 2023
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2024
Current Fiscal Year End Date	--05-31
Entity File Number	000-54163
Entity Registrant Name	The Marquie Group, Inc.
Entity Central Index Key	0001434601
Entity Tax Identification Number	26-2091212
Entity Incorporation, State or Country Code	FL
Entity Address, Address Line One	7901 4th St N
Entity Address, Address Line Two	Suite 4000
Entity Address, City or Town	St. Petersburg
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33702
City Area Code	800
Local Phone Number	351-3021
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		825,569,220

Consolidated Balance Sheets - USD ($)	Nov. 30, 2023	May 31, 2023
CURRENT ASSETS
Cash and cash equivalents	$ 2,433	$ 0
Total Current Assets	2,433	0
OTHER ASSETS
Investment in Acquisition, related party	6,200,000	6,200,000
Loans receivable, related party	28,247	28,247
Music inventory, net of accumulated depreciation of $21,165 and $20,719, respectively	483	929
Trademark costs	10,365	10,365
Total Other Assets	6,239,095	6,239,541
TOTAL ASSETS	6,241,528	6,239,541
CURRENT LIABILITIES
Bank overdraft	0	46
Accounts payable	69,997	50,664
Accrued interest payable on notes payable	743,680	578,017
Accrued consulting fees	1,265,917	1,145,917
Notes payable, net of debt discounts of $63,412 and $66,794, respectively	1,478,788	1,465,138
Notes payable to related parties	2,088,047	2,090,772
Derivative liability	370,301	1,035,998
Total Current Liabilities	6,016,730	6,366,552
TOTAL LIABILITIES	6,016,730	6,366,552
STOCKHOLDERS' DEFICIT
Preferred Stock, $0.0001 par value; 20,000,000 shares authorized, 200 and 200 shares issued and outstanding	0	0
Common stock, $0.0001 par value; 50,000,000,000 shares authorized, 756,612,000 and 1,154,389,824 shares issued and outstanding, respectively	115,440	75,663
Common stock payable - 1 share	8,460	8,460
Additional paid-in-capital	14,579,962	14,486,896
Accumulated deficit	(14,479,064)	(14,698,030)
Total Stockholders' Deficit	224,798	(127,011)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$ 6,241,528	$ 6,239,541

Consolidated Balance Sheets (Parenthetical) - USD ($)	Nov. 30, 2023	May 31, 2023
Statement of Financial Position [Abstract]
Net of accumulated depreciation	$ 21,165	$ 20,719
Debt instrument, unamortized discount	$ 63,412	$ 66,794
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	20,000,000	20,000,000
Preferred stock, shares issued	200	200
Preferred stock, shares outstanding	200	200
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	50,000,000,000	50,000,000,000
Common stock, shares issued	756,612,000	1,154,389,824
Common stock, shares outstanding	756,612,000	1,154,389,824

Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2023	Nov. 30, 2022
Income Statement [Abstract]
NET REVENUES	$ 0	$ 0	$ 0	$ 0
OPERATING EXPENSES
Salaries and Consulting fees	60,000	60,000	120,000	120,000
Professional fees	45,917	12,992	62,893	51,113
Other selling, general and administrative	60,848	10,696	61,415	12,001
Total Operating Expenses	166,765	83,688	244,308	183,114
LOSS FROM OPERATIONS	(166,765)	(83,688)	(244,308)	(183,114)
OTHER INCOME (EXPENSES)
Income from derivative liability	167,975	1,809,922	711,198	1,851,116
Interest expense (including amortization of debt discounts of $24,757, $14,878, $48,882, and $27,493, respectively)	(135,326)	(92,535)	(247,924)	(145,743)
Total Other Income (Expenses)	32,649	1,717,387	463,274	1,705,373
LOSS BEFORE INCOME TAXES	(134,116)	1,633,699	218,966	1,522,259
INCOME TAX EXPENSE	0	0	0	0
NET INCOME (LOSS)	$ (134,116)	$ 1,633,699	$ 218,966	$ 1,522,259

Consolidated Statements of Operations (Unaudited) (Parenthetical) - USD ($)	3 Months Ended		6 Months Ended
	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2023	Nov. 30, 2022
Income Statement [Abstract]
Amortization of debt discount	$ 24,757	$ 14,878	$ 48,882	$ 27,493
Net income (loss) per common share, Basic	$ (0.00)	$ 0.01	$ 0.00	$ 0.01
Net income (loss) per common share, Diluted	$ (0.00)	$ 0.01	$ 0.00	$ 0.01
Weighted average shares outstanding, Basic	427,583,795	292,900,441	807,957,041	301,040,848
Weighted average shares outstanding, Diluted	427,583,795	292,900,441	807,957,041	301,040,848

Consolidated Statements of Stockholders' Deficit (Unaudited) - USD ($)	Preferred Stock [Member]	Common Stock [Member]	Common Stock Payable [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Beginning balance, value at May. 31, 2022	$ 0	$ 1,621	$ 8,460	$ 10,213,431	$ (15,878,189)	$ (5,654,677)
Beginning balance, shares at May. 31, 2022	200	16,189,732
Round up of shares from reverse stock split
Round up of shares from reverse stock split, shares		2,600
Net income					(111,440)	(111,440)
Ending balance, value at Aug. 31, 2022	$ 0	$ 1,621	8,460	10,213,431	(15,989,629)	(5,766,117)
Ending balance, shares at Aug. 31, 2022	200	16,192,332
Beginning balance, value at May. 31, 2022	$ 0	$ 1,621	8,460	10,213,431	(15,878,189)	(5,654,677)
Beginning balance, shares at May. 31, 2022	200	16,189,732
Net income						1,522,259
Ending balance, value at Nov. 30, 2022	$ 0	$ 75,663	8,460	14,486,896	(14,355,930)	215,089
Ending balance, shares at Nov. 30, 2022	200	756,612,000
Beginning balance, value at Aug. 31, 2022	$ 0	$ 1,621	8,460	10,213,431	(15,989,629)	(5,766,117)
Beginning balance, shares at Aug. 31, 2022	200	16,192,332
Common stock issued for conversion of debt		$ 7,375		140,132		147,507
Common stock issued for conversion of debt, shares		73,753,000
Investment of Acquisition		$ 66,667		4,133,333		4,200,000
Investment of Acquisition, shares		666,666,668
Net income					1,633,699	1,633,699
Ending balance, value at Nov. 30, 2022	$ 0	$ 75,663	8,460	14,486,896	(14,355,930)	215,089
Ending balance, shares at Nov. 30, 2022	200	756,612,000
Beginning balance, value at May. 31, 2023	$ 0	$ 75,663	8,460	14,486,896	(14,698,030)	(127,011)
Beginning balance, shares at May. 31, 2023	200	756,612,000
Net income					353,082	353,082
Ending balance, value at Aug. 31, 2023	$ 0	$ 75,663	8,460	14,486,896	(14,344,948)	226,071
Ending balance, shares at Aug. 31, 2023	200	756,612,000
Beginning balance, value at May. 31, 2023	$ 0	$ 75,663	8,460	14,486,896	(14,698,030)	(127,011)
Beginning balance, shares at May. 31, 2023	200	756,612,000
Net income						218,966
Ending balance, value at Nov. 30, 2023	$ 0	$ 115,440	8,460	14,579,962	(14,479,064)	224,798
Ending balance, shares at Nov. 30, 2023	200	1,154,389,824
Beginning balance, value at Aug. 31, 2023	$ 0	$ 75,663	8,460	14,486,896	(14,344,948)	226,071
Beginning balance, shares at Aug. 31, 2023	200	756,612,000
Common stock issued for conversion of debt		$ 27,932		49,179		77,111
Common stock issued for conversion of debt, shares		279,334,689
Common stock issued for Standby Equity Agreement		$ 11,844		43,887		55,731
Common stock issued for Standby Equity Agreement, shares		118,443,135
Net income					(134,116)	(134,116)
Ending balance, value at Nov. 30, 2023	$ 0	$ 115,440	$ 8,460	$ 14,579,962	$ (14,479,064)	$ 224,798
Ending balance, shares at Nov. 30, 2023	200	1,154,389,824

Consolidated Statements of Cash Flows (Unaudited) - USD ($)	6 Months Ended
	Nov. 30, 2023	Nov. 30, 2022
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$ 218,966	$ 1,522,259
Adjustments to reconcile net income to net cash used by operating activities:
Depreciation of music inventory	446	778
Income from derivative liability	(711,198)	(1,851,116)
Amortization of debt discounts	48,882	27,493
Changes in operating assets and liabilities:
Accounts payable	19,333	30,914
Accrued interest payable on notes payable	197,043	111,316
Accrued consulting fees	120,000	110,700
Net Cash Used by Operating Activities	(106,528)	(47,657)
CASH FLOWS FROM INVESTING ACTIVITIES:
Payments from loans receivable, related party	0	(9,247)
Net Cash Used by Investing Activities	0	(9,247)
CASH FLOWS FROM FINANCING ACTIVITIES:
Bank overdraft	(46)	0
Proceeds from standby equity agreement	55,732	0
Proceeds from notes payable	56,000	69,435
Repayments of notes payable to related parties	(2,725)	(12,100)
Net Cash Provided by Financing Activities	108,961	57,335
NET INCREASE IN CASH AND CASH EQUIVALENTS	2,433	431
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	0	353
CASH AND CASH EQUIVALENTS, END OF PERIOD	2,433	784
Cash Payments For:
Interest	0	0
Income taxes	0	0
Non-cash investing and financing activities:
Initial derivative liability charged to debt discounts	45,501	0
Issuance of stock and promissory note for investment in acquisition	0	6,200,000
Conversion of debt and accrued interest into common stock	$ 77,111	$ 147,507

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION

6 Months Ended

Nov. 30, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION

Organization

Basis of Presentation

Acquisition of The Marquie Group, Inc.

Going Concern

MUSIC INVENTORY

6 Months Ended

Nov. 30, 2023

Inventory Disclosure [Abstract]

MUSIC INVENTORY

NOTE 2 - MUSIC INVENTORY

Music inventory consisted of the following:

Schedule of inventory
	November 30, 2023			May 31, 2023
Digital music acquired for use in operations – at cost	$	21,648		$	21,648
Accumulated depreciation		(21,165	)		(20,719	)
Music inventory – net	$	483		$	929

ACCRUED CONSULTING FEES

6 Months Ended

Nov. 30, 2023

Payables and Accruals [Abstract]

ACCRUED CONSULTING FEES

NOTE 3 - ACCRUED CONSULTING FEES

Accrued consulting fees consisted of the following:

Schedule of consulting fees payable
	November 30, 2023		May 31, 2023
Due to Company Chief Executive Officer (Related Party) pursuant to Consulting Agreement dated March 1, 2017 – monthly compensation of $10,000 to May 31, 2022, increased to $20,000 after May 31, 2022	$	608,817	$	488,817
Due to wife of Company Chief Executive Officer (Related Party) pursuant to consulting agreement effective August 16, 2018 – monthly compensation of $15,000 (which was terminated May 31, 2021)		305,200		305,200
Due to mother of Company Chief Executive Officer (Related Party) pursuant to Consulting Agreement dated September 1, 2015 (which was terminated November 30, 2019) – monthly compensation of $5,000 to November 30, 2019		131,350		131,350
Due to service provider pursuant to Consulting Agreement dated September 1, 2015 (which was terminated February 28, 2019) – monthly compensation of $5,000 to February 28, 2019		144,700		144,700
Due to service provider pursuant to Consulting Agreement dated September 1, 2015 (which was terminated November 30, 2019) – monthly compensation of $1,000 to November 30, 2019		48,000		48,000
Due to two other service providers		27,850		27,850

Total	$	1,265,917	$	1,145,917

The accrued consulting fees balance changed as follows:


	Six Months Ended November 30, 2023		Year Ended May 31, 2023
Balance, beginning of period	$	1,145,917	$	926,217

Compensation expense accrued pursuant to consulting agreements		120,000		240,000
Payments to consultants		–		(20,300	)

Balance, end of period	$	1,265,917	$	1,145,917

See Note 8 (Commitments and Contingencies).

NOTES PAYABLE

6 Months Ended

Nov. 30, 2023

Debt Disclosure [Abstract]

NOTES PAYABLE

NOTE 4 - NOTES PAYABLE

Notes payable consisted of the following:

Schedule of notes payable
	November 30, 2023			May 31, 2023
Notes payable to an entity, non-interest bearing, due on demand, unsecured	$	64,700		$	64,700
Note payable to an individual, due on May 22, 2015, in default (B)		25,000			25,000
Note payable to an entity, non-interest bearing, due on February 1, 2016, in default (D)		50,000			50,000
Note payable to a family trust, stated interest of $2,500, due on October 31, 2015, in default (E)		7,000			7,000
Note payable to a corporation, stated interest of $5,000, due on October 21, 2015, in default (G)		50,000			50,000
Note payable to a corporation, stated interest of $5,000, due on November 6, 2015, in default (H)		50,000			50,000
Note payable to an individual, due on December 20, 2015, in default, 24% default rate from January 20, 2016 (I)		25,000			25,000
Convertible note payable to an entity, interest at 12%, due on December 29, 2016, in default (M)		40,000			40,000
Note payable to a family trust, interest at 10%, due on November 30, 2016, in default (P)		25,000			25,000
Convertible note payable to an individual, interest at 10%, due on demand (V)		46,890			46,890
Convertible note payable to an individual, interest at 8%, due on demand (W)		29,000			29,000
Convertible note payable to an individual, interest at 8%, due on demand (X)		21,500			21,500
Convertible note payable to an entity, interest at 10%, due on demand (Y)		8,100			8,100
Convertible note payable to an entity, interest at 10%, due on March 5, 2019, in default (DD)		35,000			35,000
Convertible note payable to an entity, interest at 10%, due on September 18, 2019, in default (GG)		8,505			8,505
Convertible note payable to an entity, interest at 12%, due on November 30, 2021, in default, net of discount of $-0- and $85,233, respectively (SS)		154,764			154,764
Convertible note payable to an entity, interest at 10%, due on June 4, 2022, in default (VV)		170,212			170,212
Convertible note payable to an entity, interest at 8%, due on August 27, 2022, in default (WW)		14,000			14,000
Convertible note payable to an entity, interest at 12%, due on December 21, 2022, in default (YY)		58,250			58,250
Convertible note payable to an entity, interest at 12%, due on February 8, 2023, in default (ZZ)		245,000			245,000
Convertible note payable to an entity, interest at 12%, due on June 10, 2023, net of discount of $-0- and $1,065, respectively (AA)		–			37,815
Convertible note payable to an entity, interest at 12%, due on November 4, 2023, in default, net of discount of $-0- and $13,143, respectively (C)		34,204			17,412
Convertible note payable to an entity, interest at 12%, due on April 10, 2024, net of discount of $22,036 and $52,586, respectively (F)		39,063			8,514
Convertible note payable to an entity, interest at 10%, due on August 15, 2024, net of discount of $38,574 and $-0-, respectively (J)		3,426			–
Convertible note payable to an entity, interest at 12%, due on September 18, 2024, net of discount of $2,802 and $-0-, respectively (K)		698			–
Note payable to the Small Business Administration under the Payroll Protection Program, interest at 1%, due in installments through May 4, 2022, forgivable in part or whole subject to certain requirements		70,000			70,000
Note payable to the Small Business Administration under the Payroll Protection Program, interest at 1%, due in installments through April 5, 2023, forgivable in part or whole subject to certain requirements		100,000			100,000
Notes payable to individuals, non-interest bearing, due on demand		103,476			103,476
Total Notes Payable		1,478,788			1,465,138
Less: Current Portion		(1,478,788	)		(1,465,138	)
Long-Term Notes Payable	$	–		$	–

(B) On April 22, 2015, the Company issued a $25,000 Promissory Note, non-interest bearing (interest at 24% per annum after May 22, 2015), due at maturity on May 22, 2015.

(E) On July 31, 2015, the Company issued a $25,000 Promissory Note with a stated interest amount of $2,500 due at maturity on October 31, 2015.

(G) On August 6, 2015, the Company issued a $50,000 Promissory Note with a stated interest amount of $5,000 due at maturity on October 21, 2015.

(H) On August 21, 2015, the Company issued a $50,000 Promissory Note with a stated interest amount of $5,000 due at maturity on November 6, 2015.

(P) On June 3, 2016, the Company issued a $25,000 Promissory Note. The note bears interest at a rate of 10% per annum and was due on November 30, 2016.

Concentration of Notes Payable:

The principal balance of notes payable was due to:

Schedule of notes payable by lender
	November 30, 2023			May 31, 2023

Lender A	$	458,014		$	458,014
Lender B		170,212			170,212
14 other lenders		913,974			903,706

Total		1,542,200			1,531,932

Less debt discounts		(63,412	)		(66,794	)

Net	$	1,478,788		$	1,465,138

NOTES PAYABLE – RELATED PARTIES

6 Months Ended

Nov. 30, 2023

NOTES PAYABLE – RELATED PARTIES

NOTE 5 - NOTES PAYABLE – RELATED PARTIES

Notes payable – related parties consisted of the following:

Schedule of related party notes payable
	November 30, 2023			May 31, 2023

Note payable to Company law firm (and owner of 2,500 shares of common stock since August 16, 2018), non-interest bearing, due on demand, unsecured	$	2,073		$	2,073
Notes payable to The OZ Corporation (owner of 2,500 shares of common stock since August 16, 2018), non-interest bearing, due on demand, unsecured		69,250			69,250
Note payable to the Chief Executive Officer, non-interest bearing, due on demand, unsecured		16,724			19,449
Note payable to the wife of the Chief Executive Officer as part of the 25% acquisition of Simply Whim, interest at 12%, due on September 20, 2023, unsecured (See Note 10)		2,000,000			2,000,000
Total Notes Payable		2,088,047			2,090,772
Less: Current Portion		(2,088,047	)		(2,090,772	)
Long-Term Notes Payable	$	–		$	–

DERIVATIVE LIABILITY

6 Months Ended

Nov. 30, 2023

Derivative Liability

DERIVATIVE LIABILITY

NOTE 6 - DERIVATIVE LIABILITY

The derivative liability at November 30, 2023 and May 31, 2023 consisted of:

Schedule of derivative liabilities
	November 30, 2023				May 31, 2023
	Face Value		Derivative Liability		Face Value		Derivative Liability
Convertible note payable issued December 29, 2015, due December 29, 2016 (M)	$	40,000	$	60,000	$	40,000	$	81,481
Convertible note payable issued April 5, 2017, due on demand (W)		29,000		61,625		29,000		81,093
Convertible note payable issued April 5, 2017, due on demand (X)		21,500		45,688		21,500		60,120
Convertible note payable issued March 5, 2018, due on March 5, 2019 (DD)		35,000		52,500		35,000		71,296
Convertible note payable issued September 18, 2018, due on September 18, 2019 (GG)		8,506		12,758		8,506		17,326
Convertible note payable issued November 30, 2020, due on November 30, 2021 (SS)		154,764		15,102		154,764		151,020
Convertible note payable issued June 4, 2021, due on June 4, 2022 (VV)		170,212		17,367		170,212		153,285
Convertible note payable issued August 27, 2021, due on August 27, 2022 (WW)		14,000		12,923		14,000		18,707
Convertible note payable issued June 10, 2022, due on June 10, 2023 (AA)		–		–		38,880		154,078
Convertible note payable issued November 4, 2022, due on November 4, 2023 (C)		34,203		45,832		30,555		92,797
Convertible note payable issued April 10, 2023, due on April 10, 2024 (F)		61,100		18,878		61,100		154,795
Convertible note payable issued November 7, 2023, due on August 15, 2024 (J)		42,000		18,878		–		–
Convertible note payable issued September 18, 2023, due on September 18, 2024 (K)		3,500		8,750		–		–

Totals	$	613,785	$	370,301	$	603,517	$	1,035,998

Concentration of Derivative Liability:

The derivative liability relates to convertible notes payable due to:


	November 30, 2023		May 31, 2023

Lender A	$	15,102	$	151,020
Lender B		17,367		153,285
Lender C		45,833		415,233
Lender D		78,181		107,329
5 other lenders		213,818		209,131

Total	$	370,301	$	1,035,998

EQUITY TRANSACTIONS

6 Months Ended

Nov. 30, 2023

Equity [Abstract]

EQUITY TRANSACTIONS

NOTE 7 - EQUITY TRANSACTIONS

During the six months ended November 30, 2023, the Company issued an aggregate of 118,443,135 shares of common stock pursuant to the Equity Agreement for net proceeds of $55,731.

COMMITMENTS AND CONTINGENCIES

6 Months Ended

Nov. 30, 2023

Commitments and Contingencies Disclosure [Abstract]

COMMITMENTS AND CONTINGENCIES

NOTE 8 - COMMITMENTS AND CONTINGENCIES

Consulting Agreements with Individuals

Corporate Consulting Agreement

INVESTMENT IN ACQUISITION, RELATED PARTY

6 Months Ended

Nov. 30, 2023

Business Combination and Asset Acquisition [Abstract]

INVESTMENT IN ACQUISITION, RELATED PARTY

NOTE 9 - INVESTMENT IN ACQUISITION, RELATED PARTY

SUBSEQUENT EVENTS

6 Months Ended

Nov. 30, 2023

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

NOTE 10 - SUBSEQUENT EVENTS

Subsequent to November 30, 2023, the Company issued an aggregate of 68,957,220 shares of common stock pursuant to the Equity Agreement for net proceeds of $16,239.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION (Policies)	6 Months Ended
	Nov. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization	Organization The Marquie Group, Inc. (formerly Music of Your Life, Inc.) (the “Company”) was incorporated under the laws of the State of Florida on January 30, 2008 under the name of “Zhong Sen International Tea Company”. From January 2008 to May 2013, the Company operated with the principal business objective of providing sales and marketing consulting services to small to medium sized Chinese tea producing companies who wished to export and distribute high quality Chinese tea products worldwide. On May 31, 2013 (the “Closing Date”), the Company entered into a Merger Agreement (the “Merger Agreement”) by and among the Company, Music of Your Life, Inc., a Nevada corporation (“MYL Nevada”) incorporated October 10, 2012, and Music of Your Life Merger Sub, Inc., a Utah corporation ("Merger Sub"), pursuant to which MYL Nevada merged with Merger Sub. As a result of the merger, MYL Nevada became a wholly owned subsidiary of the Company, and on July 26, 2013, the Company changed its name to Music of Your Life, Inc., a syndicated radio network. On May 20, 2014 the Company acquired 100% of the outstanding stock of iRadio, Inc., a Utah corporation. The Company was the surviving corporation. iRadio was an entity related to the Company by common ownership.
Basis of Presentation	Basis of Presentation The accompanying unaudited financial statements are presented in accordance with generally accepted accounting principles for interim financial information and the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting only of normal recurring accruals) considered necessary in order to make the financial statements not misleading, have been included. Operating results for the three and six months ended November 30, 2023 are not necessarily indicative of results that may be expected for the year ending May 31, 2024.
Acquisition of The Marquie Group, Inc.	Acquisition of The Marquie Group, Inc. On August 16, 2018 (see Note 8), the Company merged with The Marquie Group, Inc. (“TMGI”) in exchange for the issuance of a total of 100 shares of our common stock to TMGI’s stockholders. Following the merger, the Company had 102 shares of common stock issued and outstanding. On December 5, 2018, the Company amended and restated its Articles of Incorporation providing for a change in the Company’s name from “Music of Your Life, Inc.” to “The Marquie Group, Inc.” The TMGI business plan is to license, develop and launch a direct-to-consumer, health and beauty product line called “Whim” that use innovative formulations of plant-based, amino-acids and other natural alternatives to chemical ingredients.
Going Concern	Going Concern The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. At November 30, 2023, the Company had negative working capital of $6,014,297 and an accumulated deficit of $14,479,064. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. To date the Company has funded its operations through a combination of loans and sales of common stock. The Company anticipates another net loss for the fiscal year ended May 31, 2024 and with the expected cash requirements for the coming year, there is substantial doubt as to the Company’s ability to continue operations. The Company is attempting to improve these conditions by way of financial assistance through issuances of notes payable and additional equity and by generating revenues through sales of products and services. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

MUSIC INVENTORY (Tables)

6 Months Ended

Nov. 30, 2023

Inventory Disclosure [Abstract]

Schedule of inventory

Schedule of inventory
	November 30, 2023			May 31, 2023
Digital music acquired for use in operations – at cost	$	21,648		$	21,648
Accumulated depreciation		(21,165	)		(20,719	)
Music inventory – net	$	483		$	929

ACCRUED CONSULTING FEES (Tables)

6 Months Ended

Nov. 30, 2023

Payables and Accruals [Abstract]

Schedule of consulting fees payable

Schedule of consulting fees payable
	November 30, 2023		May 31, 2023
Due to Company Chief Executive Officer (Related Party) pursuant to Consulting Agreement dated March 1, 2017 – monthly compensation of $10,000 to May 31, 2022, increased to $20,000 after May 31, 2022	$	608,817	$	488,817
Due to wife of Company Chief Executive Officer (Related Party) pursuant to consulting agreement effective August 16, 2018 – monthly compensation of $15,000 (which was terminated May 31, 2021)		305,200		305,200
Due to mother of Company Chief Executive Officer (Related Party) pursuant to Consulting Agreement dated September 1, 2015 (which was terminated November 30, 2019) – monthly compensation of $5,000 to November 30, 2019		131,350		131,350
Due to service provider pursuant to Consulting Agreement dated September 1, 2015 (which was terminated February 28, 2019) – monthly compensation of $5,000 to February 28, 2019		144,700		144,700
Due to service provider pursuant to Consulting Agreement dated September 1, 2015 (which was terminated November 30, 2019) – monthly compensation of $1,000 to November 30, 2019		48,000		48,000
Due to two other service providers		27,850		27,850

Total	$	1,265,917	$	1,145,917

Schedule of accrued consulting fees activity


	Six Months Ended November 30, 2023		Year Ended May 31, 2023
Balance, beginning of period	$	1,145,917	$	926,217

Compensation expense accrued pursuant to consulting agreements		120,000		240,000
Payments to consultants		–		(20,300	)

Balance, end of period	$	1,265,917	$	1,145,917

NOTES PAYABLE (Tables)

6 Months Ended

Nov. 30, 2023

Debt Disclosure [Abstract]

Schedule of notes payable

Schedule of notes payable
	November 30, 2023			May 31, 2023
Notes payable to an entity, non-interest bearing, due on demand, unsecured	$	64,700		$	64,700
Note payable to an individual, due on May 22, 2015, in default (B)		25,000			25,000
Note payable to an entity, non-interest bearing, due on February 1, 2016, in default (D)		50,000			50,000
Note payable to a family trust, stated interest of $2,500, due on October 31, 2015, in default (E)		7,000			7,000
Note payable to a corporation, stated interest of $5,000, due on October 21, 2015, in default (G)		50,000			50,000
Note payable to a corporation, stated interest of $5,000, due on November 6, 2015, in default (H)		50,000			50,000
Note payable to an individual, due on December 20, 2015, in default, 24% default rate from January 20, 2016 (I)		25,000			25,000
Convertible note payable to an entity, interest at 12%, due on December 29, 2016, in default (M)		40,000			40,000
Note payable to a family trust, interest at 10%, due on November 30, 2016, in default (P)		25,000			25,000
Convertible note payable to an individual, interest at 10%, due on demand (V)		46,890			46,890
Convertible note payable to an individual, interest at 8%, due on demand (W)		29,000			29,000
Convertible note payable to an individual, interest at 8%, due on demand (X)		21,500			21,500
Convertible note payable to an entity, interest at 10%, due on demand (Y)		8,100			8,100
Convertible note payable to an entity, interest at 10%, due on March 5, 2019, in default (DD)		35,000			35,000
Convertible note payable to an entity, interest at 10%, due on September 18, 2019, in default (GG)		8,505			8,505
Convertible note payable to an entity, interest at 12%, due on November 30, 2021, in default, net of discount of $-0- and $85,233, respectively (SS)		154,764			154,764
Convertible note payable to an entity, interest at 10%, due on June 4, 2022, in default (VV)		170,212			170,212
Convertible note payable to an entity, interest at 8%, due on August 27, 2022, in default (WW)		14,000			14,000
Convertible note payable to an entity, interest at 12%, due on December 21, 2022, in default (YY)		58,250			58,250
Convertible note payable to an entity, interest at 12%, due on February 8, 2023, in default (ZZ)		245,000			245,000
Convertible note payable to an entity, interest at 12%, due on June 10, 2023, net of discount of $-0- and $1,065, respectively (AA)		–			37,815
Convertible note payable to an entity, interest at 12%, due on November 4, 2023, in default, net of discount of $-0- and $13,143, respectively (C)		34,204			17,412
Convertible note payable to an entity, interest at 12%, due on April 10, 2024, net of discount of $22,036 and $52,586, respectively (F)		39,063			8,514
Convertible note payable to an entity, interest at 10%, due on August 15, 2024, net of discount of $38,574 and $-0-, respectively (J)		3,426			–
Convertible note payable to an entity, interest at 12%, due on September 18, 2024, net of discount of $2,802 and $-0-, respectively (K)		698			–
Note payable to the Small Business Administration under the Payroll Protection Program, interest at 1%, due in installments through May 4, 2022, forgivable in part or whole subject to certain requirements		70,000			70,000
Note payable to the Small Business Administration under the Payroll Protection Program, interest at 1%, due in installments through April 5, 2023, forgivable in part or whole subject to certain requirements		100,000			100,000
Notes payable to individuals, non-interest bearing, due on demand		103,476			103,476
Total Notes Payable		1,478,788			1,465,138
Less: Current Portion		(1,478,788	)		(1,465,138	)
Long-Term Notes Payable	$	–		$	–

Schedule of notes payable by lender

Schedule of notes payable by lender
	November 30, 2023			May 31, 2023

Lender A	$	458,014		$	458,014
Lender B		170,212			170,212
14 other lenders		913,974			903,706

Total		1,542,200			1,531,932

Less debt discounts		(63,412	)		(66,794	)

Net	$	1,478,788		$	1,465,138

NOTES PAYABLE – RELATED PARTIES (Tables)

6 Months Ended

Nov. 30, 2023

Schedule of related party notes payable

Schedule of related party notes payable
	November 30, 2023			May 31, 2023

Note payable to Company law firm (and owner of 2,500 shares of common stock since August 16, 2018), non-interest bearing, due on demand, unsecured	$	2,073		$	2,073
Notes payable to The OZ Corporation (owner of 2,500 shares of common stock since August 16, 2018), non-interest bearing, due on demand, unsecured		69,250			69,250
Note payable to the Chief Executive Officer, non-interest bearing, due on demand, unsecured		16,724			19,449
Note payable to the wife of the Chief Executive Officer as part of the 25% acquisition of Simply Whim, interest at 12%, due on September 20, 2023, unsecured (See Note 10)		2,000,000			2,000,000
Total Notes Payable		2,088,047			2,090,772
Less: Current Portion		(2,088,047	)		(2,090,772	)
Long-Term Notes Payable	$	–		$	–

DERIVATIVE LIABILITY (Tables)

6 Months Ended

Nov. 30, 2023

Derivative Liability

Schedule of derivative liabilities

Schedule of derivative liabilities
	November 30, 2023				May 31, 2023
	Face Value		Derivative Liability		Face Value		Derivative Liability
Convertible note payable issued December 29, 2015, due December 29, 2016 (M)	$	40,000	$	60,000	$	40,000	$	81,481
Convertible note payable issued April 5, 2017, due on demand (W)		29,000		61,625		29,000		81,093
Convertible note payable issued April 5, 2017, due on demand (X)		21,500		45,688		21,500		60,120
Convertible note payable issued March 5, 2018, due on March 5, 2019 (DD)		35,000		52,500		35,000		71,296
Convertible note payable issued September 18, 2018, due on September 18, 2019 (GG)		8,506		12,758		8,506		17,326
Convertible note payable issued November 30, 2020, due on November 30, 2021 (SS)		154,764		15,102		154,764		151,020
Convertible note payable issued June 4, 2021, due on June 4, 2022 (VV)		170,212		17,367		170,212		153,285
Convertible note payable issued August 27, 2021, due on August 27, 2022 (WW)		14,000		12,923		14,000		18,707
Convertible note payable issued June 10, 2022, due on June 10, 2023 (AA)		–		–		38,880		154,078
Convertible note payable issued November 4, 2022, due on November 4, 2023 (C)		34,203		45,832		30,555		92,797
Convertible note payable issued April 10, 2023, due on April 10, 2024 (F)		61,100		18,878		61,100		154,795
Convertible note payable issued November 7, 2023, due on August 15, 2024 (J)		42,000		18,878		–		–
Convertible note payable issued September 18, 2023, due on September 18, 2024 (K)		3,500		8,750		–		–

Totals	$	613,785	$	370,301	$	603,517	$	1,035,998

Schedule of derivative liability by lender


	November 30, 2023		May 31, 2023

Lender A	$	15,102	$	151,020
Lender B		17,367		153,285
Lender C		45,833		415,233
Lender D		78,181		107,329
5 other lenders		213,818		209,131

Total	$	370,301	$	1,035,998

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION (Details Narrative) - USD ($)	Nov. 30, 2023	May 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Working capital	$ 6,014,297
Accumulated deficit	$ 14,479,064	$ 14,698,030

MUSIC INVENTORY (Details) - USD ($)	Nov. 30, 2023	May 31, 2023
Inventory Disclosure [Abstract]
Digital music acquired for use in operations – at cost	$ 21,648	$ 21,648
Accumulated depreciation	(21,165)	(20,719)
Music inventory – net	$ 483	$ 929

MUSIC INVENTORY (Details Narrative) - USD ($)	3 Months Ended	6 Months Ended
MUSIC INVENTORY (Details Narrative) - USD ($)	Nov. 30, 2023	Nov. 30, 2023	Nov. 30, 2022
Inventory Disclosure [Abstract]
Property plant and equipment additions	$ 0	$ 0
Depreciation expense		$ 446	$ 778

ACCRUED CONSULTING FEES (Details - Consulting fees payable) - USD ($)	Nov. 30, 2023	May 31, 2023	May 31, 2022
Defined Benefit Plan Disclosure [Line Items]
Accrued consulting fees, current	$ 1,265,917	$ 1,145,917	$ 926,217
Chief Executive Officer [Member]
Defined Benefit Plan Disclosure [Line Items]
Accrued consulting fees, current	608,817	488,817
Wife Of CEO [Member]
Defined Benefit Plan Disclosure [Line Items]
Accrued consulting fees, current	305,200	305,200
Mother Of CEO [Member]
Defined Benefit Plan Disclosure [Line Items]
Accrued consulting fees, current	131,350	131,350
Service Provider [Member]
Defined Benefit Plan Disclosure [Line Items]
Accrued consulting fees, current	144,700	144,700
Service Provider 1 [Member]
Defined Benefit Plan Disclosure [Line Items]
Accrued consulting fees, current	48,000	48,000
Two Other Service Providers [Member]
Defined Benefit Plan Disclosure [Line Items]
Accrued consulting fees, current	$ 27,850	$ 27,850

ACCRUED CONSULTING FEES (Details - Consulting fees activity) - USD ($)	6 Months Ended	12 Months Ended
	Nov. 30, 2023	May 31, 2023
Payables and Accruals [Abstract]
Accrued consulting fees, beginning	$ 1,145,917	$ 926,217
Compensation expense accrued pursuant to consulting agreements	120,000	240,000
Payments to consultants	0	(20,300)
Accrued consulting fees, ending	$ 1,265,917	$ 1,145,917

NOTES PAYABLE (Details) - USD ($)	Nov. 30, 2023	May 31, 2023
Debt Instrument [Line Items]
Total Notes Payable	$ 1,478,788	$ 1,465,138
Less: Current Portion	(1,478,788)	(1,465,138)
Long-Term Notes Payable	0	0
Note Payable 1 [Member]
Debt Instrument [Line Items]
Total Notes Payable	64,700	64,700
Note Payable 2 [Member]
Debt Instrument [Line Items]
Total Notes Payable	25,000	25,000
Note Payable 3 [Member]
Debt Instrument [Line Items]
Total Notes Payable	50,000	50,000
Note Payable 4 [Member]
Debt Instrument [Line Items]
Total Notes Payable	7,000	7,000
Note Payable 5 [Member]
Debt Instrument [Line Items]
Total Notes Payable	50,000	50,000
Note Payable 6 [Member]
Debt Instrument [Line Items]
Total Notes Payable	50,000	50,000
Note Payable 7 [Member]
Debt Instrument [Line Items]
Total Notes Payable	25,000	25,000
Note Payable 8 [Member]
Debt Instrument [Line Items]
Total Notes Payable	40,000	40,000
Note Payable 9 [Member]
Debt Instrument [Line Items]
Total Notes Payable	25,000	25,000
Note Payable 10 [Member]
Debt Instrument [Line Items]
Total Notes Payable	46,890	46,890
Note Payable 11 [Member]
Debt Instrument [Line Items]
Total Notes Payable	29,000	29,000
Note Payable 12 [Member]
Debt Instrument [Line Items]
Total Notes Payable	21,500	21,500
Note Payable 13 [Member]
Debt Instrument [Line Items]
Total Notes Payable	8,100	8,100
Note Payable 14 [Member]
Debt Instrument [Line Items]
Total Notes Payable	35,000	35,000
Note Payable 15 [Member]
Debt Instrument [Line Items]
Total Notes Payable	8,505	8,505
Note Payable 16 [Member]
Debt Instrument [Line Items]
Total Notes Payable	154,764	154,764
Note Payable 17 [Member]
Debt Instrument [Line Items]
Total Notes Payable	170,212	170,212
Note Payable 18 [Member]
Debt Instrument [Line Items]
Total Notes Payable	14,000	14,000
Note Payable 19 [Member]
Debt Instrument [Line Items]
Total Notes Payable	58,250	58,250
Note Payable 20 [Member]
Debt Instrument [Line Items]
Total Notes Payable	245,000	245,000
Note Payable 21 [Member]
Debt Instrument [Line Items]
Total Notes Payable	0	37,815
Note Payable 22 [Member]
Debt Instrument [Line Items]
Total Notes Payable	34,204	17,412
Note Payable 23 [Member]
Debt Instrument [Line Items]
Total Notes Payable	39,063	8,514
Note Payable 24 [Member]
Debt Instrument [Line Items]
Total Notes Payable	3,426	0
Note Payable 25 [Member]
Debt Instrument [Line Items]
Total Notes Payable	698	0
Note Payable 26 [Member]
Debt Instrument [Line Items]
Total Notes Payable	70,000	70,000
Note Payable 27 [Member]
Debt Instrument [Line Items]
Total Notes Payable	100,000	100,000
Note Payable 28 [Member]
Debt Instrument [Line Items]
Total Notes Payable	$ 103,476	$ 103,476

NOTES PAYABLE (Details - By lender) - USD ($)	Nov. 30, 2023	May 31, 2023
Debt Instrument [Line Items]
Total	$ 1,542,200	$ 1,531,932
Less debt discounts	(63,412)	(66,794)
Net	1,478,788	1,465,138
Lender A [Member]
Debt Instrument [Line Items]
Total	458,014	458,014
Lender B [Member]
Debt Instrument [Line Items]
Total	170,212	170,212
14 Other Lenders [Member]
Debt Instrument [Line Items]
Total	$ 913,974	$ 903,706

NOTES PAYABLE RELATED PARTIES (Details) - USD ($)	Nov. 30, 2023	May 31, 2023
Related Party Transaction [Line Items]
Total Notes Payable	$ 2,088,047	$ 2,090,772
Less: Current Portion	(2,088,047)	(2,090,772)
Long-Term Notes Payable	0	0
Company Law Firm [Member]
Related Party Transaction [Line Items]
Total Notes Payable	2,073	2,073
OZ Corporation [Member]
Related Party Transaction [Line Items]
Total Notes Payable	69,250	69,250
Chief Executive Officer [Member]
Related Party Transaction [Line Items]
Total Notes Payable	16,724	19,449
Wife Of CEO [Member]
Related Party Transaction [Line Items]
Total Notes Payable	$ 2,000,000	$ 2,000,000

DERIVATIVE LIABILITY (Details) - USD ($)	Nov. 30, 2023	May 31, 2023
Offsetting Assets [Line Items]
Face Value	$ 613,785	$ 603,517
Derivative Liability	370,301	1,035,998
Convertible Note Payable Issued December 29, 2015, Due December 29, 2016 [Member]
Offsetting Assets [Line Items]
Face Value	40,000	40,000
Derivative Liability	60,000	81,481
Convertible Note Payable Issued April 5, 2017, Due On Demand [Member]
Offsetting Assets [Line Items]
Face Value	29,000	29,000
Derivative Liability	61,625	81,093
Convertible Note Payable Issued April 5, 2017, Due On Demand1 [Member]
Offsetting Assets [Line Items]
Face Value	21,500	21,500
Derivative Liability	45,688	60,120
Convertible Note Payable Issued March 5, 2018, Due On March 5, 2019 [Member]
Offsetting Assets [Line Items]
Face Value	35,000	35,000
Derivative Liability	52,500	71,296
Convertible Note Payable Issued September 18, 2018, Due On September 18, 2019 [Member]
Offsetting Assets [Line Items]
Face Value	8,506	8,506
Derivative Liability	12,758	17,326
Convertible Note Payable Issued November 30, 2020, Due On November 30, 2021 [Member]
Offsetting Assets [Line Items]
Face Value	154,764	154,764
Derivative Liability	15,102	151,020
Convertible Note Payable Issued June 4, 2021, Due On June 4, 2022 [Member]
Offsetting Assets [Line Items]
Face Value	170,212	170,212
Derivative Liability	17,367	153,285
Convertible Note Payable Issued August 27, 2021, Due On August 27, 2022 [Member]
Offsetting Assets [Line Items]
Face Value	14,000	14,000
Derivative Liability	12,923	18,707
Convertible Note Payable Issued June 10, 2022, Due On June 10, 2023 [Member]
Offsetting Assets [Line Items]
Face Value	0	38,880
Derivative Liability	0	154,078
Convertible Note Payable Issued November 4, 2022, Due On November 4, 2023 [Member]
Offsetting Assets [Line Items]
Face Value	34,203	30,555
Derivative Liability	45,832	92,797
Convertible Note Payable Issued April 10, 2023, Due On April 10, 2024 [Member]
Offsetting Assets [Line Items]
Face Value	61,100	61,100
Derivative Liability	18,878	154,795
Convertible Note Payable Issued November 7, 2023, Due On August 15, 2024 [Member]
Offsetting Assets [Line Items]
Face Value	42,000
Derivative Liability	18,878
Convertible Note Payable Issued September 18, 2023, Due On September 18, 2024 [Member]
Offsetting Assets [Line Items]
Face Value	3,500
Derivative Liability	$ 8,750

DERIVATIVE LIABILITY (Details - Derivative liabilities by lenders) - USD ($)	Nov. 30, 2023	May 31, 2023
Offsetting Assets [Line Items]
Derivative Liability	$ 370,301	$ 1,035,998
Lender A [Member]
Offsetting Assets [Line Items]
Derivative Liability	15,102	151,020
Lender B [Member]
Offsetting Assets [Line Items]
Derivative Liability	17,367	153,285
Lender C [Member]
Offsetting Assets [Line Items]
Derivative Liability	45,833	415,233
Lender D [Member]
Offsetting Assets [Line Items]
Derivative Liability	78,181	107,329
5 Other Lenders [Member]
Offsetting Assets [Line Items]
Derivative Liability	$ 213,818	$ 209,131

EQUITY TRANSACTIONS (Details Narrative) - USD ($)		6 Months Ended
EQUITY TRANSACTIONS (Details Narrative) - USD ($)	Apr. 21, 2022	Nov. 30, 2023
Offsetting Assets [Line Items]
Reverse split	1 for 1,000 reverse split
Debt conversion shares issued		279,334,689
Debt conversion converted amount		$ 77,111
Equity Agreement [Member]
Offsetting Assets [Line Items]
Number of shares issued, shares		118,443,135
Net proceeds		$ 55,731

INVESTMENT IN ACQUISITION, RELATED PARTY (Details Narrative) - Simply Whim [Member]	Sep. 20, 2022 USD ($) shares
Business Acquisition [Line Items]
Stock issued during period shares acquisitions \| shares	666,666,668
Notes issued	$ 2,000,000
Business combination consideration transferred	$ 6,200,000

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