OTC: TMGI

We
measure and evaluate our operating segments based on operating income and operating expenses that do not include allocations of costs
related to corporate functions, such as accounting and finance, human resources, legal, tax and treasury, which are reported as unallocated
corporate expenses in our consolidated statements of operations included in this annual report. We also exclude costs such as amortization,
depreciation, taxes, and interest expense when evaluating the performance of our operating segments.

Business Strategy

The pandemic of 2020 had a
profound impact on our company, leading to a decrease in advertising revenue, the loss of key on-air personalities to illness, and the
closure of our main production facility. These challenges necessitated a thorough reevaluation of our business model. Through extensive
planning, we devised a new marketing strategy focused on revitalizing the company. This strategy required a significant transformation,
integrating tangible goods and services to complement our existing revenue stream from radio advertising, while also establishing a new,
independent, and profitable enterprise. To bring this vision to life, we recapitalized the company, forged a partnership with a business
ally aligned with our goals, and secured new investment. This pivotal shift led to taking a stake in Simply Whim and their Whim line of
products.

Over the past few years, several
changes in the micro-cap space have contributed to the downfall of many microcap companies. Stock brokerage firms have tightened their
requirements regarding stocks priced below $0.01 and, in many instances, have refused to handle small-cap stocks altogether. Consequently,
investor interest in this space has diminished. Our company remains reliant on investor support to provide sufficient working capital
until we can independently generate enough revenue to maintain operations independently.

We are currently raising capital
using two active S-1 Registrations with two separate funding groups. The details of which may be found on the Security and Exchange Commission's
website. As a result, shareholders should anticipate dilution in the coming months as we draw down on these equity lines. Without these
or similar investment vehicles, our Company would face serious challenges meeting its objectives.

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Our commitment to offering
products that utilize safe and effective ingredients to promote whole-body health, with a particular focus on anti-aging and cancer prevention,
remains steadfast. Our products are manufactured in the United States while adhering to strict global standards. This dedication to quality
means that we may choose not to switch to other products or ingredients, even if more profitable opportunities arise. We promote these
products across our broadcast network, including local radio stations, internet streaming, and social media platforms.

In addition to our efforts
with Whim products, we remain committed to enhancing our radio network. We continue to improve the Music of Your Life website to include
new music channels, and syndicated offerings. These features are supported by strong intellectual property, and branding. We are also
expanding our audience reach through various social media platforms such as Facebook, X (Twitter), Rumble, Truth Social, adding Tick Tock
in the near future.

The Marquie Group, Inc.

The Marquie Group manages
corporate governance of its wholly owned subsidiaries, secures financing for operations, seeks out products and companies for acquisition
and implements the marketing plan of the Company to achieve profitability. Our primary objective is to expand our listening audience by
way of growing our affiliate base, develop or acquire captivating products and advertise them on our radio network enhanced by extensive
social media footprint of more than 400,000 followers.

Music of Your Life®

Music of Your Life produces
and delivers radio programming to affiliated AM, FM, and HD radio stations across the country and around the world over the internet.
Since our launch in 1978, Music of Your Life has been broadcasting continuously more than 400-thousand hours making it the longest running,
non-stop radio program in the world. Terrestrial radio stations from around the country carry Music of Your Life programming on an advertising
barter arrangement, whereby Music of Your Life owns three minutes per hour for network commercials which are aired by the station in that
city. This gives us direct access to our listeners at a local level to advertise our goods and services. The same Music of Your Life broadcast
heard on local radio, is also simulcast over the internet, and heard around the world to more than 90-countries. We own 12 minutes of
advertising time over the internet allowing us to reach our listeners on a national level. Music of Your Life is an automated delivery
of “live” recordings. Several moving parts must come together seamlessly to deliver smooth sounding broadcast free of technical
issues, including compelling programming delivered by announcers. Once the show leaves the studio, significant layers of technology are
deployed right up the point the sound is heard by the listener on either their car radio, portable radio, cell phone, computer, or intelligent
television.

Our Music of Your Life song
catalogue is compiled of more than 100,000 titles. Many of these songs include difficult to find older recordings that originated on long
play records (LP’s) which date back to the turn of the 20th century. We also have our entire catalogue on several hundred
reel-to-reel tapes which preserve the high quality of the originals. We have transferred much of this music to a lossless digital format
known as the Waveform Audio File Format (WAV). These WAV files are of a very large size and take up tremendous hard drive space, therefore,
we have converted our entire catalogue to the MPEG-1 Audio Layer 3 format (MP3).
Advancing software and hardware technology in the music space has reached a pinnacle with a recent lossless format called FLAC, or Free Lossless Audio
Codec. This technology offers amazing CD quality reproduction in a small file size. An
effort is underway to convert the entire Music of Your Life catalogue from the original source material to the FLAC format offering our
listeners a much-improved experience which cannot be found on any free streaming service today.

Looking ahead, we have an
ambitious sales forecast for the growth of Music of Your Life, positioning it as the definitive listener destination for the Great American
Songbook, spanning iconic hits from the 1920's to the early 21st century. Leveraging cutting-edge audio reproduction and broadcasting
technology, we aim to offer an unparalleled listening experience that outshines any of our competitors' offerings, regardless of price
point.

The focus for 2025 onward
is to add affiliated radio stations, increasing the syndication footprint and listeners. Most of these new stations will be on a monthly
payment schedule instead on commercial barter which will provide a new recurring revenue stream for the Company. The recent move by the
FCC to allow AM stations to re-broadcast on an FM signal, has seen increased popularity in broadcast radio stations. opened-up the door
for ne

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With the 50th anniversary
of Music of Your Life just a couple years away, preparations are underway for a commemorative broadcast, and possibly a television show,
featuring highlights of the past 5 decades of America's Radio Network. Featured in TV shows, movies, and publications, Music of Your Life
has aired on more than 1,500 radio stations across the country reaching more than 100-million pops. With more than 400-thousand hours
of non-stop broadcasting, Music of Your Life is considered by many to be the longest running music radio network in the world. Truly an
American Icon. Additionally, we plan to syndicate our Street Talk feature for an additional revenue stream charging a monthly fee for
the service.

·
Affiliates. We have affiliate radio station affiliates located in: New York City, NY; Los Angeles, CA; Tampa Bay, FL; Clearwater, FL; San Francisco, CA, Seattle, WA; Kansas City, KS; St. Louis, MO; and Portsmouth, OH.

·
Simulcast. Our daily broadcast show simulcast is delivered over the internet to more than 90-countries.

·
Programming. We arrange our music programming into various “dayparts” including “Adult Standards”, “Decades of Hits”, “50’s at 5”, “60’s at 6”, “70’s at 7”, and Juke Box Saturday Night.

·
Audio Technology. We use the Barix internet audio distribution system including their “Reflector” service for radio station affiliates (provides audio tone triggers for local automation computers).

·
Streaming Technology. We use the Digital Ocean node system for backhauling our packet data directly from our broadcast automation system to Reflector. This provides a 99.99% uptime environment with very little packet loss, and low latency resulting in very high-quality audio throughput. We stream at a bitrate of 320 kbs.

·
Internet Technology. We use high-speed fiber optic internet from Frontier Cable Business for a 99.99% uptime internet connection.

·
Computer and Automation Technology. We use a computer system running Windows 11 with Station Playlist Studio Radio Automation System. We employ a full, redundant backup system for system failures.

·
Music. We have a catalogue of more than 100,000 songs from the early 1900’s to present day. Most of our music has been ripped from original sources such as long play records (LP’s) or compact disks (CD’s.) to WAV, AIFF and MP3 files. Because of improving internet broadcast technology, we have started the process of converting our original music files to the FLAC lossless codec for an unbeatable sound quality.

Simply Whim

Whim is a rising health and
beauty brand committed to delivering high-quality, safe, and effective health and beauty products, formulated through a fusion of Nature,
Nutrition, and Science. Established to fill the gap in an industry lacking adequate standards and regulations, Whim is a response to a
pressing need for safer, more transparent options in the beauty sector. Our founder, a 3-time cancer survivor who is currently undergoing
treatment for her latest diagnosis, leverages her decades-long experience in the industry to create products that meet a higher standard.
She is acutely aware that U.S. regulations for beauty products lag far behind those of many other countries, allowing the use of ingredients
that are considered toxic, carcinogenic, and hormone-disrupting elsewhere. Proudly made and sold exclusively in the USA, Whim® is
set to redefine beauty norms by offering conscientious choices for consumers.

Our History

The Marquie Group

Our company was incorporated
on January 30, 2008 in the State of Florida, as Maximum Consulting, Inc. and shortly thereafter changed its name to ZhongSen International
Tea Company, with the principal business objective of providing sales and marketing consulting services to small to medium sized Chinese
tea producing companies. On May 31, 2013, our Company entered into an acquisition agreement (the “Acquisition”) with Music
of Your Life, Inc., a Nevada corporation (“MOYL Nevada”). As a result of the Acquisition, MOYL Nevada became a wholly owned
subsidiary of our Company. We changed our name to Music of Your Life, Inc. effective July 26, 2013. On August 16, 2018 we merged into
The Marquie Group, Inc., changed our name and adopted the ticker symbol “TMGI”.

On August 16, 2018, a merger
was cemented with The Marquie Group, Inc. (TMGI). The deal saw the issuance of 100,000 of our common stock shares to TMGI’s shareholders.
Post-merger, the total common stock shares issued and standing tallied at 102,277. On December 5, 2018, there was an amendment and a redefinition
of the Company's Articles of Incorporation. This change transitioned the Company's name from "Music of Your Life, Inc." to "The
Marquie Group, Inc." A symbol change with FINRA occurred on February 22, 2018 – moving from "MYLI" to "TMGI."
During this time, we funded the company using convertible debt instruments from several lenders.

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Music of Your Life

The Music of Your Life’s
legacy in the radio and music industry began with its launch in January 1978, by Al Ham, a renowned CBS Records executive and jingle writer.
This event, which took place on WDJZ radio station in Bridgeport, Connecticut, marked the beginning of the world's longest running syndicated
music radio network. Over time, the music programming evolved from its traditional Adult Standards music format to include hits from the
60’s, 70’s, and contemporary genres such as pop, rock & roll, country, and jazz segmented into various dayparts.

Since its inception, Music
of Your Life has aired over 400,000 hours of continuous radio programming, servicing more than 1,000 AM, FM, and HD radio stations in
the U.S. The global reach of the network expanded over the past 10 years, reaching 90 countries through online streaming from our website
and a host of third-party service providers. A Guinness Book of World Records application was filed in mid 2023 for a listing as the Longest
Continuous Broadcast of a Radio Network.

In 1984, the network's theme
song, originally sung by the legendary Tony Bennett, received recognition from the US Patent and Trademark Office, becoming one of the
first sound recordings to be trademarked. Also in 1984, our partnership with CBS Records also led to the production of numerous Music
of Your Life record albums and cassette tapes featuring top recording artists.

One unique feature developed
by the founder was having recorded messages by the stars whose songs were being played. Known as “The Stars Who Play the Stars”,
a phrase coined by the legendary announcer, Gary Owens. These recorded messages, known as “liners”, can still be heard today,
featuring voices from celebrities like Frank Sinatra, Barry Manilow, Danny DeVito, Kim Bassinger, among others.

Our network is accessible
across nearly every streaming platform including Apple's iTunes, Tune-In, Shoutcast, Roku, YouTube, as well as on iPhones, iPads, Apple
TV, CarPlay, and Android devices. We have an estimated audience of approximately 100,000 unique listeners per month across all platforms.

Our "Stars who Play the
Stars" on-air lineup has featured various past and present celebrity DJs, enhancing our audience appeal, including shows hosted by
1950’s crooner Pat Boone, Peter Marshall from Hollywood Squares, Laugh-In’s Gary Owens, singer Patty Page, game show superstar
Wink Martindale, big band leader Les Brown, Jr., Steve Torme, son of Mel, radio legends Johnny Magnus and Chuck Southcott.

Over the years, the network
gained significant traction, with more than 250 stations adopting Music of Your Life's format. Al Ham's innovative "matched-flow
sequencing" for song arrangement contributed significantly to our audience retention, keeping listeners tuned in for up to 15 hours
a day, 5-times the national average.

In 1996, we relaunched as
a satellite-delivered service, enhancing our competitive edge against similar offerings from rivals like Westwood One and ABC Radio Networks.
By harnessing technological advances, we transitioned from satellite to the Barix internet distribution system, achieving noticeable improvements
in audio quality and significant cost savings. Changes in FCC rules also allowed for simultaneous broadcasting on FM frequencies, further
expanding our audience reach. Today, Music of Your Life has a strong presence across multiple AM, FM, HD radio stations, and worldwide
online streaming platforms.

Alongside our on-air success,
our music was also promoted through live performances, featuring iconic big bands and artists, and special events such as the Music of
Your Life television special on CBS Television. Our network's influence also extended to product offerings such as Music of Your Life
CDs, Time Life-issued multi-CD box sets, and a Music of Your Life television special produced by PBS in 2016. For more than 10 years,
Carnival Cruise Lines hosted the Music of Your Life Celebrity Cruise to the Bahamas. Despite the challenges posed by the digital revolution
in music and radio advertising, we've continued to adapt and evolve. The Time Life - Music of Your Life collaboration, featuring Debbie
Boone and Peter Marshall is one of the most successful boxsets in the iconic brand’s history.

We've continually adapted
our offerings, introducing contemporary artists and swing bands to our programming, thereby ensuring our content remains relevant to our
audience. Despite facing challenges in the late 2000’s due to management issues, The Marquie Group took decisive action. In 2010,
we underwent a significant restructuring under the leadership of Marc Angell, who revamped operations, improved programming, and revitalized
the Music of Your Life brand. We strategized a plan to partner with companies or acquire products that we could market directly to the
consumer using our network radio reach, thereby bypassing the traditional ad agency model, and sharing directly in revenue. This strategic
shift led to the acquisition of Simply Whim, an emerging health and beauty company dedicated to high quality, safe and efficacious beauty
enhancing products marketed under their popular Whim® brand.

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Simply Whim

The history of Simply Whim
and the Whim Brand begins with its founder, Jacquie Angell, a globally recognized expert in skincare with over two decades in the beauty
and wellness industry. Jacquie has introduced products in more than 90 countries around the world, taking advantage of the opportunity
to gain extensive knowledge on global product regulations, uses, and trends.

Jacquie's journey as a three-time
cancer survivor has inspired her mission to create effective, safe, and simple skincare products. Her current experience with chemotherapy
fuels her drive further. Her exposure to international regulations revealed to her that the US guidelines are far behind global standards.
This realization led to a deeper investigation of ingredients used in the American beauty industry. She found numerous toxic, carcinogenic,
and endocrine-disrupting ingredients in products, which posed significant health risks. Jacquie also identified the presence of ineffective
but seemingly attractive natural ingredients in many products. Whim® aims to bridge the regulatory gap in the United States by adhering
to strict global ingredient regulations rather than just the FDA's list of banned substances.

Motivated by these findings,
Jacquie committed herself to the development of products that enhance health and beauty without compromise. She created the Whim®
line to bridge the gap between Inner Health & Outer Nutrition, firmly believing in the equal importance of what goes into and onto
the body. She strives to educate others that Age is Not a Skin Type and emphasizes the critical influence of lifestyle on skin health
and aging. Whim® is dedicated to using only ingredients that either directly contribute to overall health and wellbeing or enhance
the integrity and effectiveness of its product formulations. Whim offers custom-blended products inspired by Nature, Nutrition, and Science
to combat aging, stress, and environmental factors while nourishing the body, mind, and soul holistically. Whim was conceived out of a
passionate necessity for higher industry standards and regulations regarding skincare ingredients.

Our Strategy

Our primary objective is to
provide high quality, safe and efficacious health and beauty products comporting with global regulations and guidelines rather than the
substandard, often dangerous guidelines set in the United States. We advertise these products on our expanding radio network, Music of
Your Life www.musicofyourlife.com, our webstore, simplywhim.com, Public Square and Amazon.

Music of Your Life

Our
strategy is centered on building strong consumer relationships across our multiple platforms with national reach. Moreover, we believe
that we can leverage our investments in innovative products and compelling intellectual property to better monetize our assets and to
capture increasing market share across the broader audience ecosystem. The key elements of this growth strategy are:

Broadening
the scope of audio engagement

1.
We are expanding the spectrum of choices for our listeners-both in terms of compelling content and the array of ways in which it can be consumed.

2.
We have launched a new effort to attract terrestrial radio station affiliates to monthly syndication service which will not only increase our listening audience in terms of time Average Quarter Hour listening and geographical reach, but also the rates we can charge third party vendors on the network.

3.
The recently launched short-format, 2–6-minute newscast “Street Talk” platform will be made available as a pay-to-play syndicated program for affiliates to fill-in their local availability.

Our
goal for 2025 and forward is to grow our affiliate network by implementing a competitively priced, monthly fee-based service for terrestrial
radio stations. We have implemented this new alternative to the traditional advertising barter relationship which has encompassed the
majority of syndicated radio programming services over the past several decades. By introducing this disruptive plan nationwide, stations
will have a choice of a lower cost provider with the freedom to negotiate advertising rates independently.

Our
website musicofyourlife.com continues to be updated simplifying our access to a range of platforms and devices including smart speakers,
digital automobile dashes, tablets, wearables, smartphones, televisions, and gaming consoles. include an all-in-one digital music, and
live streaming digital radio service. These initiatives not only improve the listener experience, but they also facilitate further engagement
and heightened frequency of advertising impressions.

5

As
an indication of the size of the potential opportunity, we currently have more than 400,000 total social media followers compared to millions
of followers for some of our largest social and search competitors that utilize technology solutions for advertisers of all sizes. Budget
permitting, we will enhance our monetization capabilities by utilizing the industry leading Triton Audio Marketplace, an innovative global
open audio exchange that allows customers to aggregate audiences at scale across broadcast, streaming, podcasting and Triton Digital,
a global leader in digital audio advertising and measurement services.

Broadcast
radio is the number one consumer reach medium, and advertisers have a renewed appreciation for its scale, diverse demographic access and
impact. We intend to complement our current local and national advertising presence in approximately 10 U.S. markets by further growing
our stake in national advertising campaigns through our multi-platform portfolio of audio assets, roster of on-air talent, and the amplifying
effect of our listeners' social engagement. As a result of our implementation of the Triton technology, national advertisers will be able
to look to our audio offerings with their extensive reach, efficient pricing, and digital-like analytics.

Simply Whim

Throughout
the year, we expanded our efforts with our newly developed cancer care products for people undergoing chemotherapy treatments. We continue
to target beauty enthusiasts across multiple demographics and shopping behaviors. Beauty enthusiasts have a deep emotional connection
with beauty and develop brand loyalty when targeted with buying opportunities that reflect their social and economic profile.

Driving
the message that your chronological age does not define how your skin ages, rather, the way you treat your skin through your lifestyle
choices does, we are launching an advertising campaign using our trademark Age is Not a Skin Type, a daily regimen of Whim products combined
with a good diet, exercise, and healthy habits will help keep you looking young and healthy, regardless of your age.

Whim products are free of
parabens, phthalates, sulfates, artificial colors, and dyes. They’re cruelty free, gluten free, and vegan friendly. We pride ourselves
in our selection of unique ingredients with a strong foundation in the principles of nutrition. We utilize the power of antioxidant vitamins,
amino acids, peptides, and plant-based botanicals from both land and sea. And our nutrition products are non-GMO, sugar free, fat free
and carb free. And contain no artificial colors or flavors.

Intellectual Property

A major factor in our growth
and success is labelling our goods and services with brands which easily identify with the consumer. Through our subsidiaries, we have
obtained exclusive licenses with the right of first refusal to multiple trademarks registered with the United States Patent and Trademark
Office (the “USPTO”) and offer goods and services using these trademarks.

On May 10, 2024, we entered
into a settlement and co-existence agreement with Ulta Beauty (NASDAQ: ULTA), the world’s leading beauty company, over the rights
to our Whim trademark. Under the terms of the agreement, Ulta is limited in the products they can market under the Whim brand name, and
we are able to expand our Whim product offerings.

Music of Your Life, Inc.

1.
Music of Your Life®

2.
Street Talk®

Simply Whim, Inc.

1.
Whim®

2.
Age is Not a Skin Type®

3.
Inner Health and Outer Beauty®

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Our Market

Music of Your Life

Music
of our Life produces and delivers multiple forms of broadcast audio: broadcast audio complete with music, announcers’ voice tracks,
and commercials delivered to local AM, FM and HD terrestrial radio stations across the United States as a single 24 hours a day, 7 days
a week via private feed using the Barix delivery system; a simulcast of the broadcast presentation streamed directly to the public over
the internet from the musicofyourlife.com website; and as a pre-recorded podcast available as a download directly to the public from our
website. (Internet radio is defined as a web-based audio service and is transmitted through the internet. It contains streaming
media that delivers continuous streaming of audio that cannot be paused in between or replayed once the audio is finished.)

·
BIA Advisory Services reports that total local radio over-the-air and digital revenue for 2022 topped $13.6 billion in 2022, growing 7.4 percent from $12.6 billion in 2021. According to S&P Global Market Intelligence, between 2022 and 2027, radio station local and national spot ad revenues, including digital, to increase at a CAGR of 1.06% in rated markets, with non-rated markets declining, at a CAGR of negative 0.36%. Total radio revenue, including national and local spot, digital, off-air and network revenue, is expected to be mostly flat at a five-year CAGR of 0.78% from an estimated $15.47 billion in 2022 to $16.09 billion by the end of 2027.

·
U.S. radio industry ad revenues are forecast to grow at a modest pace through 2027, according to a new report from PwC. Broadcast radio’s combined over the air and online audio ad sales are on track to rise from $15.8 billion in 2022 to $16.6 billion in 2027, at a compound annual growth rate of 0.9%. When subscription revenue from satellite radio is factored in, total radio revenue is expected to increase from $21.9 billion in 2022 to $23.2 billion in 2027. That amounts to a compound annual growth rate of 1.2%.

·
Revenue in the Music Streaming market is projected to reach US$10.20 billion in 2023 for an annual growth rate (CAGR 2023-2027) of 5.11%, resulting in a projected market volume of US$12.45 billion by 2027. The number of users is expected to amount to double to 161.30 million users by 2027. User penetration will be 40.3% in 2023 and is expected to hit 46.9% by 2027.

·
U.S. podcast ad revenues showed resilience by growing 26% year-over-year to $1.8 billion. Podcasting continues to be one of the fastest growing digital channels, outpacing the total internet ad market.

·
The global internet radio market was valued at US $37.10 billion in 2022, and it is expected to reach US $72.76 billion by 2029 with a CAGR of 10.1% during the forecast period, according to Inside Radio.

Simply Whim

Simply
Whim sells direct to the consumer a line of healthy beauty products including skincare and dietary supplements for healthy skin called
Whim. We sell these products from our webstore at simplywhim.com and are currently in the process of launching our Amazon Marketplace
and Public Square online stores.

·
Our Outer Nutrition (skincare) products operate within the large and growing U.S. beauty products industry. In 2022, this market represented approximately $172 billion in sales, according to forecasted Euromonitor International and IBIS World Inc. In 2022, the beauty products industry totaled approximately $104 billion and included cosmetics, haircare, fragrance, bath and body, skincare, salon styling tools, and other toiletries. Within this market, we compete across the skincare category.

·
Our Inner Nutrition (supplements) products operate within the large and growing U.S. dietary supplements products industry. In 2022, this market represented $50.91 billion in sales, according to Grandview Research, and is expected to grow at a compound annual growth rate (CAGR) of 5.7% from 2023 to 2030. The primary factors driving the market growth are the growing population of senior citizens, rising awareness and focus on preventive healthcare, and rising demand for sports nutrition supplements. Additionally, consumers are moving towards self-directed care, which is also expected to drive demand for the dietary supplements in the U.S.

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Competition

Music of Your Life

We
compete for share of our listeners’ time and engagement, a challenging task in today’s fragmented and multi-tasking world.
We believe our national reach, the strength of our brand and assets, the quality of our programming and personalities, and the companionship
nature of our medium allows us to compete effectively against both our legacy competition, broadcast radio operators, as well as newer,
digital competition, including streaming music, and other digital companies.

Similarly, we compete for
advertising and marketing dollars in the U.S. advertising market against an increasingly diverse set of competitors. Our legacy competition
for the radio, and digital advertising market includes legacy broadcast radio operators, as well as satellite radio companies, and streaming
music companies with ad supported components of their business. We also compete in the larger U.S. advertising market-inclusive of the
radio, podcast and digital opportunity-by developing and offering competitive advertising products intended to attract advertising and
marketing dollars that might otherwise go to larger companies in broadcast radio.

Simply Whim

There
is significant competition within each market and platform where our products are sold. We compete against manufacturers and marketers
of beauty products, and personal care products. In addition to the established multinational brands against which we compete, small, targeted
niche brands such as ours continue to enter the beauty market. We also have competition from private label products sold by retailers.

We
believe that we compete primarily based on perceived value, including pricing and innovation, product efficacy, service to the consumer,
promotional activities, advertising, special events, new product introductions, e-commerce initiatives, direct sales, and other activities
(including influencers). It is difficult for us to predict the timing, scale, and effectiveness of our competitors’ actions in these
areas or the timing and impact of new entrants into the marketplace.

Channels

Simply Whim Online

·SimplyWhim.com

·Amazon/SimplyWhim.com

·PublicSquare.com/SimplyWhim

Marketing and Advertising

Music of Your Life

We
self-promote expansion of our streaming and syndication services across our broadcast network, mobile streaming applications, our broadcast
website, and social media platforms that reach national, regional, and local audiences as opportunities become available.

8

Simply Whim

Our marketing expense is targeted
towards digital, social media, and streaming advertising. We believe these channels are highly effective in communicating with existing
customers, as well as attracting new buyers. Our marketing program has been effective in communicating with our existing online and mobile,
followers in a targeted and relevant way. Our digital marketing strategy includes search engine optimization, paid search, mobile advertising,
social media, display advertising, and influencer marketing channels. Digital marketing, coupled with our national radio advertising,
has helped us increase brand awareness and consideration among those not familiar with Whim, which we believe has resulted in new customers.

Employees

As of May 31, 2025, Marc Angell
(Director and Chief Executive Officer) is the only non-employee officer director of The Marquie Group. The Company has no official employees.
We have an outside accountant, bookkeeper, and lawyer. We outsource our information technology services to a third-party vendor. Certain
other executive and board positions have been identified, and we intend to fill these positions. Additional other support staff and other
personnel will be hired when there is adequate capital available to do so. Music of Your Life currently has one part-time production person
and two part-time announcers. We have one on-site part-time producer and one outside part-time producer.

As of May 31, 2025, Jacquie
Angell (Director and Chief Executive Officer) is the only non-employee officer director of Simply Whim, Inc. Simply Whim has no official
employees and has one part-time marketing person, an outside accountant, and an outside lawyer.

We have undertaken preliminary
investigations concerning candidates for the above positions and do not currently anticipate difficulty in filling such positions with
qualified persons; however, we cannot assure you that we will in fact be able to hire qualified persons for such positions when needed.
Additional positions to be filled may be identified from time to time by the Company. We expect to be able to attract and retain such
additional employees as are necessary, commensurate with the anticipated future expansion of our business. Further, we expect to continue
to use consultants, contract labor, attorneys, accountants, and production personnel as necessary.

The loss of our CEO Marc Angell
would likely have a material adverse effect on the Company. We intend to reduce this risk by obtaining key-man insurance if affordable
insurance coverage may be obtained. We cannot assure you that the Company will be able to obtain such insurance or that the Company will
be successful in recruiting needed personnel.

Available Information

The Marquie Group, Inc. is
subject to the information requirements of the Securities Exchange Act of 1934, as amended, and in accordance therewith files quarterly
and annual reports, as well as other information with the Securities and Exchange Commission (“Commission”) under File No.
000-54163. Such reports and other information filed with the Commission can be inspected and copied at the public reference facilities
maintained by the Commission at 450 Fifth Street, N.W., Washington, D.C. 20549 at prescribed rates, and at various regional and district
offices maintained by the Commission throughout the United States. Information about the operation of the Commission’s public reference
facilities may be obtained by calling the Commission at 1-800-SEC-0330. The Commission also maintains a website at http://www.sec.gov
that contains reports and other information regarding the Company and other registrants that file electronic reports and information with
the Commission.

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