Large accelerated filer ¨
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Accelerated filer ¨
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Non-accelerated filer ¨
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Smaller reporting company þ
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(Do not check if a smaller reporting company) |
Amount
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Proposed
Maximum
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Proposed
Maximum
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Amount of
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Title of Each Class of Securities
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To Be
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Offering Price Per
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Aggregate Offering
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Registration
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To Be Registered
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Registered(1)
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Share(2)
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Price
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Fee(3)
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Common Stock, par value $0.001 per share
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2,000,000 shares
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$ | 0.35 | $ | 700,000.00 | $ | 81.27 |
(1)
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In addition, pursuant to Rule 416(a) under the Securities Act of 1933, as amended, this Registration Statement also covers such indeterminate number of additional shares of Common Stock as is necessary to eliminate any dilutive effect of any future stock split, stock dividend or similar transaction.
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(2)
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The price of $0.35 per share, which is the average of the high and low price of the Common Stock of the Registrant as reported on the OTCQB™ on August 9, 2011, is set forth solely for purposes of calculating the filing fee pursuant to Rules 457(c) and (h) of the Securities Act of 1933, as amended.
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(3)
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Calculated pursuant to Section 6(b) of the Securities Act of 1933, as amended.
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Exhibit No.
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Description of Exhibit
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5.1
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Opinion of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C.
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23.1
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Consent of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. (included in Exhibit 5.1)
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23.2
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Consent of Grant Thornton LLP
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24.1
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Power of Attorney (included as part of the signature page of this Registration Statement)
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INTERLEUKIN GENETICS, INC.
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By:
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/s/ Eliot M. Lurier
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Eliot M. Lurier
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Chief Financial Officer
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Signature
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Title(s)
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/s/ Lewis H. Bender
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Chief Executive Officer, Director (principal executive officer)
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Lewis H. Bender
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/s/ Eliot M. Lurier
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Chief Financial Officer (principal financial and accounting officer)
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Eliot M. Lurier
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/s/ James M. Weaver
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Chairman of the Board of Directors
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James M. Weaver
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/s/ Mary E. Chowning
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Director
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Mary E. Chowning
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/s/ Roger C. Colman
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Director
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Roger C. Colman
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/s/ Thomas R. Curran Jr.
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Director
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Thomas R. Curran Jr.
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/s/ Catherine Ehrenberger
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Director
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Catherine Ehrenberger
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/s/ William C. Mills III
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Director
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William C. Mills III
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Exhibit No.
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Description of Exhibit
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5.1
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Opinion of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C.
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23.1
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Consent of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. (included in Exhibit 5.1)
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23.2
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Consent of Grant Thornton LLP
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24.1
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Power of Attorney (included as part of the signature page of this Registration Statement)
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One Financial Center
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Boston, MA 02111
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617-542-6000
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617-542-2241 fax
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www.mintz.com
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Very truly yours,
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/s/ Mintz, Levin, Cohn, Ferris,
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Glovsky and Popeo, P.C.
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/s/ Grant Thornton LLP
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Boston, Massachusetts
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August 12, 2011
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