UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 1−SA

SEMIANNUAL REPORT PURSUANT TO REGULATION A

OF THE SECURITIES ACT OF 1933

For the six months ended June 30, 2023

Otis Gallery LLC

(Exact name of issuer as specified in its charter)

Delaware	37-1921598
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

6 Harrison Street, 5th Floor, New York, NY 10013

(Full mailing address of principal executive offices)

201-479-4408

(Issuer’s telephone number, including area code)

Series #KW, Series Drop 002, Series Drop 003, Series Drop 004, Series Drop 005, Series Drop 008, Series Drop 009, Series Drop 010, Series Gallery Drop 011, Series Gallery Drop 012, Series Gallery Drop 013, Series Gallery Drop 014, Series Gallery Drop 015, Series Gallery Drop 016, Series Gallery Drop 017, Series Gallery Drop 018, Series Gallery Drop 019, Series Gallery Drop 020, Series Gallery Drop 021, Series Gallery Drop 022, Series Gallery Drop 023, Series Gallery Drop 024, Series Gallery Drop 025, Series Gallery Drop 026, Series Gallery Drop 027, Series Gallery Drop 028, Series Gallery Drop 029, Series Gallery Drop 030, Series Gallery Drop 031, Series Gallery Drop 032, Series Gallery Drop 033, Series Gallery Drop 034, Series Gallery Drop 035, Series Gallery Drop 036, Series Gallery Drop 037, Series Gallery Drop 038, Series Gallery Drop 039, Series Gallery Drop 040, Series Gallery Drop 041, Series Gallery Drop 042, Series Gallery Drop 043, Series Gallery Drop 044, Series Gallery Drop 045, Series Gallery Drop 046, Series Gallery Drop 047, Series Gallery Drop 048, Series Gallery Drop 049, Series Gallery Drop 050, Series Gallery Drop 051, Series Gallery Drop 052, Series Gallery Drop 053, Series Gallery Drop 054, Series Gallery Drop 055, Series Gallery Drop 056, Series Gallery Drop 057, Series Gallery Drop 058, Series Gallery Drop 059, Series Gallery Drop 060, Series Gallery Drop 061, Series Gallery Drop 062, Series Gallery Drop 063, Series Gallery Drop 064, Series Gallery Drop 065, Series Gallery Drop 066, Series Gallery Drop 067, Series Gallery Drop 068, Series Gallery Drop 069, Series Gallery Drop 070, Series Gallery Drop 071, Series Gallery Drop 072, Series Gallery Drop 073, Series Gallery Drop 074, Series Gallery Drop 075, Series Gallery Drop 076, Series Gallery Drop 077, Series Gallery Drop 078, Series Gallery Drop 079, Series Gallery Drop 080, Series Gallery Drop 082, Series Gallery Drop 083, Series Gallery Drop 086, Series Gallery Drop 089, Series Gallery Drop 091, Series Gallery Drop 093, Series Gallery Drop 094, Series Gallery Drop 095, Series Gallery Drop 096, Series Gallery Drop 097, Series Gallery Drop 098, Series Gallery Drop 099, Series Gallery Drop 100, Series Gallery Drop 101, Series Gallery Drop 102, Series Gallery Drop 103, Series Gallery Drop 104, Series Gallery Drop 105, Series Gallery Drop 107, Series Gallery Drop 108, Series Gallery Drop 109, Series Gallery Drop 110, Series Gallery Drop 111, Series Gallery Drop 112, Series Gallery Drop 113, Series Gallery Drop 114, Series Gallery Drop 115, Series Gallery Drop 116, Series Gallery Drop 117, Series Gallery Drop 119, Series Gallery Drop 121, Series Gallery Drop 122, Series Gallery Drop 123

(Title of each class of securities issued pursuant to Regulation A)

TABLE OF CONTENTS

ITEM 1. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	1
ITEM 2. OTHER INFORMATION	20
ITEM 3. FINANCIAL STATEMENTS	21
ITEM 4. EXHIBITS	22

i

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

The information contained in this report includes some statements that are not historical and that are considered “forward-looking statements.” Such forward-looking statements include, but are not limited to, statements regarding our development plans for our business; our strategies and business outlook; anticipated development of our company, Public, our manager, each series of our company and the Public Platform; and various other matters (including contingent liabilities and obligations and changes in accounting policies, standards and interpretations). These forward-looking statements express our manager’s expectations, hopes, beliefs, and intentions regarding the future. In addition, without limiting the foregoing, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words “anticipates,” “believes,” “continue,” “could,” “estimates,” “expects,” “intends,” “may,” “might,” “plans,” “possible,” “potential,” “predicts,” “projects,” “seeks,” “should,” “will,” “would” and similar expressions and variations, or comparable terminology, or the negatives of any of the foregoing, may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking.

The forward-looking statements contained in this report are based on current expectations and beliefs concerning future developments that are difficult to predict. Neither we nor our manager can guarantee future performance, or that future developments affecting our company, Public, our manager or the Public Platform will be as currently anticipated. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond our control) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements.

All forward-looking statements attributable to us are expressly qualified in their entirety by these risks and uncertainties. Should one or more of these risks or uncertainties materialize, or should any of the parties’ assumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. You should not place undue reliance on any forward-looking statements and should not make an investment decision based solely on these forward-looking statements. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.

ii

ITEM 1. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of our financial condition and results of operation should be read in conjunction with our financial statements and the related notes included in this report. The following discussion contains certain information that has not been audited. The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in the forward-looking statements.

Overview

Since its formation in December 2018, Otis Gallery LLC, a Delaware series limited liability company (“we,” “us,” “our” or “our company”), has been engaged primarily in acquiring and managing a collection of investment-grade art and collectibles (the “underlying assets”). Otis Wealth, Inc. is the manager of our company (our “manager”) and serves as the asset manager for the underlying assets owned by our company. Our manager is a wholly owned subsidiary of Public Holdings, Inc. (“Public”). We acquired the underlying assets from consignors using cash or from our manager financed through promissory notes issued to our manager, and our manager developed the financial, offering and other materials to offer membership interests (“interests”) in series of our company (each, a “series”) through the mobile app-based investment platform called Otis (the “Otis Platform”). We offered and sold interests in a number of separate individual series, and investors in any series acquired a proportional share of income and liabilities as they pertain to a particular series. The sole asset of any given series at the time of an offering was the underlying asset related to such series (plus any cash reserves for future operating expenses), and the sole liability of any given series at the time of an offering was the promissory note related to the acquisition of such underlying asset if such asset was acquired from our manager. We conducted separate closings with respect to each offering. See the offering statement filed with the Securities and Exchange Commission (the “Commission”) on Form 1-A (as amended and supplemented, the “Offering Statement”) under the Securities Act of 1933, as amended (the “Securities Act”), for additional details regarding our offerings.

Public operates the web- and mobile app-based platform called Public (the “Public Platform”) and launched an interface on the Public Platform that enables investors to buy and sell their holdings via the Public Private Execution Network Alternative Trading System (the “PPEX ATS”) operated by North Capital Private Securities Corporation (“North Capital”). As of the date hereof, the PPEX ATS is the sole trading platform approved by our manager for secondary transfers of our interests (for the avoidance of doubt, transfers may occur outside of a trading platform). We will notify interest holders of approval of any additional trading platform(s) by making a filing with the Commission of the type applicable as of the time such change is made and by sending an email message or a message through the Public Platform, or by posting a message on the Public website.

Our manager believes that alternative assets have been a cornerstone of wealth accumulation. However, barriers are high, and quality access has been limited to a tiny fraction of our global economy. Our manager believes that those who do have access to top-quality alternative investments are faced with a lack of transparency, operational overhead and high minimums and fees from established gatekeepers. The costs for investing in this asset class are high and transaction volumes are low, with few options for liquidity, resulting in longer holding periods. As a result, the opportunity to build wealth remains inaccessible.

The Public Platform enables our proposed solution to this problem. Our manager is creating a marketplace for investment-grade art and collectibles and expanding asset classes into other alternative asset classes such as real estate, wine, precious metals and culture (movies, music royalties, etc.), through one or more affiliated issuers. The goal is to unlock every type of alternative asset and give investors true uncorrelated diversification.

The reported financial information herein will likely not be indicative of future operating results or operating conditions. Because of our corporate structure, we are in large part reliant on our manager and its employees to grow and support our business. There are a number of key factors that will have large potential impacts on our operating results going forward, including our manager’s ability to:

●

continue to source high quality underlying assets at reasonable prices to securitize on the Public Platform;

1

●

market the Public Platform and the offerings in individual series and attract investors to the Public Platform;

●

continue to develop the Public Platform and provide the information and technology infrastructure to support the issuance of interests; and

●

find operating partners to manage the collection of underlying assets at a decreasing marginal cost per asset.

No revenue models have been developed at the company or series level, and we do not expect our company or any series to generate revenue under current operating plans. Gains from sales of underlying assets will be presented as other income in the statements of operations as they do not qualify as operating revenues.

Recent Developments

On July 25, 2023, Series Gallery Drop 117 sold the underlying asset of such series, an NFT by XCOPY titled BOTTOM FEEDER #35, for $19,899 net of platform fees versus the Series Gallery Drop 117 offering amount of $93,700. In connection with the sale, our manager assumed all outstanding but unpaid Series Gallery Drop 117 acquisition and offering expenses. This resulted in a net loss to holders of interests in Series Gallery Drop 117. After completing such distribution, our manager intends to begin winding up Series Gallery Drop 117 as the series will no longer have any assets or liabilities.

Results of Operations

Revenues

As of June 30, 2023 and 2022, neither our company nor any series had recognized any revenue. No revenue models have been developed at the company or series level, and we do not expect our company or any series to generate revenue under current operating plans. Gains from sales of underlying assets are presented as other income in the statements of operations as they do not qualify as operating revenues.

Operating Expenses

The Operating Expenses incurred prior to the closing of an offering related to any of the underlying assets are being paid by our manager and recognized by our company as capital contributions and will not be reimbursed by the series. Each series will be responsible for its own operating expenses, such as storage, insurance or maintenance, beginning on the closing date of the offering for such series’ interests. Sourcing fees, which are treated as Operating Expenses, are paid to our manager as compensation for sourcing each underlying asset from the gross proceeds of the offering of each series’ interests.

For the six months ended June 30, 2023, we incurred $47,270 in operating expenses, as compared to $237,944 in operating expenses for the six months ended June 30, 2022. The following table summarizes the Operating Expenses by category:

Operating Expense		Six Months Ended June 30, 2023		Six Months Ended June 30, 2022
Organizational Costs	$	33,881	$	194,130
Sourcing Fees	$	-	$	22,289
Transportation, Storage and Insurance	$	13,389	$	21,525
TOTALS	$	47,270	$	237,944

2

At the close of the respective offerings for the series, each individual series became responsible for Operating Expenses. Pre-closing Operating Expenses are incurred on the books of our company, and post-closing Operating Expenses incurred by each series with a closed offering are incurred and recorded on the books of the series. Our manager has agreed to pay and not be reimbursed for Operating Expenses incurred prior to the closing of each offering. The following table summarizes the Operating Expenses by our company and series for which the respective offerings had closed:

Series		Six Months Ended June 30, 2023		Six Months Ended June 30, 2022
Series #KW	$	2,076	$	2,707
Series Drop 002	$	-	$	2,012
Series Drop 003	$	1,642	$	2,025
Series Drop 004	$	-	$	2,060
Series Drop 005	$	1,669	$	2,213
Series Drop 008	$	-	$	2,028
Series Drop 009	$	-	$	2,950
Series Drop 010	$	-	$	1,991
Series Gallery Drop 011	$	1,492	$	1,988
Series Gallery Drop 012	$	1,810	$	2,380
Series Gallery Drop 013	$	1,658	$	2,193
Series Gallery Drop 014	$	-	$	2,012
Series Gallery Drop 015	$	-	$	1,994
Series Gallery Drop 016	$	-	$	1,976
Series Gallery Drop 017	$	1,564	$	2,077
Series Gallery Drop 018	$	-	$	1,950
Series Gallery Drop 019	$	-	$	1,974
Series Gallery Drop 021	$	-	$	2,000
Series Gallery Drop 022	$	-	$	2,011
Series Gallery Drop 023	$	-	$	1,961
Series Gallery Drop 024	$	-	$	1,988
Series Gallery Drop 026	$	-	$	1,835
Series Gallery Drop 028	$	-	$	1,973
Series Gallery Drop 029	$	-	$	2,090
Series Gallery Drop 030	$	1,494	$	1,991
Series Gallery Drop 031	$	1,548	$	2,058
Series Gallery Drop 032	$	-	$	1,927
Series Gallery Drop 033	$	-	$	1,983
Series Gallery Drop 034	$	2,559	$	3,268
Series Gallery Drop 035	$	-	$	2,155
Series Gallery Drop 036	$	-	$	2,072
Series Gallery Drop 037	$	-	$	1,994
Series Gallery Drop 038	$	-	$	2,154
Series Gallery Drop 039	$	1,599	$	2,120
Series Gallery Drop 040	$	-	$	2,022
Series Gallery Drop 041	$	-	$	1,928
Series Gallery Drop 042	$	-	$	1,978
Series Gallery Drop 043	$	-	$	2,122
Series Gallery Drop 044	$	3,199	$	4,089
Series Gallery Drop 046	$	1,564	$	1,980
Series Gallery Drop 047	$	-	$	1,932
Series Gallery Drop 048	$	1,573	$	2,024
Series Gallery Drop 049	$	2,014	$	2,555

3

Series Gallery Drop 050	$	-	$	1,920
Series Gallery Drop 051	$	1,507	$	1,933
Series Gallery Drop 052	$	-	$	1,866
Series Gallery Drop 053	$	-	$	2,097
Series Gallery Drop 054	$	-	$	1,896
Series Gallery Drop 055	$	-	$	1,987
Series Gallery Drop 056	$	-	$	1,903
Series Gallery Drop 057	$	-	$	1,893
Series Gallery Drop 058	$	-	$	1,907
Series Gallery Drop 059	$	1,630	$	2,083
Series Gallery Drop 060	$	-	$	1,656
Series Gallery Drop 061	$	-	$	1,910
Series Gallery Drop 062	$	-	$	1,888
Series Gallery Drop 063	$	1,484	$	1,903
Series Gallery Drop 064	$	1,368	$	1,943
Series Gallery Drop 065	$	-	$	1,903
Series Gallery Drop 066	$	1,593	$	2,138
Series Gallery Drop 067	$	-	$	2,036
Series Gallery Drop 068	$	-	$	1,916
Series Gallery Drop 069	$	-	$	1,954
Series Gallery Drop 070	$	-	$	1,941
Series Gallery Drop 071	$	1,641	$	2,087
Series Gallery Drop 072	$	-	$	2,774
Series Gallery Drop 073	$	-	$	1,983
Series Gallery Drop 074	$	-	$	1,906
Series Gallery Drop 075	$	-	$	1,541
Series Gallery Drop 076	$	-	$	2,021
Series Gallery Drop 077	$	-	$	1,960
Series Gallery Drop 078	$	-	$	1,905
Series Gallery Drop 079	$	-	$	1,903
Series Gallery Drop 080	$	-	$	1,886
Series Gallery Drop 082	$	-	$	1,307
Series Gallery Drop 083	$	-	$	1,986
Series Gallery Drop 086	$	-	$	2,134
Series Gallery Drop 089	$	-	$	1,915
Series Gallery Drop 091	$	-	$	1,441
Series Gallery Drop 093	$	-	$	1,981
Series Gallery Drop 094	$	-	$	1,907
Series Gallery Drop 095	$	-	$	1,987
Series Gallery Drop 096	$	-	$	1,932
Series Gallery Drop 098	$	-	$	1,882
Series Gallery Drop 099	$	1,784	$	2,272
Series Gallery Drop 100	$	-	$	1,897
Series Gallery Drop 101	$	1,919	$	2,296
Series Gallery Drop 102	$	-	$	1,882
Series Gallery Drop 103	$	-	$	2,318
Series Gallery Drop 104	$	-	$	1,877
Series Gallery Drop 105	$	-	$	1,978

4

Series Gallery Drop 107	$	-	$	1,911
Series Gallery Drop 108	$	-	$	1,936
Series Gallery Drop 109	$	-	$	1,905
Series Gallery Drop 110	$	-	$	1,526
Series Gallery Drop 111	$	-	$	1,899
Series Gallery Drop 112	$	-	$	2,087
Series Gallery Drop 113	$	-	$	2,030
Series Gallery Drop 114	$	-	$	1,881
Series Gallery Drop 115	$	-	$	1,891
Series Gallery Drop 116	$	2,010	$	11,055
Series Gallery Drop 117	$	1,594	$	4,309
Series Gallery Drop 118	$	-	$	47
Series Gallery Drop 119	$	-	$	5,534
Series Gallery Drop 120	$	-	$	44
Series Gallery Drop 121	$	-	$	3,180
Series Gallery Drop 122	$	1,729	$	6,564
Series Gallery Drop 123	$	1,550	$	3,774
TOTALS	$	47,270	$	237,944

Other Income/(Expenses)

For the six months ended June 30, 2023, we incurred other expenses of $(171,963) in the form of net losses on asset sales of $(850) and losses on impairment of $(171,113), as compared to other income of $155,879 in the form of gains on the sales of underlying assets of $244,879, gain on cancellation of promissory note of $9,400 and losses on impairment of $(98,400) for the six months ended June 30, 2022. The following table summarizes the other income/(expenses) by series:

Series		Six Months Ended June 30, 2023		Six Months Ended June 30, 2022
Series Drop 003(1)	$	(18,000)	$	-
Series Gallery Drop 026	$	-	$	105,000
Series Gallery Drop 043	$	-	$	(6,700)
Series Gallery Drop 048	$	(5,900)	$	-
Series Gallery Drop 049(1)	$	(110,476)	$	-
Series Gallery Drop 051	$	(3,600)	$	-
Series Gallery Drop 058	$	(4,800)	$	(4,800)
Series Gallery Drop 060	$	-	$	91,415
Series Gallery Drop 063	$	(1,800)	$	-
Series Gallery Drop 064	$	(850)	$	-
Series Gallery Drop 068	$	-	$	(1,800)
Series Gallery Drop 069	$	-	$	(3,800)
Series Gallery Drop 082	$	-	$	24,859
Series Gallery Drop 089	$	-	$	(19,100)
Series Gallery Drop 093	$	-	$	(13,400)
Series Gallery Drop 096	$	-	$	(8,600)
Series Gallery Drop 100	$	-	$	(5,800)
Series Gallery Drop 103	$	-	$	17,469
Series Gallery Drop 105	$	-	$	(8,000)
Series Gallery Drop 109	$	-	$	(8,500)

5

Series Gallery Drop 110	$	-	$	6,136
Series Gallery Drop 115	$	-	$	(6,100)
Series Gallery Drop 117(1)	$	(31,337)	$	(11,800)
Series Gallery Drop 118	$	-	$	9,400
TOTALS	$	(171,963)	$	155,879

(1)

We treat the underlying assets as long-lived assets, and the underlying assets are subject to a semiannual test for impairment and will not be depreciated or amortized. These long-lived assets will be reviewed for impairment semiannually or whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to the estimated fair value of the asset. If the carrying amount of an asset exceeds its estimated fair value, an impairment charge is recognized in the amount by which the carrying amount of the asset exceeds the fair value of the asset. Following such review, the referenced series recorded significant losses on impairment with respect to sales of comparable assets. There has been no loss in utility with respect to such underlying assets, but the carrying amount of the assets significantly exceeded the estimated fair values, so substantial impairment charges were recognized in the amount by which the carrying amounts of the assets exceeded the fair value of the assets.

Income Taxes

For the six months ended June 30, 2023, we recorded a $1,350 provision for income taxes, as compared to a $5,275 provision for income taxes for the six months ended June 30, 2022. The following table summarizes income taxes by series:

Series		Six Months Ended June 30, 2023		Six Months June 30, 2022
Series #KW	$	(50)	$	(50)
Series Drop 002	$	-	$	(50)
Series Drop 003	$	(50)	$	(50)
Series Drop 004	$	-	$	(50)
Series Drop 005	$	(50)	$	(50)
Series Drop 008	$	-	$	(50)
Series Drop 009	$	-	$	(50)
Series Drop 010	$	-	$	(50)
Series Gallery Drop 011	$	(50)	$	(50)
Series Gallery Drop 012	$	(50)	$	(50)
Series Gallery Drop 013	$	(50)	$	(50)
Series Gallery Drop 014	$	-	$	(50)
Series Gallery Drop 015	$	-	$	(50)
Series Gallery Drop 016	$	-	$	(50)
Series Gallery Drop 017	$	(50)	$	(50)
Series Gallery Drop 018	$	-	$	(50)
Series Gallery Drop 019	$	-	$	(50)
Series Gallery Drop 021	$	-	$	(50)
Series Gallery Drop 022	$	-	$	(50)
Series Gallery Drop 023	$	-	$	(50)
Series Gallery Drop 024	$	-	$	(50)
Series Gallery Drop 026	$	-	$	(50)
Series Gallery Drop 028	$	-	$	(50)
Series Gallery Drop 029	$	-	$	(50)

6

Series Gallery Drop 030	$	(50)	$	(50)
Series Gallery Drop 031	$	(50)	$	(50)
Series Gallery Drop 032	$	-	$	(50)
Series Gallery Drop 033	$	-	$	(50)
Series Gallery Drop 034	$	(50)	$	(50)
Series Gallery Drop 035	$	-	$	(50)
Series Gallery Drop 036	$	-	$	(50)
Series Gallery Drop 037	$	-	$	(50)
Series Gallery Drop 038	$	-	$	(50)
Series Gallery Drop 039	$	(50)	$	(50)
Series Gallery Drop 040	$	-	$	(50)
Series Gallery Drop 041	$	-	$	(50)
Series Gallery Drop 042	$	-	$	(50)
Series Gallery Drop 043	$	-	$	(50)
Series Gallery Drop 044	$	(50)	$	(50)
Series Gallery Drop 046	$	(50)	$	(50)
Series Gallery Drop 047	$	-	$	(50)
Series Gallery Drop 048	$	(50)	$	(50)
Series Gallery Drop 049	$	(50)	$	(50)
Series Gallery Drop 050	$	-	$	(50)
Series Gallery Drop 051	$	(50)	$	(50)
Series Gallery Drop 052	$	-	$	(50)
Series Gallery Drop 053	$	-	$	(50)
Series Gallery Drop 054	$	-	$	(50)
Series Gallery Drop 055	$	-	$	(50)
Series Gallery Drop 056	$	-	$	(50)
Series Gallery Drop 057	$	-	$	(50)
Series Gallery Drop 058	$	-	$	(50)
Series Gallery Drop 059	$	(50)	$	(50)
Series Gallery Drop 060	$	-	$	(50)
Series Gallery Drop 061	$	-	$	(50)
Series Gallery Drop 062	$	-	$	(50)
Series Gallery Drop 063	$	(50)	$	(50)
Series Gallery Drop 064	$	(50)	$	(50)
Series Gallery Drop 065	$	-	$	(50)
Series Gallery Drop 066	$	(50)	$	(50)
Series Gallery Drop 067	$	-	$	(50)
Series Gallery Drop 068	$	-	$	(50)
Series Gallery Drop 069	$	-	$	(50)
Series Gallery Drop 070	$	-	$	(50)
Series Gallery Drop 071	$	(50)	$	(50)
Series Gallery Drop 072	$	-	$	(50)
Series Gallery Drop 073	$	-	$	(50)
Series Gallery Drop 074	$	-	$	(50)
Series Gallery Drop 075	$	-	$	(50)
Series Gallery Drop 076	$	-	$	(50)
Series Gallery Drop 077	$	-	$	(50)
Series Gallery Drop 078	$	-	$	(50)

7

Series Gallery Drop 079	$	-	$	(50)
Series Gallery Drop 080	$	-	$	(50)
Series Gallery Drop 082	$	-	$	(50)
Series Gallery Drop 083	$	-	$	(50)
Series Gallery Drop 086	$	-	$	(50)
Series Gallery Drop 089	$	-	$	(50)
Series Gallery Drop 091	$	-	$	(50)
Series Gallery Drop 093	$	-	$	(50)
Series Gallery Drop 094	$	-	$	(50)
Series Gallery Drop 095	$	-	$	(50)
Series Gallery Drop 096	$	-	$	(50)
Series Gallery Drop 098	$	-	$	(50)
Series Gallery Drop 099	$	(50)	$	(50)
Series Gallery Drop 100	$	-	$	(50)
Series Gallery Drop 101	$	(50)	$	(50)
Series Gallery Drop 102	$	-	$	(50)
Series Gallery Drop 103	$	-	$	(50)
Series Gallery Drop 104	$	-	$	(50)
Series Gallery Drop 105	$	-	$	(50)
Series Gallery Drop 107	$	-	$	(50)
Series Gallery Drop 108	$	-	$	(50)
Series Gallery Drop 109	$	-	$	(50)
Series Gallery Drop 110	$	-	$	(50)
Series Gallery Drop 111	$	-	$	(50)
Series Gallery Drop 112	$	-	$	(50)
Series Gallery Drop 113	$	-	$	(50)
Series Gallery Drop 114	$	-	$	(50)
Series Gallery Drop 115	$	-	$	(50)
Series Gallery Drop 116	$	(50)	$
Series Gallery Drop 117	$	(50)	$	(50)
Series Gallery Drop 119	$	-	$	(50)
Series Gallery Drop 120	$	-	$	(50)
Series Gallery Drop 121	$	-	$	(50)
Series Gallery Drop 122	$	(50)	$	(50)
Series Gallery Drop 123	$	(50)	$	(50)
TOTALS	$	(1,350)	$	(5,275)

Net Income/(Loss)

As a result of the cumulative effect of the foregoing factors, we incurred a net losses of $(220,583) and $87,340 for the six months ended June 30, 2023 and 2022, respectively. The following table summarizes net income/(loss) by our company and series (any series not listed had no net income or loss for the six months ended June 30, 2023 and 2022):

Series		Six Months Ended June 30, 2023		Six Months Ended June 30, 2022
Series #KW	$	(2,126)	$	(2,757)
Series Drop 002	$	-	$	(2,062)
Series Drop 003	$	(19,692)	$	(2,075)

8

Series Drop 004	$	-	$	(2,110)
Series Drop 005	$	(1,719)	$	(2,263)
Series Drop 008	$	-	$	(2,078)
Series Drop 009	$	-	$	(3,000)
Series Drop 010	$	-	$	(2,041)
Series Gallery Drop 011	$	(1,542)	$	(2,038)
Series Gallery Drop 012	$	(1,860)	$	(2,430)
Series Gallery Drop 013	$	(1,708)	$	(2,243)
Series Gallery Drop 014	$	-	$	(2,062)
Series Gallery Drop 015	$	-	$	(2,044)
Series Gallery Drop 016	$	-	$	(2,026)
Series Gallery Drop 017	$	(1,614)	$	(2,127)
Series Gallery Drop 018	$	-	$	(2,000)
Series Gallery Drop 019	$	-	$	(2,024)
Series Gallery Drop 021	$	-	$	(2,050)
Series Gallery Drop 022	$	-	$	(2,061)
Series Gallery Drop 023	$	-	$	(2,011)
Series Gallery Drop 024	$	-	$	(2,038)
Series Gallery Drop 026	$	-	$	103,115
Series Gallery Drop 028	$	-	$	(2,023)
Series Gallery Drop 029	$	-	$	(2,140)
Series Gallery Drop 030	$	(1,544)	$	(2,041)
Series Gallery Drop 031	$	(1,598)	$	(2,108)
Series Gallery Drop 032	$	-	$	(1,977)
Series Gallery Drop 033	$	-	$	(2,033)
Series Gallery Drop 034	$	(2,609)	$	(3,318)
Series Gallery Drop 035	$	-	$	(2,205)
Series Gallery Drop 036	$	-	$	(2,122)
Series Gallery Drop 037	$	-	$	(2,044)
Series Gallery Drop 038	$	-	$	(2,204)
Series Gallery Drop 039	$	(1,649)	$	(2,170)
Series Gallery Drop 040	$	-	$	(2,072)
Series Gallery Drop 041	$	-	$	(1,978)
Series Gallery Drop 042	$	-	$	(2,028)
Series Gallery Drop 043	$	-	$	(8,872)
Series Gallery Drop 044	$	(3,249)	$	(4,139)
Series Gallery Drop 046	$	(1,614)	$	(2,030)
Series Gallery Drop 047	$	-	$	(1,982)
Series Gallery Drop 048	$	(7,523)	$	(2,074)
Series Gallery Drop 049	$	(112,540)	$	(2,605)
Series Gallery Drop 050	$	-	$	(1,970)
Series Gallery Drop 051	$	(5,157)	$	(1,983)
Series Gallery Drop 052	$	-	$	(1,916)
Series Gallery Drop 053	$	-	$	(2,147)
Series Gallery Drop 054	$	-	$	(1,946)
Series Gallery Drop 055	$	-	$	(2,037)
Series Gallery Drop 056	$	-	$	(1,953)
Series Gallery Drop 057	$	-	$	(1,943)
Series Gallery Drop 058	$	-	$	(6,757)
Series Gallery Drop 059	$	(1,680)	$	(2,133)

9

Series Gallery Drop 060	$	-	$	89,709
Series Gallery Drop 061	$	-	$	(1,960)
Series Gallery Drop 062	$	-	$	(1,938)
Series Gallery Drop 063	$	(3,334)	$	(1,953)
Series Gallery Drop 064	$	(2,268)	$	(1,993)
Series Gallery Drop 065	$	-	$	(1,953)
Series Gallery Drop 066	$	(1,643)	$	(2,188)
Series Gallery Drop 067	$	-	$	(2,086)
Series Gallery Drop 068	$	-	$	(3,766)
Series Gallery Drop 069	$	-	$	(5,804)
Series Gallery Drop 070	$	-	$	(1,991)
Series Gallery Drop 071	$	(1,691)	$	(2,137)
Series Gallery Drop 072	$	-	$	(2,824)
Series Gallery Drop 073	$	-	$	(2,033)
Series Gallery Drop 074	$	-	$	(1,956)
Series Gallery Drop 075	$	-	$	(1,591)
Series Gallery Drop 076	$	-	$	(2,071)
Series Gallery Drop 077	$	-	$	(2,010)
Series Gallery Drop 078	$	-	$	(1,955)
Series Gallery Drop 079	$	-	$	(1,953)
Series Gallery Drop 080	$	-	$	(1,936)
Series Gallery Drop 082	$	-	$	23,502
Series Gallery Drop 083	$	-	$	(2,036)
Series Gallery Drop 086	$	-	$	(2,184)
Series Gallery Drop 089	$	-	$	(21,065)
Series Gallery Drop 091	$	-	$	(1,491)
Series Gallery Drop 093	$	-	$	(15,431)
Series Gallery Drop 094	$	-	$	(1,957)
Series Gallery Drop 095	$	-	$	(2,037)
Series Gallery Drop 096	$	-	$	(10,582)
Series Gallery Drop 098	$	-	$	(1,932)
Series Gallery Drop 099	$	(1,834)	$	(2,322)
Series Gallery Drop 100	$	-	$	(7,747)
Series Gallery Drop 101	$	(1,969)	$	(2,346)
Series Gallery Drop 102	$	-	$	(1,932)
Series Gallery Drop 103	$	-	$	15,101
Series Gallery Drop 104	$	-	$	(1,927)
Series Gallery Drop 105	$	-	$	(10,028)
Series Gallery Drop 107	$	-	$	(1,961)
Series Gallery Drop 108	$	-	$	(1,986)
Series Gallery Drop 109	$	-	$	(10,455)
Series Gallery Drop 110	$	-	$	4,560
Series Gallery Drop 111	$	-	$	(1,949)
Series Gallery Drop 112	$	-	$	(2,137)
Series Gallery Drop 113	$	-	$	(2,080)
Series Gallery Drop 114	$	-	$	(1,931)
Series Gallery Drop 115	$	-	$	(8,041)
Series Gallery Drop 116	$	(2,060)	$	(11,055)

10

Series Gallery Drop 117	$	(32,981)	$	(16,159)
Series Gallery Drop 118	$	-	$	9,353
Series Gallery Drop 119	$	-	$	(5,584)
Series Gallery Drop 120	$	-	$	(69)
Series Gallery Drop 121	$	-	$	(3,230)
Series Gallery Drop 122	$	(1,779)	$	(6,614)
Series Gallery Drop 123	$	(1,600)	$	(3,824)
TOTALS	$	(220,583)	$	(87,340)

Liquidity and Capital Resources

From inception, our company and each series have financed their business activities through capital contributions to our company and individual series from our manager. Our company and each series expect to continue to have access to capital financing from our manager going forward. However, there is no obligation or assurance that our manager will provide such required capital. Until such time as the series have the capacity to generate cash flows from operations, our manager may cover any deficits through additional capital contributions or the issuance of additional interests in any individual series. In addition, parts of the proceeds of future offerings may be used to create reserves for future operating expenses for individual series at the sole discretion of our manager. There can be no assurance that our manager will continue to fund such expenses. These factors raise substantial doubt about our company’s ability to continue as a going concern for the twelve months following the date of this report.

Cash and Cash Equivalent Balances

As of June 30, 2023 and December 31, 2022, our company itself had no cash or cash equivalents on hand. Cash is held at the series level. On a total consolidated basis as of June 30, 2023 and December 31, 2022, series had $27,384 and $12,409 on hand, respectively. The following table summarizes the cash and cash equivalents by series:

Series		Six Months Ended June 30, 2023		Year Ended December 31, 2022
Series #KW	$	125	$	125
Series Drop 003	$	61	$	61
Series Drop 005	$	445	$	445
Series Gallery Drop 011	$	97	$	97
Series Gallery Drop 012	$	2,494	$	2,494
Series Gallery Drop 013	$	388	$	388
Series Gallery Drop 017	$	259	$	259
Series Gallery Drop 030	$	169	$	169
Series Gallery Drop 031	$	294	$	294
Series Gallery Drop 034	$	2,940	$	2,940
Series Gallery Drop 039	$	62	$	62
Series Gallery Drop 044	$	50	$	50
Series Gallery Drop 046	$	50	$	50
Series Gallery Drop 048	$	50	$	50
Series Gallery Drop 049	$	50	$	50
Series Gallery Drop 051	$	50	$	50
Series Gallery Drop 059	$	50	$	50
Series Gallery Drop 063	$	50	$	50
Series Gallery Drop 064(1)	$	19,300	$	50
Series Gallery Drop 066	$	50	$	50
Series Gallery Drop 071	$	50	$	50
Series Gallery Drop 075	$	-	$	4,175
Series Gallery Drop 099	$	50	$	50

11

Series Gallery Drop 101	$	50	$	50
Series Gallery Drop 113	$	-	$	50
Series Gallery Drop 116	$	50	$	50
Series Gallery Drop 117	$	50	$	50
Series Gallery Drop 119	$	-	$	50
Series Gallery Drop 122	$	50	$	50
Series Gallery Drop 123	$	50	$	50
TOTALS	$	27,384	$	12,409

(1)

The underlying asset of such series was sold.

Distributions

During the six-month period ended June 30, 2023, our company made distributions of $44,659 on a total consolidated basis, as compared to distributions during the year ended December 31, 2022 of $2,884,548 on a total consolidated basis, in connection with the dispositions of the underlying assets of the following series:

Series		Six Months Ended June 30, 2023		Year Ended December 31, 2022
Series Drop 002(1)	$	-	$	30,000
Series Drop 004	$	-	$	16,930
Series Drop 008	$	-	$	30,950
Series Drop 009	$	-	$	87,555
Series Drop 010(1)	$	-	$	24,000
Series Gallery Drop 014(1)	$	-	$	30,000
Series Gallery Drop 015	$	-	$	10,260
Series Gallery Drop 016(1)	$	-	$	19,539
Series Gallery Drop 018	$	-	$	28,142
Series Gallery Drop 019	$	-	$	14,085
Series Gallery Drop 021(1)	$	-	$	26,560
Series Gallery Drop 022(1)	$	-	$	29,948
Series Gallery Drop 023	$	-	$	35,100
Series Gallery Drop 024	$	-	$	32,550
Series Gallery Drop 026	$	-	$	200,700
Series Gallery Drop 028(1)	$	-	$	18,500
Series Gallery Drop 029(1)	$	-	$	53,309
Series Gallery Drop 032	$	-	$	8,900
Series Gallery Drop 033(1)	$	-	$	21,475
Series Gallery Drop 035	$	-	$	28,500
Series Gallery Drop 036(1)	$	-	$	48,202
Series Gallery Drop 037(1)	$	-	$	24,758
Series Gallery Drop 038	$	-	$	49,466
Series Gallery Drop 040(1)	$	-	$	33,211
Series Gallery Drop 041(1)	$	-	$	4,969
Series Gallery Drop 042(1)	$	-	$	20,000
Series Gallery Drop 043(1)	$	-	$	33,500
Series Gallery Drop 045	$	-	$	684,940
Series Gallery Drop 047	$	-	$	72,030
Series Gallery Drop 050	$	-	$	9,765
Series Gallery Drop 052	$	-	$	3,930

12

Series Gallery Drop 053	$	-	$	23,771
Series Gallery Drop 054	$	-	$	12,996
Series Gallery Drop 055	$	-	$	21,660
Series Gallery Drop 056	$	-	$	11,321
Series Gallery Drop 057	$	-	$	9,936
Series Gallery Drop 058	$	-	$	5,264
Series Gallery Drop 060	$	-	$	140,014
Series Gallery Drop 061	$	-	$	12,128
Series Gallery Drop 062	$	-	$	22,502
Series Gallery Drop 065	$	-	$	27,530
Series Gallery Drop 067	$	-	$	19,276
Series Gallery Drop 068	$	-	$	8,830
Series Gallery Drop 069	$	-	$	7,474
Series Gallery Drop 070	$	-	$	10,824
Series Gallery Drop 072	$	-	$	127,400
Series Gallery Drop 073	$	-	$	18,826
Series Gallery Drop 074	$	-	$	12,144
Series Gallery Drop 075	$	4,139	$	-
Series Gallery Drop 076	$	-	$	4,139
Series Gallery Drop 077	$	-	$	6,092
Series Gallery Drop 078	$	-	$	20,944
Series Gallery Drop 079	$	-	$	15,709
Series Gallery Drop 080	$	-	$	28,645
Series Gallery Drop 082	$	-	$	104,947
Series Gallery Drop 083	$	-	$	14,125
Series Gallery Drop 086	$	-	$	137,492
Series Gallery Drop 089	$	-	$	2,570
Series Gallery Drop 091	$	-	$	14,460
Series Gallery Drop 093	$	-	$	12,137
Series Gallery Drop 094	$	-	$	14,341
Series Gallery Drop 095	$	-	$	14,756
Series Gallery Drop 096	$	-	$	13,237
Series Gallery Drop 097(2)	$	-	$	(28)
Series Gallery Drop 098	$	-	$	3,278
Series Gallery Drop 100	$	-	$	13,748
Series Gallery Drop 102	$	-	$	2,131
Series Gallery Drop 103	$	-	$	35,034
Series Gallery Drop 104	$	-	$	25,545
Series Gallery Drop 105	$	-	$	71,500
Series Gallery Drop 107	$	-	$	8,830
Series Gallery Drop 108	$	-	$	8,274
Series Gallery Drop 109	$	-	$	12,150
Series Gallery Drop 110	$	-	$	16,282
Series Gallery Drop 111	$	-	$	8,297
Series Gallery Drop 112	$	-	$	14,025
Series Gallery Drop 113	$	11,348	$	-
Series Gallery Drop 114(1)	$	-	$	11,084
Series Gallery Drop 115	$	-	$	6,798

13

Series Gallery Drop 119	$	29,172	$	-
Series Gallery Drop 121	$	-	$	20,336
TOTALS	$	44,659	$	2,884,548

(1)On November 22, 2022, the referenced series exchanged the underlying assets of such series for the amounts above for interests in Public Sneaker Collection LLC, a Delaware limited liability company (“Public Sneaker”), by subscribing to the offering by Public Sneaker of its interests pursuant to Regulation A of the Securities Act. Our manager, as the manager of each such series, distributed to holders of interests in each such series all of the remaining assets of such series, which consisted only of interests in Public Sneaker. Accordingly, the distributions referenced above indicate the remaining book value of the assets of such series, which are the interests in Public Sneaker distributed.

(2)The distribution for Series Gallery Drop 097 is a non-cash, de minimis adjustment to correct historical discrepancies.

Series Subscriptions

Our company records membership contributions at the effective date. If the subscription is not funded upon issuance, we record a subscription receivable as an asset on the balance sheet. When subscription receivables are not received prior to the issuance of financial statements at a reporting date, the subscription receivable is reclassified as a contra account to members’ equity/(deficit) on the balance sheet. Each series has a minimum offering size that once met will result in the eventual successful subscription to and closing of the series offering. Subscriptions receivable consists of membership subscriptions received for which the minimum subscription requirement was met as of the applicable period ended date. As of June 30, 2023 and December 31, 2022, there were no subscriptions receivable.

Promissory Notes

In connection with the acquisition of the underlying assets from our manager, we have issued promissory notes to our manager which were due within 14 business days of the final closing of the related offering (i.e., when the offering is fully funded), provided that we were able to prepay the notes at any time. As of June 30, 2023 and December 31, 2022, there were no notes outstanding.

Due to Manager

To fund organizational and startup activities, as well as ongoing operating expenses for each series, such as legal, accounting, audit, storage and insurance expenses, not covered by proceeds from the offering for each such series’ interests, our manager has covered the expenses and costs of our company and each series thus far on a non-interest-bearing extension of revolving credit. Our company will evaluate when is best to repay our manager depending on operations and fundraising ability. In general, each series will repay our manager for funds extended for such expenses from the sale of each underlying asset in the associated series, or from revenue-generating events, if applicable. As of June 30, 2023, our company had $180,384 due to our manager, with $45,371 in other (legal and provision for income taxes), accounting and audit, storage and insurance fees associated with and incurred on behalf of the series during the six months ended June 30, 2023 as detailed in the table below:

Series		Other		Accounting		Storage		Provision for Income Tax		Insurance		Total Due to Manager
Series #KW	$	171	$	1,086	$	172	$	50	$	647	$	2,126
Series Drop 003	$	171	$	1,086	$	292	$	50	$	93	$	1,692
Series Drop 005	$	171	$	1,086	$	172	$	50	$	240	$	1,719
Series Gallery Drop 011	$	171	$	1,086	$	172	$	50	$	63	$	1,542
Series Gallery Drop 012	$	171	$	1,086	$	172	$	50	$	381	$	1,860

14

Series Gallery Drop 013	$	171	$	1,086	$	172	$	50	$	229	$	1,708
Series Gallery Drop 017	$	171	$	1,086	$	172	$	50	$	135	$	1,614
Series Gallery Drop 030	$	171	$	1,086	$	172	$	50	$	65	$	1,544
Series Gallery Drop 031	$	171	$	1,086	$	172	$	50	$	119	$	1,598
Series Gallery Drop 034	$	171	$	1,086	$	172	$	50	$	1,130	$	2,609
Series Gallery Drop 039	$	171	$	1,086	$	172	$	50	$	170	$	1,649
Series Gallery Drop 046	$	171	$	1,086	$	172	$	50	$	135	$	1,614
Series Gallery Drop 048	$	171	$	1,086	$	172	$	50	$	144	$	1,623
Series Gallery Drop 049	$	171	$	1,086	$	172	$	50	$	585	$	2,064
Series Gallery Drop 051	$	171	$	1,086	$	172	$	50	$	78	$	1,557
Series Gallery Drop 059	$	171	$	1,086	$	172	$	50	$	201	$	1,680
Series Gallery Drop 063	$	171	$	1,086	$	172	$	50	$	55	$	1,534
Series Gallery Drop 064	$	113	$	1,086	$	172	$	50	$	55	$	1,418
Series Gallery Drop 066	$	171	$	1,086	$	172	$	50	$	164	$	1,643
Series Gallery Drop 071	$	171	$	1,086	$	172	$	50	$	212	$	1,691
Series Gallery Drop 099	$	171	$	1,086	$	172	$	50	$	355	$	1,834
Series Gallery Drop 101	$	171	$	1,086	$	172	$	50	$	490	$	1,969
Series Gallery Drop 116	$	171	$	1,086	$	172	$	50	$	581	$	2,060
Series Gallery Drop 117	$	171	$	1,086	$	172	$	50	$	165	$	1,644
Series Gallery Drop 122	$	171	$	1,086	$	172	$	50	$	300	$	1,779
Series Gallery Drop 123	$	171	$	1,086	$	172	$	50	$	121	$	1,600
TOTALS	$	4,388	$	28,236	$	4,534	$	1,300	$	6,913	$	45,371

As of December 31, 2022, our company had $143,748 due to our manager, with $96,320 in other (legal and provision for income taxes), accounting and audit, storage and insurance fees associated with and incurred on behalf of the series during the year ended December 31, 2022 as detailed in the table below:

Series		Other		Accounting		Storage		Provision for Income Tax		Insurance		Total Due to Manager
Series #KW	$	809	$	2,029	$	523	$	50	$	955	$	4,366
Series Drop 003	$	809	$	2,029	$	177	$	50	$	137	$	3,202
Series Drop 005	$	809	$	2,029	$	272	$	50	$	362	$	3,522
Series Gallery Drop 011	$	809	$	2,029	$	158	$	50	$	93	$	3,139
Series Gallery Drop 012	$	809	$	2,029	$	357	$	50	$	563	$	3,808
Series Gallery Drop 013	$	809	$	2,029	$	262	$	50	$	339	$	3,489
Series Gallery Drop 017	$	809	$	2,029	$	203	$	50	$	199	$	3,290

15

Series Gallery Drop 030	$	809	$	2,029	$	370	$	50	$	97	$	3,355
Series Gallery Drop 031	$	809	$	2,029	$	193	$	50	$	176	$	3,257
Series Gallery Drop 034	$	809	$	2,029	$	807	$	50	$	1,653	$	5,348
Series Gallery Drop 039	$	809	$	2,029	$	225	$	50	$	251	$	3,364
Series Gallery Drop 046	$	728	$	2,010	$	205	$	50	$	203	$	3,196
Series Gallery Drop 048	$	753	$	2,010	$	215	$	50	$	228	$	3,256
Series Gallery Drop 049	$	753	$	2,010	$	484	$	50	$	864	$	4,161
Series Gallery Drop 051	$	753	$	2,010	$	168	$	50	$	117	$	3,098
Series Gallery Drop 059	$	753	$	2,010	$	244	$	50	$	297	$	3,354
Series Gallery Drop 063	$	753	$	2,010	$	153	$	50	$	80	$	3,046
Series Gallery Drop 064	$	753	$	2,010	$	173	$	50	$	129	$	3,115
Series Gallery Drop 066	$	753	$	2,010	$	272	$	50	$	292	$	3,377
Series Gallery Drop 071	$	753	$	2,010	$	246	$	50	$	362	$	3,421
Series Gallery Drop 099	$	753	$	2,010	$	340	$	50	$	524	$	3,677
Series Gallery Drop 101	$	752	$	2,010	$	460	$	50	$	547	$	3,819
Series Gallery Drop 113	$	474	$	1,622	$	121	$	50	$	127	$	2,394
Series Gallery Drop 116(1)	$	1,702	$	1,012	$	501	$	-	$	906	$	4,121
Series Gallery Drop 117	$	362	$	1,012	$	270	$	50	$	291	$	1,985
Series Gallery Drop 119	$	1,609	$	1,012	$	278	$	50	$	257	$	3,206
Series Gallery Drop 122(2)	$	1,702	$	1,012	$	537	$	50	$	443	$	3,744
Series Gallery Drop 123	$	1,702	$	1,012	$	194	$	50	$	252	$	3,210
TOTALS	$	24,707	$	51,111	$	8,408	$	1,350	$	10,744	$	96,320

(1)

During the year ended December 31, 2022, Series Gallery Drop 116 had a non-cash transfer of $473 from the amount due to our manager to capital contributions.

(2)

During the year ended December 31, 2022, Series Gallery Drop 122 had a non-cash transfer of $231 from the amount due to our manager to capital contributions.

Off-Balance Sheet Arrangements

We did not have during the periods presented, and we do not currently have, any off-balance sheet arrangements.

Critical Accounting Policies and Estimates

16

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires our manager to make assumptions, estimates and judgments that affect the amounts reported, including the notes thereto, and related disclosures of commitments and contingencies, if any. We have identified certain accounting policies that are significant to the preparation of our financial statements. These accounting policies are important for an understanding of our financial condition and results of operation. Critical accounting policies are those that are most important to the portrayal of our financial condition and results of operations and require management’s difficult, subjective or complex judgment, often as a result of the need to make estimates about the effect of matters that are inherently uncertain and may change in subsequent periods. Certain accounting estimates are particularly sensitive because of their significance to financial statements and because of the possibility that future events affecting the estimate may differ significantly from management’s current judgments. We believe the following critical accounting policies involve the most significant estimates and judgments used in the preparation of our financial statements.

Art and Other Collectible Assets

The underlying assets, including art and other collectible assets (including NFTs), are recorded at cost. The cost of each underlying asset includes the purchase price, including any deposits for the underlying asset funded by our manager and acquisition expenses, which include all fees, costs and expenses incurred in connection with the evaluation, discovery, investigation, development and acquisition of the underlying asset related to each series incurred prior to the closing, including brokerage and sales fees and commissions (but excluding the brokerage fee referred to below), appraisal fees, research fees, transfer taxes, third-party industry and due diligence experts, auction house fees and travel and lodging for inspection purposes.

Our company treats the underlying assets as long-lived assets, and the underlying assets are subject to a semiannual test for impairment and will not be depreciated or amortized. These long-lived assets will be reviewed for impairment semiannually or whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to the estimated fair value of the asset. If the carrying amount of an asset exceeds its estimated fair value, an impairment charge is recognized in the amount by which the carrying amount of the asset exceeds the fair value of the asset.

There is no guarantee that each underlying asset is free of any claims regarding title and authenticity (e.g., claims regarding being counterfeit or previously stolen), or that such claims will not arise. Our company does not have complete ownership history or restoration and repair records for every underlying asset. In the event of a title or authenticity claim, the applicable series and our company may not have recourse against the asset seller or the benefit of insurance, and the value of the given underlying asset may be diminished.

The underlying assets are purchased by the series (a) from our manager in exchange for either a non-interest-bearing or an interest-bearing promissory note and (b) from asset sellers on consignment following the closings of the offerings related to the given series. The series use the proceeds of the offerings to pay off the notes or consignors, as applicable. Acquisition expenses are typically paid for in advance by our manager and are reimbursed by the series from the proceeds of the offering. The series also distribute the appropriate amounts for the brokerage fee and, if applicable, the sourcing fee, using cash from the offering.

Acquisition expenses related to a particular series that are incurred prior to the closing of an offering are initially funded by our manager but will be reimbursed with the proceeds from an offering related to such Series, to the extent described in the applicable offering document.

To the extent that certain expenses are anticipated prior to the closing of an offering but are to be incurred after the closing (e.g., storage fees), additional cash from the proceeds of the offering will be retained on the series balance sheet as reserves to cover such future anticipated expenses after the closing of the offering. Acquisition expenses are capitalized into the cost of the underlying asset. Should a proposed offering prove to be unsuccessful, our company will not reimburse our manager, and these expenses will be accounted for as capital contributions, and the acquisition expenses expensed.

17

Revenue Recognition

Our company adopted ASU 2014-09, Revenue from Contracts with Customers, and its related amendments, effective January 1, 2019.

We determine revenue recognition through the following steps:

• identification of a contract with a customer;

• identification of the performance obligations in the contract;

• determination of the transaction price;

• allocation of the transaction price to the performance obligations in the contract; and

• recognition of revenue when or as the performance obligations are satisfied.

No revenue models have been developed at the company or series level, and we do not expect our company or any series to generate revenue under current operating plans. Gains from sales of underlying assets will be presented as other income in the statements of operations as they do not qualify as operating revenues. As of June 30, 2023 and December 31, 2022, neither our company nor any series had recognized any revenue.

Operating Expenses

After the closing of an offering of interests, each series is responsible for its own Operating Expenses, including any and all fees, costs and expenses incurred in connection with the management of the underlying assets. Prior to the closing, Operating Expenses are borne by our manager and not reimbursed by the series. Our manager will bear its own expenses of an ordinary nature. If the Operating Expenses exceed the amount of revenues generated from an underlying asset and cannot be covered by any Operating Expense reserves on the balance sheet of such series, our manager may pay such expenses and not seek reimbursement, loan the amount of the Operating Expenses to the applicable series or cause additional interests in such series to be issued.

Sourcing Fee: Our asset manager will be paid a fee as compensation for sourcing each underlying asset in an amount equal to up to 10% of the gross offering proceeds of each offering; provided that such sourcing fee may be waived by our asset manager.

Brokerage Fee: The broker of record for each offering is expected to receive a brokerage fee equal to 1% of the amount raised from investors through each offering. We comply with the requirements of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 340-10-S99-1 with regards to offering costs. Prior to the completion of an offering, offering costs are capitalized. The deferred offering costs are charged to members’ equity/(deficit) upon the completion of an offering or to expense if the offering is not completed.

Organizational Costs: In accordance with FASB ASC 720, organizational costs, including accounting fees, legal fees and costs of incorporation, are expensed as incurred.

See “Item 1. Business—Operating Expenses” for additional information.

Fair Value of Financial Instruments

FASB guidance specifies a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect market assumptions. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurement) and the lowest priority to unobservable inputs (Level 3 measurement). The three levels of the fair value hierarchy are as follows:

18

Level 1 - Unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Level 1 primarily consists of financial instruments whose value is based on quoted market prices such as exchange-traded instruments and listed equities.

Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly (e.g., quoted prices of similar assets or liabilities in active markets, or quoted prices for identical or similar assets or liabilities in markets that are not active).

Level 3 - Unobservable inputs for the asset or liability. Financial instruments are considered Level 3 when their fair values are determined using pricing models, discounted cash flows or similar techniques and at least one significant model assumption or input is unobservable.

The carrying amounts reported in the balance sheets approximate their fair value.

Members’ Equity/(Deficit)

Members’ equity/(deficit) for our company and any series consists of capital contributions, equity to artists or third parties, membership contributions, distributions and accumulated deficit.

Capital contributions are made by our manager to cover operating expenses for which our manager has elected not to be reimbursed.

With respect to equity issued to artists or third parties, in certain instances, interests in a particular series are issued as part of the total purchase consideration for and/or in connection with the acquisition of the underlying asset of such series (for example, interests issued to an asset seller or consignor as partial consideration for an underlying asset), in each case as described in the Offering Statement.

Membership contributions are made to a series from a successful closing of the offering of such series’ interests and are calculated as the value of interests sold in such offering net of brokerage fee (paid from the proceeds of the successfully such offering). Membership contributions may be made by both third parties and our manager.

Distributions are made by a series upon the occurrence of a liquidation event relating to the series.

Earnings (Loss) / Income per Membership Interest

Upon completion of an offering, each series intends to comply with accounting and disclosure requirement of ASC Topic 260, Earnings per Share. For each series, earnings (loss) / income per interest will be computed by dividing net (loss) / income for a particular series by the weighted average number of outstanding interests in that particular series during the year.

Recently Issued Accounting Pronouncements

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). This ASU requires a lessee to recognize a right-of-use asset and a lease liability under most operating leases in its balance sheet. The ASU is effective for annual and interim periods beginning after December 15, 2021, including interim periods within those fiscal years. Early adoption is permitted. Our company adopted the standard, effective as of the year ended December 31, 2022, and the adoption of such standard had no impact on our company’s financial statements.

We do not believe that any other recently issued, but not yet effective, accounting standards could have a material effect on the accompanying consolidated financial statements. As new accounting pronouncements are issued, we will adopt those that are applicable under the circumstances.

19

ITEM 2.  OTHER INFORMATION

We have no information to disclose that was required to be in a report on Form 1-U during the six months ended June 30, 2023, but was not reported.

20

ITEM 3.  FINANCIAL STATEMENTS

INDEX TO FINANCIAL STATEMENTS

	Page
Consolidated Financial Statements
Consolidated Balance Sheets as of June 30, 2023 (Unaudited)	F-1
Consolidated Balance Sheets as of December 31, 2022 (Audited)	F-30
Consolidated Statements of Operations for the Six Months Ended June 30, 2023 (Unaudited)	F-59
Consolidated Statements of Operations for the Six Months Ended June 30, 2022 (Unaudited)	F-66
Consolidated Statements of Changes in Members’ Equity/(Deficit) for the Six Months Ended June 30, 2023 and 2022 (Unaudited)	F-95
Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2023 (Unaudited)	F-123
Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2022 (Unaudited)	F-134
Notes to Consolidated Financial Statements	F-163

21

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023 (UNAUDITED)

		Series #KW		Series Drop 002		Series Drop 003		Series Drop 004
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	125	$	-	$	61	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		125		-		61		-
OTHER ASSETS
Art and Other Collectible Assets		237,500		-		16,000		-
TOTAL OTHER ASSETS		237,500		-		16,000		-
TOTAL ASSETS	$	237,625	$	-	$	16,061	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	9,220	$	-	$	7,166	$	-
Income Tax Payable		-		-		-		-
TOTAL CURRENT LIABILITIES		9,220		-		7,166		-
TOTAL LIABILITIES		9,220		-		7,166		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		418		4,771		319		4,970
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		225,000		32,340		34,300		46,060
Membership Contributions, Manager		25,000		660		700		940
Less: Brokerage Fees		-		(323)		(343)		(461)
Total Membership Contributions, net		250,000		32,677		34,657		46,539
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(22,013)		(7,448)		(26,081)		(34,579)
Distributions		-		(30,000)		-		(16,930)
Total Retained Earnings/(Accumulated Deficit)		(22,013)		(37,448)		(26,081)		(51,509)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		228,405		-		8,895		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)	$	237,625	$	-	$	16,061	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-1

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023 (UNAUDITED)

		Series Drop 005		Series Drop 008		Series Drop 009		Series Drop 010
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	445	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		445		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		80,250		-		-		-
TOTAL OTHER ASSETS		80,250		-		-		-
TOTAL ASSETS	$	80,695	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	8,096	$	-	$	-	$	-
Income Tax Payable		-		-		-		-
TOTAL CURRENT LIABILITIES		8,096		-		-		-
TOTAL LIABILITIES		8,096		-		-		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		319		4,802		8,890		5,444
Equity Interest to Artist / Third party		-		8,000		-		-
Membership Contributions, net
Membership Contributions, Third party		83,600		24,200		227,100		24,500
Membership Contributions, Manager		11,400		7,800		97,900		500
Less: Brokerage Fees		(836)		(242)		(2,271)		(245)
Total Membership Contributions, net		94,164		31,758		322,729		24,755
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(21,884)		(13,610)		(244,064)		(6,199)
Distributions		-		(30,950)		(87,555)		(24,000)
Total Retained Earnings/(Accumulated Deficit)		(21,884)		(44,560)		(331,619)		(30,199)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		72,599		-		-		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)	$	80,695	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-2

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 011		Series Gallery Drop 012		Series Gallery Drop 013		Series Gallery Drop 014
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	97	$	2,494	$	388	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		97		2,494		388		-
OTHER ASSETS
Art and Other Collectible Assets		23,000		140,000		84,150		-
TOTAL OTHER ASSETS		23,000		140,000		84,150		-
TOTAL ASSETS	$	23,097	$	142,494	$	84,538	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	6,839	$	9,043	$	7,297	$	-
Income Tax Payable		-		-		-		-
TOTAL CURRENT LIABILITIES		6,839		9,043		7,297		-
TOTAL LIABILITIES		6,839		9,043		7,297		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		419		420		179		5,492
Equity Interest to Artist / Third party		5,000		-		-		-
Membership Contributions, net
Membership Contributions, Third party		19,500		38,625		81,300		32,340
Membership Contributions, Manager		500		111,375		8,700		660
Less: Brokerage Fees		(195)		(386)		(882)		(323)
Total Membership Contributions, net		19,805		149,614		89,118		32,677
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(8,966)		(16,583)		(12,056)		(8,169)
Distributions		-		-		-		(30,000)
Total Retained Earnings/(Accumulated Deficit)		(8,966)		(16,583)		(12,056)		(38,169)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		16,258		133,451		77,241		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)	$	23,097	$	142,494	$	84,538	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-3

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 015		Series Gallery Drop 016		Series Gallery Drop 017		Series Gallery Drop 018
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	-	$	259	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		-		259		-
OTHER ASSETS
Art and Other Collectible Assets		-		-		49,500		-
TOTAL OTHER ASSETS		-		-		49,500		-
TOTAL ASSETS	$	-	$	-	$	49,759	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	-	$	7,262	$	-
Income Tax Payable		-		-		-		-
TOTAL CURRENT LIABILITIES		-		-		7,262		-
TOTAL LIABILITIES		-		-		7,262		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		4,796		5,184		319		7,696
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		26,460		20,580		52,920		11,750
Membership Contributions, Manager		540		420		1,080		250
Less: Brokerage Fees		(265)		(206)		(529)		(118)
Total Membership Contributions, net		26,735		20,794		53,471		11,882
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(21,271)		(6,439)		(11,293)		8,564
Distributions		(10,260)		(19,539)		-		(28,142)
Total Retained Earnings/(Accumulated Deficit)		(31,531)		(25,978)		(11,293)		(19,578)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		-		42,497		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)	$	-	$	-	$	49,759	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-4

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 019		Series Gallery Drop 020		Series Gallery Drop 021		Series Gallery Drop 022
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		-		-		-		-
TOTAL OTHER ASSETS		-		-		-		-
TOTAL ASSETS	$	-	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	-	$	-	$	-
Income Tax Payable		-		-		-		-
TOTAL CURRENT LIABILITIES		-		-		-		-
TOTAL LIABILITIES		-		-		-		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		4,579		2,363		5,315		4,679
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net		-
Membership Contributions, Third party		22,050		136,500		26,950		31,360
Membership Contributions, Manager		450		-		550		640
Less: Brokerage Fees		(221)		(1,337)		(270)		(314)
Total Membership Contributions, net		22,279		135,163		27,230		31,686
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(12,773)		87,954		(5,985)		(6,417)
Distributions		(14,085)		(225,480)		(26,560)		(29,948)
Total Retained Earnings/(Accumulated Deficit)		(26,858)		(137,526)		(32,545)		(36,365)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		-		-		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-5

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 023		Series Gallery Drop 024		Series Gallery Drop 025		Series Gallery Drop 026
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		-		-		-		-
TOTAL OTHER ASSETS		-		-		-		-
TOTAL ASSETS	$	-	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	-	$	-	$	-
Income Tax Payable		-		-		-		-
TOTAL CURRENT LIABILITIES		-		-		-		-
TOTAL LIABILITIES		-		-		-		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		7,838		5,865		2,175		5,097
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		18,620		23,520		70,000		98,000
Membership Contributions, Manager		380		480		-		2,000
Less: Brokerage Fees		(186)		(235)		(686)		(980)
Total Membership Contributions, net		18,814		23,765		69,314		99,020
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		8,448		2,920		421		96,583
Distributions		(35,100)		(32,550)		(71,910)		(200,700)
Total Retained Earnings/(Accumulated Deficit)		(26,652)		(29,630)		(71,489)		(104,117)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		-		-		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-6

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 027		Series Gallery Drop 028		Series Gallery Drop 029		Series Gallery Drop 030
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	-	$	-	$	169
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		-		-		169
OTHER ASSETS
Art and Other Collectible Assets		-		-		-		24,000
TOTAL OTHER ASSETS		-		-		-		24,000
TOTAL ASSETS	$	-	$	-	$	-	$	24,169
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	-	$	-	$	7,067
Income Tax Payable		-		-		-		-
TOTAL CURRENT LIABILITIES		-		-		-		7,067
TOTAL LIABILITIES		-		-		-		7,067
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		2,269		5,252		5,515		318
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		62,501		19,600		53,900		27,440
Membership Contributions, Manager		-		400		1,100		560
Less: Brokerage Fees		(613)		(196)		(539)		(274)
Total Membership Contributions, net		61,888		19,804		54,461		27,726
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		116,283		(6,556)		(6,667)		(10,942)
Distributions		(180,440)		(18,500)		(53,309)		-
Total Retained Earnings/(Accumulated Deficit)		(64,157)		(25,056)		(59,976)		(10,942)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		-		-		17,102
TOTAL LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)	$	-	$	-	$	-	$	24,169

See accompanying notes, which are an integral part of these consolidated financial statements.

F-7

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 031		Series Gallery Drop 032		Series Gallery Drop 033		Series Gallery Drop 034
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	294	$	-	$	-	$	2,940
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		294		-		-		2,940
OTHER ASSETS
Art and Other Collectible Assets		43,750		-		-		415,000
TOTAL OTHER ASSETS		43,750		-		-		415,000
TOTAL ASSETS	$	44,044	$	-	$	-	$	417,940
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	6,690	$	-	$	-	$	14,089
Income Tax Payable		-		-		-		-
TOTAL CURRENT LIABILITIES		6,690		-		-		14,089
TOTAL LIABILITIES		6,690		-		-		14,089
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		79		4,594		4,604		318
Equity Interest to Artist / Third party		-		-		-		10,000
Membership Contributions, net
Membership Contributions, Third party		47,040		4,798		23,520		406,500
Membership Contributions, Manager		960		202		480		8,500
Less: Brokerage Fees		(470)		(49)		(235)		(4,190)
Total Membership Contributions, net		47,530		4,951		23,765		410,810
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(10,255)		(645)		(6,894)		(17,277)
Distributions		-		(8,900)		(21,475)		-
Total Retained Earnings/(Accumulated Deficit)		(10,255)		(9,545)		(28,369)		(17,277)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		37,354		-		-		403,851
TOTAL LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)	$	44,044	$	-	$	-	$	417,940

See accompanying notes, which are an integral part of these consolidated financial statements.

F-8

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 035		Series Gallery Drop 036		Series Gallery Drop 037		Series Gallery Drop 038
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		-		-		-		-
TOTAL OTHER ASSETS		-		-		-		-
TOTAL ASSETS	$	-	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	-	$	-	$	-
Income Tax Payable		-		-		-		-
TOTAL CURRENT LIABILITIES		-		-		-		-
TOTAL LIABILITIES		-		-		-		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		5,498		5,499		5,251		5,190
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		55,320		49,980		25,970		72,030
Membership Contributions, Manager		19,680		1,020		530		1,470
Less: Brokerage Fees		(735)		(500)		(260)		(735)
Total Membership Contributions, net		74,265		50,500		26,240		72,765
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(51,263)		(7,797)		(6,733)		(28,489)
Distributions		(28,500)		(48,202)		(24,758)		(49,466)
Total Retained Earnings/(Accumulated Deficit)		(79,763)		(55,999)		(31,491)		(77,955)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		-		-		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-9

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 039		Series Gallery Drop 040		Series Gallery Drop 041		Series Gallery Drop 042
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	62	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		62		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		62,500		-		-		-
TOTAL OTHER ASSETS		62,500		-		-		-
TOTAL ASSETS	$	62,562	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	7,507	$	-	$	-	$	-
Income Tax Payable		-		-		-		-
TOTAL CURRENT LIABILITIES		7,507		-		-		-
TOTAL LIABILITIES		7,507		-		-		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		318		4,742		5,040		5,248
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		67,490		29,570		5,499		20,990
Membership Contributions, Manager		10		5,930		1		10
Less: Brokerage Fees		(700)		(355)		(55)		(210)
Total Membership Contributions, net		66,800		35,145		5,445		20,790
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(12,063)		(6,676)		(5,516)		(6,038)
Distributions		-		(33,211)		(4,969)		(20,000)
Total Retained Earnings/(Accumulated Deficit)		(12,063)		(39,887)		(10,485)		(26,038)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		55,055		-		-		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)	$	62,562	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-10

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 043		Series Gallery Drop 044		Series Gallery Drop 045		Series Gallery Drop 046
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	50	$	-	$	50
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		18,379		-		-
TOTAL CURRENT ASSETS		-		18,429		-		50
OTHER ASSETS
Art and Other Collectible Assets		-		650,000		-		44,400
TOTAL OTHER ASSETS		-		650,000		-		44,400
TOTAL ASSETS	$	-	$	668,429	$	-	$	44,450
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	-	$	-	$	6,051
Income Tax Payable		-		-		-		-
TOTAL CURRENT LIABILITIES		-		-		-		6,051
TOTAL LIABILITIES		-		-		-		6,051
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		5,029		79		2,007		79
Equity Interest to Artist / Third party		-		182,500		-		-
Membership Contributions, net
Membership Contributions, Third party		48,420		511,920		230,000		51,930
Membership Contributions, Manager		18,580		5,580		-		1,070
Less: Brokerage Fees		(670)		(4,667)		(2,300)		(530)
Total Membership Contributions, net		66,330		512,833		227,700		52,470
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(37,859)		(26,983)		455,233		(14,150)
Distributions		(33,500)		-		(684,940)		-
Total Retained Earnings/(Accumulated Deficit)		(71,359)		(26,983)		(229,707)		(14,150)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		668,429		-		38,399
TOTAL LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)	$	-	$	668,429	$	-	$	44,450

See accompanying notes, which are an integral part of these consolidated financial statements.

F-11

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 047		Series Gallery Drop 048		Series Gallery Drop 049		Series Gallery Drop 050
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	50	$	50	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		50		50		-
OTHER ASSETS
Art and Other Collectible Assets		-		28,900		104,400		-
TOTAL OTHER ASSETS		-		28,900		104,400		-
TOTAL ASSETS	$	-	$	28,950	$	104,450	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	6,161	$	8,542	$	-
Income Tax Payable		10,158		-		-		-
TOTAL CURRENT LIABILITIES		10,158		6,161		8,542		-
TOTAL LIABILITIES		10,158		6,161		8,542		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		3,269		79		79		3,490
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		29,390		57,140		220,490		28,900
Membership Contributions, Manager		610		860		4,510		600
Less: Brokerage Fees		(300)		(580)		(2,250)		(295)
Total Membership Contributions, net		29,700		57,420		222,750		29,205
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		28,903		(34,710)		(126,921)		(22,930)
Distributions		(72,030)		-		-		(9,765)
Total Retained Earnings/(Accumulated Deficit)		(43,127)		(34,710)		(126,921)		(32,695)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		(10,158)		22,789		95,908		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)	$	-	$	28,950	$	104,450	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-12

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 051		Series Gallery Drop 052		Series Gallery Drop 053		Series Gallery Drop 054
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	50	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		50		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		22,800		-		-		-
TOTAL OTHER ASSETS		22,800		-		-		-
TOTAL ASSETS	$	22,850	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	5,755	$	-	$	-	$	-
Income Tax Payable		-		-		-		-
TOTAL CURRENT LIABILITIES		5,755		-		-		-
TOTAL LIABILITIES		5,755		-		-		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		79		3,640		3,921		3,163
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		30,370		9,990		77,930		18,630
Membership Contributions, Manager		630		10		1,570		370
Less: Brokerage Fees		(310)		(100)		(795)		(190)
Total Membership Contributions, net		30,690		9,900		78,705		18,810
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(13,674)		(9,610)		(58,855)		(8,977)
Distributions		-		(3,930)		(23,771)		(12,996)
Total Retained Earnings/(Accumulated Deficit)		(13,674)		(13,540)		(82,626)		(21,973)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		17,095		-		-		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)	$	22,850	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-13

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 055		Series Gallery Drop 056		Series Gallery Drop 057		Series Gallery Drop 058
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		-		-		-		-
TOTAL OTHER ASSETS		-		-		-		-
TOTAL ASSETS	$	-	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	-	$	-	$	-
Income Tax Payable		-		-		-		-
TOTAL CURRENT LIABILITIES		-		-		-		-
TOTAL LIABILITIES		-		-		-		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		3,427		3,194		3,150		3,196
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		47,490		21,190		17,990		22,390
Membership Contributions, Manager		10		10		10		10
Less: Brokerage Fees		(475)		(212)		(180)		(224)
Total Membership Contributions, net		47,025		20,988		17,820		22,176
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(28,792)		(12,861)		(11,034)		(20,108)
Distributions		(21,660)		(11,321)		(9,936)		(5,264)
Total Retained Earnings/(Accumulated Deficit)		(50,452)		(24,182)		(20,970)		(25,372)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		-		-		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-14

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 059		Series Gallery Drop 060		Series Gallery Drop 061		Series Gallery Drop 062
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	50	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		50		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		73,964		-		-		-
TOTAL OTHER ASSETS		73,964		-		-		-
TOTAL ASSETS	$	74,014	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	6,387	$	-	$	-	$	-
Income Tax Payable		-		-		-		-
TOTAL CURRENT LIABILITIES		6,387		-		-		-
TOTAL LIABILITIES		6,387		-		-		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		79		25,504		3,195		4,152
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		76,820		51,090		23,090		16,190
Membership Contributions, Manager		780		10		10		10
Less: Brokerage Fees		(776)		(511)		(231)		(162)
Total Membership Contributions, net		76,824		50,589		22,869		16,038
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(9,276)		63,921		(13,936)		2,312
Distributions		-		(140,014)		(12,128)		(22,502)
Total Retained Earnings/(Accumulated Deficit)		(9,276)		(76,093)		(26,064)		(20,190)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		67,627		-		-		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)	$	74,014	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-15

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 063		Series Gallery Drop 064		Series Gallery Drop 065		Series Gallery Drop 066
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	50	$	19,300	$	-	$	50
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		50		19,300		-		50
OTHER ASSETS
Art and Other Collectible Assets		18,235		-		-		60,158
TOTAL OTHER ASSETS		18,235		-		-		60,158
TOTAL ASSETS	$	18,285	$	19,300	$	-	$	60,208
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	5,623	$	5,655	$	-	$	6,521
Income Tax Payable		-		-		-		-
TOTAL CURRENT LIABILITIES		5,623		5,655		-		6,521
TOTAL LIABILITIES		5,623		5,655		-		6,521
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		79		79		3,179		79
Equity Interest to Artist / Third party		-		-		5,020		-
Membership Contributions, net
Membership Contributions, Third party		21,090		33,690		21,090		94,690
Membership Contributions, Manager		10		10		10		10
Less: Brokerage Fees		(211)		(337)		(211)		(947)
Total Membership Contributions, net		20,889		33,363		20,889		93,753
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(8,306)		(19,797)		(1,558)		(40,145)
Distributions		-		-		(27,530)		-
Total Retained Earnings/(Accumulated Deficit)		(8,306)		(19,797)		(29,088)		(40,145)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		12,662		13,645		-		53,687
TOTAL LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)	$	18,285	$	19,300	$	-	$	60,208

See accompanying notes, which are an integral part of these consolidated financial statements.

F-16

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 067		Series Gallery Drop 068		Series Gallery Drop 069		Series Gallery Drop 070
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		-		-		-		-
TOTAL OTHER ASSETS		-		-		-		-
TOTAL ASSETS	$	-	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	-	$	-	$	-
Income Tax Payable		-		-		-		-
TOTAL CURRENT LIABILITIES		-		-		-		-
TOTAL LIABILITIES		-		-		-		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		3,762		3,218		3,348		3,244
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		63,190		25,290		36,990		32,790
Membership Contributions, Manager		10		10		10		10
Less: Brokerage Fees		(632)		(253)		(370)		(328)
Total Membership Contributions, net		62,568		25,047		36,630		32,472
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(47,054)		(19,435)		(32,504)		(24,892)
Distributions		(19,276)		(8,830)		(7,474)		(10,824)
Total Retained Earnings/(Accumulated Deficit)		(66,330)		(28,265)		(39,978)		(35,716)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		-		-		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-17

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 071		Series Gallery Drop 072		Series Gallery Drop 073		Series Gallery Drop 074
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	50	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		50		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		78,000		-		-		-
TOTAL OTHER ASSETS		78,000		-		-		-
TOTAL ASSETS	$	78,050	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	6,475	$	-	$	-	$	-
Income Tax Payable		-		-		-		-
TOTAL CURRENT LIABILITIES		6,475		-		-		-
TOTAL LIABILITIES		6,475		-		-		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		79		5,560		3,538		3,328
Equity Interest to Artist / Third party		25,000		52,500		-		-
Membership Contributions, net
Membership Contributions, Third party		78,890		297,490		46,590		21,990
Membership Contributions, Manager		10		10		10		10
Less: Brokerage Fees		(789)		(2,975)		(466)		(220)
Total Membership Contributions, net		78,111		294,525		46,134		21,780
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(31,615)		(225,185)		(30,846)		(12,964)
Distributions		-		(127,400)		(18,826)		(12,144)
Total Retained Earnings/(Accumulated Deficit)		(31,615)		(352,585)		(49,672)		(25,108)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		71,575		-		-		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)	$	78,050	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-18

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 075		Series Gallery Drop 076		Series Gallery Drop 077		Series Gallery Drop 078
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		-		-		-		-
TOTAL OTHER ASSETS		-		-		-		-
TOTAL ASSETS	$	-	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	-	$	-	$	-
Income Tax Payable		-		-		-		-
TOTAL CURRENT LIABILITIES		-		-		-		-
TOTAL LIABILITIES		-		-		-		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		2,391		3,468		3,317		3,160
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		54,520		57,684		38,790		21,990
Membership Contributions, Manager		3,780		616		10		10
Less: Brokerage Fees		(583)		(583)		(388)		(220)
Total Membership Contributions, net		57,717		57,717		38,412		21,780
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(55,969)		(57,046)		(35,637)		(3,996)
Distributions		(4,139)		(4,139)		(6,092)		(20,944)
Total Retained Earnings/(Accumulated Deficit)		(60,108)		(61,185)		(41,729)		(24,940)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		-		-		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-19

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 079		Series Gallery Drop 080		Series Gallery Drop 082		Series Gallery Drop 083
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		-		-		-		-
TOTAL OTHER ASSETS		-		-		-		-
TOTAL ASSETS	$	-	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	-	$	-	$	-
Income Tax Payable		-		-		-		-
TOTAL CURRENT LIABILITIES		-		-		-		-
TOTAL LIABILITIES		-		-		-		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		3,315		5,650		7,614		3,574
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		21,190		15,790		84,190		47,390
Membership Contributions, Manager		10		10		10		10
Less: Brokerage Fees		(212)		(158)		(842)		(474)
Total Membership Contributions, net		20,988		15,642		83,358		46,926
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(8,594)		7,353		13,975		(36,375)
Distributions		(15,709)		(28,645)		(104,947)		(14,125)
Total Retained Earnings/(Accumulated Deficit)		(24,303)		(21,292)		(90,972)		(50,500)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		-		-		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-20

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 086		Series Gallery Drop 089		Series Gallery Drop 091		Series Gallery Drop 093
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		-		-		-		-
TOTAL OTHER ASSETS		-		-		-		-
TOTAL ASSETS	$	-	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	-	$	-	$	-
Income Tax Payable		-		-		-		-
TOTAL CURRENT LIABILITIES		-		-		-		-
TOTAL LIABILITIES		-		-		-		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		4,106		3,140		2,164		3,340
Equity Interest to Artist / Third party		270,000		-		-		-
Membership Contributions, net
Membership Contributions, Third party		94,690		25,190		39,390		45,790
Membership Contributions, Manager		10		10		10		10
Less: Brokerage Fees		(947)		(252)		(394)		(458)
Total Membership Contributions, net		93,753		24,948		39,006		45,342
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(230,367)		(25,518)		(26,710)		(36,545)
Distributions		(137,492)		(2,570)		(14,460)		(12,137)
Total Retained Earnings/(Accumulated Deficit)		(367,859)		(28,088)		(41,170)		(48,682)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		-		-		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-21

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 094		Series Gallery Drop 095		Series Gallery Drop 096		Series Gallery Drop 097
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		-		-		-		-
TOTAL OTHER ASSETS		-		-		-		-
TOTAL ASSETS	$	-	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	-	$	-	$	-
Income Tax Payable		-		-		-		-
TOTAL CURRENT LIABILITIES		-		-		-		-
TOTAL LIABILITIES		-		-		-		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		2,786		3,339		3,360		541
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		22,790		47,590		30,490		31,600
Membership Contributions, Manager		10		10		10		-
Less: Brokerage Fees		(228)		(476)		(305)		(316)
Total Membership Contributions, net		22,572		47,124		30,195		31,284
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(11,017)		(35,707)		(20,318)		269,197
Distributions		(14,341)		(14,756)		(13,237)		(301,022)
Total Retained Earnings/(Accumulated Deficit)		(25,358)		(50,463)		(33,555)		(31,825)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		-		-		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-22

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 098		Series Gallery Drop 099		Series Gallery Drop 100		Series Gallery Drop 101
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	50	$	-	$	50
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		50		-		50
OTHER ASSETS
Art and Other Collectible Assets		-		130,228		-		180,003
TOTAL OTHER ASSETS		-		130,228		-		180,003
TOTAL ASSETS	$	-	$	130,278	$	-	$	180,053
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	6,421	$	-	$	7,078
Income Tax Payable		-		-		-		-
TOTAL CURRENT LIABILITIES		-		6,421		-		7,078
TOTAL LIABILITIES		-		6,421		-		7,078
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		3,042		-		3,079		-
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		14,690		136,790		19,490		211,290
Membership Contributions, Manager		10		10		10		10
Less: Brokerage Fees		(147)		(1,368)		(195)		(2,113)
Total Membership Contributions, net		14,553		135,432		19,305		209,187
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(14,317)		(11,575)		(8,636)		(36,212)
Distributions		(3,278)		-		(13,748)		-
Total Retained Earnings/(Accumulated Deficit)		(17,595)		(11,575)		(22,384)		(36,212)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		123,857		-		172,975
TOTAL LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)	$	-	$	130,278	$	-	$	180,053

See accompanying notes, which are an integral part of these consolidated financial statements.

F-23

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 102		Series Gallery Drop 103		Series Gallery Drop 104		Series Gallery Drop 105
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		-		-		-		-
TOTAL OTHER ASSETS		-		-		-		-
TOTAL ASSETS	$	-	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	-	$	-	$	-
Income Tax Payable		-		-		-		-
TOTAL CURRENT LIABILITIES		-		-		-		-
TOTAL LIABILITIES		-		-		-		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		2,531		6,440		5,460		4,049
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		14,790		18,390		13,090		64,990
Membership Contributions, Manager		10		10		10		10
Less: Brokerage Fees		(148)		(184)		(131)		(650)
Total Membership Contributions, net		14,652		18,216		12,969		64,350
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(15,052)		10,378		7,116		3,101
Distributions		(2,131)		(35,034)		(25,545)		(71,500)
Total Retained Earnings/(Accumulated Deficit)		(17,183)		(24,656)		(18,429)		(68,399)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		-		-		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-24

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 107		Series Gallery Drop 108		Series Gallery Drop 109		Series Gallery Drop 110
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		-		-		-		-
TOTAL OTHER ASSETS		-		-		-		-
TOTAL ASSETS	$	-	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	-	$	-	$	-
Income Tax Payable		-		-		-		-
TOTAL CURRENT LIABILITIES		-		-		-		-
TOTAL LIABILITIES		-		-		-		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		3,084		2,682		2,838		2,955
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		23,790		31,690		32,390		10,590
Membership Contributions, Manager		10		10		10		10
Less: Brokerage Fees		(238)		(317)		(324)		(106)
Total Membership Contributions, net		23,562		31,383		32,076		10,494
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(17,816)		(25,791)		(22,764)		2,833
Distributions		(8,830)		(8,274)		(12,150)		(16,282)
Total Retained Earnings/(Accumulated Deficit)		(26,646)		(34,065)		(34,914)		(13,449)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		-		-		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-25

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 111		Series Gallery Drop 112		Series Gallery Drop 113		Series Gallery Drop 114
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		-		-		-		-
TOTAL OTHER ASSETS		-		-		-		-
TOTAL ASSETS	$	-	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	-	$	-	$	-
Income Tax Payable		-		-		-		-
TOTAL CURRENT LIABILITIES		-		-		-		-
TOTAL LIABILITIES		-		-		-		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		2,513		3,277		3,060		3,361
Equity Interest to Artist / Third party		-		15,000		-		-
Membership Contributions, net
Membership Contributions, Third party		18,890		59,990		57,890		12,490
Membership Contributions, Manager		10		10		10		1,010
Less: Brokerage Fees		(189)		(600)		(579)		(135)
Total Membership Contributions, net		18,711		59,400		57,321		13,365
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(12,927)		(63,652)		(49,033)		(5,642)
Distributions		(8,297)		(14,025)		(11,348)		(11,084)
Total Retained Earnings/(Accumulated Deficit)		(21,224)		(77,677)		(60,381)		(16,726)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		-		-		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-26

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 115		Series Gallery Drop 116		Series Gallery Drop 117		Series Gallery Drop 118
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	50	$	50	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		50		50		-
OTHER ASSETS
Art and Other Collectible Assets		-		162,000		27,804		-
TOTAL OTHER ASSETS		-		162,000		27,804		-
TOTAL ASSETS	$	-	$	162,050	$	27,854	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	5,708	$	3,629	$	-
Income Tax Payable		-		-		-		-
TOTAL CURRENT LIABILITIES		-		5,708		3,629		-
TOTAL LIABILITIES		-		5,708		3,629		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		2,734		-		-		48
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		16,490		213,689		78,760		-
Membership Contributions, Manager		10		23,111		14,940		-
Less: Brokerage Fees		(165)		(2,368)		(937)		-
Total Membership Contributions, net		16,335		234,432		92,763		-
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(12,271)		(78,090)		(68,538)		(48)
Distributions		(6,798)		-		-		-
Total Retained Earnings/(Accumulated Deficit)		(19,069)		(78,090)		(68,538)		(48)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		156,342		24,225		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)	$	-	$	162,050	$	27,854	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-27

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 119		Series Gallery Drop 120		Series Gallery Drop 121		Series Gallery Drop 122
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	-	$	-	$	50
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		-		-		50
OTHER ASSETS
Art and Other Collectible Assets		-		-		-		110,184
TOTAL OTHER ASSETS		-		-		-		110,184
TOTAL ASSETS	$	-	$	-	$	-	$	110,234
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	-	$	-	$	5,292
Income Tax Payable		-		-		-		-
TOTAL CURRENT LIABILITIES		-		-		-		5,292
TOTAL LIABILITIES		-		-		-		5,292
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		3,308		99		2,125		-
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		69,479		-		32,599		115,798
Membership Contributions, Manager		18,921		-		201		2
Less: Brokerage Fees		(884)		-		(328)		(1,158)
Total Membership Contributions, net		87,516		-		32,472		114,642
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(61,652)		(99)		(14,261)		(9,700)
Distributions		(29,172)		-		(20,336)		-
Total Retained Earnings/(Accumulated Deficit)		(90,824)		(99)		(34,597)		(9,700)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		-		-		104,942
TOTAL LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)	$	-	$	-	$	-	$	110,234

See accompanying notes, which are an integral part of these consolidated financial statements.

F-28

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 123		Unallocated		Total Consolidated
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	50	$	-	$	27,384
Receivable from Asset Sale		-		-		-
Prepayments to Manager		-		-		18,379
TOTAL CURRENT ASSETS		50		-		45,763
OTHER ASSETS
Art and Other Collectible Assets		44,518		-		2,911,244
TOTAL OTHER ASSETS		44,518		-		2,911,244
TOTAL ASSETS	$	44,568	$	-	$	2,957,007
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	4,810	$	-	$	180,384
Income Tax Payable		-		-		10,158
TOTAL CURRENT LIABILITIES		4,810		-		190,542
TOTAL LIABILITIES		4,810		-		190,542
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		-		31,028		395,366
Equity Interest to Artist / Third party		-		-		573,020
Membership Contributions, net
Membership Contributions, Third party		46,689		-		6,738,681
Membership Contributions, Manager		111		-		412,120
Less: Brokerage Fees		(468)		-		(66,035)
Total Membership Contributions, net		46,332		-		7,084,766
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(6,574)		(31,028)		(1,578,600)
Distributions		-		-		(3,708,087)
Total Retained Earnings/(Accumulated Deficit)		(6,574)		(31,028)		(5,286,687)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		39,758		-		2,766,465
TOTAL LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)	$	44,568	$	-	$	2,957,007

See accompanying notes, which are an integral part of these consolidated financial statements.

F-29

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2022 (AUDITED)

		Series #KW		Series Drop 002		Series Drop 003		Series Drop 004
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	125	$	-	$	61	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		125		-		61		-
OTHER ASSETS
Art and Other Collectible Assets		237,500		-		34,000		-
TOTAL OTHER ASSETS		237,500		-		34,000		-
TOTAL ASSETS	$	237,625	$	-	$	34,061	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	7,094	$	-	$	5,474	$	-
Income Tax Payable		-		-		-		-
TOTAL OTHER CURRENT LIABILITIES		7,094		-		5,474		-
TOTAL CURRENT LIABILITIES		7,094		-		5,474		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		418		4,771		319		4,970
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		225,000		32,340		34,300		46,060
Membership Contributions, Manager		25,000		660		700		940
Less: Brokerage Fees		-		(323)		(343)		(461)
Total Membership Contributions, net		250,000		32,677		34,657		46,539
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(19,887)		(7,448)		(6,389)		(34,579)
Distributions		-		(30,000)		-		(16,930)
Total Retained Earnings/(Accumulated Deficit)		(19,887)		(37,448)		(6,389)		(51,509)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		230,531		-		28,587		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/DEFICIT)	$	237,625	$	-	$	34,061	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-30

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2022 (AUDITED)

		Series Drop 005		Series Drop 008		Series Drop 009		Series Drop 010
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	445	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		445		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		80,250		-		-		-
TOTAL OTHER ASSETS		80,250		-		-		-
TOTAL ASSETS	$	80,695	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	6,377	$	-	$	-	$	-
Income Tax Payable		-		-		-		-
TOTAL OTHER CURRENT LIABILITIES		6,377		-		-		-
TOTAL CURRENT LIABILITIES		6,377		-		-		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		319		4,802		8,890		5,444
Equity Interest to Artist / Third party		-		8,000		-		-
Membership Contributions, net
Membership Contributions, Third party		83,600		24,200		227,100		24,500
Membership Contributions, Manager		11,400		7,800		97,900		500
Less: Brokerage Fees		(836)		(242)		(2,271)		(245)
Total Membership Contributions, net		94,164		31,758		322,729		24,755
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(20,165)		(13,610)		(244,064)		(6,199)
Distributions		-		(30,950)		(87,555)		(24,000)
Total Retained Earnings/(Accumulated Deficit)		(20,165)		(44,560)		(331,619)		(30,199)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		74,318		-		-		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/DEFICIT)	$	80,695	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-31

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2022 (AUDITED)

		Series Gallery Drop 011		Series Gallery Drop 012		Series Gallery Drop 013		Series Gallery Drop 014
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	97	$	2,494	$	388	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		97		2,494		388		-
OTHER ASSETS
Art and Other Collectible Assets		23,000		140,000		84,150		-
TOTAL OTHER ASSETS		23,000		140,000		84,150		-
TOTAL ASSETS	$	23,097	$	142,494	$	84,538	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	5,297	$	7,183	$	5,589	$	-
Income Tax Payable		-		-		-		-
TOTAL OTHER CURRENT LIABILITIES		5,297		7,183		5,589		-
TOTAL CURRENT LIABILITIES		5,297		7,183		5,589		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		419		420		179		5,492
Equity Interest to Artist / Third party		5,000		-		-		-
Membership Contributions, net
Membership Contributions, Third party		19,500		38,625		81,300		32,340
Membership Contributions, Manager		500		111,375		8,700		660
Less: Brokerage Fees		(195)		(386)		(882)		(323)
Total Membership Contributions, net		19,805		149,614		89,118		32,677
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(7,424)		(14,723)		(10,348)		(8,169)
Distributions		-		-		-		(30,000)
Total Retained Earnings/(Accumulated Deficit)		(7,424)		(14,723)		(10,348)		(38,169)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		17,800		135,311		78,949		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/DEFICIT)	$	23,097	$	142,494	$	84,538	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-32

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2022 (AUDITED)

		Series Gallery Drop 015		Series Gallery Drop 016		Series Gallery Drop 017		Series Gallery Drop 018
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	-	$	259	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		-		259		-
OTHER ASSETS
Art and Other Collectible Assets		-		-		49,500		-
TOTAL OTHER ASSETS		-		-		49,500		-
TOTAL ASSETS	$	-	$	-	$	49,759	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	-	$	5,648	$	-
Income Tax Payable		-		-		-		2,974
TOTAL OTHER CURRENT LIABILITIES		-		-		5,648		2,974
TOTAL CURRENT LIABILITIES		-		-		5,648		2,974
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		4,796		5,184		319		4,722
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		26,460		20,580		52,920		11,750
Membership Contributions, Manager		540		420		1,080		250
Less: Brokerage Fees		(265)		(206)		(529)		(118)
Total Membership Contributions, net		26,735		20,794		53,471		11,882
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(21,271)		(6,439)		(9,679)		8,564
Distributions		(10,260)		(19,539)		-		(28,142)
Total Retained Earnings/(Accumulated Deficit)		(31,531)		(25,978)		(9,679)		(19,578)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		-		44,111		(2,974)
TOTAL LIABILITIES AND MEMBERS’ EQUITY/DEFICIT)	$	-	$	-	$	49,759	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-33

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2022 (AUDITED)

		Series Gallery Drop 019		Series Gallery Drop 020		Series Gallery Drop 021		Series Gallery Drop 022
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		-		-		-		-
TOTAL OTHER ASSETS		-		-		-		-
TOTAL ASSETS	$	-	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	-	$	-	$	-
Income Tax Payable		-		-		-		-
TOTAL OTHER CURRENT LIABILITIES		-		-		-		-
TOTAL CURRENT LIABILITIES		-		-		-		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		4,579		2,363		5,315		4,679
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net		-
Membership Contributions, Third party		22,050		136,500		26,950		31,360
Membership Contributions, Manager		450		-		550		640
Less: Brokerage Fees		(221)		(1,337)		(270)		(314)
Total Membership Contributions, net		22,279		135,163		27,230		31,686
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(12,773)		87,954		(5,985)		(6,417)
Distributions		(14,085)		(225,480)		(26,560)		(29,948)
Total Retained Earnings/(Accumulated Deficit)		(26,858)		(137,526)		(32,545)		(36,365)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		-		-		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/DEFICIT)	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-34

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2022 (AUDITED)

		Series Gallery Drop 023		Series Gallery Drop 024		Series Gallery Drop 025		Series Gallery Drop 026
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		-		-		-		-
TOTAL OTHER ASSETS		-		-		-		-
TOTAL ASSETS	$	-	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	-	$	-	$	-
Income Tax Payable		2,933		981		-		-
TOTAL OTHER CURRENT LIABILITIES		2,933		981		-		-
TOTAL CURRENT LIABILITIES		2,933		981		-		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		4,905		4,884		2,175		5,097
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		18,620		23,520		70,000		98,000
Membership Contributions, Manager		380		480		-		2,000
Less: Brokerage Fees		(186)		(235)		(686)		(980)
Total Membership Contributions, net		18,814		23,765		69,314		99,020
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		8,448		2,920		421		96,583
Distributions		(35,100)		(32,550)		(71,910)		(200,700)
Total Retained Earnings/(Accumulated Deficit)		(26,652)		(29,630)		(71,489)		(104,117)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		(2,933)		(981)		-		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/DEFICIT)	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-35

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2022 (AUDITED)

		Series Gallery Drop 027		Series Gallery Drop 028		Series Gallery Drop 029		Series Gallery Drop 030
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	-	$	-	$	169
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		-		-		169
OTHER ASSETS
Art and Other Collectible Assets		-		-		-		24,000
TOTAL OTHER ASSETS		-		-		-		24,000
TOTAL ASSETS	$	-	$	-	$	-	$	24,169
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	-	$	-	$	5,523
Income Tax Payable		-		-		-		-
TOTAL OTHER CURRENT LIABILITIES		-		-		-		5,523
TOTAL CURRENT LIABILITIES		-		-		-		5,523
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		2,269		5,252		5,515		318
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		62,501		19,600		53,900		27,440
Membership Contributions, Manager		-		400		1,100		560
Less: Brokerage Fees		(613)		(196)		(539)		(274)
Total Membership Contributions, net		61,888		19,804		54,461		27,726
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		116,283		(6,556)		(6,667)		(9,398)
Distributions		(180,440)		(18,500)		(53,309)		-
Total Retained Earnings/(Accumulated Deficit)		(64,157)		(25,056)		(59,976)		(9,398)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		-		-		18,646
TOTAL LIABILITIES AND MEMBERS’ EQUITY/DEFICIT)	$	-	$	-	$	-	$	24,169

See accompanying notes, which are an integral part of these consolidated financial statements.

F-36

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2022 (AUDITED)

		Series Gallery Drop 031		Series Gallery Drop 032		Series Gallery Drop 033		Series Gallery Drop 034
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	294	$	-	$	-	$	2,940
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		294		-		-		2,940
OTHER ASSETS
Art and Other Collectible Assets		43,750		-		-		415,000
TOTAL OTHER ASSETS		43,750		-		-		415,000
TOTAL ASSETS	$	44,044	$	-	$	-	$	417,940
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	5,092	$	-	$	-	$	11,480
Income Tax Payable		-		-		-		-
TOTAL OTHER CURRENT LIABILITIES		5,092		-		-		11,480
TOTAL CURRENT LIABILITIES		5,092		-		-		11,480
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		79		4,594		4,604		318
Equity Interest to Artist / Third party		-		-		-		10,000
Membership Contributions, net
Membership Contributions, Third party		47,040		4,798		23,520		406,500
Membership Contributions, Manager		960		202		480		8,500
Less: Brokerage Fees		(470)		(49)		(235)		(4,190)
Total Membership Contributions, net		47,530		4,951		23,765		410,810
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(8,657)		(645)		(6,894)		(14,668)
Distributions		-		(8,900)		(21,475)		-
Total Retained Earnings/(Accumulated Deficit)		(8,657)		(9,545)		(28,369)		(14,668)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		38,952		-		-		406,460
TOTAL LIABILITIES AND MEMBERS’ EQUITY/DEFICIT)	$	44,044	$	-	$	-	$	417,940

See accompanying notes, which are an integral part of these consolidated financial statements.

F-37

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2022 (AUDITED)

		Series Gallery Drop 035		Series Gallery Drop 036		Series Gallery Drop 037		Series Gallery Drop 038
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		-		-		-		-
TOTAL OTHER ASSETS		-		-		-		-
TOTAL ASSETS	$	-	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	-	$	-	$	-
Income Tax Payable		-		-		-		-
TOTAL OTHER CURRENT LIABILITIES		-		-		-		-
TOTAL CURRENT LIABILITIES		-		-		-		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		5,498		5,499		5,251		5,190
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		55,320		49,980		25,970		72,030
Membership Contributions, Manager		19,680		1,020		530		1,470
Less: Brokerage Fees		(735)		(500)		(260)		(735)
Total Membership Contributions, net		74,265		50,500		26,240		72,765
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(51,263)		(7,797)		(6,733)		(28,489)
Distributions		(28,500)		(48,202)		(24,758)		(49,466)
Total Retained Earnings/(Accumulated Deficit)		(79,763)		(55,999)		(31,491)		(77,955)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		-		-		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/DEFICIT)	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-38

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2022 (AUDITED)

		Series Gallery Drop 039		Series Gallery Drop 040		Series Gallery Drop 041		Series Gallery Drop 042
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	62	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		62		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		62,500		-		-		-
TOTAL OTHER ASSETS		62,500		-		-		-
TOTAL ASSETS	$	62,562	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	5,858	$	-	$	-	$	-
Income Tax Payable		-		-		-		-
TOTAL OTHER CURRENT LIABILITIES		5,858		-		-		-
TOTAL CURRENT LIABILITIES		5,858		-		-		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		318		4,742		5,040		5,248
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		67,490		29,570		5,499		20,990
Membership Contributions, Manager		10		5,930		1		10
Less: Brokerage Fees		(700)		(355)		(55)		(210)
Total Membership Contributions, net		66,800		35,145		5,445		20,790
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(10,414)		(6,676)		(5,516)		(6,038)
Distributions		-		(33,211)		(4,969)		(20,000)
Total Retained Earnings/(Accumulated Deficit)		(10,414)		(39,887)		(10,485)		(26,038)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		56,704		-		-		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/DEFICIT)	$	62,562	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-39

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2022 (AUDITED)

		Series Gallery Drop 043		Series Gallery Drop 044		Series Gallery Drop 045		Series Gallery Drop 046
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	50	$	-	$	50
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		21,628		-		-
TOTAL CURRENT ASSETS		-		21,678		-		50
OTHER ASSETS
Art and Other Collectible Assets		-		650,000		-		44,400
TOTAL OTHER ASSETS		-		650,000		-		44,400
TOTAL ASSETS	$	-	$	671,678	$	-	$	44,450
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	-	$	-	$	4,437
Income Tax Payable		-		-		-		-
TOTAL OTHER CURRENT LIABILITIES		-		-		-		4,437
TOTAL CURRENT LIABILITIES		-		-		-		4,437
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		5,029		79		2,007		79
Equity Interest to Artist / Third party		-		182,500		-		-
Membership Contributions, net
Membership Contributions, Third party		48,420		511,920		230,000		51,930
Membership Contributions, Manager		18,580		5,580		-		1,070
Less: Brokerage Fees		(670)		(4,667)		(2,300)		(530)
Total Membership Contributions, net		66,330		512,833		227,700		52,470
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(37,859)		(23,734)		455,233		(12,536)
Distributions		(33,500)		-		(684,940)		-
Total Retained Earnings/(Accumulated Deficit)		(71,359)		(23,734)		(229,707)		(12,536)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		671,678		-		40,013
TOTAL LIABILITIES AND MEMBERS’ EQUITY/DEFICIT)	$	-	$	671,678	$	-	$	44,450

See accompanying notes, which are an integral part of these consolidated financial statements.

F-40

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2022 (AUDITED)

		Series Gallery Drop 047		Series Gallery Drop 048		Series Gallery Drop 049		Series Gallery Drop 050
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	50	$	50	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		50		50		-
OTHER ASSETS
Art and Other Collectible Assets		-		34,800		214,876		-
TOTAL OTHER ASSETS		-		34,800		214,876		-
TOTAL ASSETS	$	-	$	34,850	$	214,926	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	4,538	$	6,478	$	-
Income Tax Payable		10,158		-		-		-
TOTAL OTHER CURRENT LIABILITIES		10,158		4,538		6,478		-
TOTAL CURRENT LIABILITIES		10,158		4,538		6,478		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		3,269		79		79		3,490
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		29,390		57,140		220,490		28,900
Membership Contributions, Manager		610		860		4,510		600
Less: Brokerage Fees		(300)		(580)		(2,250)		(295)
Total Membership Contributions, net		29,700		57,420		222,750		29,205
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		28,903		(27,187)		(14,381)		(22,930)
Distributions		(72,030)		-		-		(9,765)
Total Retained Earnings/(Accumulated Deficit)		(43,127)		(27,187)		(14,381)		(32,695)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		(10,158)		30,312		208,448		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/DEFICIT)	$	-	$	34,850	$	214,926	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-41

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2022 (AUDITED)

		Series Gallery Drop 051		Series Gallery Drop 052		Series Gallery Drop 053		Series Gallery Drop 054
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	50	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		50		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		26,400		-		-		-
TOTAL OTHER ASSETS		26,400		-		-		-
TOTAL ASSETS	$	26,450	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	4,198	$	-	$	-	$	-
Income Tax Payable		-		-		-		-
TOTAL OTHER CURRENT LIABILITIES		4,198		-		-		-
TOTAL CURRENT LIABILITIES		4,198		-		-		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		79		3,640		3,921		3,163
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		30,370		9,990		77,930		18,630
Membership Contributions, Manager		630		10		1,570		370
Less: Brokerage Fees		(310)		(100)		(795)		(190)
Total Membership Contributions, net		30,690		9,900		78,705		18,810
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(8,517)		(9,610)		(58,855)		(8,977)
Distributions		-		(3,930)		(23,771)		(12,996)
Total Retained Earnings/(Accumulated Deficit)		(8,517)		(13,540)		(82,626)		(21,973)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		22,252		-		-		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/DEFICIT)	$	26,450	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-42

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2022 (AUDITED)

		Series Gallery Drop 055		Series Gallery Drop 056		Series Gallery Drop 057		Series Gallery Drop 058
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		-		-		-		-
TOTAL OTHER ASSETS		-		-		-		-
TOTAL ASSETS	$	-	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	-	$	-	$	-
Income Tax Payable		-		-		-		-
TOTAL OTHER CURRENT LIABILITIES		-		-		-		-
TOTAL CURRENT LIABILITIES		-		-		-		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		3,427		3,194		3,150		3,196
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		47,490		21,190		17,990		22,390
Membership Contributions, Manager		10		10		10		10
Less: Brokerage Fees		(475)		(212)		(180)		(224)
Total Membership Contributions, net		47,025		20,988		17,820		22,176
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(28,792)		(12,861)		(11,034)		(20,108)
Distributions		(21,660)		(11,321)		(9,936)		(5,264)
Total Retained Earnings/(Accumulated Deficit)		(50,452)		(24,182)		(20,970)		(25,372)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		-		-		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/DEFICIT)	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-43

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2022 (AUDITED)

		Series Gallery Drop 059		Series Gallery Drop 060		Series Gallery Drop 061		Series Gallery Drop 062
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	50	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		50		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		73,964		-		-		-
TOTAL OTHER ASSETS		73,964		-		-		-
TOTAL ASSETS	$	74,014	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	4,707	$	-	$	-	$	-
Income Tax Payable		-		22,526		-		766
TOTAL OTHER CURRENT LIABILITIES		4,707		22,526		-		766
TOTAL CURRENT LIABILITIES		4,707		22,526		-		766
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		79		2,978		3,195		3,386
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		76,820		51,090		23,090		16,190
Membership Contributions, Manager		780		10		10		10
Less: Brokerage Fees		(776)		(511)		(231)		(162)
Total Membership Contributions, net		76,824		50,589		22,869		16,038
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(7,596)		63,921		(13,936)		2,312
Distributions		-		(140,014)		(12,128)		(22,502)
Total Retained Earnings/(Accumulated Deficit)		(7,596)		(76,093)		(26,064)		(20,190)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		69,307		(22,526)		-		(766)
TOTAL LIABILITIES AND MEMBERS’ EQUITY/DEFICIT)	$	74,014	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-44

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2022 (AUDITED)

		Series Gallery Drop 063		Series Gallery Drop 064		Series Gallery Drop 065		Series Gallery Drop 066
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	50	$	50	$	-	$	50
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		50		50		-		50
OTHER ASSETS
Art and Other Collectible Assets		20,035		20,100		-		60,158
TOTAL OTHER ASSETS		20,035		20,100		-		60,158
TOTAL ASSETS	$	20,085	$	20,150	$	-	$	60,208
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	4,089	$	4,237	$	-	$	4,878
Income Tax Payable		-		-		-		-
TOTAL OTHER CURRENT LIABILITIES		4,089		4,237		-		4,878
TOTAL CURRENT LIABILITIES		4,089		4,237		-		4,878
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		79		79		3,179		79
Equity Interest to Artist / Third party		-		-		5,020		-
Membership Contributions, net
Membership Contributions, Third party		21,090		33,690		21,090		94,690
Membership Contributions, Manager		10		10		10		10
Less: Brokerage Fees		(211)		(337)		(211)		(947)
Total Membership Contributions, net		20,889		33,363		20,889		93,753
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(4,972)		(17,529)		(1,558)		(38,502)
Distributions		-		-		(27,530)		-
Total Retained Earnings/(Accumulated Deficit)		(4,972)		(17,529)		(29,088)		(38,502)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		15,996		15,913		-		55,330
TOTAL LIABILITIES AND MEMBERS’ EQUITY/DEFICIT)	$	20,085	$	20,150	$	-	$	60,208

See accompanying notes, which are an integral part of these consolidated financial statements.

F-45

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2022 (AUDITED)

		Series Gallery Drop 067		Series Gallery Drop 068		Series Gallery Drop 069		Series Gallery Drop 070
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		-		-		-		-
TOTAL OTHER ASSETS		-		-		-		-
TOTAL ASSETS	$	-	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	-	$	-	$	-
Income Tax Payable		-		-		-		-
TOTAL OTHER CURRENT LIABILITIES		-		-		-		-
TOTAL CURRENT LIABILITIES		-		-		-		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		3,762		3,218		3,348		3,244
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		63,190		25,290		36,990		32,790
Membership Contributions, Manager		10		10		10		10
Less: Brokerage Fees		(632)		(253)		(370)		(328)
Total Membership Contributions, net		62,568		25,047		36,630		32,472
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(47,054)		(19,435)		(32,504)		(24,892)
Distributions		(19,276)		(8,830)		(7,474)		(10,824)
Total Retained Earnings/(Accumulated Deficit)		(66,330)		(28,265)		(39,978)		(35,716)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		-		-		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/DEFICIT)	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-46

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2022 (AUDITED)

		Series Gallery Drop 071		Series Gallery Drop 072		Series Gallery Drop 073		Series Gallery Drop 074
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	50	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		50		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		78,000		-		-		-
TOTAL OTHER ASSETS		78,000		-		-		-
TOTAL ASSETS	$	78,050	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	4,784	$	-	$	-	$	-
Income Tax Payable		-		-		-		-
TOTAL OTHER CURRENT LIABILITIES		4,784		-		-		-
TOTAL CURRENT LIABILITIES		4,784		-		-		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		79		5,560		3,538		3,328
Equity Interest to Artist / Third party		25,000		52,500		-		-
Membership Contributions, net
Membership Contributions, Third party		78,890		297,490		46,590		21,990
Membership Contributions, Manager		10		10		10		10
Less: Brokerage Fees		(789)		(2,975)		(466)		(220)
Total Membership Contributions, net		78,111		294,525		46,134		21,780
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(29,924)		(225,185)		(30,846)		(12,964)
Distributions		-		(127,400)		(18,826)		(12,144)
Total Retained Earnings/(Accumulated Deficit)		(29,924)		(352,585)		(49,672)		(25,108)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		73,266		-		-		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/DEFICIT)	$	78,050	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-47

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2022 (AUDITED)

		Series Gallery Drop 075		Series Gallery Drop 076		Series Gallery Drop 077		Series Gallery Drop 078
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	4,175	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		4,175		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		-		-		-		-
TOTAL OTHER ASSETS		-		-		-		-
TOTAL ASSETS	$	4,175	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	2,427	$	-	$	-	$	-
Income Tax Payable		-		-		-		-
TOTAL OTHER CURRENT LIABILITIES		2,427		-		-		-
TOTAL CURRENT LIABILITIES		2,427		-		-		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		-		3,468		3,317		3,160
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		54,520		57,684		38,790		21,990
Membership Contributions, Manager		3,780		616		10		10
Less: Brokerage Fees		(583)		(583)		(388)		(220)
Total Membership Contributions, net		57,717		57,717		38,412		21,780
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(55,969)		(57,046)		(35,637)		(3,996)
Distributions		-		(4,139)		(6,092)		(20,944)
Total Retained Earnings/(Accumulated Deficit)		(55,969)		(61,185)		(41,729)		(24,940)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		1,748		-		-		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/DEFICIT)	$	4,175	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-48

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2022 (AUDITED)

		Series Gallery Drop 079		Series Gallery Drop 080		Series Gallery Drop 082		Series Gallery Drop 083
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		-		-		-		-
TOTAL OTHER ASSETS		-		-		-		-
TOTAL ASSETS	$	-	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	-	$	-	$	-
Income Tax Payable		-		2,547		4,886		-
TOTAL OTHER CURRENT LIABILITIES		-		2,547		4,886		-
TOTAL CURRENT LIABILITIES		-		2,547		4,886		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		3,315		3,103		2,728		3,574
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		21,190		15,790		84,190		47,390
Membership Contributions, Manager		10		10		10		10
Less: Brokerage Fees		(212)		(158)		(842)		(474)
Total Membership Contributions, net		20,988		15,642		83,358		46,926
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(8,594)		7,353		13,975		(36,375)
Distributions		(15,709)		(28,645)		(104,947)		(14,125)
Total Retained Earnings/(Accumulated Deficit)		(24,303)		(21,292)		(90,972)		(50,500)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		(2,547)		(4,886)		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/DEFICIT)	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-49

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2022 (AUDITED)

		Series Gallery Drop 086		Series Gallery Drop 089		Series Gallery Drop 091		Series Gallery Drop 093
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		-		-		-		-
TOTAL OTHER ASSETS		-		-		-		-
TOTAL ASSETS	$	-	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	-	$	-	$	-
Income Tax Payable		-		-		-		-
TOTAL OTHER CURRENT LIABILITIES		-		-		-		-
TOTAL CURRENT LIABILITIES		-		-		-		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		4,106		3,140		2,164		3,340
Equity Interest to Artist / Third party		270,000		-		-		-
Membership Contributions, net
Membership Contributions, Third party		94,690		25,190		39,390		45,790
Membership Contributions, Manager		10		10		10		10
Less: Brokerage Fees		(947)		(252)		(394)		(458)
Total Membership Contributions, net		93,753		24,948		39,006		45,342
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(230,367)		(25,518)		(26,710)		(36,545)
Distributions		(137,492)		(2,570)		(14,460)		(12,137)
Total Retained Earnings/(Accumulated Deficit)		(367,859)		(28,088)		(41,170)		(48,682)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		-		-		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/DEFICIT)	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-50

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2022 (AUDITED)

		Series Gallery Drop 094		Series Gallery Drop 095		Series Gallery Drop 096		Series Gallery Drop 097
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		-		-		-		-
TOTAL OTHER ASSETS		-		-		-		-
TOTAL ASSETS	$	-	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	-	$	-	$	-
Income Tax Payable		-		-		-		-
TOTAL OTHER CURRENT LIABILITIES		-		-		-		-
TOTAL CURRENT LIABILITIES		-		-		-		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		2,786		3,339		3,360		541
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		22,790		47,590		30,490		31,600
Membership Contributions, Manager		10		10		10		-
Less: Brokerage Fees		(228)		(476)		(305)		(316)
Total Membership Contributions, net		22,572		47,124		30,195		31,284
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(11,017)		(35,707)		(20,318)		269,197
Distributions		(14,341)		(14,756)		(13,237)		(301,022)
Total Retained Earnings/(Accumulated Deficit)		(25,358)		(50,463)		(33,555)		(31,825)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		-		-		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/DEFICIT)	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-51

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2022 (AUDITED)

		Series Gallery Drop 098		Series Gallery Drop 099		Series Gallery Drop 100		Series Gallery Drop 101
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	50	$	-	$	50
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		50		-		50
OTHER ASSETS
Art and Other Collectible Assets		-		130,228		-		180,003
TOTAL OTHER ASSETS		-		130,228		-		180,003
TOTAL ASSETS	$	-	$	130,278	$	-	$	180,053
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	4,587	$	-	$	5,109
Income Tax Payable		-		-		-		-
TOTAL OTHER CURRENT LIABILITIES		-		4,587		-		5,109
TOTAL CURRENT LIABILITIES		-		4,587		-		5,109
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		3,042		-		3,079		-
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		14,690		136,790		19,490		211,290
Membership Contributions, Manager		10		10		10		10
Less: Brokerage Fees		(147)		(1,368)		(195)		(2,113)
Total Membership Contributions, net		14,553		135,432		19,305		209,187
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(14,317)		(9,741)		(8,636)		(34,243)
Distributions		(3,278)		-		(13,748)		-
Total Retained Earnings/(Accumulated Deficit)		(17,595)		(9,741)		(22,384)		(34,243)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		125,691		-		174,944
TOTAL LIABILITIES AND MEMBERS’ EQUITY/DEFICIT)	$	-	$	130,278	$	-	$	180,053

See accompanying notes, which are an integral part of these consolidated financial statements.

F-52

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2022 (AUDITED)

		Series Gallery Drop 102		Series Gallery Drop 103		Series Gallery Drop 104		Series Gallery Drop 105
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		-		-		-		-
TOTAL OTHER ASSETS		-		-		-		-
TOTAL ASSETS	$	-	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	-	$	-	$	-
Income Tax Payable		-		3,615		2,463		1,045
TOTAL OTHER CURRENT LIABILITIES		-		3,615		2,463		1,045
TOTAL CURRENT LIABILITIES		-		3,615		2,463		1,045
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		2,531		2,825		2,997		3,004
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		14,790		18,390		13,090		64,990
Membership Contributions, Manager		10		10		10		10
Less: Brokerage Fees		(148)		(184)		(131)		(650)
Total Membership Contributions, net		14,652		18,216		12,969		64,350
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(15,052)		10,378		7,116		3,101
Distributions		(2,131)		(35,034)		(25,545)		(71,500)
Total Retained Earnings/(Accumulated Deficit)		(17,183)		(24,656)		(18,429)		(68,399)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		(3,615)		(2,463)		(1,045)
TOTAL LIABILITIES AND MEMBERS’ EQUITY/DEFICIT)	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-53

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2022 (AUDITED)

		Series Gallery Drop 107		Series Gallery Drop 108		Series Gallery Drop 109		Series Gallery Drop 110
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	-	$	-	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		-		-		-
OTHER ASSETS
Art and Other Collectible Assets		-		-		-		-
TOTAL OTHER ASSETS		-		-		-		-
TOTAL ASSETS	$	-	$	-	$	-	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	-	$	-	$	-
Income Tax Payable		-		-		-		951
TOTAL OTHER CURRENT LIABILITIES		-		-		-		951
TOTAL CURRENT LIABILITIES		-		-		-		951
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		3,084		2,682		2,838		2,004
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		23,790		31,690		32,390		10,590
Membership Contributions, Manager		10		10		10		10
Less: Brokerage Fees		(238)		(317)		(324)		(106)
Total Membership Contributions, net		23,562		31,383		32,076		10,494
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(17,816)		(25,791)		(22,764)		2,833
Distributions		(8,830)		(8,274)		(12,150)		(16,282)
Total Retained Earnings/(Accumulated Deficit)		(26,646)		(34,065)		(34,914)		(13,449)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		-		-		(951)
TOTAL LIABILITIES AND MEMBERS’ EQUITY/DEFICIT)	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-54

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2022 (AUDITED)

		Series Gallery Drop 111		Series Gallery Drop 112		Series Gallery Drop 113		Series Gallery Drop 114
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	-	$	50	$	-
Receivable from Asset Sale		-		-		11,340		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		-		11,390		-
OTHER ASSETS
Art and Other Collectible Assets		-		-		-		-
TOTAL OTHER ASSETS		-		-		-		-
TOTAL ASSETS	$	-	$	-	$	11,390	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	-	$	3,102	$	-
Income Tax Payable		-		-		-		-
TOTAL OTHER CURRENT LIABILITIES		-		-		3,102		-
TOTAL CURRENT LIABILITIES		-		-		3,102		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		2,513		3,277		-		3,361
Equity Interest to Artist / Third party		-		15,000		-		-
Membership Contributions, net
Membership Contributions, Third party		18,890		59,990		57,890		12,490
Membership Contributions, Manager		10		10		10		1,010
Less: Brokerage Fees		(189)		(600)		(579)		(135)
Total Membership Contributions, net		18,711		59,400		57,321		13,365
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(12,927)		(63,652)		(49,033)		(5,642)
Distributions		(8,297)		(14,025)		-		(11,084)
Total Retained Earnings/(Accumulated Deficit)		(21,224)		(77,677)		(49,033)		(16,726)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		-		8,288		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/DEFICIT)	$	-	$	-	$	11,390	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-55

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2022 (AUDITED)

		Series Gallery Drop 115		Series Gallery Drop 116		Series Gallery Drop 117		Series Gallery Drop 118
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	-	$	50	$	50	$	-
Receivable from Asset Sale		-		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		-		50		50		-
OTHER ASSETS
Art and Other Collectible Assets		-		162,000		59,141		-
TOTAL OTHER ASSETS		-		162,000		59,141		-
TOTAL ASSETS	$	-	$	162,050	$	59,191	$	-
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	-	$	3,648	$	1,985	$	-
Income Tax Payable		-		-		-		-
TOTAL OTHER CURRENT LIABILITIES		-		3,648		1,985		-
TOTAL CURRENT LIABILITIES		-		3,648		1,985		-
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		2,734		-		-		48
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		16,490		213,689		78,760		-
Membership Contributions, Manager		10		23,111		14,940		-
Less: Brokerage Fees		(165)		(2,368)		(937)		-
Total Membership Contributions, net		16,335		234,432		92,763		-
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(12,271)		(76,030)		(35,557)		(48)
Distributions		(6,798)		-		-		-
Total Retained Earnings/(Accumulated Deficit)		(19,069)		(76,030)		(35,557)		(48)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		-		158,402		57,206		-
TOTAL LIABILITIES AND MEMBERS’ EQUITY/DEFICIT)	$	-	$	162,050	$	59,191	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-56

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2022 (AUDITED)

		Series Gallery Drop 119		Series Gallery Drop 120		Series Gallery Drop 121		Series Gallery Drop 122
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	50	$	-	$	-	$	50
Receivable from Asset Sale		29,160		-		-		-
Prepayments to Manager		-		-		-		-
TOTAL CURRENT ASSETS		29,210		-		-		50
OTHER ASSETS
Art and Other Collectible Assets		-		-		-		110,184
TOTAL OTHER ASSETS		-		-		-		110,184
TOTAL ASSETS	$	29,210	$	-	$	-	$	110,234
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	3,206	$	-	$	-	$	3,513
Income Tax Payable		-		-		-		-
TOTAL OTHER CURRENT LIABILITIES		3,206		-		-		3,513
TOTAL CURRENT LIABILITIES		3,206		-		-		3,513
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		140		99		2,125		-
Equity Interest to Artist / Third party		-		-		-		-
Membership Contributions, net
Membership Contributions, Third party		69,479		-		32,599		115,798
Membership Contributions, Manager		18,921		-		201		2
Less: Brokerage Fees		(884)		-		(328)		(1,158)
Total Membership Contributions, net		87,516		-		32,472		114,642
Retained Earnings/(Accumulated Deficit)
Retained Earnings/(Accumulated Deficit)		(61,652)		(99)		(14,261)		(7,921)
Distributions		-		-		(20,336)		-
Total Retained Earnings/(Accumulated Deficit)		(61,652)		(99)		(34,597)		(7,921)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		26,004		-		-		106,721
TOTAL LIABILITIES AND MEMBERS’ EQUITY/DEFICIT)	$	29,210	$	-	$	-	$	110,234

See accompanying notes, which are an integral part of these consolidated financial statements.

F-57

OTIS GALLERY LLC

CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2022 (AUDITED)

		Series Gallery Drop 123		Unallocated		Total Consolidated
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	50	$	-	$	12,409
Receivable from Asset Sale		-		-		40,500
Prepayments to Manager		-		-		21,628
TOTAL CURRENT ASSETS		50		-		74,537
OTHER ASSETS
Art and Other Collectible Assets		44,518		-		3,102,457
TOTAL OTHER ASSETS		44,518		-		3,102,457
TOTAL ASSETS	$	44,568	$	-	$	3,176,994
LIABILITIES AND MEMBERS’ EQUITY/(DEFICIT)
CURRENT LIABILITIES
Due to Manager	$	3,210	$	-	$	143,748
Income Tax Payable		-		-		55,845
TOTAL OTHER CURRENT LIABILITIES		3,210		-		199,593
TOTAL CURRENT LIABILITIES		3,210		-		199,593
MEMBERS’ EQUITY/(DEFICIT)
Capital Contributions		-		31,028		341,060
Equity Interest to Artist / Third party		-		-		573,020
Membership Contributions, net
Membership Contributions, Third party		46,689		-		6,738,681
Membership Contributions, Manager		111		-		412,120
Less: Brokerage Fees		(468)		-		(66,035)
Total Membership Contributions, net		46,332		-		7,084,766
Retained Earnings/(Accumulated Deficit)						-
Retained Earnings/(Accumulated Deficit)		(4,974)		(31,028)		(1,358,017)
Distributions		-		-		(3,663,428)
Total Retained Earnings/(Accumulated Deficit)		(4,974)		(31,028)		(5,021,445)
TOTAL MEMBERS’ EQUITY/(DEFICIT)		41,358		-		2,977,401
TOTAL LIABILITIES AND MEMBERS’ EQUITY/DEFICIT)	$	44,568	$	-	$	3,176,994

See accompanying notes, which are an integral part of these consolidated financial statements.

F-58

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2023 (UNAUDITED)

		Series #KW		Series Drop 003		Series Drop 005		Series Gallery Drop 011
Operating Expenses
Organizational Costs	$	1,257	$	1,257	$	1,257	$	1,257
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		819		385		412		235
Total Operating Expenses		2,076		1,642		1,669		1,492
Loss from Operations		(2,076)		(1,642)		(1,669)		(1,492)
Other Income/(Expenses)
Gain/(Loss) on Sale of Asset		-		-		-		-
Gain/(Loss) on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		-		(18,000)		-		-
Total Other Income/(Expenses)		-		(18,000)		-		-
Income/(Loss) Before Income Taxes		(2,076)		(19,642)		(1,669)		(1,492)
Provision for Income Taxes		50		50		50		50
Net Income/(Loss)	$	(2,126)	$	(19,692)	$	(1,719)	$	(1,542)
Basic and Diluted Income/(Loss) per Membership Interest	$	(0.21)	$	(19.69)	$	(1.38)	$	(1.54)
Weighted Average Membership Interests		10,000		1,000		1,250		1,000

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-59

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 012		Series Gallery Drop 013		Series Gallery Drop 017		Series Gallery Drop 030
Operating Expenses
Organizational Costs	$	1,257	$	1,257	$	1,257	$	1,257
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		553		401		307		237
Total Operating Expenses		1,810		1,658		1,564		1,494
Loss from Operations		(1,810)		(1,658)		(1,564)		(1,494)
Other Income/(Expenses)
Gain/(Loss) on Sale of Asset		-		-		-		-
Gain/(Loss) on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		-		-		-		-
Total Other Income/(Expenses)		-		-		-		-
Income/(Loss) Before Income Taxes		(1,810)		(1,658)		(1,564)		(1,494)
Provision for Income Taxes		50		50		50		50
Net Income/(Loss)	$	(1,860)	$	(1,708)	$	(1,614)	$	(1,544)
Basic and Diluted Income/(Loss) per Membership Interest	$	(0.93)	$	(1.14)	$	(1.61)	$	(0.77)
Weighted Average Membership Interests		2,000		1,500		1,000		2,000

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-60

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 031		Series Gallery Drop 034		Series Gallery Drop 039		Series Gallery Drop 044
Operating Expenses
Organizational Costs	$	1,257	$	1,257	$	1,257	$	1,257
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		291		1,302		342		1,942
Total Operating Expenses		1,548		2,559		1,599		3,199
Loss from Operations		(1,548)		(2,559)		(1,599)		(3,199)
Other Income/(Expenses)
Gain/(Loss) on Sale of Asset		-		-		-		-
Gain/(Loss) on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		-		-		-		-
Total Other Income/(Expenses)		-		-		-		-
Income/(Loss) Before Income Taxes		(1,548)		(2,559)		(1,599)		(3,199)
Provision for Income Taxes		50		50		50		50
Net Income/(Loss)	$	(1,598)	$	(2,609)	$	(1,649)	$	(3,249)
Basic and Diluted Income/(Loss) per Membership Interest	$	(0.80)	$	(0.12)	$	(0.24)	$	(0.05)
Weighted Average Membership Interests		2,000		21,250		6,750		70,000

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-61

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 046		Series Gallery Drop 048		Series Gallery Drop 049		Series Gallery Drop 051
Operating Expenses
Organizational Costs	$	1,257	$	1,257	$	1,257	$	1,257
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		307		316		757		250
Total Operating Expenses		1,564		1,573		2,014		1,507
Loss from Operations		(1,564)		(1,573)		(2,014)		(1,507)
Other Income/(Expenses)
Gain/(Loss) on Sale of Asset		-		-		-		-
Gain/(Loss) on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		-		(5,900)		(110,476)		(3,600)
Total Other Income/(Expenses)		-		(5,900)		(110,476)		(3,600)
Income/(Loss) Before Income Taxes		(1,564)		(7,473)		(112,490)		(5,107)
Provision for Income Taxes		50		50		50		50
Net Income/(Loss)	$	(1,614)	$	(7,523)	$	(112,540)	$	(5,157)
Basic and Diluted Income/(Loss) per Membership Interest	$	(0.30)	$	(1.30)	$	(5.00)	$	(1.66)
Weighted Average Membership Interests		5,300		5,800		22,500		3,100

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-62

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 059		Series Gallery Drop 063		Series Gallery Drop 064		Series Gallery Drop 066
Operating Expenses
Organizational Costs	$	1,257	$	1,257	$	1,199	$	1,257
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		373		227		169		336
Total Operating Expenses		1,630		1,484		1,368		1,593
Loss from Operations		(1,630)		(1,484)		(1,368)		(1,593)
Other Income/(Expenses)
Gain/(Loss) on Sale of Asset		-		-		(850)		-
Gain/(Loss) on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		-		(1,800)		-		-
Total Other Income/(Expenses)		-		(1,800)		(850)		-
Income/(Loss) Before Income Taxes		(1,630)		(3,284)		(2,218)		(1,593)
Provision for Income Taxes		50		50		50		50
Net Income/(Loss)	$	(1,680)	$	(3,334)	$	(2,268)	$	(1,643)
Basic and Diluted Income/(Loss) per Membership Interest	$	(0.22)	$	(1.58)	$	(0.67)	$	(0.17)
Weighted Average Membership Interests		7,760		2,110		3,370		9,470

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-63

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 071		Series Gallery Drop 099		Series Gallery Drop 101		Series Gallery Drop 116
Operating Expenses
Organizational Costs	$	1,257	$	1,257	$	1,257	$	1,257
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		384		527		662		753
Total Operating Expenses		1,641		1,784		1,919		2,010
Loss from Operations		(1,641)		(1,784)		(1,919)		(2,010)
Other Income/(Expenses)
Gain/(Loss) on Sale of Asset		-		-		-		-
Gain/(Loss) on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		-		-		-		-
Total Other Income/(Expenses)		-		-		-		-
Income/(Loss) Before Income Taxes		(1,641)		(1,784)		(1,919)		(2,010)
Provision for Income Taxes		50		50		50		50
Net Income/(Loss)	$	(1,691)	$	(1,834)	$	(1,969)	$	(2,060)
Basic and Diluted Income/(Loss) per Membership Interest	$	(0.16)	$	(0.13)	$	(0.09)	$	(0.01)
Weighted Average Membership Interests		10,390		13,680		21,130		236,800

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-64

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 117		Series Gallery Drop 122		Series Gallery Drop 123		Total Consolidated
Operating Expenses
Organizational Costs	$	1,257	$	1,257	$	1,257	$	33,881
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		337		472		293		13,389
Total Operating Expenses		1,594		1,729		1,550		47,270
Loss from Operations		(1,594)		(1,729)		(1,550)		(47,270)
Other Income/(Expenses)
Gain/(Loss) on Sale of Asset		-		-		-		(850)
Gain/(Loss) on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		(31,337)		-		-		(171,113)
Total Other Income/(Expenses)		(31,337)		-		-		(171,963)
Income/(Loss) Before Income Taxes		(32,931)		(1,729)		(1,550)		(219,233)
Provision for Income Taxes		50		50		50		1,350
Net Income/(Loss)	$	(32,981)	$	(1,779)	$	(1,600)	$	(220,583)
Basic and Diluted Income/(Loss) per Membership Interest	$	(0.35)	$	(0.02)	$	(0.03)
Weighted Average Membership Interests		93,700		115,800		46,800

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-65

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series #KW		Series Drop 002		Series Drop 003		Series Drop 004
Operating Expense
Organizational Costs	$	1,911	$	1,911	$	1,911	$	1,911
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		796		101		114		149
Total Operating Expenses		2,707		2,012		2,025		2,060
Loss from Operations		(2,707)		(2,012)		(2,025)		(2,060)
Other Income/(Expenses)
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		-		-		-		-
Total Other Income/(Expenses)		-		-		-		-
Income/(Loss) Before Income Taxes		(2,707)		(2,012)		(2,025)		(2,060)
Provision for Income Taxes		50		50		50		50
Net Income/(Loss)	$	(2,757)	$	(2,062)	$	(2,075)	$	(2,110)
Basic and Diluted Earnings/(Loss) per Membership Interest	$	(0.28)	$	(2.06)	$	(2.08)	$	(2.11)
Weighted Average Membership Interests		10,000		1,000		1,000		1,000

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-66

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Drop 005		Series Drop 008		Series Drop 009		Series Drop 010
Operating Expense
Organizational Costs	$	1,911	$	1,911	$	1,911	$	1,911
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		302		117		1,039		80
Total Operating Expenses		2,213		2,028		2,950		1,991
Loss from Operations		(2,213)		(2,028)		(2,950)		(1,991)
Other Income/(Expenses)
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		-		-		-		-
Total Other Income/(Expenses)		-		-		-		-
Income/(Loss) Before Income Taxes		(2,213)		(2,028)		(2,950)		(1,991)
Provision for Income Taxes		50		50		50		50
Net Income/(Loss)	$	(2,263)	$	(2,078)	$	(3,000)	$	(2,041)
Basic and Diluted Earnings/(Loss) per Membership Interest	$	(1.81)	$	(2.08)	$	(0.92)	$	(2.04)
Weighted Average Membership Interests		1,250		1,000		3,250		1,000

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-67

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 011		Series Gallery Drop 012		Series Gallery Drop 013		Series Gallery Drop 014
Operating Expense
Organizational Costs	$	1,911	$	1,911	$	1,911	$	1,911
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		77		469		282		101
Total Operating Expenses		1,988		2,380		2,193		2,012
Loss from Operations		(1,988)		(2,380)		(2,193)		(2,012)
Other Income/(Expenses)
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		-		-		-		-
Total Other Income/(Expenses)		-		-		-		-
Income/(Loss) Before Income Taxes		(1,988)		(2,380)		(2,193)		(2,012)
Provision for Income Taxes		50		50		50		50
Net Income/(Loss)	$	(2,038)	$	(2,430)	$	(2,243)	$	(2,062)
Basic and Diluted Earnings/(Loss) per Membership Interest	$	(2.04)	$	(1.22)	$	(1.50)	$	(2.06)
Weighted Average Membership Interests		1,000		2,000		1,500		1,000

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-68

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 015		Series Gallery Drop 016		Series Gallery Drop 017		Series Gallery Drop 018
Operating Expense
Organizational Costs	$	1,911	$	1,911	$	1,911	$	1,911
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		83		65		166		39
Total Operating Expenses		1,994		1,976		2,077		1,950
Loss from Operations		(1,994)		(1,976)		(2,077)		(1,950)
Other Income/(Expenses)
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		-		-		-		-
Total Other Income/(Expenses)		-		-		-		-
Income/(Loss) Before Income Taxes		(1,994)		(1,976)		(2,077)		(1,950)
Provision for Income Taxes		50		50		50		50
Net Income/(Loss)	$	(2,044)	$	(2,026)	$	(2,127)	$	(2,000)
Basic and Diluted Earnings/(Loss) per Membership Interest	$	(2.04)	$	(2.03)	$	(2.13)	$	(4.17)
Weighted Average Membership Interests		1,000		1,000		1,000		480

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-69

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 019		Series Gallery Drop 020		Series Gallery Drop 021		Series Gallery Drop 022
Operating Expense
Organizational Costs	$	1,911	$	-	$	1,911	$	1,911
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		63		-		89		100
Total Operating Expenses		1,974		-		2,000		2,011
Loss from Operations		(1,974)		-		(2,000)		(2,011)
Other Income/(Expenses)
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		-		-		-		-
Total Other Income/(Expenses)		-		-		-		-
Income/(Loss) Before Income Taxes		(1,974)		-		(2,000)		(2,011)
Provision for Income Taxes		50		-		50		50
Net Income/(Loss)	$	(2,024)	$	-	$	(2,050)	$	(2,061)
Basic and Diluted Earnings/(Loss) per Membership Interest	$	(2.70)	$	-	$	(1.86)	$	(2.06)
Weighted Average Membership Interests		750		1,820		1,100		1,000

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-70

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 023		Series Gallery Drop 024		Series Gallery Drop 025		Series Gallery Drop 026
Operating Expense
Organizational Costs	$	1,911	$	1,911	$	-	$	1,623
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		50		77		-		212
Total Operating Expenses		1,961		1,988		-		1,835
Loss from Operations		(1,961)		(1,988)		-		(1,835)
Other Income/(Expenses)
Gain on Sale of Asset		-		-		-		105,000
Gain on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		-		-		-		-
Total Other Income/(Expenses)		-		-		-		105,000
Income/(Loss) Before Income Taxes		(1,961)		(1,988)		-		103,165
Provision for Income Taxes		50		50		-		50
Net Income/(Loss)	$	(2,011)	$	(2,038)	$	-	$	103,115
Basic and Diluted Earnings/(Loss) per Membership Interest	$	(2.01)	$	(2.04)	$	-	$	51.56
Weighted Average Membership Interests		1,000		1,000		1,000		2,000

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-71

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 027		Series Gallery Drop 028		Series Gallery Drop 029		Series Gallery Drop 030
Operating Expense
Organizational Costs	$	-	$	1,911	$	1,911	$	1,911
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		-		62		179		80
Total Operating Expenses		-		1,973		2,090		1,991
Loss from Operations		-		(1,973)		(2,090)		(1,991)
Other Income/(Expenses)
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		-		-		-		-
Total Other Income/(Expenses)		-		-		-		-
Income/(Loss) Before Income Taxes		-		(1,973)		(2,090)		(1,991)
Provision for Income Taxes		-		50		50		50
Net Income/(Loss)	$	-	$	(2,023)	$	(2,140)	$	(2,041)
Basic and Diluted Earnings/(Loss) per Membership Interest	$	-	$	(1.01)	$	(0.43)	$	(1.02)
Weighted Average Membership Interests		5,000		2,000		5,000		2,000

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-72

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 031		Series Gallery Drop 032		Series Gallery Drop 033		Series Gallery Drop 034
Operating Expense
Organizational Costs	$	1,911	$	1,911	$	1,911	$	1,911
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		147		16		72		1,357
Total Operating Expenses		2,058		1,927		1,983		3,268
Loss from Operations		(2,058)		(1,927)		(1,983)		(3,268)
Other Income/(Expenses)
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		-		-		-		-
Total Other Income/(Expenses)		-		-		-		-
Income/(Loss) Before Income Taxes		(2,058)		(1,927)		(1,983)		(3,268)
Provision for Income Taxes		50		50		50		50
Net Income/(Loss)	$	(2,108)	$	(1,977)	$	(2,033)	$	(3,318)
Basic and Diluted Earnings/(Loss) per Membership Interest	$	(1.05)	$	(0.40)	$	(0.85)	$	(0.16)
Weighted Average Membership Interests		2,000		5,000		2,400		21,250

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-73

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 035		Series Gallery Drop 036		Series Gallery Drop 037		Series Gallery Drop 038
Operating Expense
Organizational Costs	$	1,911	$	1,911	$	1,911	$	1,911
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		244		161		83		243
Total Operating Expenses		2,155		2,072		1,994		2,154
Loss from Operations		(2,155)		(2,072)		(1,994)		(2,154)
Other Income/(Expenses)
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		-		-		-		-
Total Other Income/(Expenses)		-		-		-		-
Income/(Loss) Before Income Taxes		(2,155)		(2,072)		(1,994)		(2,154)
Provision for Income Taxes		50		50		50		50
Net Income/(Loss)	$	(2,205)	$	(2,122)	$	(2,044)	$	(2,204)
Basic and Diluted Earnings/(Loss) per Membership Interest	$	(0.59)	$	(0.42)	$	(0.77)	$	(0.30)
Weighted Average Membership Interests		3,750		5,100		2,650		7,350

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-74

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 039		Series Gallery Drop 040		Series Gallery Drop 041		Series Gallery Drop 042
Operating Expense
Organizational Costs	$	1,911	$	1,911	$	1,911	$	1,911
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		209		111		17		67
Total Operating Expenses		2,120		2,022		1,928		1,978
Loss from Operations		(2,120)		(2,022)		(1,928)		(1,978)
Other Income/(Expenses)
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		-		-		-		-
Total Other Income/(Expenses)		-		-		-		-
Income/(Loss) Before Income Taxes		(2,120)		(2,022)		(1,928)		(1,978)
Provision for Income Taxes		50		50		50		50
Net Income/(Loss)	$	(2,170)	$	(2,072)	$	(1,978)	$	(2,028)
Basic and Diluted Earnings/(Loss) per Membership Interest	$	(0.32)	$	(0.58)	$	(0.36)	$	(0.97)
Weighted Average Membership Interests		6,750		3,550		5,500		2,100

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-75

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 043		Series Gallery Drop 044		Series Gallery Drop 045		Series Gallery Drop 046
Operating Expense
Organizational Costs	$	1,911	$	1,911	$	-	$	1,811
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		211		2,178		-		169
Total Operating Expenses		2,122		4,089		-		1,980
Loss from Operations		(2,122)		(4,089)		-		(1,980)
Other Income/(Expenses)
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		(6,700)		-		-		-
Total Other Income/(Expenses)		(6,700)		-		-		-
Income/(Loss) Before Income Taxes		(8,822)		(4,089)		-		(1,980)
Provision for Income Taxes		50		50		-		50
Net Income/(Loss)	$	(8,872)	$	(4,139)	$	-	$	(2,030)
Basic and Diluted Earnings/(Loss) per Membership Interest	$	(1.32)	$	(0.06)	$	-	$	(0.38)
Weighted Average Membership Interests		6,700		70,000		23,000		5,300

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-76

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 047		Series Gallery Drop 048		Series Gallery Drop 049		Series Gallery Drop 050
Operating Expense
Organizational Costs	$	1,836	$	1,836	$	1,836	$	1,836
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		96		188		719		84
Total Operating Expenses		1,932		2,024		2,555		1,920
Loss from Operations		(1,932)		(2,024)		(2,555)		(1,920)
Other Income/(Expenses)
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		-		-		-		-
Total Other Income/(Expenses)		-		-		-		-
Income/(Loss) Before Income Taxes		(1,932)		(2,024)		(2,555)		(1,920)
Provision for Income Taxes		50		50		50		50
Net Income/(Loss)	$	(1,982)	$	(2,074)	$	(2,605)	$	(1,970)
Basic and Diluted Earnings/(Loss) per Membership Interest	$	(0.66)	$	(0.36)	$	(0.12)	$	(0.67)
Weighted Average Membership Interests		3,000		5,800		22,500		2,950

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-77

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 051		Series Gallery Drop 052		Series Gallery Drop 053		Series Gallery Drop 054
Operating Expense
Organizational Costs	$	1,836	$	1,836	$	1,836	$	1,836
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		97		30		261		60
Total Operating Expenses		1,933		1,866		2,097		1,896
Loss from Operations		(1,933)		(1,866)		(2,097)		(1,896)
Other Income/(Expenses)
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		-		-		-		-
Total Other Income/(Expenses)		-		-		-		-
Income/(Loss) Before Income Taxes		(1,933)		(1,866)		(2,097)		(1,896)
Provision for Income Taxes		50		50		50		50
Net Income/(Loss)	$	(1,983)	$	(1,916)	$	(2,147)	$	(1,946)
Basic and Diluted Earnings/(Loss) per Membership Interest	$	(0.64)	$	(1.92)	$	(0.27)	$	(1.02)
Weighted Average Membership Interests		3,100		1,000		7,950		1,900

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-78

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 055		Series Gallery Drop 056		Series Gallery Drop 057		Series Gallery Drop 058
Operating Expense
Organizational Costs	$	1,836	$	1,836	$	1,836	$	1,836
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		151		67		57		71
Total Operating Expenses		1,987		1,903		1,893		1,907
Loss from Operations		(1,987)		(1,903)		(1,893)		(1,907)
Other Income/(Expenses)
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		-		-		-		(4,800)
Total Other Income/(Expenses)		-		-		-		(4,800)
Income/(Loss) Before Income Taxes		(1,987)		(1,903)		(1,893)		(6,707)
Provision for Income Taxes		50		50		50		50
Net Income/(Loss)	$	(2,037)	$	(1,953)	$	(1,943)	$	(6,757)
Basic and Diluted Earnings/(Loss) per Membership Interest	$	(0.43)	$	(0.92)	$	(1.08)	$	(3.02)
Weighted Average Membership Interests		4,750		2,120		1,800		2,240

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-79

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 059		Series Gallery Drop 060		Series Gallery Drop 061		Series Gallery Drop 062
Operating Expense
Organizational Costs	$	1,836	$	1,548	$	1,836	$	1,836
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		247		108		74		52
Total Operating Expenses		2,083		1,656		1,910		1,888
Loss from Operations		(2,083)		(1,656)		(1,910)		(1,888)
Other Income/(Expenses)
Gain on Sale of Asset		-		91,415		-		-
Gain on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		-		-		-		-
Total Other Income/(Expenses)		-		91,415		-		-
Income/(Loss) Before Income Taxes		(2,083)		89,759		(1,910)		(1,888)
Provision for Income Taxes		50		50		50		50
Net Income/(Loss)	$	(2,133)	$	89,709	$	(1,960)	$	(1,938)
Basic and Diluted Earnings/(Loss) per Membership Interest	$	(0.27)	$	17.56	$	(0.85)	$	(1.20)
Weighted Average Membership Interests		7,760		5,110		2,310		1,620

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-80

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 063		Series Gallery Drop 064		Series Gallery Drop 065		Series Gallery Drop 066
Operating Expense
Organizational Costs	$	1,836	$	1,836	$	1,836	$	1,836
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		67		107		67		302
Total Operating Expenses		1,903		1,943		1,903		2,138
Loss from Operations		(1,903)		(1,943)		(1,903)		(2,138)
Other Income/(Expenses)
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		-		-		-		-
Total Other Income/(Expenses)		-		-		-		-
Income/(Loss) Before Income Taxes		(1,903)		(1,943)		(1,903)		(2,138)
Provision for Income Taxes		50		50		50		50
Net Income/(Loss)	$	(1,953)	$	(1,993)	$	(1,953)	$	(2,188)
Basic and Diluted Earnings/(Loss) per Membership Interest	$	(0.91)	$	(0.59)	$	(0.75)	$	(0.23)
Weighted Average Membership Interests		2,152		3,370		2,612		9,660

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-81

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 067		Series Gallery Drop 068		Series Gallery Drop 069		Series Gallery Drop 070
Operating Expense
Organizational Costs	$	1,835	$	1,836	$	1,836	$	1,836
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		201		80		118		105
Total Operating Expenses		2,036		1,916		1,954		1,941
Loss from Operations		(2,036)		(1,916)		(1,954)		(1,941)
Other Income/(Expenses)
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		-		(1,800)		(3,800)		-
Total Other Income/(Expenses)		-		(1,800)		(3,800)		-
Income/(Loss) Before Income Taxes		(2,036)		(3,716)		(5,754)		(1,941)
Provision for Income Taxes		50		50		50		50
Net Income/(Loss)	$	(2,086)	$	(3,766)	$	(5,804)	$	(1,991)
Basic and Diluted Earnings/(Loss) per Membership Interest	$	(0.33)	$	(1.49)	$	(1.57)	$	(0.61)
Weighted Average Membership Interests		6,320		2,530		3,700		3,280

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-82

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 071		Series Gallery Drop 072		Series Gallery Drop 073		Series Gallery Drop 074
Operating Expense
Organizational Costs	$	1,836	$	1,836	$	1,835	$	1,836
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		251		938		148		70
Total Operating Expenses		2,087		2,774		1,983		1,906
Loss from Operations		(2,087)		(2,774)		(1,983)		(1,906)
Other Income/(Expenses)
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		-		-		-		-
Total Other Income/(Expenses)		-		-		-		-
Income/(Loss) Before Income Taxes		(2,087)		(2,774)		(1,983)		(1,906)
Provision for Income Taxes		50		50		50		50
Net Income/(Loss)	$	(2,137)	$	(2,824)	$	(2,033)	$	(1,956)
Basic and Diluted Earnings/(Loss) per Membership Interest	$	(0.21)	$	(0.08)	$	(0.44)	$	(0.89)
Weighted Average Membership Interests		10,390		35,000		4,660		2,200

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-83

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 075		Series Gallery Drop 076		Series Gallery Drop 077		Series Gallery Drop 078
Operating Expense
Organizational Costs	$	1,356	$	1,836	$	1,836	$	1,835
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		185		185		124		70
Total Operating Expenses		1,541		2,021		1,960		1,905
Loss from Operations		(1,541)		(2,021)		(1,960)		(1,905)
Other Income/(Expenses)
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		-		-		-		-
Total Other Income/(Expenses)		-		-		-		-
Income/(Loss) Before Income Taxes		(1,541)		(2,021)		(1,960)		(1,905)
Provision for Income Taxes		50		50		50		50
Net Income/(Loss)	$	(1,591)	$	(2,071)	$	(2,010)	$	(1,955)
Basic and Diluted Earnings/(Loss) per Membership Interest	$	(0.27)	$	(0.36)	$	(0.52)	$	(0.89)
Weighted Average Membership Interests		5,830		5,830		3,880		2,200

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-84

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 079		Series Gallery Drop 080		Series Gallery Drop 082		Series Gallery Drop 083
Operating Expense
Organizational Costs	$	1,836	$	1,836	$	1,218	$	1,835
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		67		50		89		151
Total Operating Expenses		1,903		1,886		1,307		1,986
Loss from Operations		(1,903)		(1,886)		(1,307)		(1,986)
Other Income/(Expenses)
Gain on Sale of Asset		-		-		24,859		-
Gain on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		-		-		-		-
Total Other Income/(Expenses)		-		-		24,859		-
Income/(Loss) Before Income Taxes		(1,903)		(1,886)		23,552		(1,986)
Provision for Income Taxes		50		50		50		50
Net Income/(Loss)	$	(1,953)	$	(1,936)	$	23,502	$	(2,036)
Basic and Diluted Earnings/(Loss) per Membership Interest	$	(0.92)	$	(1.23)	$	2.79	$	(0.43)
Weighted Average Membership Interests		2,120		1,580		8,420		4,740

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-85

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 086		Series Gallery Drop 089		Series Gallery Drop 091		Series Gallery Drop 093
Operating Expense
Organizational Costs	$	1,835	$	1,835	$	1,355	$	1,835
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		299		80		86		146
Total Operating Expenses		2,134		1,915		1,441		1,981
Loss from Operations		(2,134)		(1,915)		(1,441)		(1,981)
Other Income/(Expenses)
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		-		(19,100)		-		(13,400)
Total Other Income/(Expenses)		-		(19,100)		-		(13,400)
Income/(Loss) Before Income Taxes		(2,134)		(21,015)		(1,441)		(15,381)
Provision for Income Taxes		50		50		50		50
Net Income/(Loss)	$	(2,184)	$	(21,065)	$	(1,491)	$	(15,431)
Basic and Diluted Earnings/(Loss) per Membership Interest	$	(0.06)	$	(8.36)	$	(0.38)	$	(3.37)
Weighted Average Membership Interests		36,470		2,520		3,940		4,580

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-86

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 094		Series Gallery Drop 095		Series Gallery Drop 096		Series Gallery Drop 097
Operating Expense
Organizational Costs	$	1,835	$	1,836	$	1,835	$	-
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		72		151		97		-
Total Operating Expenses		1,907		1,987		1,932		-
Loss from Operations		(1,907)		(1,987)		(1,932)		-
Other Income/(Expenses)
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		-		-		(8,600)		-
Total Other Income/(Expenses)		-		-		(8,600)		-
Income/(Loss) Before Income Taxes		(1,907)		(1,987)		(10,532)		-
Provision for Income Taxes		50		50		50		-
Net Income/(Loss)	$	(1,957)	$	(2,037)	$	(10,582)	$	-
Basic and Diluted Earnings/(Loss) per Membership Interest	$	(0.86)	$	(0.43)	$	(3.47)	$	-
Weighted Average Membership Interests		2,280		4,760		3,050		3,160

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-87

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 098		Series Gallery Drop 099		Series Gallery Drop 100		Series Gallery Drop 101
Operating Expense
Organizational Costs	$	1,835	$	1,836	$	1,835	$	1,835
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		47		436		62		461
Total Operating Expenses		1,882		2,272		1,897		2,296
Loss from Operations		(1,882)		(2,272)		(1,897)		(2,296)
Other Income/(Expenses)
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		-		-		(5,800)		-
Total Other Income/(Expenses)		-		-		(5,800)		-
Income/(Loss) Before Income Taxes		(1,882)		(2,272)		(7,697)		(2,296)
Provision for Income Taxes		50		50		50		50
Net Income/(Loss)	$	(1,932)	$	(2,322)	$	(7,747)	$	(2,346)
Basic and Diluted Earnings/(Loss) per Membership Interest	$	(1.31)	$	(0.17)	$	(3.97)	$	(0.11)
Weighted Average Membership Interests		1,470		13,680		1,950		21,130

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-88

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 102		Series Gallery Drop 103		Series Gallery Drop 104		Series Gallery Drop 105
Operating Expense
Organizational Costs	$	1,835	$	2,285	$	1,835	$	1,835
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		47		33		42		143
Total Operating Expenses		1,882		2,318		1,877		1,978
Loss from Operations		(1,882)		(2,318)		(1,877)		(1,978)
Other Income/(Expenses)
Gain on Sale of Asset		-		17,469		-		-
Gain on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		-		-		-		(8,000)
Total Other Income/(Expenses)		-		17,469		-		(8,000)
Income/(Loss) Before Income Taxes		(1,882)		15,151		(1,877)		(9,978)
Provision for Income Taxes		50		50		50		50
Net Income/(Loss)	$	(1,932)	$	15,101	$	(1,927)	$	(10,028)
Basic and Diluted Earnings/(Loss) per Membership Interest	$	(1.31)	$	8.21	$	(1.47)	$	(1.54)
Weighted Average Membership Interests		1,480		1,840		1,310		6,500

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-89

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 107		Series Gallery Drop 108		Series Gallery Drop 109		Series Gallery Drop 110
Operating Expense
Organizational Costs	$	1,835	$	1,835	$	1,835	$	1,508
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		76		101		70		18
Total Operating Expenses		1,911		1,936		1,905		1,526
Loss from Operations		(1,911)		(1,936)		(1,905)		(1,526)
Other Income/(Expenses)
Gain on Sale of Asset		-		-		-		6,136
Gain on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		-		-		(8,500)		-
Total Other Income/(Expenses)		-		-		(8,500)		6,136
Income/(Loss) Before Income Taxes		(1,911)		(1,936)		(10,405)		4,610
Provision for Income Taxes		50		50		50		50
Net Income/(Loss)	$	(1,961)	$	(1,986)	$	(10,455)	$	4,560
Basic and Diluted Earnings/(Loss) per Membership Interest	$	(0.82)	$	(0.63)	$	(3.23)	$	4.30
Weighted Average Membership Interests		2,380		3,170		3,240		1,060

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-90

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 111		Series Gallery Drop 112		Series Gallery Drop 113		Series Gallery Drop 114
Operating Expense
Organizational Costs	$	1,836	$	1,836	$	1,836	$	1,836
Sourcing Fees		-		-		-		-
Transportation, Storage and Insurance		63		251		194		45
Total Operating Expenses		1,899		2,087		2,030		1,881
Loss from Operations		(1,899)		(2,087)		(2,030)		(1,881)
Other Income/(Expenses)
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Promissory Note		-		-		-		-
(Loss) on Impairment		-		-		-		-
Total Other Income/(Expenses)		-		-		-		-
Income/(Loss) Before Income Taxes		(1,899)		(2,087)		(2,030)		(1,881)
Provision for Income Taxes		50		50		50		50
Net Income/(Loss)	$	(1,949)	$	(2,137)	$	(2,080)	$	(1,931)
Basic and Diluted Earnings/(Loss) per Membership Interest	$	(1.03)	$	(0.28)	$	(0.36)	$	(1.43)
Weighted Average Membership Interests		1,890		7,500		5,790		1,350

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-91

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 115		Series Gallery Drop 116		Series Gallery Drop 117		Series Gallery Drop 118
Operating Expense
Organizational Costs	$	1,836	$	1,837	$	497	$	-
Sourcing Fees		-		8,464		3,514		-
Transportation, Storage and Insurance		55		754		298		47
Total Operating Expenses		1,891		11,055		4,309		47
Loss from Operations		(1,891)		(11,055)		(4,309)		(47)
Other Income/(Expenses)
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Promissory Note		-		-		-		9,400
(Loss) on Impairment		(6,100)		-		(11,800)		-
Total Other Income/(Expenses)		(6,100)		-		(11,800)		9,400
Income/(Loss) Before Income Taxes		(7,991)		(11,055)		(16,109)		9,353
Provision for Income Taxes		50		-		50		-
Net Income/(Loss)	$	(8,041)	$	(11,055)	$	(16,159)	$	9,353
Basic and Diluted Earnings/(Loss) per Membership Interest	$	(4.87)	$	(0.05)	$	(0.17)	$	-
Weighted Average Membership Interests		1,650		236,800		93,700		-

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-92

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 119		Series Gallery Drop 120		Series Gallery Drop 121		Series Gallery Drop 122
Operating Expense
Organizational Costs	$	1,837	$	-	$	1,837	$	1,837
Sourcing Fees		3,416		-		1,054		4,127
Transportation, Storage and Insurance		281		44		289		600
Total Operating Expenses		5,534		44		3,180		6,564
Loss from Operations		(5,534)		(44)		(3,180)		(6,564)
Other Income/(Expenses)
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Promissory Note
(Loss) on Impairment		-		-		-		-
Total Other Income/(Expenses)		-		-		-		-
Income/(Loss) Before Income Taxes		(5,534)		(44)		(3,180)		(6,564)
Provision for Income Taxes		50		25		50		50
Net Income/(Loss)	$	(5,584)	$	(69)	$	(3,230)	$	(6,614)
Basic and Diluted Earnings/(Loss) per Membership Interest	$	(0.06)	$	-	$	(0.10)	$	(0.06)
Weighted Average Membership Interests		88,400		-		32,800		115,800

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-93

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 123		Unallocated		Total Consolidated
Operating Expense
Organizational Costs	$	1,837	$	-	$	194,130
Sourcing Fees		1,714		-		22,289
Transportation, Storage and Insurance		223		-		21,525
Total Operating Expenses		3,774		-		237,944
Loss from Operations		(3,774)		-		(237,944)
Other Income/(Expenses)
Gain on Sale of Asset		-		-		244,879
Gain on Cancellation of Promissory Note						9,400
(Loss) on Impairment		-		-		(98,400)
Total Other Income/(Expenses)		-		-		155,879
Income/(Loss) Before Income Taxes		(3,774)		-		(82,065)
Provision for Income Taxes		50		-		5,275
Net Income/(Loss)	$	(3,824)	$	-	$	(87,340)
Basic and Diluted Earnings/(Loss) per Membership Interest	$	(0.08)	$	N/A		N/A
Weighted Average Membership Interests		46,800		N/A		N/A

See accompanying notes, which are an integral part of these consolidated financial statements. In the opinion of management, all adjustments necessary in order to make the interim consolidated financial statements not misleading have been included.

F-94

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS’ EQUITY/(DEFICIT) FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022 (UNAUDITED)

		Series #KW		Series Drop 002		Series Drop 003		Series Drop 004
Balance, January 1, 2022	$	234,897	$	28,542	$	31,789	$	42,710
Membership Contribution		-		-		-		-
Less Brokerage Fees		-		-		-		-
Equity to Artist / Third Party		-		-		-		-
Capital Contribution		-		-		-		-
Distribution		-		-		-		-
Net Income / (Loss)		(2,757)		(2,062)		(2,075)		(2,110)
Balance, June 30, 2022	$	232,140	$	26,480	$	29,714	$	40,600
Balance, January 1, 2023	$	230,531	$	-	$	28,587	$	-
Membership Contributions		-		-		-		-
Less: Brokerage Fees		-		-		-		-
Capital Contributions		-		-		-		-
Distributions		-		-		-		-
Net Income/(Loss)		(2,126)		-		(19,692)		-
Balance, June 30, 2023	$	228,405	$	-	$	8,895	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-95

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS’ EQUITY/(DEFICIT) FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022 (UNAUDITED)

		Series Drop 005		Series Drop 008		Series Drop 009		Series Drop 010
Balance, January 1, 2022	$	87,590	$	33,533	$	307,443	$	21,843
Membership Contribution		-		-		-		-
Less Brokerage Fees		-		-		-		-
Equity to Artist / Third Party		-		-		-		-
Capital Contribution		-		-		-		-
Distribution		-		-		-		-
Net Income / (Loss)		(2,263)		(2,078)		(3,000)		(2,041)
Balance, June 30, 2022	$	85,327	$	31,455	$	304,443	$	19,802
Balance, January 1, 2023	$	74,318	$	-	$	-	$	-
Membership Contributions		-		-		-		-
Less: Brokerage Fees		-		-		-		-
Capital Contributions		-		-		-		-
Distributions		-		-		-		-
Net Income/(Loss)		(1,719)		-		-		-
Balance, June 30, 2023	$	72,599	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-96

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS’ EQUITY/(DEFICIT) FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022 (UNAUDITED)

		Series Gallery Drop 011		Series Gallery Drop 012		Series Gallery Drop 013		Series Gallery Drop 014
Balance, January 1, 2022	$	20,939	$	139,119	$	82,438	$	27,923
Membership Contribution		-		-		-		-
Less Brokerage Fees		-		-		-		-
Equity to Artist / Third Party		-		-		-		-
Capital Contribution		-		-		-		-
Distribution		-		-		-		-
Net Income / (Loss)		(2,038)		(2,430)		(2,243)		(2,062)
Balance, June 30, 2022	$	18,901	$	136,689	$	80,195	$	25,861
Balance, January 1, 2023	$	17,800	$	135,311	$	78,949	$	-
Membership Contributions		-		-		-		-
Less: Brokerage Fees		-		-		-		-
Capital Contributions		-		-		-		-
Distributions		-		-		-		-
Net Income/(Loss)		(1,542)		(1,860)		(1,708)		-
Balance, June 30, 2023	$	16,258	$	133,451	$	77,241	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-97

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS’ EQUITY/(DEFICIT) FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022 (UNAUDITED)

		Series Gallery Drop 015		Series Gallery Drop 016		Series Gallery Drop 017		Series Gallery Drop 018
Balance, January 1, 2022	$	22,618	$	17,619	$	47,401	$	9,626
Membership Contribution		-		-		-		-
Less Brokerage Fees		-		-		-		-
Equity to Artist / Third Party		-		-		-		-
Capital Contribution		-		-		-		-
Distribution		-		-		-		-
Net Income / (Loss)		(2,044)		(2,026)		(2,127)		(2,000)
Balance, June 30, 2022	$	20,574	$	15,593	$	45,274	$	7,626
Balance, January 1, 2023	$	-	$	-	$	44,111	$	(2,974)
Membership Contributions		-		-		-		-
Less: Brokerage Fees		-		-		-		-
Capital Contributions		-		-		-		2,974
Distributions		-		-		-		-
Net Income/(Loss)		-		-		(1,614)		-
Balance, June 30, 2023	$	-	$	-	$	42,497	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-98

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS’ EQUITY/(DEFICIT) FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022 (UNAUDITED)

		Series Gallery Drop 019		Series Gallery Drop 020		Series Gallery Drop 021		Series Gallery Drop 022
Balance, January 1, 2022	$	16,793	$	6	$	24,545	$	28,583
Membership Contribution		-		-		-		-
Less Brokerage Fees		-		-		-		-
Equity to Artist / Third Party		-		-		-		-
Capital Contribution		-		(6)		(1)		-
Distribution		-		-		-		-
Net Income / (Loss)		(2,024)		-		(2,050)		(2,061)
Balance, June 30, 2022	$	14,769	$	-	$	22,494	$	26,522
Balance, January 1, 2023	$	-	$	-	$	-	$	-
Membership Contributions		-		-		-		-
Less: Brokerage Fees		-		-		-		-
Capital Contributions		-		-		-		-
Distributions		-		-		-		-
Net Income/(Loss)		-		-		-		-
Balance, June 30, 2023	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-99

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS’ EQUITY/(DEFICIT) FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022 (UNAUDITED)

		Series Gallery Drop 023		Series Gallery Drop 024		Series Gallery Drop 026		Series Gallery Drop 028
Balance, January 1, 2022	$	13,027	$	20,995	$	92,807	$	16,508
Membership Contribution		-		-		-		-
Less Brokerage Fees		-		-		-		-
Equity to Artist / Third Party		-		-		-		-
Capital Contribution		-		-		4,078		-
Distribution		-		-		(200,000)		-
Net Income / (Loss)		(2,011)		(2,038)		103,115		(2,023)
Balance, June 30, 2022	$	11,016	$	18,957	$	-	$	14,485
Balance, January 1, 2023	$	(2,933)	$	(981)	$	-	$	-
Membership Contributions		-		-		-		-
Less: Brokerage Fees		-		-		-		-
Capital Contributions		2,933		981		-		-
Distributions		-		-		-		-
Net Income/(Loss)		-		-		-		-
Balance, June 30, 2023	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-100

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS’ EQUITY/(DEFICIT) FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022 (UNAUDITED)

		Series Gallery Drop 029		Series Gallery Drop 030		Series Gallery Drop 031		Series Gallery Drop 032
Balance, January 1, 2022	$	51,219	$	22,001	$	42,209	$	2,897
Membership Contribution		-		-		-		-
Less Brokerage Fees		-		-		-		-
Equity to Artist / Third Party		-		-		-		-
Capital Contribution		-		-		-		-
Distribution		-		-		-		-
Net Income / (Loss)		(2,140)		(2,041)		(2,108)		(1,977)
Balance, June 30, 2022	$	49,079	$	19,960	$	40,101	$	920
Balance, January 1, 2023	$	-	$	18,646	$	38,952	$	-
Membership Contributions		-		-		-		-
Less: Brokerage Fees		-		-		-		-
Capital Contributions		-		-		-		-
Distributions		-		-		-		-
Net Income/(Loss)		-		(1,544)		(1,598)		-
Balance, June 30, 2023	$	-	$	17,102	$	37,354	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-101

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS’ EQUITY/(DEFICIT) FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022 (UNAUDITED)

		Series Gallery Drop 033		Series Gallery Drop 034		Series Gallery Drop 035		Series Gallery Drop 036
Balance, January 1, 2022	$	19,906	$	411,808	$	40,231	$	46,104
Membership Contribution		-		-		-		-
Less Brokerage Fees		-		-		-		-
Equity to Artist / Third Party		-		-		-		-
Capital Contribution		-		-		-		-
Distribution		-		-		-		-
Net Income / (Loss)		(2,033)		(3,318)		(2,205)		(2,122)
Balance, June 30, 2022	$	17,873	$	408,490	$	38,026	$	43,982
Balance, January 1, 2023	$	-	$	406,460	$	-	$	-
Membership Contributions		-		-		-		-
Less: Brokerage Fees		-		-		-		-
Capital Contributions		-		-		-		-
Distributions		-		-		-		-
Net Income/(Loss)		-		(2,609)		-		-
Balance, June 30, 2023	$	-	$	403,851	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-102

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS’ EQUITY/(DEFICIT) FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022 (UNAUDITED)

		Series Gallery Drop 037		Series Gallery Drop 038		Series Gallery Drop 039		Series Gallery Drop 040
Balance, January 1, 2022	$	22,798	$	69,843	$	60,068	$	31,560
Membership Contribution		-		-		-		-
Less Brokerage Fees		-		-		-		-
Equity to Artist / Third Party		-		-		-		-
Capital Contribution		-		-		-		-
Distribution		-		-		-		-
Net Income / (Loss)		(2,044)		(2,204)		(2,170)		(2,072)
Balance, June 30, 2022	$	20,754	$	67,639	$	57,898	$	29,488
Balance, January 1, 2023	$	-	$	-	$	56,704	$	-
Membership Contributions		-		-		-		-
Less: Brokerage Fees		-		-		-		-
Capital Contributions		-		-		-		-
Distributions		-		-		-		-
Net Income/(Loss)		-		-		(1,649)		-
Balance, June 30, 2023	$	-	$	-	$	55,055	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-103

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS’ EQUITY/(DEFICIT) FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022 (UNAUDITED)

		Series Gallery Drop 041		Series Gallery Drop 042		Series Gallery Drop 043		Series Gallery Drop 044
Balance, January 1, 2022	$	3,123	$	18,019	$	38,362	$	675,817
Membership Contribution		-		-		-		-
Less Brokerage Fees		-		-		-		-
Equity to Artist / Third Party		-		-		-		-
Capital Contribution		-		-		-		-
Distribution		-		-		-		-
Net Income / (Loss)		(1,978)		(2,028)		(8,872)		(4,139)
Balance, June 30, 2022	$	1,145	$	15,991	$	29,490	$	671,678
Balance, January 1, 2023	$	-	$	-	$	-	$	671,678
Membership Contributions		-		-		-		-
Less: Brokerage Fees		-		-		-		-
Capital Contributions		-		-		-		-
Distributions		-		-		-		-
Net Income/(Loss)		-		-		-		(3,249)
Balance, June 30, 2023	$	-	$	-	$	-	$	668,429

See accompanying notes, which are an integral part of these consolidated financial statements.

F-104

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS’ EQUITY/(DEFICIT) FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022 (UNAUDITED)

		Series Gallery Drop 045		Series Gallery Drop 046		Series Gallery Drop 047		Series Gallery Drop 048
Balance, January 1, 2022	$	685,050	$	49,664	$	28,165	$	55,715
Membership Contribution		-		-		-		-
Less Brokerage Fees		-		-		-		-
Equity to Artist / Third Party		-		-		-		-
Capital Contribution		-		-		-		-
Distribution		(685,050)		-		-		-
Net Income / (Loss)		-		(2,030)		(1,982)		(2,074)
Balance, June 30, 2022	$	-	$	47,634	$	26,183	$	53,641
Balance, January 1, 2023	$	-	$	40,013	$	(10,158)	$	30,312
Membership Contributions		-		-		-		-
Less: Brokerage Fees		-		-		-		-
Capital Contributions		-		-		-		-
Distributions		-		-		-		-
Net Income/(Loss)		-		(1,614)		-		(7,523)
Balance, June 30, 2023	$	-	$	38,399	$	(10,158)	$	22,789

See accompanying notes, which are an integral part of these consolidated financial statements.

F-105

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS’ EQUITY/(DEFICIT) FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022 (UNAUDITED)

		Series Gallery Drop 049		Series Gallery Drop 050		Series Gallery Drop 051		Series Gallery Drop 052
Balance, January 1, 2022	$	212,609	$	26,528	$	28,051	$	7,515
Membership Contribution		-		-		-		-
Less Brokerage Fees		-		-		-		-
Equity to Artist / Third Party		-		-		-		-
Capital Contribution		-		-		-		-
Distribution		-		-		-		-
Net Income / (Loss)		(2,605)		(1,970)		(1,983)		(1,916)
Balance, June 30, 2022	$	210,004	$	24,558	$	26,068	$	5,599
Balance, January 1, 2023	$	208,448	$	-	$	22,252	$	-
Membership Contributions		-		-		-		-
Less: Brokerage Fees		-		-		-		-
Capital Contributions		-		-		-		-
Distributions		-		-		-		-
Net Income/(Loss)		(112,540)		-		(5,157)		-
Balance, June 30, 2023	$	95,908	$	-	$	17,095	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-106

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS’ EQUITY/(DEFICIT) FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022 (UNAUDITED)

		Series Gallery Drop 053		Series Gallery Drop 054		Series Gallery Drop 055		Series Gallery Drop 056
Balance, January 1, 2022	$	40,778	$	17,074	$	44,022	$	19,141
Membership Contribution		-		-		-		-
Less Brokerage Fees		-		-		-		-
Equity to Artist / Third Party		-		-		-		-
Capital Contribution		-		-		-		-
Distribution		-		-		-		-
Net Income / (Loss)		(2,147)		(1,946)		(2,037)		(1,953)
Balance, June 30, 2022	$	38,631	$	15,128	$	41,985	$	17,188
Balance, January 1, 2023	$	-	$	-	$	-	$	-
Membership Contributions		-		-		-		-
Less: Brokerage Fees		-		-		-		-
Capital Contributions		-		-		-		-
Distributions		-		-		-		-
Net Income/(Loss)		-		-		-		-
Balance, June 30, 2023	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-107

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS’ EQUITY/(DEFICIT) FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022 (UNAUDITED)

		Series Gallery Drop 057		Series Gallery Drop 058		Series Gallery Drop 059		Series Gallery Drop 060
Balance, January 1, 2022	$	7,757	$	15,846	$	72,661	$	47,406
Membership Contribution		-		-		-		-
Less Brokerage Fees		-		-		-		-
Equity to Artist / Third Party		-		-		-		-
Capital Contribution		-		-		-		2,935
Distribution		-		-		-		(140,050)
Net Income / (Loss)		(1,943)		(6,757)		(2,133)		89,709
Balance, June 30, 2022	$	5,814	$	9,089	$	70,528	$	-
Balance, January 1, 2023	$	-	$	-	$	69,307	$	(22,526)
Membership Contributions		-		-		-		-
Less: Brokerage Fees		-		-		-		-
Capital Contributions		-		-		-		22,526
Distributions		-		-		-		-
Net Income/(Loss)		-		-		(1,680)		-
Balance, June 30, 2023	$	-	$	-	$	67,627	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-108

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS’ EQUITY/(DEFICIT) FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022 (UNAUDITED)

		Series Gallery Drop 061		Series Gallery Drop 062		Series Gallery Drop 063		Series Gallery Drop 064
Balance, January 1, 2022	$	21,023	$	14,464	$	19,042	$	30,984
Membership Contribution		-		-		-		-
Less Brokerage Fees		-		-		-		-
Equity to Artist / Third Party		-		-		-		-
Capital Contribution		-		-		-		-
Distribution		-		-		-		-
Net Income / (Loss)		(1,960)		(1,938)		(1,953)		(1,993)
Balance, June 30, 2022	$	19,063	$	12,526	$	17,089	$	28,991
Balance, January 1, 2023	$	-	$	(766)	$	15,996	$	15,913
Membership Contributions		-		-		-		-
Less: Brokerage Fees		-		-		-		-
Capital Contributions		-		766		-		-
Distributions		-		-		-		-
Net Income/(Loss)		-		-		(3,334)		(2,268)
Balance, June 30, 2023	$	-	$	-	$	12,662	$	13,645

See accompanying notes, which are an integral part of these consolidated financial statements.

F-109

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS’ EQUITY/(DEFICIT) FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022 (UNAUDITED)

		Series Gallery Drop 065		Series Gallery Drop 066		Series Gallery Drop 067		Series Gallery Drop 068
Balance, January 1, 2022	$	24,141	$	58,707	$	58,852	$	23,023
Membership Contribution		-		-		-		-
Less Brokerage Fees		-		-		-		-
Equity to Artist / Third Party		-		-		-		-
Capital Contribution		-		-		-		-
Distribution		-		-		-		-
Net Income / (Loss)		(1,953)		(2,188)		(2,086)		(3,766)
Balance, June 30, 2022	$	22,188	$	56,519	$	56,766	$	19,257
Balance, January 1, 2023	$	-	$	55,330	$	-	$	-
Membership Contributions		-		-		-		-
Less: Brokerage Fees		-		-		-		-
Capital Contributions		-		-		-		-
Distributions		-		-		-		-
Net Income/(Loss)		-		(1,643)		-		-
Balance, June 30, 2023	$	-	$	53,687	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-110

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS’ EQUITY/(DEFICIT) FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022 (UNAUDITED)

		Series Gallery Drop 069		Series Gallery Drop 070		Series Gallery Drop 071		Series Gallery Drop 072
Balance, January 1, 2022	$	30,499	$	27,829	$	98,819	$	255,148
Membership Contribution		-		-		-		-
Less Brokerage Fees		-		-		-		-
Equity to Artist / Third Party		-		-		-		-
Capital Contribution		-		-		-		-
Distribution		-		-		-		-
Net Income / (Loss)		(5,804)		(1,991)		(2,137)		(2,824)
Balance, June 30, 2022	$	24,695	$	25,838	$	96,682	$	252,324
Balance, January 1, 2023	$	-	$	-	$	73,266	$	-
Membership Contributions		-		-		-		-
Less: Brokerage Fees		-		-		-		-
Capital Contributions		-		-		-		-
Distributions		-		-		-		-
Net Income/(Loss)		-		-		(1,691)		-
Balance, June 30, 2023	$	-	$	-	$	71,575	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-111

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS’ EQUITY/(DEFICIT) FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022 (UNAUDITED)

		Series Gallery Drop 073		Series Gallery Drop 074		Series Gallery Drop 075		Series Gallery Drop 076
Balance, January 1, 2022	$	26,947	$	14,189	$	54,975	$	8,262
Membership Contribution		-		-		-		-
Less Brokerage Fees		-		-		-		-
Equity to Artist / Third Party		-		-		-		-
Capital Contribution		-		-		-		-
Distribution		-		-		-		-
Net Income / (Loss)		(2,033)		(1,956)		(1,591)		(2,071)
Balance, June 30, 2022	$	24,914	$	12,233	$	53,384	$	6,191
Balance, January 1, 2023	$	-	$	-	$	1,748	$	-
Membership Contributions		-		-		-		-
Less: Brokerage Fees		-		-		-		-
Capital Contributions		-		-		2,391		-
Distributions		-		-		(4,139)		-
Net Income/(Loss)		-		-		-		-
Balance, June 30, 2023	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-112

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS’ EQUITY/(DEFICIT) FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022 (UNAUDITED)

		Series Gallery Drop 077		Series Gallery Drop 078		Series Gallery Drop 079		Series Gallery Drop 080
Balance, January 1, 2022	$	18,201	$	19,989	$	19,179	$	14,105
Membership Contribution		-		-		-		-
Less Brokerage Fees		-		-		-		-
Equity to Artist / Third Party		-		-		-		-
Capital Contribution		-		-		-		-
Distribution		-		-		-		-
Net Income / (Loss)		(2,010)		(1,955)		(1,953)		(1,936)
Balance, June 30, 2022	$	16,191	$	18,034	$	17,226	$	12,169
Balance, January 1, 2023	$	-	$	-	$	-	$	(2,547)
Membership Contributions		-		-		-		-
Less: Brokerage Fees		-		-		-		-
Capital Contributions		-		-		-		2,547
Distributions		-		-		-		-
Net Income/(Loss)		-		-		-		-
Balance, June 30, 2023	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-113

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS’ EQUITY/(DEFICIT) FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022 (UNAUDITED)

		Series Gallery Drop 082		Series Gallery Drop 083		Series Gallery Drop 086		Series Gallery Drop 089
Balance, January 1, 2022	$	78,796	$	22,662	$	341,087	$	23,007
Membership Contribution		-		-		-		-
Less Brokerage Fees		-		-		-		-
Equity to Artist / Third Party		-		-		-		-
Capital Contribution		2,702		-		-		-
Distribution		(105,000)		-		-		-
Net Income / (Loss)		23,502		(2,036)		(2,184)		(21,065)
Balance, June 30, 2022	$	-	$	20,626	$	338,903	$	1,942
Balance, January 1, 2023	$	(4,886)	$	-	$	-	$	-
Membership Contributions		-		-		-		-
Less: Brokerage Fees		-		-		-		-
Capital Contributions		4,886		-		-		-
Distributions		-		-		-		-
Net Income/(Loss)		-		-		-		-
Balance, June 30, 2023	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-114

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS’ EQUITY/(DEFICIT) FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022 (UNAUDITED)

		Series Gallery Drop 091		Series Gallery Drop 093		Series Gallery Drop 094		Series Gallery Drop 095
Balance, January 1, 2022	$	17,685	$	42,480	$	21,178	$	33,701
Membership Contribution		-		-		-		-
Less Brokerage Fees		-		-		-		-
Equity to Artist / Third Party		-		-		-		-
Capital Contribution		-		-		-		-
Distribution		-		-		-		-
Net Income / (Loss)		(1,491)		(15,431)		(1,957)		(2,037)
Balance, June 30, 2022	$	16,194	$	27,049	$	19,221	$	31,664
Balance, January 1, 2023	$	-	$	-	$	-	$	-
Membership Contributions		-		-		-		-
Less: Brokerage Fees		-		-		-		-
Capital Contributions		-		-		-		-
Distributions		-		-		-		-
Net Income/(Loss)		-		-		-		-
Balance, June 30, 2023	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-115

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS’ EQUITY/(DEFICIT) FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022 (UNAUDITED)

		Series Gallery Drop 096		Series Gallery Drop 098		Series Gallery Drop 099		Series Gallery Drop 100
Balance, January 1, 2022	$	20,060	$	13,152	$	129,368	$	16,651
Membership Contribution		-		-		-		-
Less Brokerage Fees		-		-		-		-
Equity to Artist / Third Party		-		-		-		-
Capital Contribution		-		-		-		-
Distribution		-		-		-		-
Net Income / (Loss)		(10,582)		(1,932)		(2,322)		(7,747)
Balance, June 30, 2022	$	9,478	$	11,220	$	127,046	$	8,904
Balance, January 1, 2023	$	-	$	-	$	125,691	$	-
Membership Contributions		-		-		-		-
Less: Brokerage Fees		-		-		-		-
Capital Contributions		-		-		-		-
Distributions		-		-		-		-
Net Income/(Loss)		-		-		(1,834)		-
Balance, June 30, 2023	$	-	$	-	$	123,857	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-116

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS’ EQUITY/(DEFICIT) FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022 (UNAUDITED)

		Series Gallery Drop 101		Series Gallery Drop 102		Series Gallery Drop 103		Series Gallery Drop 104
Balance, January 1, 2022	$	178,763	$	8,545	$	17,108	$	11,687
Membership Contribution		-		-		-		-
Less Brokerage Fees		-		-		-		-
Equity to Artist / Third Party		-		-		-		-
Capital Contribution		-		-		2,841		-
Distribution		-		-		(35,050)		-
Net Income / (Loss)		(2,346)		(1,932)		15,101		(1,927)
Balance, June 30, 2022	$	176,417	$	6,613	$	-	$	9,760
Balance, January 1, 2023	$	174,944	$	-	$	(3,615)	$	(2,463)
Membership Contributions		-		-		-		-
Less: Brokerage Fees		-		-		-		-
Capital Contributions		-		-		3,615		2,463
Distributions		-		-		-		-
Net Income/(Loss)		(1,969)		-		-		-
Balance, June 30, 2023	$	172,975	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-117

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS’ EQUITY/(DEFICIT) FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022 (UNAUDITED)

		Series Gallery Drop 105		Series Gallery Drop 107		Series Gallery Drop 108		Series Gallery Drop 109
Balance, January 1, 2022	$	42,316	$	21,755	$	29,625	$	30,263
Membership Contribution		-		-		-		-
Less Brokerage Fees		-		-		-		-
Equity to Artist / Third Party		-		-		-		-
Capital Contribution		-		-		-		-
Distribution		-		-		-		-
Net Income / (Loss)		(10,028)		(1,961)		(1,986)		(10,455)
Balance, June 30, 2022	$	32,288	$	19,794	$	27,639	$	19,808
Balance, January 1, 2023	$	(1,045)	$	-	$	-	$	-
Membership Contributions		-		-		-		-
Less: Brokerage Fees		-		-		-		-
Capital Contributions		1,045		-		-		-
Distributions		-		-		-		-
Net Income/(Loss)		-		-		-		-
Balance, June 30, 2023	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-118

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS’ EQUITY/(DEFICIT) FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022 (UNAUDITED)

		Series Gallery Drop 110		Series Gallery Drop 111		Series Gallery Drop 112		Series Gallery Drop 113
Balance, January 1, 2022	$	9,718	$	17,637	$	71,270	$	54,439
Membership Contribution		-		-		-		-
Less Brokerage Fees		-		-		-		-
Equity to Artist / Third Party		-		-		-		-
Capital Contribution		2,006		-		-		-
Distribution		(16,284)		-		-		-
Net Income / (Loss)		4,560		(1,949)		(2,137)		(2,080)
Balance, June 30, 2022	$	-	$	15,688	$	69,133	$	52,359
Balance, January 1, 2023	$	(951)	$	-	$	-	$	8,288
Membership Contributions		-		-		-		-
Less: Brokerage Fees		-		-		-		-
Capital Contributions		951		-		-		3,060
Distributions		-		-		-		(11,348)
Net Income/(Loss)		-		-		-		-
Balance, June 30, 2023	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-119

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS’ EQUITY/(DEFICIT) FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022 (UNAUDITED)

		Series Gallery Drop 114		Series Gallery Drop 115		Series Gallery Drop 116		Series Gallery Drop 117
Balance, January 1, 2022	$	12,470	$	15,349	$	395	$	(16,351)
Membership Contribution		-		-		236,800		93,700
Less Brokerage Fees		-		-		(2,368)		(937)
Equity to Artist / Third Party		-		-		-		-
Capital Contribution		-		-		(395)		(149)
Distribution		-		-		-		-
Net Income / (Loss)		(1,931)		(8,041)		(11,055)		(16,159)
Balance, June 30, 2022	$	10,539	$	7,308	$	223,377	$	60,104
Balance, January 1, 2023	$	-	$	-	$	158,402	$	57,206
Membership Contributions		-		-		-		-
Less: Brokerage Fees		-		-		-		-
Capital Contributions		-		-		-		-
Distributions		-		-		-		-
Net Income/(Loss)		-		-		(2,060)		(32,981)
Balance, June 30, 2023	$	-	$	-	$	156,342	$	24,225

See accompanying notes, which are an integral part of these consolidated financial statements.

F-120

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS’ EQUITY/(DEFICIT) FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022 (UNAUDITED)

		Series Gallery Drop 118		Series Gallery Drop 119		Series Gallery Drop 120		Series Gallery Drop 121
Balance, January 1, 2022	$	(9,352)	$	140	$	99	$	52
Membership Contribution		-		88,400		-		32,800
Less Brokerage Fees		-		(884)		-		(328)
Equity to Artist / Third Party		-		-		-		-
Capital Contribution		(1)		(140)		(30)		(52)
Distribution		-		-		-		-
Net Income / (Loss)		9,353		(5,584)		(69)		(3,230)
Balance, June 30, 2022	$	-	$	81,932	$	-	$	29,242
Balance, January 1, 2023	$	-	$	26,004	$	-	$	-
Membership Contributions		-		-		-		-
Less: Brokerage Fees		-		-		-		-
Capital Contributions		-		3,168		-		-
Distributions		-		(29,172)		-		-
Net Income/(Loss)		-		-		-		-
Balance, June 30, 2023	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-121

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS’ EQUITY/(DEFICIT) FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022 (UNAUDITED)

		Series Gallery Drop 122		Series Gallery Drop 123		Unallocated		Total Consolidated
Balance, January 1, 2022	$	115,984	$	74	$	(23,747)	$	6,469,685
Membership Contribution		-		46,800		-		498,500
Less Brokerage Fees		(1,158)		(468)		-		(6,143)
Equity to Artist / Third Party		-		-		-		-
Capital Contribution		(184)		(74)		23,747		37,277
Distribution		-		-		-		(1,181,434)
Net Income / (Loss)		(6,614)		(3,824)		-		(87,340)
Balance, June 30, 2022	$	108,028	$	42,508	$	-	$	5,730,545
Balance, January 1, 2023	$	106,721	$	41,358	$	-	$	2,977,401
Membership Contributions		-		-		-		-
Less: Brokerage Fees		-		-		-		-
Capital Contributions		-		-		-		54,306
Distributions		-		-		-		(44,659)
Net Income/(Loss)		(1,779)		(1,600)		-		(220,583)
Balance, June 30, 2023	$	104,942	$	39,758	$	-	$	2,766,465

See accompanying notes, which are an integral part of these consolidated financial statements.

F-122

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2023 (UNAUDITED)

		Series #KW		Series Drop 003		Series Drop 005		Series Gallery Drop 011
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(2,126)	$	(19,692)	$	(1,719)	$	(1,542)
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
(Gain)/Loss on Sale of Asset		-		-		-		-
(Gain)/Loss on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Increase/(Decrease) in Income Tax Payable		-		-		-		-
Loss on Impairment		-		18,000		-		-
Total Adjustments		-		18,000		-		-
Net Cash Flows From Operating Activities:		(2,126)		(1,692)		(1,719)		(1,542)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		-
Net Cash Flows From Investing Activities		-		-		-		-
Cash Flows From Financing Activities:
Net Proceeds From/(Repayments to) Manager		2,126		1,692		1,719		1,542
Capital Contributions		-		-		-		-
Membership Contributions, net		-		-		-		-
Distributions		-		-		-		-
Net Cash Flows From Financing Activities		2,126		1,692		1,719		1,542
Cash at Beginning of Period		125		61		445		97
Net Increase/(Decrease) In Cash		-		-		-		-
Cash at End of Period	$	125	$	61	$	445	$	97

See accompanying notes, which are an integral part of these consolidated financial statements.

F-123

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 012		Series Gallery Drop 013		Series Gallery Drop 017		Series Gallery Drop 018
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(1,860)	$	(1,708)	$	(1,614)	$	-
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
(Gain)/Loss on Sale of Asset		-		-		-		-
(Gain)/Loss on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Increase/(Decrease) in Income Tax Payable		-		-		-		(2,974)
Loss on Impairment		-		-		-		-
Total Adjustments		-		-		-		(2,974)
Net Cash Flows From Operating Activities:		(1,860)		(1,708)		(1,614)		(2,974)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		-
Net Cash Flows From Investing Activities		-		-		-		-
Cash Flows From Financing Activities:
Net Proceeds From/(Repayments to) Manager		1,860		1,708		1,614		-
Capital Contributions		-		-		-		2,974
Membership Contributions, net		-		-		-		-
Distributions		-		-		-		-
Net Cash Flows From Financing Activities		1,860		1,708		1,614		2,974
Cash at Beginning of Period		2,494		388		259		-
Net Increase/(Decrease) In Cash		-		-		-		-
Cash at End of Period	$	2,494	$	388	$	259	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-124

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 023		Series Gallery Drop 024		Series Gallery Drop 030		Series Gallery Drop 031
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	-	$	-	$	(1,544)	$	(1,598)
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
(Gain)/Loss on Sale of Asset		-		-		-		-
(Gain)/Loss on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Increase/(Decrease) in Income Tax Payable		(2,933)		(981)		-		-
Loss on Impairment		-		-		-		-
Total Adjustments		(2,933)		(981)		-		-
Net Cash Flows From Operating Activities:		(2,933)		(981)		(1,544)		(1,598)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		-
Net Cash Flows From Investing Activities		-		-		-		-
Cash Flows From Financing Activities:
Net Proceeds From/(Repayments to) Manager		-		-		1,544		1,598
Capital Contributions		2,933		981		-		-
Membership Contributions, net		-		-		-		-
Distributions		-		-		-		-
Net Cash Flows From Financing Activities		2,933		981		1,544		1,598
Cash at Beginning of Period		-		-		169		294
Net Increase/(Decrease) In Cash		-		-		-		-
Cash at End of Period	$	-	$	-	$	169	$	294

See accompanying notes, which are an integral part of these consolidated financial statements.

F-125

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 034		Series Gallery Drop 039		Series Gallery Drop 044		Series Gallery Drop 046
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(2,609)	$	(1,649)	$	(3,249)	$	(1,614)
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
(Gain)/Loss on Sale of Asset		-		-		-		-
(Gain)/Loss on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		3,249		-
Increase/(Decrease) in Income Tax Payable		-		-		-		-
Loss on Impairment		-		-		-		-
Total Adjustments		-		-		3,249		-
Net Cash Flows From Operating Activities:		(2,609)		(1,649)		-		(1,614)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		-
Net Cash Flows From Investing Activities		-		-		-		-
Cash Flows From Financing Activities:
Net Proceeds From/(Repayments to) Manager		2,609		1,649		-		1,614
Capital Contributions		-		-		-		-
Membership Contributions, net		-		-		-		-
Distributions		-		-		-		-
Net Cash Flows From Financing Activities		2,609		1,649		-		1,614
Cash at Beginning of Period		2,940		62		50		50
Net Increase/(Decrease) In Cash		-		-		-		-
Cash at End of Period	$	2,940	$	62	$	50	$	50

See accompanying notes, which are an integral part of these consolidated financial statements.

F-126

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 048		Series Gallery Drop 049		Series Gallery Drop 051		Series Gallery Drop 059
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(7,523)	$	(112,540)	$	(5,157)	$	(1,680)
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
(Gain)/Loss on Sale of Asset		-		-		-		-
(Gain)/Loss on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Increase/(Decrease) in Income Tax Payable		-		-		-		-
Loss on Impairment		5,900		110,476		3,600		-
Total Adjustments		5,900		110,476		3,600		-
Net Cash Flows From Operating Activities:		(1,623)		(2,064)		(1,557)		(1,680)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		-
Net Cash Flows From Investing Activities		-		-		-		-
Cash Flows From Financing Activities:
Net Proceeds From/(Repayments to) Manager		1,623		2,064		1,557		1,680
Capital Contributions		-		-		-		-
Membership Contributions, net		-		-		-		-
Distributions		-		-		-		-
Net Cash Flows From Financing Activities		1,623		2,064		1,557		1,680
Cash at Beginning of Period		50		50		50		50
Net Increase/(Decrease) In Cash		-		-		-		-
Cash at End of Period	$	50	$	50	$	50	$	50

See accompanying notes, which are an integral part of these consolidated financial statements.

F-127

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 060		Series Gallery Drop 062		Series Gallery Drop 063		Series Gallery Drop 064
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	-	$	-	$	(3,334)	$	(2,268)
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
(Gain)/Loss on Sale of Asset		-		-		-		850
(Gain)/Loss on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Increase/(Decrease) in Income Tax Payable		(22,526)		(766)		-		-
Loss on Impairment		-		-		1,800		-
Total Adjustments		(22,526)		(766)		1,800		850
Net Cash Flows From Operating Activities:		(22,526)		(766)		(1,534)		(1,418)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		19,250
Net Cash Flows From Investing Activities		-		-		-		19,250
Cash Flows From Financing Activities:
Net Proceeds From/(Repayments to) Manager		-		-		1,534		1,418
Capital Contributions		22,526		766		-		-
Membership Contributions, net		-		-		-		-
Distributions		-		-		-		-
Net Cash Flows From Financing Activities		22,526		766		1,534		1,418
Cash at Beginning of Period		-		-		50		50
Net Increase/(Decrease) In Cash		-		-		-		19,250
Cash at End of Period	$	-	$	-	$	50	$	19,300

See accompanying notes, which are an integral part of these consolidated financial statements.

F-128

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 066		Series Gallery Drop 071		Series Gallery Drop 075		Series Gallery Drop 080
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(1,643)	$	(1,691)	$	-	$	-
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
(Gain)/Loss on Sale of Asset		-		-		-		-
(Gain)/Loss on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Increase/(Decrease) in Income Tax Payable		-		-		-		(2,547)
Loss on Impairment		-		-		-		-
Total Adjustments		-		-		-		(2,547)
Net Cash Flows From Operating Activities:		(1,643)		(1,691)		-		(2,547)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		-
Net Cash Flows From Investing Activities		-		-		-		-
Cash Flows From Financing Activities:
Net Proceeds From/(Repayments to) Manager		1,643		1,691		(2,427)		-
Capital Contributions		-		-		2,391		2,547
Membership Contributions, net		-		-		-		-
Distributions		-		-		(4,139)		-
Net Cash Flows From Financing Activities		1,643		1,691		(4,175)		2,547
Cash at Beginning of Period		50		50		4,175		-
Net Increase/(Decrease) In Cash		-		-		(4,175)		-
Cash at End of Period	$	50	$	50	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-129

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 082		Series Gallery Drop 099		Series Gallery Drop 101		Series Gallery Drop 103
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	-	$	(1,834)	$	(1,969)	$	-
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
(Gain)/Loss on Sale of Asset		-		-		-		-
(Gain)/Loss on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Increase/(Decrease) in Income Tax Payable		(4,886)		-		-		(3,615)
Loss on Impairment		-		-		-		-
Total Adjustments		(4,886)		-		-		(3,615)
Net Cash Flows From Operating Activities:		(4,886)		(1,834)		(1,969)		(3,615)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		-
Net Cash Flows From Investing Activities		-		-		-		-
Cash Flows From Financing Activities:
Net Proceeds From/(Repayments to) Manager		-		1,834		1,969		-
Capital Contributions		4,886		-		-		3,615
Membership Contributions, net		-		-		-		-
Distributions		-		-		-		-
Net Cash Flows From Financing Activities		4,886		1,834		1,969		3,615
Cash at Beginning of Period		-		50		50		-
Net Increase/(Decrease) In Cash		-		-		-		-
Cash at End of Period	$	-	$	50	$	50	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-130

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 104		Series Gallery Drop 105		Series Gallery Drop 110		Series Gallery Drop 113
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	-	$	-	$	-	$	-
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
(Gain)/Loss on Sale of Asset		-		-		-		-
(Gain)/Loss on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Increase/(Decrease) in Income Tax Payable		(2,463)		(1,045)		(951)		-
Loss on Impairment		-		-		-		-
Total Adjustments		(2,463)		(1,045)		(951)		-
Net Cash Flows From Operating Activities:		(2,463)		(1,045)		(951)		-
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		11,340
Net Cash Flows From Investing Activities		-		-		-		11,340
Cash Flows From Financing Activities:
Net Proceeds From/(Repayments to) Manager		-		-		-		(3,102)
Capital Contributions		2,463		1,045		951		3,060
Membership Contributions, net		-		-		-		-
Distributions		-		-		-		(11,348)
Net Cash Flows From Financing Activities		2,463		1,045		951		(11,390)
Cash at Beginning of Period		-		-		-		50
Net Increase/(Decrease) In Cash		-		-		-		(50)
Cash at End of Period	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-131

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 116		Series Gallery Drop 117		Series Gallery Drop 119		Series Gallery Drop 122
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(2,060)	$	(32,981)	$	-	$	(1,779)
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
(Gain)/Loss on Sale of Asset		-		-		-		-
(Gain)/Loss on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Increase/(Decrease) in Income Tax Payable		-		-		-		-
Loss on Impairment		-		31,337		-		-
Total Adjustments		-		31,337		-		-
Net Cash Flows From Operating Activities:		(2,060)		(1,644)		-		(1,779)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		29,160		-
Net Cash Flows From Investing Activities		-		-		29,160		-
Cash Flows From Financing Activities:
Net Proceeds From/(Repayments to) Manager		2,060		1,644		(3,206)		1,779
Capital Contributions		-		-		3,168		-
Membership Contributions, net		-		-		-		-
Distributions		-		-		-		-
Net Cash Flows From Financing Activities		2,060		1,644		(38)		1,779
Cash at Beginning of Period		50		50		50		50
Net Increase/(Decrease) In Cash		-		-		(50)		-
Cash at End of Period	$	50	$	50	$	-	$	50

See accompanying notes, which are an integral part of these consolidated financial statements.

F-132

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2023 (UNAUDITED)

		Series Gallery Drop 123		Total Consolidated
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(1,600)	$	(220,583)
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
(Gain)/Loss on Sale of Asset		-		850
(Gain)/Loss on Cancellation of Note Payable		-		-
Prepayments to Manager		-		3,249
Increase/(Decrease) in Income Tax Payable		-		(45,687)
Loss on Impairment		-		171,113
Total Adjustments		-		129,525
Net Cash Flows From Operating Activities:		(1,600)		(91,058)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		59,750
Net Cash Flows From Investing Activities		-		59,750
Cash Flows From Financing Activities:
Net Proceeds From/(Repayments to) Manager		1,600		36,636
Capital Contributions		-		54,306
Membership Contributions, net		-		-
Distributions		-		(15,487)
Net Cash Flows From Financing Activities		1,600		75,455
Cash at Beginning of Period		50		12,409
Net Increase/(Decrease) In Cash		-		44,147
Cash at End of Period	$	50	$	56,556

See accompanying notes, which are an integral part of these consolidated financial statements.

F-133

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series #KW		Series Drop 002		Series Drop 003		Series Drop 004
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(2,757)	$	(2,062)	$	(2,075)	$	(2,110)
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Interest Payable		-		-		-		-
Loss on Impairment		-		-		-		-
Total Adjustments		-		-		-		-
Net Cash Flows From Operating Activities		(2,757)		(2,062)		(2,075)		(2,110)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		-
Purchase of Art and Other Collectibles – Acq. Cost (related party)		-		-		-		-
Purchase of Art and Other Collectibles – Addended Acq. Cost (related party)		-		-		-		-
Net Cash Flows From Investing Activities		-		-		-		-
Cash Flows From Financing Activities:
Repayment of loans – related party		-		-		-		-
Net Proceeds from/(Repayments to) Manager		2,757		2,062		2,075		2,110
Capital Contributions		-		-		-		-
Membership Contributions		234,897		28,542		31,789		42,710
Distributions		-		-		-		-
Net Cash Flows From Financing Activities		237,654		30,604		33,864		44,820
Cash at Beginning of Period		125		774		61		710
Net Increase/(Decrease) In Cash		234,897		28,542		31,789		42,710
Cash at End of Period	$	235,022	$	29,316	$	31,850	$	43,420
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Cancellation of Note Payable in exchange for return of Assets	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-134

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Drop 005		Series Drop 008		Series Drop 009		Series Drop 010
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(2,263)	$	(2,078)	$	(3,000)	$	(2,041)
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Interest Payable		-		-		-		-
Loss on Impairment		-		-		-		-
Total Adjustments		-		-		-		-
Net Cash Flows From Operating Activities		(2,263)		(2,078)		(3,000)		(2,041)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		-
Purchase of Art and Other Collectibles – Acq. Cost (related party)		-		-		-		-
Purchase of Art and Other Collectibles – Addended Acq. Cost (related party)		-		-		-		-
Net Cash Flows From Investing Activities		-		-		-		-
Cash Flows From Financing Activities:
Repayment of loans – related party		-		-		-		-
Net Proceeds from/(Repayments to) Manager		2,263		2,078		3,000		2,041
Capital Contributions		-		-		-		-
Membership Contributions		87,590		33,533		307,443		21,843
Distributions		-		-		-		-
Net Cash Flows From Financing Activities		89,853		35,611		310,443		23,884
Cash at Beginning of Period		445		818		2,587		11
Net Increase/(Decrease) In Cash		87,590		33,533		307,443		21,843
Cash at End of Period	$	88,035	$	34,351	$	310,030	$	21,854
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Cancellation of Note Payable in exchange for return of Assets	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-135

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 011		Series Gallery Drop 012		Series Gallery Drop 013		Series Gallery Drop 014
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(2,038)	$	(2,430)	$	(2,243)	$	(2,062)
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Interest Payable		-		-		-		-
Loss on Impairment		-		-		-		-
Total Adjustments		-		-		-		-
Net Cash Flows From Operating Activities		(2,038)		(2,430)		(2,243)		(2,062)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		-
Purchase of Art and Other Collectibles – Acq. Cost (related party)		-		-		-		-
Purchase of Art and Other Collectibles – Addended Acq. Cost (related party)		-		-		-		-
Net Cash Flows From Investing Activities		-		-		-		-
Cash Flows From Financing Activities:
Repayment of loans – related party		-		-		-		-
Net Proceeds from/(Repayments to) Manager		2,038		2,429		2,243		2,062
Capital Contributions		-		-		-		-
Membership Contributions		20,939		139,119		82,438		27,923
Distributions		-		-		-		-
Net Cash Flows From Financing Activities		22,977		141,548		84,681		29,985
Cash at Beginning of Period		97		2,494		388		154
Net Increase/(Decrease) In Cash		20,939		139,118		82,438		27,923
Cash at End of Period	$	21,036	$	141,612	$	82,826	$	28,077
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Cancellation of Note Payable in exchange for return of Assets	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-136

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 015		Series Gallery Drop 016		Series Gallery Drop 017		Series Gallery Drop 018
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(2,044)	$	(2,026)	$	(2,127)	$	(2,000)
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Interest Payable		-		-		-		-
Loss on Impairment		-		-		-		-
Total Adjustments		-		-		-		-
Net Cash Flows From Operating Activities		(2,044)		(2,026)		(2,127)		(2,000)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		-
Purchase of Art and Other Collectibles – Acq. Cost (related party)		-		-		-		-
Purchase of Art and Other Collectibles – Addended Acq. Cost (related party)		-		-		-		-
Net Cash Flows From Investing Activities		-		-		-		-
Cash Flows From Financing Activities:
Repayment of loans – related party		-		-		-		-
Net Proceeds from/(Repayments to) Manager		2,044		2,026		2,127		2,000
Capital Contributions		-		-		-		-
Membership Contributions		22,618		17,619		47,401		9,626
Distributions		-		-		-		-
Net Cash Flows From Financing Activities		24,662		19,645		49,528		11,626
Cash at Beginning of Period		5		127		259		65
Net Increase/(Decrease) In Cash		22,618		17,619		47,401		9,626
Cash at End of Period	$	22,623	$	17,746	$	47,660	$	9,691
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Cancellation of Note Payable in exchange for return of Assets	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-137

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 019		Series Gallery Drop 020		Series Gallery Drop 021		Series Gallery Drop 022
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(2,024)	$	-	$	(2,050)	$	(2,061)
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Interest Payable		-		-		-		-
Loss on Impairment		-		-		-		-
Total Adjustments		-		-		-		-
Net Cash Flows From Operating Activities		(2,024)		-		(2,050)		(2,061)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		-
Purchase of Art and Other Collectibles – Acq. Cost (related party)		-		-		-		-
Purchase of Art and Other Collectibles – Addended Acq. Cost (related party)		-		-		-		-
Net Cash Flows From Investing Activities		-		-		-		-
Cash Flows From Financing Activities:
Repayment of loans – related party		-		-		-		-
Net Proceeds from/(Repayments to) Manager		2,024		-		2,051		2,061
Capital Contributions		-		-		-		-
Membership Contributions		16,793		6		24,545		28,583
Distributions		-		(6)		(1)		-
Net Cash Flows From Financing Activities		18,817		-		26,595		30,644
Cash at Beginning of Period		7		6		180		866
Net Increase/(Decrease) In Cash		16,793		-		24,545		28,583
Cash at End of Period	$	16,800	$	6	$	24,725	$	29,449
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Cancellation of Note Payable in exchange for return of Assets	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-138

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 023		Series Gallery Drop 024		Series Gallery Drop 025		Series Gallery Drop 026
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(2,011)	$	(2,038)	$	-	$	103,115
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
Gain on Sale of Asset		-		-		-		(105,000)
Gain on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Interest Payable		-		-		-		-
Loss on Impairment		-		-		-		-
Total Adjustments		-		-		-		(105,000)
Net Cash Flows From Operating Activities		(2,011)		(2,038)		-		(1,885)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		200,000
Purchase of Art and Other Collectibles – Acq. Cost (related party)		-		-		-		-
Purchase of Art and Other Collectibles – Addended Acq. Cost (related party)		-		-		-		-
Net Cash Flows From Investing Activities		-		-		-		-
Cash Flows From Financing Activities:
Repayment of loans – related party		-		-		-		-
Net Proceeds from/(Repayments to) Manager		2,011		2,038		(140)		(2,193)
Capital Contributions		-		-		-		-
Membership Contributions		13,027		20,995		-		92,807
Distributions		-		-		-		4,078
Net Cash Flows From Financing Activities		15,038		23,033		(140)		94,692
Cash at Beginning of Period		103		153		140		715
Net Increase/(Decrease) In Cash		13,027		20,995		(140)		292,807
Cash at End of Period	$	13,130	$	21,148	$	-	$	293,522
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Cancellation of Note Payable in exchange for return of Assets	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-139

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 027		Series Gallery Drop 028		Series Gallery Drop 029		Series Gallery Drop 030
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	-	$	(2,023)	$	(2,140)	$	(2,041)
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Interest Payable		-		-		-		-
Loss on Impairment		-		-		-		-
Total Adjustments		-		-		-		-
Net Cash Flows From Operating Activities		-		(2,023)		(2,140)		(2,041)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		-
Purchase of Art and Other Collectibles – Acq. Cost (related party)		-		-		-		-
Purchase of Art and Other Collectibles – Addended Acq. Cost (related party)		-		-		-		-
Net Cash Flows From Investing Activities		-		-		-		-
Cash Flows From Financing Activities:
Repayment of loans – related party		-		-		-		-
Net Proceeds from/(Repayments to) Manager		-		2,023		2,140		2,041
Capital Contributions		-		-		-		-
Membership Contributions		-		16,508		51,219		22,001
Distributions		-		-		-		-
Net Cash Flows From Financing Activities		-		18,531		53,359		24,042
Cash at Beginning of Period		-		119		383		169
Net Increase/(Decrease) In Cash		-		16,508		51,219		22,001
Cash at End of Period	$	-	$	16,627	$	51,602	$	22,170
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Cancellation of Note Payable in exchange for return of Assets	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-140

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 031		Series Gallery Drop 032		Series Gallery Drop 033		Series Gallery Drop 034
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(2,108)	$	(1,977)	$	(2,033)	$	(3,318)
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Interest Payable		-		-		-		-
Loss on Impairment		-		-		-		-
Total Adjustments		-		-		-		-
Net Cash Flows From Operating Activities		(2,108)		(1,977)		(2,033)		(3,318)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		-
Purchase of Art and Other Collectibles – Acq. Cost (related party)		-		-		-		-
Purchase of Art and Other Collectibles – Addended Acq. Cost (related party)		-		-		-		-
Net Cash Flows From Investing Activities		-		-		-		-
Cash Flows From Financing Activities:
Repayment of loans – related party		-		-		-		-
Net Proceeds from/(Repayments to) Manager		2,108		1,977		2,033		3,318
Capital Contributions		-		-		-		-
Membership Contributions		42,209		2,897		19,906		411,808
Distributions		-		-		-		-
Net Cash Flows From Financing Activities		44,317		4,874		21,939		415,126
Cash at Beginning of Period		294		12		120		2,940
Net Increase/(Decrease) In Cash		42,209		2,897		19,906		411,808
Cash at End of Period	$	42,503	$	2,909	$	20,026	$	414,748
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Cancellation of Note Payable in exchange for return of Assets	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-141

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 035		Series Gallery Drop 036		Series Gallery Drop 037		Series Gallery Drop 038
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(2,205)	$	(2,122)	$	(2,044)	$	(2,204)
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Interest Payable		-		-		-		-
Loss on Impairment		-		-		-		-
Total Adjustments		-		-		-		-
Net Cash Flows From Operating Activities		(2,205)		(2,122)		(2,044)		(2,204)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		-
Purchase of Art and Other Collectibles – Acq. Cost (related party)		-		-		-		-
Purchase of Art and Other Collectibles – Addended Acq. Cost (related party)		-		-		-		-
Net Cash Flows From Investing Activities		-		-		-		-
Cash Flows From Financing Activities:
Repayment of loans – related party		-		-		-		-
Net Proceeds from/(Repayments to) Manager		2,205		2,122		2,044		2,204
Capital Contributions		-		-		-		-
Membership Contributions		40,231		46,104		22,798		69,843
Distributions		-		-		-		-
Net Cash Flows From Financing Activities		42,436		48,226		24,842		72,047
Cash at Beginning of Period		506		322		143		35
Net Increase/(Decrease) In Cash		40,231		46,104		22,798		69,843
Cash at End of Period	$	40,737	$	46,426	$	22,941	$	69,878
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Cancellation of Note Payable in exchange for return of Assets	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-142

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 039		Series Gallery Drop 040		Series Gallery Drop 041		Series Gallery Drop 042
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(2,170)	$	(2,072)	$	(1,978)	$	(2,028)
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Interest Payable		-		-		-		-
Loss on Impairment		-		-		-		-
Total Adjustments		-		-		-		-
Net Cash Flows From Operating Activities		(2,170)		(2,072)		(1,978)		(2,028)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		-
Purchase of Art and Other Collectibles – Acq. Cost (related party)		-		-		-		-
Purchase of Art and Other Collectibles – Addended Acq. Cost (related party)		-		-		-		-
Net Cash Flows From Investing Activities		-		-		-		-
Cash Flows From Financing Activities:
Repayment of loans – related party		-		-		-		-
Net Proceeds from/(Repayments to) Manager		2,170		2,072		1,978		2,028
Capital Contributions		-		-		-		-
Membership Contributions		60,068		31,560		3,123		18,019
Distributions		-		-		-		-
Net Cash Flows From Financing Activities		62,238		33,632		5,101		20,047
Cash at Beginning of Period		62		43		49		71
Net Increase/(Decrease) In Cash		60,068		31,560		3,123		18,019
Cash at End of Period	$	60,130	$	31,603	$	3,172	$	18,090
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Cancellation of Note Payable in exchange for return of Assets	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-143

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 043		Series Gallery Drop 044		Series Gallery Drop 045		Series Gallery Drop 046
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(8,872)	$	(4,139)	$	-	$	(2,030)
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		4,139		-		-
Interest Payable		-		-		-		-
Loss on Impairment		6,700		-		-		-
Total Adjustments		6,700		4,139		-		-
Net Cash Flows From Operating Activities		(2,172)		-		-		(2,030)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		-
Purchase of Art and Other Collectibles – Acq. Cost (related party)		-		-		-		-
Purchase of Art and Other Collectibles – Addended Acq. Cost (related party)		-		-		-		-
Net Cash Flows From Investing Activities		-		-		-		-
Cash Flows From Financing Activities:
Repayment of loans – related party		-		-		-		-
Net Proceeds from/(Repayments to) Manager		2,172		-		-		2,030
Capital Contributions		-		-		-		-
Membership Contributions		38,362		675,817		685,050		49,664
Distributions		-		-		-		-
Net Cash Flows From Financing Activities		40,534		675,817		685,050		51,694
Cash at Beginning of Period		50		50		685,050		50
Net Increase/(Decrease) In Cash		38,362		675,817		685,050		49,664
Cash at End of Period	$	38,412	$	675,867	$	1,370,100	$	49,714
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Cancellation of Note Payable in exchange for return of Assets	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-144

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 047		Series Gallery Drop 048		Series Gallery Drop 049		Series Gallery Drop 050
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(1,982)	$	(2,074)	$	(2,605)	$	(1,970)
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Interest Payable		-		-		-		-
Loss on Impairment		-		-		-		-
Total Adjustments		-		-		-		-
Net Cash Flows From Operating Activities		(1,982)		(2,074)		(2,605)		(1,970)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		-
Purchase of Art and Other Collectibles – Acq. Cost (related party)		-		-		-		-
Purchase of Art and Other Collectibles – Addended Acq. Cost (related party)		-		-		-		-
Net Cash Flows From Investing Activities		-		-		-		-
Cash Flows From Financing Activities:
Repayment of loans – related party		-		-		-		-
Net Proceeds from/(Repayments to) Manager		1,982		2,074		2,605		1,970
Capital Contributions		-		-		-		-
Membership Contributions		28,165		55,715		212,609		26,528
Distributions		-		-		-		-
Net Cash Flows From Financing Activities		30,147		57,789		215,214		28,498
Cash at Beginning of Period		50		50		50		50
Net Increase/(Decrease) In Cash		28,165		55,715		212,609		26,528
Cash at End of Period	$	28,215	$	55,765	$	212,659	$	26,578
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Cancellation of Note Payable in exchange for return of Assets	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-145

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 051		Series Gallery Drop 052		Series Gallery Drop 053		Series Gallery Drop 054
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(1,983)	$	(1,916)	$	(2,147)	$	(1,946)
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Interest Payable		-		-		-		-
Loss on Impairment		-		-		-		-
Total Adjustments		-		-		-		-
Net Cash Flows From Operating Activities		(1,983)		(1,916)		(2,147)		(1,946)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		-
Purchase of Art and Other Collectibles – Acq. Cost (related party)		-		-		-		-
Purchase of Art and Other Collectibles – Addended Acq. Cost (related party)		-		-		-		-
Net Cash Flows From Investing Activities		-		-		-		-
Cash Flows From Financing Activities:
Repayment of loans – related party		-		-		-		-
Net Proceeds from/(Repayments to) Manager		1,983		1,916		2,147		1,946
Capital Contributions		-		-		-		-
Membership Contributions		28,051		7,515		40,778		17,074
Distributions		-		-		-		-
Net Cash Flows From Financing Activities		30,034		9,431		42,925		19,020
Cash at Beginning of Period		50		50		50		50
Net Increase/(Decrease) In Cash		28,051		7,515		40,778		17,074
Cash at End of Period	$	28,101	$	7,565	$	40,828	$	17,124
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Cancellation of Note Payable in exchange for return of Assets	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-146

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 055		Series Gallery Drop 056		Series Gallery Drop 057		Series Gallery Drop 058
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(2,037)	$	(1,953)	$	(1,943)	$	(6,757)
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Interest Payable		-		-		-		-
Loss on Impairment		-		-		-		4,800
Total Adjustments		-		-		-		4,800
Net Cash Flows From Operating Activities		(2,037)		(1,953)		(1,943)		(1,957)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		-
Purchase of Art and Other Collectibles – Acq. Cost (related party)		-		-		-		-
Purchase of Art and Other Collectibles – Addended Acq. Cost (related party)		-		-		-		-
Net Cash Flows From Investing Activities		-		-		-		-
Cash Flows From Financing Activities:
Repayment of loans – related party		-		-		-		-
Net Proceeds from/(Repayments to) Manager		2,037		1,953		1,943		1,957
Capital Contributions		-		-		-		-
Membership Contributions		44,022		19,141		7,757		15,846
Distributions		-		-		-		-
Net Cash Flows From Financing Activities		46,059		21,094		9,700		17,803
Cash at Beginning of Period		50		50		50		50
Net Increase/(Decrease) In Cash		44,022		19,141		7,757		15,846
Cash at End of Period	$	44,072	$	19,191	$	7,807	$	15,896
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Cancellation of Note Payable in exchange for return of Assets	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-147

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 059		Series Gallery Drop 060		Series Gallery Drop 061		Series Gallery Drop 062
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(2,133)	$	89,709	$	(1,960)	$	(1,938)
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
Gain on Sale of Asset		-		(91,415)		-		-
Gain on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Interest Payable		-		-		-		-
Loss on Impairment		-		-		-		-
Total Adjustments		-		(91,415)		-		-
Net Cash Flows From Operating Activities		(2,133)		(1,706)		(1,960)		(1,938)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		140,000		-		-
Purchase of Art and Other Collectibles – Acq. Cost (related party)		-		-		-		-
Purchase of Art and Other Collectibles – Addended Acq. Cost (related party)		-		-		-		-
Net Cash Flows From Investing Activities		-		140,000		-		-
Cash Flows From Financing Activities:
Repayment of loans – related party		-		-		-		-
Net Proceeds from/(Repayments to) Manager		2,133		(1,229)		1,960		1,938
Capital Contributions		-		-		-		-
Membership Contributions		72,661		47,406		21,023		14,464
Distributions		-		2,935		-		-
Net Cash Flows From Financing Activities		74,794		49,112		22,983		16,402
Cash at Beginning of Period		50		50		50		50
Net Increase/(Decrease) In Cash		72,661		187,406		21,023		14,464
Cash at End of Period	$	72,711	$	187,456	$	21,073	$	14,514
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Cancellation of Note Payable in exchange for return of Assets	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-148

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 063		Series Gallery Drop 064		Series Gallery Drop 065		Series Gallery Drop 066
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(1,953)	$	(1,993)	$	(1,953)	$	(2,188)
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Interest Payable		-		-		-		-
Loss on Impairment		-		-		-		-
Total Adjustments		-		-		-		-
Net Cash Flows From Operating Activities		(1,953)		(1,993)		(1,953)		(2,188)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		-
Purchase of Art and Other Collectibles – Acq. Cost (related party)		-		-		-		-
Purchase of Art and Other Collectibles – Addended Acq. Cost (related party)		-		-		-		-
Net Cash Flows From Investing Activities		-		-		-		-
Cash Flows From Financing Activities:
Repayment of loans – related party		-		-		-		-
Net Proceeds from/(Repayments to) Manager		1,953		1,993		1,953		2,188
Capital Contributions		-		-		-		-
Membership Contributions		19,042		30,984		24,141		58,707
Distributions		-		-		-		-
Net Cash Flows From Financing Activities		20,995		32,977		26,094		60,895
Cash at Beginning of Period		50		50		50		50
Net Increase/(Decrease) In Cash		19,042		30,984		24,141		58,707
Cash at End of Period	$	19,092	$	31,034	$	24,191	$	58,757
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Cancellation of Note Payable in exchange for return of Assets	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-149

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 067		Series Gallery Drop 068		Series Gallery Drop 069		Series Gallery Drop 070
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(2,086)	$	(3,766)	$	(5,804)	$	(1,991)
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Interest Payable		-		-		-		-
Loss on Impairment		-		1,800		3,800		-
Total Adjustments		-		1,800		3,800		-
Net Cash Flows From Operating Activities		(2,086)		(1,966)		(2,004)		(1,991)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		-
Purchase of Art and Other Collectibles – Acq. Cost (related party)		-		-		-		-
Purchase of Art and Other Collectibles – Addended Acq. Cost (related party)		-		-		-		-
Net Cash Flows From Investing Activities		-		-		-		-
Cash Flows From Financing Activities:
Repayment of loans – related party		-		-		-		-
Net Proceeds from/(Repayments to) Manager		2,086		1,966		2,004		1,991
Capital Contributions		-		-		-		-
Membership Contributions		58,852		23,023		30,499		27,829
Distributions		-		-		-		-
Net Cash Flows From Financing Activities		60,938		24,989		32,503		29,820
Cash at Beginning of Period		50		50		50		50
Net Increase/(Decrease) In Cash		58,852		23,023		30,499		27,829
Cash at End of Period	$	58,902	$	23,073	$	30,549	$	27,879
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Cancellation of Note Payable in exchange for return of Assets	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-150

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 071		Series Gallery Drop 072		Series Gallery Drop 073		Series Gallery Drop 074
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(2,137)	$	(2,824)	$	(2,033)	$	(1,956)
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Interest Payable		-		-		-		-
Loss on Impairment		-		-		-		-
Total Adjustments		-		-		-		-
Net Cash Flows From Operating Activities		(2,137)		(2,824)		(2,033)		(1,956)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		-
Purchase of Art and Other Collectibles – Acq. Cost (related party)		-		-		-		-
Purchase of Art and Other Collectibles – Addended Acq. Cost (related party)		-		-		-		-
Net Cash Flows From Investing Activities		-		-		-		-
Cash Flows From Financing Activities:
Repayment of loans – related party		-		-		-		-
Net Proceeds from/(Repayments to) Manager		2,137		2,824		2,033		1,956
Capital Contributions		-		-		-		-
Membership Contributions		98,819		255,148		26,947		14,189
Distributions		-		-		-		-
Net Cash Flows From Financing Activities		100,956		257,972		28,980		16,145
Cash at Beginning of Period		50		50		50		50
Net Increase/(Decrease) In Cash		98,819		255,148		26,947		14,189
Cash at End of Period	$	98,869	$	255,198	$	26,997	$	14,239
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Cancellation of Note Payable in exchange for return of Assets	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-151

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 075		Series Gallery Drop 076		Series Gallery Drop 077		Series Gallery Drop 078
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(1,591)	$	(2,071)	$	(2,010)	$	(1,955)
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Interest Payable		-		-		-		-
Loss on Impairment		-		-		-		-
Total Adjustments		-		-		-		-
Net Cash Flows From Operating Activities		(1,591)		(2,071)		(2,010)		(1,955)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		-
Purchase of Art and Other Collectibles – Acq. Cost (related party)		-		-		-		-
Purchase of Art and Other Collectibles – Addended Acq. Cost (related party)		-		-		-		-
Net Cash Flows From Investing Activities		-		-		-		-
Cash Flows From Financing Activities:
Repayment of loans – related party		-		-		-		-
Net Proceeds from/(Repayments to) Manager		1,591		2,071		2,010		1,955
Capital Contributions		-		-		-		-
Membership Contributions		54,975		8,262		18,201		19,989
Distributions		-		-		-		-
Net Cash Flows From Financing Activities		56,566		10,333		20,211		21,944
Cash at Beginning of Period		50		50		50		50
Net Increase/(Decrease) In Cash		54,975		8,262		18,201		19,989
Cash at End of Period	$	55,025	$	8,312	$	18,251	$	20,039
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Cancellation of Note Payable in exchange for return of Assets	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-152

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 079		Series Gallery Drop 080		Series Gallery Drop 082		Series Gallery Drop 083
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(1,953)	$	(1,936)	$	23,502	$	(2,036)
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
Gain on Sale of Asset		-		-		(24,859)		-
Gain on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Interest Payable		-		-		-		-
Loss on Impairment		-		-		-		-
Total Adjustments		-		-		(24,859)		-
Net Cash Flows From Operating Activities		(1,953)		(1,936)		(1,357)		(2,036)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		105,000		-
Purchase of Art and Other Collectibles – Acq. Cost (related party)		-		-		-		-
Purchase of Art and Other Collectibles – Addended Acq. Cost (related party)		-		-		-		-
Net Cash Flows From Investing Activities		-		-		105,000		-
Cash Flows From Financing Activities:
Repayment of loans – related party		-		-		-		-
Net Proceeds from/(Repayments to) Manager		1,953		1,936		(1,395)		2,036
Capital Contributions		-		-		-		-
Membership Contributions		19,179		14,105		78,796		22,662
Distributions		-		-		2,702		-
Net Cash Flows From Financing Activities		21,132		16,041		80,103		24,698
Cash at Beginning of Period		50		50		50		50
Net Increase/(Decrease) In Cash		19,179		14,105		183,746		22,662
Cash at End of Period	$	19,229	$	14,155	$	183,796	$	22,712
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Cancellation of Note Payable in exchange for return of Assets	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-153

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 086		Series Gallery Drop 089		Series Gallery Drop 091		Series Gallery Drop 093
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(2,184)	$	(21,065)	$	(1,491)	$	(15,431)
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Interest Payable		-		-		-		-
Loss on Impairment		-		19,100		-		13,400
Total Adjustments		-		19,100		-		13,400
Net Cash Flows From Operating Activities		(2,184)		(1,965)		(1,491)		(2,031)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		-
Purchase of Art and Other Collectibles – Acq. Cost (related party)		-		-		-		-
Purchase of Art and Other Collectibles – Addended Acq. Cost (related party)		-		-		-		-
Net Cash Flows From Investing Activities		-		-		-		-
Cash Flows From Financing Activities:
Repayment of loans – related party		-		-		-		-
Net Proceeds from/(Repayments to) Manager		2,184		1,965		1,491		2,031
Capital Contributions		-		-		-		-
Membership Contributions		341,087		23,007		17,685		42,480
Distributions		-		-		-		-
Net Cash Flows From Financing Activities		343,271		24,972		19,176		44,511
Cash at Beginning of Period		50		50		50		50
Net Increase/(Decrease) In Cash		341,087		23,007		17,685		42,480
Cash at End of Period	$	341,137	$	23,057	$	17,735	$	42,530
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Cancellation of Note Payable in exchange for return of Assets	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-154

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 094		Series Gallery Drop 095		Series Gallery Drop 096		Series Gallery Drop 097
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(1,957)	$	(2,037)	$	(10,582)	$	-
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Interest Payable		-		-		-		-
Loss on Impairment		-		-		8,600		-
Total Adjustments		-		-		8,600		-
Net Cash Flows From Operating Activities		(1,957)		(2,037)		(1,982)		-
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		-
Purchase of Art and Other Collectibles – Acq. Cost (related party)		-		-		-		-
Purchase of Art and Other Collectibles – Addended Acq. Cost (related party)		-		-		-		-
Net Cash Flows From Investing Activities		-		-		-		-
Cash Flows From Financing Activities:
Repayment of loans – related party		-		-		-		-
Net Proceeds from/(Repayments to) Manager		1,957		2,037		1,982		-
Capital Contributions		-		-		-		-
Membership Contributions		21,178		33,701		20,060		-
Distributions		-		-		-		-
Net Cash Flows From Financing Activities		23,135		35,738		22,042		-
Cash at Beginning of Period		50		50		50		-
Net Increase/(Decrease) In Cash		21,178		33,701		20,060		-
Cash at End of Period	$	21,228	$	33,751	$	20,110	$	-
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Cancellation of Note Payable in exchange for return of Assets	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-155

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 098		Series Gallery Drop 099		Series Gallery Drop 100		Series Gallery Drop 101
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(1,932)	$	(2,322)	$	(7,747)	$	(2,346)
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Interest Payable		-		-		-		-
Loss on Impairment		-		-		5,800		-
Total Adjustments		-		-		5,800		-
Net Cash Flows From Operating Activities		(1,932)		(2,322)		(1,947)		(2,346)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		-
Purchase of Art and Other Collectibles – Acq. Cost (related party)		-		-		-		-
Purchase of Art and Other Collectibles – Addended Acq. Cost (related party)		-		-		-		-
Net Cash Flows From Investing Activities		-		-		-		-
Cash Flows From Financing Activities:
Repayment of loans – related party		-		-		-		-
Net Proceeds from/(Repayments to) Manager		1,932		2,322		1,947		2,346
Capital Contributions		-		-		-		-
Membership Contributions		13,152		129,368		16,651		178,763
Distributions		-		-		-		-
Net Cash Flows From Financing Activities		15,084		131,690		18,598		181,109
Cash at Beginning of Period		50		50		50		50
Net Increase/(Decrease) In Cash		13,152		129,368		16,651		178,763
Cash at End of Period	$	13,202	$	129,418	$	16,701	$	178,813
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Cancellation of Note Payable in exchange for return of Assets	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-156

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 102		Series Gallery Drop 103		Series Gallery Drop 104		Series Gallery Drop 105
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(1,932)	$	15,101	$	(1,927)	$	(10,028)
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
Gain on Sale of Asset		-		(17,469)		-		-
Gain on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Interest Payable		-		-		-		-
Loss on Impairment		-		-		-		8,000
Total Adjustments		-		(17,469)		-		8,000
Net Cash Flows From Operating Activities		(1,932)		(2,368)		(1,927)		(2,028)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		35,000		-		-
Purchase of Art and Other Collectibles – Acq. Cost (related party)		-		-		-		-
Purchase of Art and Other Collectibles – Addended Acq. Cost (related party)		-		-		-		-
Net Cash Flows From Investing Activities		-		35,000		-		-
Cash Flows From Financing Activities:
Repayment of loans – related party		-		-		-		-
Net Proceeds from/(Repayments to) Manager		1,932		(473)		1,927		2,028
Capital Contributions		-		-		-		-
Membership Contributions		8,545		17,108		11,687		42,316
Distributions		-		2,841		-		-
Net Cash Flows From Financing Activities		10,477		19,476		13,614		44,344
Cash at Beginning of Period		50		50		50		50
Net Increase/(Decrease) In Cash		8,545		52,108		11,687		42,316
Cash at End of Period	$	8,595	$	52,158	$	11,737	$	42,366
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Cancellation of Note Payable in exchange for return of Assets	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-157

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 107		Series Gallery Drop 108		Series Gallery Drop 109		Series Gallery Drop 110
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(1,961)	$	(1,986)	$	(10,455)	$	4,560
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
Gain on Sale of Asset		-		-		-		(6,136)
Gain on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Interest Payable		-		-		-		-
Loss on Impairment		-		-		8,500		-
Total Adjustments		-		-		8,500		(6,136)
Net Cash Flows From Operating Activities		(1,961)		(1,986)		(1,955)		(1,576)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		16,234
Purchase of Art and Other Collectibles – Acq. Cost (related party)		-		-		-		-
Purchase of Art and Other Collectibles – Addended Acq. Cost (related party)		-		-		-		-
Net Cash Flows From Investing Activities		-		-		-		-
Cash Flows From Financing Activities:
Repayment of loans – related party		-		-		-		-
Net Proceeds from/(Repayments to) Manager		1,961		1,986		1,955		(430)
Capital Contributions		-		-		-		-
Membership Contributions		21,755		29,625		30,263		9,718
Distributions		-		-		-		2,006
Net Cash Flows From Financing Activities		23,716		31,611		32,218		11,294
Cash at Beginning of Period		50		50		50		50
Net Increase/(Decrease) In Cash		21,755		29,625		30,263		25,952
Cash at End of Period	$	21,805	$	29,675	$	30,313	$	26,002
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Cancellation of Note Payable in exchange for return of Assets	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-158

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 111		Series Gallery Drop 112		Series Gallery Drop 113		Series Gallery Drop 114
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(1,949)	$	(2,137)	$	(2,080)	$	(1,931)
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Interest Payable		-		-		-		-
Loss on Impairment		-		-		-		-
Total Adjustments		-		-		-		-
Net Cash Flows From Operating Activities		(1,949)		(2,137)		(2,080)		(1,931)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		-
Purchase of Art and Other Collectibles – Acq. Cost (related party)		-		-		-		-
Purchase of Art and Other Collectibles – Addended Acq. Cost (related party)		-		-		-		-
Net Cash Flows From Investing Activities		-		-		-		-
Cash Flows From Financing Activities:
Repayment of loans – related party		-		-		-		-
Net Proceeds from/(Repayments to) Manager		1,949		2,137		2,080		1,931
Capital Contributions		-		-		-		-
Membership Contributions		17,637		71,270		54,439		12,470
Distributions		-		-		-		-
Net Cash Flows From Financing Activities		19,586		73,407		56,519		14,401
Cash at Beginning of Period		50		50		50		50
Net Increase/(Decrease) In Cash		17,637		71,270		54,439		12,470
Cash at End of Period	$	17,687	$	71,320	$	54,489	$	12,520
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Cancellation of Note Payable in exchange for return of Assets	$	-	$	-	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-159

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 115		Series Gallery Drop 116		Series Gallery Drop 117		Series Gallery Drop 118
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(8,041)	$	(11,055)	$	(16,159)	$	9,353
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Note Payable		-		-		-		(9,400)
Prepayments to Manager		-		-		-		-
Interest Payable		-		-		-		-
Loss on Impairment		6,100		-		11,800		-
Total Adjustments		6,100		-		11,800		(9,400)
Net Cash Flows From Operating Activities		(1,941)		(11,055)		(4,359)		(47)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		-
Purchase of Art and Other Collectibles – Acq. Cost (related party)		-		-		-		-
Purchase of Art and Other Collectibles – Addended Acq. Cost (related party)		-		-		-		-
Net Cash Flows From Investing Activities		-		-		-		-
Cash Flows From Financing Activities:
Repayment of loans – related party		-		(225,000)		(89,000)		-
Net Proceeds from/(Repayments to) Manager		1,941		2,068		795		48
Capital Contributions		-		-		-		-
Membership Contributions		15,349		237,195		77,349		(9,352)
Distributions		-		(395)		(149)		(1)
Net Cash Flows From Financing Activities		17,290		13,868		(11,005)		(9,305)
Cash at Beginning of Period		50		-		-		-
Net Increase/(Decrease) In Cash		15,349		2,813		(15,364)		(9,352)
Cash at End of Period	$	15,399	$	2,813	$	(15,364)	$	(9,352)
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Cancellation of Note Payable in exchange for return of Assets	$	-	$	-	$	-	$	(28,545)

See accompanying notes, which are an integral part of these consolidated financial statements.

F-160

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 119		Series Gallery Drop 120		Series Gallery Drop 121		Series Gallery Drop 122
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(5,584)	$	(69)	$	(3,230)	$	(6,614)
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
Gain on Sale of Asset		-		-		-		-
Gain on Cancellation of Note Payable		-		-		-		-
Prepayments to Manager		-		-		-		-
Interest Payable		-		-		-		-
Loss on Impairment		-		-		-		-
Total Adjustments		-		-		-		-
Net Cash Flows From Operating Activities		(5,584)		(69)		(3,230)		(6,614)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		-		115,800
Purchase of Art and Other Collectibles – Acq. Cost (related party)		-		-		-		-
Purchase of Art and Other Collectibles – Addended Acq. Cost (related party)		-		-		-		-
Net Cash Flows From Investing Activities		-		-		-		-
Cash Flows From Financing Activities:
Repayment of loans – related party		(84,000)		-		(31,200)		(110,000)
Net Proceeds from/(Repayments to) Manager		2,258		99		2,060		2,206
Capital Contributions		-		-		-		-
Membership Contributions		88,540		99		32,852		115,984
Distributions		(140)		(30)		(52)		(184)
Net Cash Flows From Financing Activities		6,658		168		3,660		8,006
Cash at Beginning of Period		-		-		-		-
Net Increase/(Decrease) In Cash		1,074		99		430		117,192
Cash at End of Period	$	1,074	$	99	$	430	$	117,192
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Cancellation of Note Payable in exchange for return of Assets	$	-	$	(26,400)	$	-	$	-

See accompanying notes, which are an integral part of these consolidated financial statements.

F-161

OTIS GALLERY LLC

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 (UNAUDITED)

		Series Gallery Drop 123		Unallocated		Total Consolidated
Cash Flows From Operating Activities:
Net Income/(Loss) For the Period	$	(3,824)	$	-	$	(87,340)
Adjustment to reconcile Net Income/(Loss) to Net Cash Flows from Operating Activities:
Gain on Sale of Asset		-		-		(244,879)
Gain on Cancellation of Note Payable		-		-		(9,400)
Prepayments to Manager		-		-		4,139
Interest Payable		-		-		-
Loss on Impairment		-		-		98,400
Total Adjustments		-		-		(151,740)
Net Cash Flows From Operating Activities		(3,824)		-		(239,080)
Cash Flows From Investing Activities:
Proceeds from Sale of Art and Other Collectibles		-		-		612,034
Purchase of Art and Other Collectibles – Acq. Cost (related party)		-		-		-
Purchase of Art and Other Collectibles – Addended Acq. Cost (related party)		-		-		-
Net Cash Flows From Investing Activities		-		-		612,034
Cash Flows From Financing Activities:
Repayment of loans – related party		(44,444)		-		(583,644)
Net Proceeds from/(Repayments to) Manager		2,060		-		201,140
Capital Contributions		-		-		-
Membership Contributions		46,874		(23,747)		6,968,185
Distributions		(74)		23,747		37,277
Net Cash Flows From Financing Activities		4,416		-		6,622,958
Cash at Beginning of Period		-		-		704,758
Net Increase/(Decrease) In Cash		592		-		6,995,912
Cash at End of Period	$	592	$	-	$	7,700,670
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Cancellation of Note Payable in exchange for return of Assets	$	-	$	-	$	(54,945)

See accompanying notes, which are an integral part of these consolidated financial statements.

F-162

OTIS GALLERY LLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX-MONTH PERIODS ENDED JUNE 30, 2023 AND 2022

NOTE 1: NATURE OF OPERATIONS 

Otis Gallery LLC (the “Company”) is a series limited liability company formed on December 18, 2018 pursuant to Section 18-215 of the Delaware Limited Liability Company Act. The Company was formed to engage in the business of acquiring and managing a collection of investment-grade art, collectibles and non-fungible tokens (“NFTs”; such assets or group of assets, the “Underlying Assets”). The Company has created separate series of the Company (each, a “Series”). Each Underlying Asset is owned by a separate Series and the assets and liabilities of each Series are separate in accordance with Delaware law. Investors acquire membership interests (the “Interests”) in each Series and will be entitled to share in the return of that particular Series but will not be entitled to share in the return of any other Series.

The Company is dependent upon additional capital resources for its planned principal operations and subject to significant risks and uncertainties. Because of the Company’s structure, the Company is dependent on Otis Wealth, Inc. (the “Manager”), the managing member and asset manager (the “Asset Manager”) of the Company, and is totally reliant on the Manager to manage its business and fund the Company’s ongoing operating expenses and other capital needs.

The Asset Manager manages the Underlying Assets held by each Series. The Series acquired the Underlying Assets from the Manager financed through either non-interest-bearing or interest-bearing promissory notes issued to the Manager, and the Manager developed the financial, offering and other materials to offer the Interests through the mobile app-based investment platform called Otis.

The Company has sold Interests in a number of separate individual Series. Investors in any Series acquire a proportional share of income and liabilities as they pertain to a particular Series, and the sole assets and liabilities of any given Series at the time of the closing of an offering related to that particular Series are an Underlying Asset (plus any cash reserves for future operating expenses). All voting rights, except as specified in the Company’s limited liability company agreement, dated February 1, 2019, as amended and restated from time to time (the “Operating Agreement”), or required by law, remain with the Manager (e.g., determining the type and quantity of general maintenance and other expenses required for the appropriate upkeep of each Underlying Asset, determining how to best commercialize the applicable Underlying Assets, evaluating potential sale offers and the liquidation of a Series). The Manager manages the ongoing operations of each Series in accordance with the Operating Agreement.

Operating Agreement

General

In accordance with the Operating Agreement, each Interest holder in a Series grants a power of attorney to the Manager. The Manager has the right to appoint officers of the Company and each Series.

Voting Rights

The Manager has broad authority to take action with respect to the Company and any Series. Interest holders do not have any voting rights as an Interest holder in the Company or a Series except with respect to:

●

the removal of the Manager;

●

the dissolution of the Company upon the for-cause removal of the Managing Member; and

●

an amendment to the Operating Agreement that would:

o

adversely affect the rights of an Interest holder in any material respect;  

F-163

o

reduce the voting percentage required for any action to be taken by the holders of Interests in the Company under the Operating Agreement;

o

change the situations in which the Company and any Series can be dissolved or terminated;

o

change the term of the Company (other than the circumstances provided in the Operating Agreement); or

o

give any person the right to dissolve the Company.

When entitled to vote on a matter, each Interest holder will be entitled to one vote per Interest held by it on all matters submitted to a vote of the Interest holders of an applicable Series or of the Interest holders of all Series of the Company, as applicable. The removal of the Manager as manager of the Company and all Series must be approved by two thirds of the votes that may be cast by all Interest holders in any Series. All other matters to be voted on by the Interest holders must be approved by a majority of the votes cast by all Interest holders in any Series present in person or represented by proxy.

Distributions Upon Liquidation

Upon the occurrence of a liquidation event relating to the Company as a whole or any Series, the Manager (or a liquidator selected by the Manager) is charged with winding up the affairs of the Series or the Company as a whole, as applicable, and liquidating its assets. Upon the liquidation of a Series or the Company as a whole, as applicable, the Underlying Assets will be liquidated and any after-tax proceeds distributed: (i) first, to any third-party creditors; (ii) second, to any creditors that are the Manager or its affiliates (e.g., payment of any outstanding Operating Expenses Reimbursement Obligation (as hereinafter defined)); and thereafter, (iii) first, 100% to the Interest holders of the relevant Series, allocated pro rata based on the number of Interests held by each Interest holder (which may include the Manager, any of its affiliates and asset sellers and which distribution within a Series will be made consistent with any preferences which exist within such Series) until the Interest holders receive back 100% of their capital contribution and second, (A) 10% to the Manager and (B) 90% to the Interest holders of the relevant Series, allocated pro rata based on the number of Interests held by each Interest holder (which may include the Manager, any of its affiliates and asset sellers and which distribution within a Series will be made consistent with any preferences which exist within such Series). In each applicable instance to date, the Manager has waived its rights to the foregoing 10% distribution.

Free Cash Flow Distributions

The Manager has sole discretion in determining what distributions of free cash flow, if any, are made to holders of Interests of each Series. Free cash flow consists of the net income (as determined under accounting principles generally accepted in the United States of America (“GAAP”)) generated by such Series plus any change in net working capital and depreciation and amortization (and any other non-cash operating expenses) and less any capital expenditures related to the Underlying Asset related to such Series. The Manager may maintain free cash flow funds in a deposit account or an investment account for the benefit of the Series.  

Any free cash flow generated by a Series from the utilization of the Underlying Asset related to such Series shall be applied within the Series in the following order of priority:

●

repay any amounts outstanding under Operating Expenses Reimbursement Obligations plus accrued interest;

●

thereafter to create such reserves as the Manager deems necessary, in its sole discretion, to meet future operating expenses; and

●

thereafter by way of distribution to holders of the Interests of such Series (net of corporate income taxes applicable to the Series), which may include asset sellers of the Underlying Asset related to such Series or the Manager or any of its affiliates.  

F-164

Manager’s Interest

At the closing of each offering, and unless otherwise set forth in the applicable Series designation, the Manager shall acquire a minimum of 2% and up to a maximum of 19.99% of the Interests sold in connection with each offering (of which the Manager may sell all or any portion from time to time following the closing of such offering) for the same price per share offered to all other potential investors, although such minimum and maximum thresholds may be waived or modified by the Manager in its sole discretion.  

NOTE 2: GOING CONCERN

The accompanying consolidated financial statements and Series financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. With the exception of Series Gallery Drop 018, Series Gallery Drop 020, Series Gallery Drop 023, Series Gallery Drop 024, Series Gallery Drop 026, Series Gallery Drop 027, Series Gallery Drop 032, Series Gallery Drop 045, Series Gallery Drop 047, Series Gallery Drop 060, Series Gallery Drop 062, Series Gallery Drop 080, Series Gallery Drop 082, Series Gallery Drop 097, Series Gallery Drop 103, Series Gallery Drop 104, Series Gallery Drop 105 and Series Gallery Drop 110, each of which sold the underlying assets of such Series for gains, neither the Company nor any Series has generated substantial revenues or profits since inception.

Each Series incurred a net loss for the six-month period ended June 30, 2023. On a total consolidated basis, the Company sustained a net loss of $220,583 for the six-month period ended June 30, 2023. On a total consolidated basis, the Company had an accumulated deficit of $5,286,687 and $5,021,445 as of June 30, 2023 and December 31, 2022, respectively. On a total consolidated basis, the Company’s current liabilities exceed current assets by $144,779 as of June 30, 2023. The Company has limited liquid assets, with cash of $27,384 on a total consolidated basis, $19,300 of which is held by Series Gallery Drop 063 from the sale of the underlying asset of such series, and under $3,000 for each Series (most Series hold only $50). The Company and each listed Series are reliant upon the Manager to fund its current and future obligations. 

The Company’s and each Series’ ability to continue as a going concern for the next twelve months following the date the consolidated financial statements and Series financial statements were available to be issued is dependent upon the ability to obtain additional capital financing from the Manager to cover the Company’s and each Series’ costs and obligations through disposition of the Underlying Asset of such Series and the costs of administering the Company and each Series. No assurance can be given that the Company and each Series will be successful in these efforts.

These factors, among others, raise substantial doubt about the ability of the Company and each Series to continue as a going concern for a reasonable period of time. The consolidated financial statements and Series financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

NOTE 3: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation and Principles of Consolidation

The accounting and reporting policies of the Company conform to GAAP. The Company adopted the calendar year as its basis of reporting.

The accompanying consolidated financial statements include the accounts of Otis Gallery LLC as well as its Series required to be consolidated under GAAP. Separate financial statements are presented for each Series. Significant intercompany accounts and transactions have been eliminated.

Use of Estimates

F-165

The preparation of consolidated financial statements and the Series financial statements in conformity with GAAP requires the Manager to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the Series financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Cash and Cash Equivalents

The Company and each Series consider short-term, highly liquid investment with original maturities of three months or less at the time of purchase to be cash equivalents. Cash consists of funds held in the Company’s checking account. As of June 30, 2023 and December 31, 2022, the Company had no cash on hand. However, Series’ checking accounts hold funds, as presented in the consolidated financials. Based on timing of asset sales and settlements, there are instances where cash is held at the Manager for the benefit of the Series until such cash can be distributed.

Subscriptions Receivable

The Company and each Series record membership contributions at the effective date. If subscriptions are not funded upon issuance, the Company and each Series record a subscription receivable as an asset on the balance sheet. When subscription receivables are not received prior to the issuance of financial statements at a reporting date, in satisfaction of the requirements under the Financial Accounting Standards Board (“FASB”) ASC 505-10-45-2, the subscription receivables are reclassified as a contra account to members’ equity/(deficit) on the balance sheet. Each Series has a minimum offering size that, once met, will result in the eventual successful subscription to and closing of the Series. Subscriptions receivable consists of membership subscriptions sold prior to the year ended date for which the minimum subscription requirement was met. As of June 30, 2023 and December 31, 2022, the Company had no Subscriptions receivable.

Receivables from Asset Sales

Each Series records sales of Underlying Assets at the effective date. If sale proceeds are not delivered simultaneous with closing (e.g., in the case of an Underlying Asset being sold at auction), the Company and each Series record a receivable from asset sale as an asset on the balance sheet.

Receivables from asset sale consists of amounts owed, but not yet paid, for sales of Underlying Assets prior to the year ended date for which the assets were sold. As of June 30, 2023, the Company had no receivables from asset sales. As of December 31, 2022, the Company had Receivables from Asset Sales of $40,500, as detailed in the table below.

Series	Receivables from Asset Sales as of December 31, 2022
Series Gallery Drop 113	$	11,340
Series Gallery Drop 119		29,160
Total	$	40,500

Art and Other Collectible Assets

The Underlying Assets, including art and other collectible assets (including NFTs), are recorded at cost. The cost of each Underlying Asset includes the purchase price, including any deposits for the Underlying Asset funded by the Manager and acquisition expenses, which include all fees, costs and expenses incurred in connection with the evaluation, discovery, investigation, development and acquisition of the Underlying Asset related to each Series incurred prior to the closing, including brokerage and sales fees and commissions (but excluding the brokerage fee referred to below), appraisal fees, research fees, transfer taxes, third-party industry and due diligence experts, auction house fees and travel and lodging for inspection purposes.

F-166

The Company treats the Underlying Assets as long-lived assets, and the Underlying Assets are subject to a semiannual test for impairment and will not be depreciated or amortized. These long-lived assets will be reviewed for impairment semiannually or whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to the estimated fair value of the asset. If the carrying amount of an asset exceeds its estimated fair value, an impairment charge is recognized in the amount by which the carrying amount of the asset exceeds the fair value of the asset.

There is no guarantee that each Underlying Asset is free of any claims regarding title and authenticity (e.g., claims regarding being counterfeit or previously stolen), or that such claims will not arise. The Company does not have complete ownership history or restoration and repair records for every Underlying Asset. In the event of a title or authenticity claim, the applicable Series and the Company may not have recourse against the asset seller or the benefit of insurance, and the value of the given Underlying Asset may be diminished.

The Underlying Assets are purchased by the Series from the Manager in exchange for either a non-interest-bearing or an interest-bearing promissory note. The Series use the proceeds of the offering to pay off the notes. Acquisition expenses are typically paid for in advance by the Manager and are reimbursed by the Series from the proceeds of the offering. The Series also distribute the appropriate amounts for the brokerage fee and, if applicable, the sourcing fee, using cash from the offering.

Acquisition expenses related to a particular Series that are incurred prior to the closing of an offering are initially funded by the Manager but will be reimbursed with the proceeds from an offering related to such Series, to the extent described in the applicable offering document.

To the extent that certain expenses are anticipated prior to the closing of an offering but are to be incurred after the closing (e.g., storage fees), additional cash from the proceeds of the offering will be retained on the Series balance sheet as reserves to cover such future anticipated expenses after the closing of the offering. Acquisition expenses are capitalized into the cost of the Underlying Asset. Should a proposed offering prove to be unsuccessful, the Company will not reimburse the Manager, and these expenses will be accounted for as capital contributions, and the acquisition expenses expensed.

As of June 30, 2023 and December 31, 2022, the Company’s total investment in the Underlying Assets across all Series was $2,911,244 and $3,102,457, respectively, as detailed in the table below (presented below net of impairments of $378,801 and $219,644 as of June 30, 2023 and December 31, 2022, respectively).

Series	Underlying Asset	As of June 30, 2023		As of December 31, 2022
Series #KW	2018 Saint Jerome Hearing the Trumpet of Last Judgement painting by Kehinde Wiley	$	237,500	$	237,500
Series Drop 003	The Incredible Hulk 181 Comic		16,000		34,000
Series Drop 005	2018 DOB and Arrows: Patchworks Skulls painting by Takashi Murakami and Virgil Abloh		80,250		80,250
Series Gallery Drop 011	2019 commissioned painting by Shelby and Sandy “Basketball”		23,000		23,000
Series Gallery Drop 012	2011 Love Is What You Want neon sculpture by Tracey Emin		140,000		140,000
Series Gallery Drop 013	2019 Grey Selenite Newspaper Machine sculpture by Daniel Arsham		84,150		84,150
Series Gallery Drop 017	2017 Colorbar Constellation 6 Painting by Derrick Adams		49,500		49,500
Series Gallery Drop 030	2020 A Perfect Trade painting by Cleon Peterson		24,000		24,000

F-167

Series Gallery Drop 031	2020 Sneakers, Computers, Capri Sun painting by Katherine Bernhardt		43,750	43,750
Series Gallery Drop 034	2003 Police Car painting by Banksy		415,000	415,000
Series Gallery Drop 039	1985 Nike Air Jordan 1 TYPS PE sneakers		62,500	62,500
Series Gallery Drop 044	Nike Air Jordan 1 High “‘Shattered Backboard’ Origin Story” sneakers		650,000	650,000
Series Gallery Drop 046	2000 SP Authentic 118 Tom Brady rookie trading card		44,400	44,400
Series Gallery Drop 048	2011 Hermès 35cm So Black Birkin handbag		28,900	34,800
Series Gallery Drop 049	2003 SP Authentic Limited LeBron James 148 trading card		104,400	214,876
Series Gallery Drop 051	2009 Topps Chrome Stephen Curry 101 trading card		22,800	26,400
Series Gallery Drop 059	Super Mario Bros. NES game		73,964	73,964
Series Gallery Drop 063	2002-03 Panini Futebol Portugal Cristiano Ronaldo 137 trading card		18,235	20,035
Series Gallery Drop 064(1)	2004-05 Panini Megacracks La Liga Lionel Messi 71 trading card		-	20,100
Series Gallery Drop 066	2013 Panini Immaculate Collection Giannis Antetokounmpo #131 RPA trading card		60,158	60,158
Series Gallery Drop 071	2018 Panini Prizm Luka Doncic Prizm Mojo #280 trading card		78,000	78,000
Series Gallery Drop 099	Mike Tyson’s Punch-Out!! game		130,228	130,228
Series Gallery Drop 101	Nintendo World Championship game		180,003	180,003
Series Gallery Drop 116	1999 Pokémon 1st Edition Shadowless Holo Charizard trading card		162,000	162,000
Series Gallery Drop 117	NFT by XCOPY titled BOTTOM FEEDER #35		27,804	59,141
Series Gallery Drop 122	Harry Potter and the Philosopher's Stone book		110,184	110,184
Series Gallery Drop 123	NFT by FEWOCiOUS titled i miss your voice call back soon okay #3		44,518	44,518
Totals		$	2,911,244	3,102,457

(1)

The Underlying Asset of such Series was sold.

For the six-month period ended June 30, 2023, the Company recorded $171,113 in impairment loss charges for its Underlying Assets, as detailed in the table below:

Series	Loss on Impairment
Series Drop 003	$	18,000
Series Gallery Drop 048		5,900
Series Gallery Drop 049		110,476
Series Gallery Drop 051		3,600
Series Gallery Drop 063		1,800
Series Gallery Drop 117		31,337
Total	$	171,113

F-168

For the year ended December 31, 2022, the Company recorded $707,914 in impairment loss charges for its Underlying Assets, as detailed in the table below:

Series	Loss on Impairment
Series Drop 004	$	22,921
Series Drop 005		9,750
Series Gallery Drop 015		3,330
Series Gallery Drop 038		24,405
Series Gallery Drop 043		6,700
Series Gallery Drop 046		6,455
Series Gallery Drop 048		22,147
Series Gallery Drop 050		8,349
Series Gallery Drop 051		2,701
Series Gallery Drop 052		3,480
Series Gallery Drop 053		154
Series Gallery Drop 055		22,324
Series Gallery Drop 056		3,935
Series Gallery Drop 057		730
Series Gallery Drop 058		11,327
Series Gallery Drop 064		11,956
Series Gallery Drop 067		29,908
Series Gallery Drop 068		15,542
Series Gallery Drop 069		3,800
Series Gallery Drop 070		13,255
Series Gallery Drop 071		22,132
Series Gallery Drop 073		458
Series Gallery Drop 076		3,448
Series Gallery Drop 077		7,265
Series Gallery Drop 083		4,579
Series Gallery Drop 086		162,458
Series Gallery Drop 089		19,446
Series Gallery Drop 091		1,839
Series Gallery Drop 093		35,247
Series Gallery Drop 096		8,600
Series Gallery Drop 098		7,305
Series Gallery Drop 100		5,800
Series Gallery Drop 102		7,755
Series Gallery Drop 105		8,000
Series Gallery Drop 109		15,749
Series Gallery Drop 112		49,300
Series Gallery Drop 113		31,097
Series Gallery Drop 114		1,746
Series Gallery Drop 115		6,478
Series Gallery Drop 116		63,395
Series Gallery Drop 117		13,508
Series Gallery Drop 119		9,140
Total	$	707,914

Fair Value of Financial Instruments

F-169

FASB guidance specifies a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect market assumptions. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurement) and the lowest priority to unobservable inputs (Level 3 measurement). The three levels of the fair value hierarchy are as follows:

Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Level 1 primarily consists of financial instruments whose value is based on quoted market prices such as exchange-traded instruments and listed equities.

Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly (e.g., quoted prices of similar assets or liabilities in active markets, or quoted prices for identical or similar assets or liabilities in markets that are not active).

Level 3 – Unobservable inputs for the asset or liability. Financial instruments are considered Level 3 when their fair values are determined using pricing models, discounted cash flows or similar techniques and at least one significant model assumption or input is unobservable.

See discussion of the valuation methods in the section above titled Art and Other Collectible Assets.

Revenue Recognition

The Company adopted ASU 2014-09, Revenue from Contracts with Customers, and its related amendments (collectively known as “ASC 606”), effective January 1, 2019.

The Company determines revenue recognition through the following steps:

●

identification of a contract with a customer;

●

identification of the performance obligations in the contract;

●

determination of the transaction price;

●

allocation of the transaction price to the performance obligations in the contract; and

●

recognition of revenue when or as the performance obligations are satisfied.

No revenue models have been developed at the Company or Series level, and we do not expect the Company or any Series to generate revenue under current operating plans. Gains from sales of Underlying Assets will be presented as other income in the statements of operations as they do not qualify as operating revenues. As of June 30, 2023 and 2022, neither the Company nor any Series had recognized any revenue.

Operating Expenses

F-170

After the closing of an offering of Interests, each Series is responsible for its own operating expenses, including any and all fees, costs and expenses incurred in connection with the management of the Underlying Assets. This includes transportation, import taxes, income taxes, storage (including property rental fees should the Manager decide to rent a property to store a number of Underlying Assets), security, valuation, custodial, marketing and utilization of the Underlying Assets; any fees, costs and expenses incurred in connection with preparing any reports and accounts of each Series, including any blue sky filings required in order for a Series to be made available to investors in certain states, any annual audit of the accounts of such Series (if applicable) and any reports to be filed with the Securities and Exchange Commission (the “Commission”); any and all insurance premiums or expenses, including directors and officers insurance of the directors and officers of the Manager or Asset Manager, in connection with the Underlying Assets; any withholding or transfer taxes imposed on the Company, a Series or any Interest holders as a result of its or their earnings, investments or withdrawals; any governmental fees imposed on the capital of the Company or a Series or incurred in connection with compliance with applicable regulatory requirements; any legal fees and costs (including settlement costs) arising in connection with any litigation or regulatory investigation instituted against the Company, a Series or the Manager in connection with the affairs of the Company or a Series; the fees and expenses of any administrator, if any, engaged to provide administrative services to the Company or a Series; all custodial fees, costs and expenses in connection with the holding of an Underlying Asset; any fees, costs and expenses of a third-party registrar and transfer agent appointed by the Manager in connection with a Series; the cost of the audit of the annual consolidated financial statements of the Company or a Series and the preparation of tax returns and circulation of reports to Interest holders; any indemnification payments; the fees and expenses of counsel to the Company or a Series in connection with advice directly relating to its legal affairs; the costs of any other outside appraisers, valuation firms, accountants, attorneys or other experts or consultants engaged by the Manager in connection with the operations of the Company or a Series; and any similar expenses that may be determined to be operating expenses, as determined by the Manager in its reasonable discretion.

Prior to the closing, operating expenses are borne by the Manager and not reimbursed by the Series. The Manager will bear its own expenses of an ordinary nature, including all costs and expenses on account of rent (other than for storage of the Underlying Assets), supplies, secretarial expenses, stationery, charges for furniture, fixtures and equipment, payroll taxes, remuneration and expenses paid to employees and utilities expenditures (excluding utilities expenditures in connection with the storage of the Underlying Assets).

If the operating expenses exceed the amount of net sales proceeds generated from an Underlying Asset and cannot be covered by any operating expense reserves on the balance sheet of such Series, the Manager may (a) pay such operating expenses and not seek reimbursement; (b) loan the amount of the operating expenses to the applicable Series, on which the Manager may impose a reasonable rate of interest, and be entitled to reimbursement of such amount from future gains generated by the sale of such Underlying Asset (“Operating Expenses Reimbursement Obligation(s)”); and/or (c) cause additional Interests to be issued in the such Series in order to cover such additional amounts.

Sourcing Fee:The Asset Manager will be paid a fee as compensation for sourcing each Underlying Asset in an amount equal to up to 10% of the gross offering proceeds of each offering; provided that such sourcing fee may be waived by the Asset Manager.

Brokerage Fee:The broker of record for each offering is expected to receive a brokerage fee equal to 1% of the amount raised from investors through each offering. The Company complies with the requirements of FASB ASC 340-10-S99-1 with regards to offering costs. Prior to the completion of an offering, offering costs are capitalized. The deferred offering costs are charged to members’ equity/(deficit) upon the completion of an offering or to expense if the offering is not completed.

Organizational Costs:In accordance with FASB ASC 720, organizational costs, including accounting fees, legal fees and costs of incorporation, are expensed as incurred.

Income Taxes

F-171

The Company is a series limited liability company. Accordingly, under the Internal Revenue Code (the “IRC”), all Company taxable income or loss flows through to its sole member, the Manager. Therefore, no provision for income tax has been recorded in the financial statements. Income from the Company is reported and taxed to the members on its individual tax return. However, the Company has elected, in accordance with the IRC, to treat each individual Series as separate subchapter C corporation for tax purposes, although in certain instances described below, the Company has reverted such elections for individual Series. Accordingly, where applicable, a provision for the minimum payment has been recorded for each Series, except as set forth in the tables below. For the six-month period ended June 30, 2023, the Company recorded tax provisions on a total consolidated basis of $1,350 for minimum taxes and income taxes payable of $10,158 with respect to the 2022 tax year for the Series below reflecting utilization of 2019 to December 31, 2022, as applicable, net operating loss carryforwards (“NOLs”).

Series Drop 002, Series Drop 004, Series Drop 008, Series Drop 009, Series Drop 010, Series Gallery Drop 014, Series Gallery Drop 015, Series Gallery Drop 016, Series Gallery Drop 018, Series Gallery Drop 019, Series Gallery Drop 021, Series Gallery Drop 022, Series Gallery Drop 023, Series Gallery Drop 024, Series Gallery Drop 028, Series Gallery Drop 029, Series Gallery Drop 032, Series Gallery Drop 033, Series Gallery Drop 035, Series Gallery Drop 036, Series Gallery Drop 037, Series Gallery Drop 038, Series Gallery Drop 040, Series Gallery Drop 041, Series Gallery Drop 042, Series Gallery Drop 043, Series Gallery Drop 047, Series Gallery Drop 050, Series Gallery Drop 052, Series Gallery Drop 053, Series Gallery Drop 054, Series Gallery Drop 055, Series Gallery Drop 056, Series Gallery Drop 057, Series Gallery Drop 058, Series Gallery Drop 060, Series Gallery Drop 061, Series Gallery Drop 062, Series Gallery Drop 065, Series Gallery Drop 067, Series Gallery Drop 068, Series Gallery Drop 069, Series Gallery Drop 070, Series Gallery Drop 072, Series Gallery Drop 073, Series Gallery Drop 074, Series Gallery Drop 076, Series Gallery Drop 077, Series Gallery Drop 078, Series Gallery Drop 079, Series Gallery Drop 080, Series Gallery Drop 082, Series Gallery Drop 083, Series Gallery Drop 086, Series Gallery Drop 089, Series Gallery Drop 091, Series Gallery Drop 093, Series Gallery Drop 094, Series Gallery Drop 095, Series Gallery Drop 096, Series Gallery Drop 098, Series Gallery Drop 100, Series Gallery Drop 102, Series Gallery Drop 103, Series Gallery Drop 104, Series Gallery Drop 105, Series Gallery Drop 107, Series Gallery Drop 108, Series Gallery Drop 109, Series Gallery Drop 110, Series Gallery Drop 111, Series Gallery Drop 112, Series Gallery Drop 114, Series Gallery Drop 115 and Series Gallery Drop 121 filed final tax returns for the year ended December 31, 2022 and had no tax filing obligations, and thus did not incur the minimum tax, for the 2023 tax year.

For the year ended December 31, 2022, on a total consolidated basis, the Company recorded tax provisions above minimum taxes on a total consolidated basis of $56,445 and income taxes payable of $55,845 for the following Series reflecting utilization of 2019 to 2022, as applicable, NOLs:

Series	Provision for Income Taxes for the Year Ended December 31, 2022		Income Taxes Payable as of December 31, 2022		Effective Tax Rate for the Year Ended December 31, 2022
Series Gallery Drop 018	$	3,024	$	2,974	21%
Series Gallery Drop 023		2,983		2,933	17%
Series Gallery Drop 024		1,031		981	15%
Series Gallery Drop 047		10,208		10,158	25%
Series Gallery Drop 060		22,576		22,526	25%
Series Gallery Drop 062		816		766	17%
Series Gallery Drop 080		2,597		2,547	22%
Series Gallery Drop 082		4,936		4,886	21%
Series Gallery Drop 103		3,665		3,615	24%
Series Gallery Drop 104		2,513		2,463	23%
Series Gallery Drop 105		1,095		1,045	4%
Series Gallery Drop 110		1,001		951	22%
Total	$	56,445	$	55,845

F-172

Series Gallery Drop 020, Series Gallery Drop 025, Series Gallery Drop 027, Series Gallery Drop 045 and Series Gallery Drop 097 filed final tax returns for the year ended December 31, 2021 and had no tax filing obligations, and thus did not incur the minimum tax, for the year ended December 31, 2022. Employer identification numbers were not obtained for Series Gallery Drop 118 or Series Gallery Drop 120, so such series have no tax filing obligations and did and will not incur the minimum tax for any year.

Prior to the sale of the Underlying Asset of Series Gallery Drop 026, the Manager elected for such Series to be treated as a partnership for tax purposes, instead of as a subchapter C corporation as previously elected. Accordingly, under the IRC, such Series’ taxable income or loss flows through to the members of such Series. Therefore, no provision for income tax has been recorded in the Series financial statements for such Series other than the minimum payment.

Each individual Series records a valuation allowance when it is more likely than not that some portion or all of the deferred tax assets, primarily resulting from NOLs, will not be realized. On a total consolidated basis, the Company’s NOLs as of June 30, 2023 were approximately $479,972, which produced net deferred tax assets of $125,273, using the Company’s estimated future effective tax rate of 26.1%, as detailed in the table below.

Series	NOL Balance as of June 30, 2023		Deferred Tax Assets from NOLs as of June 30, 2023		Valuation Allowance		Net Deferred Tax Assets as of June 30, 2023
Series #KW	$	21,963	$	5,732	$	(5,732)	$	-
Series Drop 003		8,031		2,096		(2,096)		-
Series Drop 005		12,084		3,154		(3,154)		-
Series Gallery Drop 011		8,816		2,301		(2,301)		-
Series Gallery Drop 012		16,432		4,289		(4,289)		-
Series Gallery Drop 013		11,906		3,108		(3,108)		-
Series Gallery Drop 017		11,243		2,934		(2,934)		-
Series Gallery Drop 030		10,892		2,843		(2,843)		-
Series Gallery Drop 031		10,205		2,664		(2,664)		-
Series Gallery Drop 034		17,227		4,496		(4,496)		-
Series Gallery Drop 039		12,013		3,135		(3,135)		-
Series Gallery Drop 044		26,933		7,030		(7,030)		-
Series Gallery Drop 046		7,645		1,995		(1,995)		-
Series Gallery Drop 048		6,613		1,726		(1,726)		-
Series Gallery Drop 049		16,395		4,279		(4,279)		-
Series Gallery Drop 051		7,323		1,911		(1,911)		-
Series Gallery Drop 059		9,226		2,408		(2,408)		-
Series Gallery Drop 063		6,456		1,685		(1,685)		-
Series Gallery Drop 064		7,791		2,033		(2,033)		-
Series Gallery Drop 066		10,095		2,635		(2,635)		-
Series Gallery Drop 071		9,433		2,462		(2,462)		-
Series Gallery Drop 075		55,919		14,595		(14,595)		-
Series Gallery Drop 099		11,525		3,008		(3,008)		-
Series Gallery Drop 101		15,062		3,931		(3,931)		-
Series Gallery Drop 113		48,983		12,785		(12,785)		-
Series Gallery Drop 116		14,695		3,835		(3,835)		-
Series Gallery Drop 117		7,143		1,864		(1,864)		-
Series Gallery Drop 118		48		13		(13)		-
Series Gallery Drop 119		61,602		16,078		(16,078)		-
Series Gallery Drop 120		99		26		(26)		-
Series Gallery Drop 122		9,650		2,519		(2,519)		-
Series Gallery Drop 123		6,524		1,703		(1,703)		-

F-173

Total $ 479,972 $ 125,273 $ (125,273) $ -

On a total consolidated basis, the Company’s NOLs as of December 31, 2022 were approximately $2,256,492, which produced net deferred tax assets of $588,947, using the Company’s estimated future effective tax rate of 26.1%, as detailed in the table below.

Series	NOL Balance as of December 31, 2022		Deferred Tax Assets from NOLs as of December 31, 2022		Valuation Allowance		Net Deferred Tax Assets as of December 31, 2022
Series #KW	$	19,837	$	5,177	$	(5,177)	$	-
Series Drop 002		7,398		1,931		(1,931)		-
Series Drop 003		6,339		1,654		(1,654)		-
Series Drop 004		34,529		9,012		(9,012)		-
Series Drop 005		10,365		2,705		(2,705)		-
Series Drop 008		13,560		3,539		(3,539)		-
Series Drop 009		244,014		63,688		(63,688)		-
Series Drop 010		6,149		1,605		(1,605)		-
Series Gallery Drop 011		7,274		1,899		(1,899)		-
Series Gallery Drop 012		14,572		3,803		(3,803)		-
Series Gallery Drop 013		10,198		2,662		(2,662)		-
Series Gallery Drop 014		8,019		2,093		(2,093)		-
Series Gallery Drop 015		21,121		5,513		(5,513)		-
Series Gallery Drop 016		6,389		1,668		(1,668)		-
Series Gallery Drop 017		9,629		2,513		(2,513)		-
Series Gallery Drop 019		12,723		3,321		(3,321)		-
Series Gallery Drop 021		5,935		1,549		(1,549)		-
Series Gallery Drop 022		6,367		1,662		(1,662)		-
Series Gallery Drop 028		6,506		1,698		(1,698)		-
Series Gallery Drop 029		6,617		1,727		(1,727)		-
Series Gallery Drop 030		9,348		2,440		(2,440)		-
Series Gallery Drop 031		8,607		2,246		(2,246)		-
Series Gallery Drop 032		595		155		(155)		-
Series Gallery Drop 033		6,844		1,786		(1,786)		-
Series Gallery Drop 034		14,618		3,815		(3,815)		-
Series Gallery Drop 035		51,213		13,367		(13,367)		-
Series Gallery Drop 036		7,747		2,022		(2,022)		-
Series Gallery Drop 037		6,682		1,744		(1,744)		-
Series Gallery Drop 038		28,439		7,423		(7,423)		-
Series Gallery Drop 039		10,364		2,705		(2,705)		-
Series Gallery Drop 040		6,626		1,729		(1,729)		-
Series Gallery Drop 041		5,466		1,427		(1,427)		-
Series Gallery Drop 042		5,988		1,563		(1,563)		-
Series Gallery Drop 043		8,309		2,169		(2,169)		-
Series Gallery Drop 044		23,684		6,182		(6,182)		-
Series Gallery Drop 046		6,031		1,574		(1,574)		-
Series Gallery Drop 048		4,990		1,302		(1,302)		-
Series Gallery Drop 049		14,331		3,740		(3,740)		-
Series Gallery Drop 050		22,880		5,972		(5,972)		-
Series Gallery Drop 051		5,766		1,505		(1,505)		-

F-174

Series Gallery Drop 052	9,560	2,495	(2,495)	-
Series Gallery Drop 053	58,805	15,348	(15,348)	-
Series Gallery Drop 054	8,927	2,330	(2,330)	-
Series Gallery Drop 055	28,742	7,502	(7,502)	-
Series Gallery Drop 056	12,811	3,344	(3,344)	-
Series Gallery Drop 057	10,984	2,867	(2,867)	-
Series Gallery Drop 058	20,058	5,235	(5,235)	-
Series Gallery Drop 059	7,546	1,970	(1,970)	-
Series Gallery Drop 061	13,886	3,624	(3,624)	-
Series Gallery Drop 063	4,922	1,285	(1,285)	-
Series Gallery Drop 064	5,523	1,442	(1,442)	-
Series Gallery Drop 065	1,508	394	(394)	-
Series Gallery Drop 066	8,452	2,206	(2,206)	-
Series Gallery Drop 067	47,004	12,268	(12,268)	-
Series Gallery Drop 068	19,385	5,059	(5,059)	-
Series Gallery Drop 069	32,454	8,470	(8,470)	-
Series Gallery Drop 070	24,842	6,484	(6,484)	-
Series Gallery Drop 071	7,742	2,021	(2,021)	-
Series Gallery Drop 072	225,135	58,760	(58,760)	-
Series Gallery Drop 073	30,796	8,038	(8,038)	-
Series Gallery Drop 074	12,914	3,371	(3,371)	-
Series Gallery Drop 075	55,919	14,595	(14,595)	-
Series Gallery Drop 076	56,996	14,876	(14,876)	-
Series Gallery Drop 077	35,587	9,288	(9,288)	-
Series Gallery Drop 078	3,946	1,030	(1,030)	-
Series Gallery Drop 079	8,544	2,230	(2,230)	-
Series Gallery Drop 083	36,325	9,481	(9,481)	-
Series Gallery Drop 086	230,317	60,113	(60,113)	-
Series Gallery Drop 089	25,468	6,647	(6,647)	-
Series Gallery Drop 091	26,660	6,958	(6,958)	-
Series Gallery Drop 093	36,495	9,525	(9,525)	-
Series Gallery Drop 094	10,967	2,862	(2,862)	-
Series Gallery Drop 095	35,657	9,306	(9,306)	-
Series Gallery Drop 096	20,268	5,290	(5,290)	-
Series Gallery Drop 098	14,267	3,724	(3,724)	-
Series Gallery Drop 099	9,691	2,529	(2,529)	-
Series Gallery Drop 100	8,586	2,241	(2,241)	-
Series Gallery Drop 101	13,093	3,417	(3,417)	-
Series Gallery Drop 102	15,002	3,916	(3,916)	-
Series Gallery Drop 107	17,766	4,637	(4,637)	-
Series Gallery Drop 108	25,741	6,718	(6,718)	-
Series Gallery Drop 109	22,714	5,928	(5,928)	-
Series Gallery Drop 111	12,877	3,361	(3,361)	-
Series Gallery Drop 112	63,602	16,600	(16,600)	-
Series Gallery Drop 113	48,983	12,785	(12,785)	-
Series Gallery Drop 114	3,846	1,004	(1,004)	-
Series Gallery Drop 115	12,221	3,190	(3,190)	-
Series Gallery Drop 116	12,635	3,298	(3,298)	-
Series Gallery Drop 117	5,499	1,435	(1,435)	-
Series Gallery Drop 118	48	13	(13)	-
Series Gallery Drop 119	61,602	16,078	(16,078)	-

F-175

Series Gallery Drop 120		99		26		(26)		-
Series Gallery Drop 121		14,211		3,709		(3,709)		-
Series Gallery Drop 122		7,871		2,054		(2,054)		-
Series Gallery Drop 123		4,924		1,285		(1,285)		-
Total	$	2,256,492	$	588,947	$	(588,947)	$	-

Based on consideration of the available evidence, including historical losses, the Company’s net deferred tax assets from its NOLs as of June 30, 2023 and December 31, 2022 are fully offset by a valuation allowance, and therefore, no tax benefit applicable to the loss for each individual Series in a loss position for the six-month period ended June 30, 2023 and the year ended December 31, 2022 has been recognized. The net losses do not expire for federal income tax purposes.

Prior to the sale of the Underlying Assets of Series Gallery Drop 020, Series Gallery Drop 027, Series Gallery Drop 045 and Series Gallery Drop 097, the Manager elected for each such Series to be treated as a partnership for tax purposes, instead of as a subchapter C corporation as previously elected. Accordingly, under the IRC, all such Series’ taxable income or loss flows through to the members of such Series. Therefore, no provision for income tax has been recorded in the Series financial statements for such Series.

The Company complies with FASB ASC 740 for accounting for uncertainty in income taxes recognized in a company’s consolidated financial statements, which prescribes a recognition threshold and measurement process for consolidated financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. FASB ASC 740 also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. Based on the Company’s evaluation, it has been concluded that there are no significant uncertain tax positions requiring recognition in the Company’s consolidated financial statements or any Series financial statements. The Company believes that its income tax positions would be sustained on audit and does not anticipate any adjustments that would result in a material change to its financial position.

The Company is not presently subject to any income tax audit in any taxing jurisdiction.

Members’ Equity/(Deficit)

Members’ equity/(deficit) for the Company and any Series consists of capital contributions, equity to artists or third parties, membership contributions, distributions and retained earnings / (accumulated deficit).

Capital contributions are made by the Manager to cover operating expenses for which the Manager has elected not to be reimbursed.

With respect to equity issued to artists or third parties, in certain instances, Interests in a particular Series are issued as part of the total purchase consideration for and/or in connection with the acquisition of the Underlying Asset of such Series (for example, Interests issued to an asset seller or consignor as partial consideration for an Underlying Asset), in each case as described in the respective offering statement filed with the Commission on Form 1-A, as amended and supplemented from time to time.

Membership contributions are made to a Series from a successful closing of the offering of such Series’ Interests and are calculated as the value of Interests sold in such offering net of brokerage fee (paid from the proceeds of the successfully such offering). Membership contributions may be made by both third parties and the Manager.

Distributions are made by a Series upon the occurrence of a liquidation event relating to the Series.

Earnings / (Loss) per Interest

F-176

Upon completion of an offering, each Series complies with accounting and disclosure requirement of ASC Topic 260, “Earnings per Share.” For each Series, earnings / (loss) per Interest (“EPI”) is computed by dividing net (loss) / income for a particular Series by the weighted average number of outstanding Interests in that particular Series during the year.

As of June 30, 2023 and 2022, the following Series had closed offerings, and the EPI for each Series was as follows (the following table excludes each Series that had only one Interest outstanding, held by the Manager, as of June 30, 2023 and 2022):

		June 30, 2023				June 30, 2022
Series	Membership Interests	Net (Loss) / Income		EPI		Net (Loss) / Income		EPI
Series #KW	10,000	$	(2,126)	$	(0.21)	$	(2,757)	$	(0.28)
Series Drop 002	1,000		-		-		(2,062)		(2.06)
Series Drop 003	1,000		(19,692)		(19.69)		(2,075)		(2.08)
Series Drop 004	1,000		-		-		(2,110)		(2.11)
Series Drop 005	1,250		(1,719)		(1.38)		(2,263)		(1.81)
Series Drop 008	1,000		-		-		(2,078)		(2.08)
Series Drop 009	3,250		-		-		(3,000)		(0.92)
Series Drop 010	1,000		-		-		(2,041)		(2.04)
Series Gallery Drop 011	1,000		(1,542)		(1.54)		(2,038)		(2.04)
Series Gallery Drop 012	2,000		(1,860)		(0.93)		(2,430)		(1.22)
Series Gallery Drop 013	1,500		(1,708)		(1.14)		(2,243)		(1.50)
Series Gallery Drop 014	1,000		-		-		(2,062)		(2.06)
Series Gallery Drop 015	1,000		-		-		(2,044)		(2.04)
Series Gallery Drop 016	1,000		-		-		(2,026)		(2.03)
Series Gallery Drop 017	1,000		(1,614)		(1.61)		(2,127)		(2.13)
Series Gallery Drop 018	480		-		-		(2,000)		(4.17)
Series Gallery Drop 019	750		-		-		(2,024)		(2.70)
Series Gallery Drop 020	1,820		-		-		-		-
Series Gallery Drop 021	1,100		-		-		(2,050)		(1.86)
Series Gallery Drop 022	1,000		-		-		(2,061)		(2.06)
Series Gallery Drop 023	1,000		-		-		(2,011)		(2.01)
Series Gallery Drop 024	1,000		-		-		(2,038)		(2.04)
Series Gallery Drop 025	1,000		-		-		-		-
Series Gallery Drop 026	2,000		-		-		103,115		51.56
Series Gallery Drop 027	5,000		-		-		-		-
Series Gallery Drop 028	2,000		-		-		(2,023)		(1.01)
Series Gallery Drop 029	5,000		-		-		(2,140)		(0.43)
Series Gallery Drop 030	2,000		(1,544)		(0.77)		(2,041)		(1.02)
Series Gallery Drop 031	2,000		(1,598)		(0.80)		(2,108)		(1.05)
Series Gallery Drop 032	5,000		-		-		(1,977)		(0.40)
Series Gallery Drop 033	2,400		-		-		(2,033)		(0.85)
Series Gallery Drop 034	21,250		(2,609)		(0.12)		(3,318)		(0.16)
Series Gallery Drop 035	3,750		-		-		(2,205)		(0.59)
Series Gallery Drop 036	5,100		-		-		(2,122)		(0.42)
Series Gallery Drop 037	2,650		-		-		(2,044)		(0.77)
Series Gallery Drop 038	7,350		-		-		(2,204)		(0.30)
Series Gallery Drop 039	6,750		(1,649)		(0.24)		(2,170)		(0.32)
Series Gallery Drop 040	3,550		-		-		(2,072)		(0.58)
Series Gallery Drop 041	5,500		-		-		(1,978)		(0.36)

Series Gallery Drop 042	2,100	-	-	(2,028)	(0.97)
Series Gallery Drop 043	6,700	-	-	(8,872)	(1.32)
Series Gallery Drop 044	70,000	(3,249)	(0.05)	(4,139)	(0.06)
Series Gallery Drop 045	23,000	-	-	-	-
Series Gallery Drop 046	5,300	(1,614)	(0.30)	(2,030)	(0.38)
Series Gallery Drop 047	3,000	-	-	(1,982)	(0.66)
Series Gallery Drop 048	5,800	(7,523)	(1.30)	(2,074)	(0.36)
Series Gallery Drop 049	22,500	(112,540)	(5.00)	(2,605)	(0.12)
Series Gallery Drop 050	2,950	-	-	(1,970)	(0.67)
Series Gallery Drop 051	3,100	(5,157)	(1.66)	(1,983)	(0.64)
Series Gallery Drop 052	1,000	-	-	(1,916)	(1.92)
Series Gallery Drop 053	7,950	-	-	(2,147)	(0.27)
Series Gallery Drop 054	1,900	-	-	(1,946)	(1.02)
Series Gallery Drop 055	4,750	-	-	(2,037)	(0.43)
Series Gallery Drop 056	2,120	-	-	(1,953)	(0.92)
Series Gallery Drop 057	1,800	-	-	(1,943)	(1.08)
Series Gallery Drop 058	2,240	-	-	(6,757)	(3.02)
Series Gallery Drop 059	7,760	(1,680)	(0.22)	(2,133)	(0.27)
Series Gallery Drop 060	5,110	-	-	89,709	17.56
Series Gallery Drop 061	2,310	-	-	(1,960)	(0.85)
Series Gallery Drop 062	1,620	-	-	(1,938)	(1.20)
Series Gallery Drop 063	2,110	(3,334)	(1.58)	(1,953)	(0.91)
Series Gallery Drop 064	3,370	(2,268)	(0.67)	(1,993)	(0.59)
Series Gallery Drop 065	2,612	-	-	(1,953)	(0.75)
Series Gallery Drop 066	9,470	(1,643)	(0.17)	(2,188)	(0.23)
Series Gallery Drop 067	6,320	-	-	(2,086)	(0.33)
Series Gallery Drop 068	2,530	-	-	(3,766)	(1.49)
Series Gallery Drop 069	3,700	-	-	(5,804)	(1.57)
Series Gallery Drop 070	3,280	-	-	(1,991)	(0.61)
Series Gallery Drop 071	10,390	(1,691)	(0.16)	(2,137)	(0.21)
Series Gallery Drop 072	35,000	-	-	(2,824)	(0.08)
Series Gallery Drop 073	4,660	-	-	(2,033)	(0.44)
Series Gallery Drop 074	2,200	-	-	(1,956)	(0.89)
Series Gallery Drop 075	5,830	-	-	(1,591)	(0.27)
Series Gallery Drop 076	5,830	-	-	(2,071)	(0.36)
Series Gallery Drop 077	3,880	-	-	(2,010)	(0.52)
Series Gallery Drop 078	2,200	-	-	(1,955)	(0.89)
Series Gallery Drop 079	2,120	-	-	(1,953)	(0.92)
Series Gallery Drop 080	1,580	-	-	(1,936)	(1.23)
Series Gallery Drop 082	8,420	-	-	23,502	2.79
Series Gallery Drop 083	4,740	-	-	(2,036)	(0.43)
Series Gallery Drop 086	36,470	-	-	(2,184)	(0.06)
Series Gallery Drop 089	2,520	-	-	(21,065)	(8.36)
Series Gallery Drop 091	3,940	-	-	(1,491)	(0.38)
Series Gallery Drop 093	4,580	-	-	(15,431)	(3.37)
Series Gallery Drop 094	2,280	-	-	(1,957)	(0.86)
Series Gallery Drop 095	4,760	-	-	(2,037)	(0.43)
Series Gallery Drop 096	3,050	-	-	(10,582)	(3.47)
Series Gallery Drop 097	3,160	-	-	-	-
Series Gallery Drop 098	1,470	-	-	(1,932)	(1.31)
Series Gallery Drop 099	13,680	(1,834)	(0.13)	(2,322)	(0.17)

Series Gallery Drop 100	1,950		-		-		(7,747)		(3.97)
Series Gallery Drop 101	21,130		(1,969)		(0.09)		(2,346)		(0.11)
Series Gallery Drop 102	1,480		-		-		(1,932)		(1.31)
Series Gallery Drop 103	1,840		-		-		15,101		8.21
Series Gallery Drop 104	1,310		-		-		(1,927)		(1.47)
Series Gallery Drop 105	6,500		-		-		(10,028)		(1.54)
Series Gallery Drop 107	2,380		-		-		(1,961)		(0.82)
Series Gallery Drop 108	3,170		-		-		(1,986)		(0.63)
Series Gallery Drop 109	3,240		-		-		(10,455)		(3.23)
Series Gallery Drop 110	1,060		-		-		4,560		4.30
Series Gallery Drop 111	1,890		-		-		(1,949)		(1.03)
Series Gallery Drop 112	7,500		-		-		(2,137)		(0.28)
Series Gallery Drop 113	5,790		-		-		(2,080)		(0.36)
Series Gallery Drop 114	1,350		-		-		(1,931)		(1.43)
Series Gallery Drop 115	1,650		-		-		(8,041)		(4.87)
Series Gallery Drop 116	236,800		(2,060)		(0.01)		(11,055)		(0.05)
Series Gallery Drop 117	93,700		(32,981)		(0.35)		(16,159)		(0.17)
Series Gallery Drop 119	88,400		-		-		(5,584)		(0.06)
Series Gallery Drop 121	32,800		-		-		(3,230)		(0.10)
Series Gallery Drop 122	115,800		(1,779)		(0.02)		(6,614)		(0.06)
Series Gallery Drop 123	46,800	$	(1,600)	$	(0.03)	$	(3,824)	$	(0.08)

Allocation Methodology

To the extent relevant, offering expenses, acquisition expenses, operating expenses, revenue generated from Underlying Assets and any indemnification payments made by the Company will be allocated amongst the various Interests in accordance with the Manager’s allocation policy. The allocation policy requires the Manager to allocate items that are allocable to a specific Series to be borne by, or distributed to, as applicable, the applicable Series. If, however, an item is not allocable to a specific Series but to the Company in general, it will be allocated pro rata based on the value of Underlying Assets or the number of Interests, as reasonably determined by the Manager or as otherwise set forth in the allocation policy. By way of example, it is anticipated that revenues and expenses will be allocated as follows:

Revenue or Expense Item	Details	Allocation Policy (if revenue or expense is not clearly allocable to a specific Underlying Asset)
Revenue	Revenue from events and leasing opportunities for the asset	Allocable pro rata to the value of each Underlying Asset
	Asset sponsorship models	Allocable pro rata to the value of each Underlying Asset

Offering Expenses	Filing expenses related to submission of regulatory paperwork for a series	Allocable pro rata to the number of Underlying Assets
	Underwriting expense incurred outside of Brokerage Fee	Allocable pro rata to the number of Underlying Assets
	Legal expenses related to the submission of regulatory paperwork for a series	Allocable pro rata to the number of Underlying Assets
	Audit and accounting work related to the regulatory paperwork or a series	Allocable pro rata to the number of Underlying Assets
	Escrow agent fees for the administration of escrow accounts related to the offering	Allocable pro rata to the number of Underlying Assets

Compliance work, including diligence related to the preparation of a series Allocable pro rata to the number of Underlying Assets

Acquisition Expense	Transportation of Underlying Asset as at time of acquisition	Allocable pro rata to the number of Underlying Assets
	Insurance of Underlying Asset as at time of acquisition	Allocable pro rata to the value of each Underlying Asset
	Preparation of marketing materials	Allocable pro rata to the number of Underlying Assets
	Pre-purchase inspection	Allocable pro rata to the number of Underlying Assets
	Interest expense in the case an Underlying Asset was pre-purchased us prior to the closing of an offering through a loan	Allocable directly to the applicable Underlying Asset
	Storage	Allocable pro rata to the number of Underlying Assets
	Security (e.g., surveillance and patrols)	Allocable pro rata to the number of Underlying Assets
	Custodial fees	Allocable pro rata to the number of Underlying Assets

Operating	Appraisal and valuation fees	Allocable pro rata to the number of Underlying Assets
Expense	Marketing expenses in connection with any revenue-generating event	Allocable pro rata to the value of each Underlying Asset
	Insurance	Allocable pro rata to the value of each Underlying Asset
	Maintenance	Allocable directly to the applicable Underlying Asset
	Transportation to any revenue-generating event	Allocable pro rata to the number of Underlying Assets
	Ongoing reporting requirements (e.g., Reg A+ or Exchange Act reporting)	Allocable pro rata to the number of Underlying Assets
	Audit, accounting and bookkeeping related to the reporting requirements of the series	Allocable pro rata to the number of Underlying Assets
	Other revenue-generating event related expenses (e.g., location, catering, facility management, film and photography crew)	Allocable pro rata to the value of each Underlying Asset

Indemnification Payments Indemnification payments under the operating agreement Allocable pro rata to the value of each Underlying Asset

Notwithstanding the foregoing, the Manager may revise and update the allocation policy from time to time in its reasonable discretion without further notice.

NOTE 4: RELATED PARTY TRANSACTIONS

In the normal course of business, the Series acquire Underlying Assets from the Manager in exchange for promissory notes, which may or may not be interest bearing. Each note matures, and principal and accrued interest for each is due, within fourteen days of the closing of the offering for the associated Series.

No principal balance was owed to the Manager as of June 30, 2023 or December 31, 2022. No promissory notes were issued during the six-month period ended June 30, 2023 or the year ended December 31, 2022. During the year ended December 31, 2022, Series repaid the following promissory notes, as detailed in the table below:

Series	Note Issuance Date	Note Principal Amount		Interest Rate(1)	Note Repayment Date
Series Gallery Drop 116	09/15/21	$	225,000	0%	02/28/22
Series Gallery Drop 117	10/25/21		89,000	0%	02/28/22
Series Gallery Drop 118	10/25/21		28,545	0%	Canceled(2)
Series Gallery Drop 119	11/30/21		84,000	0%	03/09/22

F-181

Series Gallery Drop 120	11/30/21		26,400	0%	Canceled(2)
Series Gallery Drop 121	11/30/21		31,200	0%	03/02/22
Series Gallery Drop 122	11/30/21		110,000	0%	02/28/22
Series Gallery Drop 123	11/30/21	$	44,444	0%	03/09/22

(1)

Notes with a 0% interest rate are non-interest bearing.

(2)

On February 9, 2022, Series Gallery Drop 118 and Series Gallery Drop 120 each resold the Underlying Asset held by such Series to the Manager, the seller of such assets, in exchange for cancellation of the promissory notes issued to the Manager in connection with the purchase of such Underlying Assets. The notes did not bear any interest, and the obligation of such Series to make any payments under the notes terminated upon the closings of the sales. The Series were and are not in default under the notes.

Because these are related party transactions, no guarantee can be made that the terms of the arrangements are at arm’s length.

On April 15, 2021, Series Gallery Drop 044 entered into a Purchase and Sale Agreement Addendum with the Manager, in its capacity as seller of the Series Gallery Drop 044 Underlying Asset. The Manager originally acquired the Series Gallery Drop 044 Underlying Asset from the prior owner of the Asset for a total cost of $650,000, of which $500,000 was paid in cash by the Manager and the remainder of which was paid in the form of in-kind consideration consisting of another asset then owned by the Manager, which was transferred to the prior Series Gallery Drop 044 Underlying Asset owner. The Manager acquired the in-kind consideration from an advisor to the Manager for a total cost of $150,000, all of which was paid on behalf of the Manager by Series Gallery Drop 044 in the form of the Series Gallery Drop 044 Interests to the advisor. In addition, the advisor invested $83,300 in cash in Series Gallery Drop 044 in a private placement transaction, with $50,800 paid in cash by the advisor and $32,500 paid by the advisor’s agreement to waive and not be paid the commission fee of the same amount owed to the advisor with respect to the acquisition of the Series Gallery Drop 044 Underlying Asset. Thus, the advisor received 23,330 Series Gallery Drop 044 Interests in the aggregate from the private placement transaction and the in-kind consideration. As the result of a mutual mistake, Series Gallery Drop 044 issued to the Manager, in its capacity as seller of the Series Gallery Drop 044 Underlying Asset, a promissory note in the original principal amount of $416,700 instead of $467,500, being the actual cash amount spent by the Manager to acquire the Asset ($500,000) less the $32,500 commission. Series Gallery Drop 044 incorrectly paid this commission to the Manager on April 22, 2021 from the proceeds of the offering of Series Gallery Drop 044 Interests. This amount is being treated as a prepayment of operating expenses by Series Gallery Drop 044, and a liability of the Manager. Since the Manager received $50,800 less in cash than was paid to acquire the Series Gallery Drop 044 Underlying Asset from the prior Series Gallery Drop 044 Underlying Asset owner, Series Gallery Drop 044 agreed to satisfy such shortfall by paying to the Manager, in its capacity as seller of the Series Gallery Drop 044 Underlying Asset, $50,800 in cash pursuant to the addendum. Series Gallery Drop 044 utilized the cash proceeds from the sale of Series Gallery Drop 044 Interests to the advisor referred to above to satisfy such shortfall.

To fund its organizational costs and start-up activities as well as to advance funds on behalf of a Series to purchase assets, the Manager has covered the expenses and costs of the Company and its Series thus far on a non-interest-bearing extension of revolving credit. The Company will evaluate when is best to repay the Manager depending on operations and fundraising ability. In general, the Company will repay the Manager for funds extended to acquire assets from the Series subscription proceeds (less the applicable management fees), as they are received. As of June 30, 2023, the Company had $180,384 due to the Manager, with $45,371 in other (legal and taxes), accounting, storage and insurance fees and expenses associated with and incurred on behalf of the Series during the six-month period ended June 30, 2023, as detailed in the table below:

Series	Other		Accounting		Storage		Provision for Income Tax		Insurance		Total
Series #KW	$	171	$	1,086	$	172	$	50	$	647	$	2,126
Series Drop 003		171		1,086		292		50		93		1,692

F-182

Series Drop 005		171		1,086		172		50		240		1,719
Series Gallery Drop 011		171		1,086		172		50		63		1,542
Series Gallery Drop 012		171		1,086		172		50		381		1,860
Series Gallery Drop 013		171		1,086		172		50		229		1,708
Series Gallery Drop 017		171		1,086		172		50		135		1,614
Series Gallery Drop 030		171		1,086		172		50		65		1,544
Series Gallery Drop 031		171		1,086		172		50		119		1,598
Series Gallery Drop 034		171		1,086		172		50		1,130		2,609
Series Gallery Drop 039		171		1,086		172		50		170		1,649
Series Gallery Drop 046		171		1,086		172		50		135		1,614
Series Gallery Drop 048		171		1,086		172		50		144		1,623
Series Gallery Drop 049		171		1,086		172		50		585		2,064
Series Gallery Drop 051		171		1,086		172		50		78		1,557
Series Gallery Drop 059		171		1,086		172		50		201		1,680
Series Gallery Drop 063		171		1,086		172		50		55		1,534
Series Gallery Drop 064		113		1,086		114		50		55		1,418
Series Gallery Drop 066		171		1,086		172		50		164		1,643
Series Gallery Drop 071		171		1,086		172		50		212		1,691
Series Gallery Drop 099		171		1,086		172		50		355		1,834
Series Gallery Drop 101		171		1,086		172		50		490		1,969
Series Gallery Drop 116		171		1,086		172		50		581		2,060
Series Gallery Drop 117		171		1,086		172		50		165		1,644
Series Gallery Drop 122		171		1,086		172		50		300		1,779
Series Gallery Drop 123		171		1,086		172		50		121		1,600
Total	$	4,388	$	28,236	$	4,534	$	1,300	$	6,913	$	45,371

As of December 31, 2022, the Company had $143,748 due to the Manager, with $96,320 in other (legal and taxes), accounting, storage and insurance fees and expenses associated with and incurred on behalf of the Series during the year ended December 31, 2022, as detailed in the table below:

Series	Other		Accounting		Storage		Provision for Income Tax		Insurance		Total
Series #KW	$	809	$	2,029	$	523	$	50	$	955	$	4,366
Series Drop 003		809		2,029		177		50		137		3,202
Series Drop 005		809		2,029		272		50		362		3,522
Series Gallery Drop 011		809		2,029		158		50		93		3,139
Series Gallery Drop 012		809		2,029		357		50		563		3,808
Series Gallery Drop 013		809		2,029		262		50		339		3,489
Series Gallery Drop 017		809		2,029		203		50		199		3,290
Series Gallery Drop 030		809		2,029		370		50		97		3,355
Series Gallery Drop 031		809		2,029		193		50		176		3,257
Series Gallery Drop 034		809		2,029		807		50		1,653		5,348
Series Gallery Drop 039		809		2,029		225		50		251		3,364
Series Gallery Drop 046		728		2,010		205		50		203		3,196
Series Gallery Drop 048		753		2,010		215		50		228		3,256
Series Gallery Drop 049		753		2,010		484		50		864		4,161
Series Gallery Drop 051		753		2,010		168		50		117		3,098
Series Gallery Drop 059		753		2,010		244		50		297		3,354
Series Gallery Drop 063		753		2,010		153		50		80		3,046
Series Gallery Drop 064		753		2,010		173		50		129		3,115
Series Gallery Drop 066		753		2,010		272		50		292		3,377
Series Gallery Drop 071		753		2,010		246		50		362		3,421
Series Gallery Drop 099		753		2,010		340		50		524		3,677
Series Gallery Drop 101		752		2,010		460		50		547		3,819
Series Gallery Drop 113		474		1,622		121		50		127		2,394
Series Gallery Drop 116(1)		1,702		1,012		501		-		906		4,121

F-183

Series Gallery Drop 117		362		1,012		270		50		291		1,985
Series Gallery Drop 119		1,609		1,012		278		50		257		3,206
Series Gallery Drop 122(2)		1,702		1,012		537		50		443		3,744
Series Gallery Drop 123		1,702		1,012		194		50		252		3,210
Total	$	24,707	$	51,111	$	8,408	$	1,350	$	10,744	$	96,320

(1)

During the year ended December 31, 2022, Series Gallery Drop 122 had a non-cash transfer of $473 from the amount due to the Manager to capital contributions.

(2)

During the year ended December 31, 2022, Series Gallery Drop 113 had a non-cash transfer of $231 from the amount due to the Manager to capital contributions.

On November 22, 2022, the following Series exchanged the Underlying Assets of such Series for the amounts below for non-voting membership interests in Public Sneaker Collection LLC (“Public Sneaker”), an affiliate, by subscribing to the offering by Public Sneaker of its interests pursuant to Regulation A (“Regulation A”) of the Securities Act of 1933, as amended (the “Securities Act”). In connection with each such exchange, the applicable Series made de minimis operating expense reimbursement payments to the Manager for outstanding but unpaid expenses of such Series. The Manager assumed all remaining outstanding but unpaid expenses of such Series. The Manager, as the manager of each such Series, was appointed as liquidator and distributed to holders of interests in each such Series all of the remaining assets of such Series, which consisted, after the aforementioned reimbursements to the Manager, only of interests in Public Sneaker. After making such distributions, the Manager wound up such Series as the Series no longer have any assets or liabilities.

Series	Underlying Asset Exchange Value
Series Drop 002	$	63,000
Series Drop 010		58,000
Series Gallery Drop 014		98,000
Series Gallery Drop 016		34,000
Series Gallery Drop 021		34,100
Series Gallery Drop 022		44,000
Series Gallery Drop 028		30,000
Series Gallery Drop 029		55,000
Series Gallery Drop 033		86,400
Series Gallery Drop 036		61,200
Series Gallery Drop 037		23,850
Series Gallery Drop 040		39,050
Series Gallery Drop 041		11,000
Series Gallery Drop 042		16,800
Series Gallery Drop 043		60,300
Series Gallery Drop 114	$	13,500

NOTE 5: MEMBERS’ LIABILITY

The Company is organized as a series limited liability company. As such, the liability of the members of the Company for the financial obligations of the Company is limited to each member’s contribution of capital.

NOTE 6: MEMBERS’ EQUITY

F-184

The members of each Series have certain rights with respect to the Series to which they are subscribed. Each Series generally holds a single asset or a collection of assets. A Series member is entitled to their pro rata share of the net profits derived from the Underlying Asset held in that series after deduction of expense allocations and direct expenses attributable to the Underlying Asset, based on their percentage of the total outstanding Interests in that Series.

The debts, obligations and liabilities of the Company, whether arising in contract, tort or otherwise, are solely the debts, obligations and liabilities of the Company, and no member of the Company is obligated personally for any such debt, obligation or liability.

Interests Outstanding, Series Subscriptions & Subscriptions Receivable

The table below details Interests outstanding as of June 30, 2023. During the six-month period ended June 30, 2023, the Company had no period subscriptions and thus received no cash on subscriptions.

Series Name	Interests Sold During Six-Month Period Ended June 30, 2023		Interests Outstanding as of June 30, 2023	Subscription Amount		Closed Date
Series #KW		-	10,000	$	-	11/27/19
Series Drop 002		-	1,000		-	04/13/20
Series Drop 003		-	1,000		-	03/18/20
Series Drop 004		-	1,000		-	03/11/20
Series Drop 005		-	1,250		-	03/06/20
Series Drop 008		-	1,000		-	03/17/20
Series Drop 009		-	3,250		-	10/02/20
Series Drop 010		-	1,000		-	03/06/20
Series Gallery Drop 011		-	1,000		-	05/21/20
Series Gallery Drop 012		-	2,000		-	08/24/20
Series Gallery Drop 013		-	1,500		-	02/22/21
Series Gallery Drop 014		-	1,000		-	04/21/20
Series Gallery Drop 015		-	1,000		-	04/03/20
Series Gallery Drop 016		-	1,000		-	06/01/20
Series Gallery Drop 017		-	1,000		-	10/16/20
Series Gallery Drop 018		-	480		-	08/14/20
Series Gallery Drop 019		-	750		-	08/18/20
Series Gallery Drop 020		-	1,820		-	09/30/20
Series Gallery Drop 021		-	1,100		-	11/04/20
Series Gallery Drop 022		-	1,000		-	08/14/20
Series Gallery Drop 023		-	1,000		-	10/23/20
Series Gallery Drop 024		-	1,000		-	08/17/20
Series Gallery Drop 025		-	1,000		-	12/15/20
Series Gallery Drop 026		-	2,000		-	09/14/20
Series Gallery Drop 027		-	5,000		-	09/15/20
Series Gallery Drop 028		-	2,000		-	11/20/20
Series Gallery Drop 029		-	5,000		-	11/06/20
Series Gallery Drop 030		-	2,000		-	12/01/20
Series Gallery Drop 031		-	2,000		-	01/21/21
Series Gallery Drop 032		-	5,000		-	12/31/20
Series Gallery Drop 033		-	2,400		-	01/28/21
Series Gallery Drop 034		-	21,250		-	11/02/20
Series Gallery Drop 035		-	3,750		-	12/22/20
Series Gallery Drop 036		-	5,100		-	12/16/20

F-185

Series Gallery Drop 037	-	2,650	-	11/05/20
Series Gallery Drop 038	-	7,350	-	11/05/20
Series Gallery Drop 039	-	6,750	-	12/14/20
Series Gallery Drop 040	-	3,550	-	01/29/21
Series Gallery Drop 041	-	5,500	-	12/16/20
Series Gallery Drop 042	-	2,100	-	12/01/20
Series Gallery Drop 043	-	6,700	-	01/22/21
Series Gallery Drop 044	-	70,000	-	04/22/21
Series Gallery Drop 045	-	23,000	-	01/19/21
Series Gallery Drop 046	-	5,300	-	02/12/21
Series Gallery Drop 047	-	3,000	-	02/12/21
Series Gallery Drop 048	-	5,800	-	05/25/21
Series Gallery Drop 049	-	22,500	-	02/01/21
Series Gallery Drop 050	-	2,950	-	03/01/21
Series Gallery Drop 051	-	3,100	-	01/26/21
Series Gallery Drop 052	-	1,000	-	01/12/21
Series Gallery Drop 053	-	7,950	-	04/08/21
Series Gallery Drop 054	-	1,900	-	02/02/21
Series Gallery Drop 055	-	4,750	-	04/05/21
Series Gallery Drop 056	-	2,120	-	02/09/21
Series Gallery Drop 057	-	1,800	-	02/09/21
Series Gallery Drop 058	-	2,240	-	03/12/21
Series Gallery Drop 059	-	7,760	-	03/09/21
Series Gallery Drop 060	-	5,110	-	03/05/21
Series Gallery Drop 061	-	2,310	-	02/09/21
Series Gallery Drop 062	-	1,620	-	02/19/21
Series Gallery Drop 063	-	2,110	-	03/02/21
Series Gallery Drop 064	-	3,370	-	03/01/21
Series Gallery Drop 065	-	2,612	-	03/23/21
Series Gallery Drop 066	-	9,470	-	03/05/21
Series Gallery Drop 067	-	6,320	-	06/03/21
Series Gallery Drop 068	-	2,530	-	03/05/21
Series Gallery Drop 069	-	3,700	-	03/05/21
Series Gallery Drop 070	-	3,280	-	04/05/21
Series Gallery Drop 071	-	10,390	-	03/25/21
Series Gallery Drop 072	-	35,000	-	04/15/21
Series Gallery Drop 073	-	4,660	-	06/11/21
Series Gallery Drop 074	-	2,200	-	03/25/21
Series Gallery Drop 075	-	5,830	-	07/08/21
Series Gallery Drop 076	-	5,830	-	04/27/21
Series Gallery Drop 077	-	3,880	-	04/05/21
Series Gallery Drop 078	-	2,200	-	04/15/21
Series Gallery Drop 079	-	2,120	-	03/19/21
Series Gallery Drop 080	-	1,580	-	03/19/21
Series Gallery Drop 082	-	8,420	-	04/30/21
Series Gallery Drop 083	-	4,740	-	05/14/21
Series Gallery Drop 086	-	36,470	-	05/26/21
Series Gallery Drop 089	-	2,520	-	04/19/21
Series Gallery Drop 091	-	3,940	-	08/04/21
Series Gallery Drop 093	-	4,580	-	04/27/21
Series Gallery Drop 094	-	2,280	-	07/08/21

F-186

Series Gallery Drop 095	-	4,760		-	06/18/21
Series Gallery Drop 096	-	3,050		-	04/27/21
Series Gallery Drop 097	-	3,160		-	05/05/21
Series Gallery Drop 098	-	1,470		-	04/27/21
Series Gallery Drop 099	-	13,680		-	08/12/21
Series Gallery Drop 100	-	1,950		-	06/22/21
Series Gallery Drop 101	-	21,130		-	08/04/21
Series Gallery Drop 102	-	1,480		-	07/01/21
Series Gallery Drop 103	-	1,840		-	08/19/21
Series Gallery Drop 104	-	1,310		-	06/17/21
Series Gallery Drop 105	-	6,500		-	09/23/21
Series Gallery Drop 107	-	2,380		-	06/24/21
Series Gallery Drop 108	-	3,170		-	07/13/21
Series Gallery Drop 109	-	3,240		-	09/30/21
Series Gallery Drop 110	-	1,060		-	08/10/21
Series Gallery Drop 111	-	1,890		-	09/14/21
Series Gallery Drop 112	-	7,500		-	08/31/21
Series Gallery Drop 113	-	5,790		-	08/31/21
Series Gallery Drop 114	-	1,350		-	09/03/21
Series Gallery Drop 115	-	1,650		-	08/27/21
Series Gallery Drop 116	-	236,800		-	02/28/22
Series Gallery Drop 117	-	93,700		-	02/28/22
Series Gallery Drop 119	-	88,400		-	03/09/22
Series Gallery Drop 121	-	32,800		-	03/02/22
Series Gallery Drop 122	-	115,800		-	02/25/22
Series Gallery Drop 123	-	46,800		-	02/28/22
Total			$	-

The table below details Interests outstanding as of December 31, 2022. During the year ended December 31, 2022, the Company received subscriptions of $498,500 (which amount excludes $115,800 in subscriptions recorded as Subscriptions Receivable as of December 31, 2021), as detailed in the table below:

Series Name	Interests Sold During Year Ended December 31, 2022		Interests Outstanding as of December 31, 2022	Subscription Amount		Closed Date
Series #KW		-	10,000	$	-	11/27/19
Series Drop 002		-	1,000		-	04/13/20
Series Drop 003		-	1,000		-	03/18/20
Series Drop 004		-	1,000		-	03/11/20
Series Drop 005		-	1,250		-	03/06/20
Series Drop 008		-	1,000		-	03/17/20
Series Drop 009		-	3,250		-	10/02/20
Series Drop 010		-	1,000		-	03/06/20
Series Gallery Drop 011		-	1,000		-	05/21/20
Series Gallery Drop 012		-	2,000		-	08/24/20
Series Gallery Drop 013		-	1,500		-	02/22/21
Series Gallery Drop 014		-	1,000		-	04/21/20
Series Gallery Drop 015		-	1,000		-	04/03/20
Series Gallery Drop 016		-	1,000		-	06/01/20
Series Gallery Drop 017		-	1,000		-	10/16/20

F-187

Series Gallery Drop 018	-	480	-	08/14/20
Series Gallery Drop 019	-	750	-	08/18/20
Series Gallery Drop 020	-	1,820	-	09/30/20
Series Gallery Drop 021	-	1,100	-	11/04/20
Series Gallery Drop 022	-	1,000	-	08/14/20
Series Gallery Drop 023	-	1,000	-	10/23/20
Series Gallery Drop 024	-	1,000	-	08/17/20
Series Gallery Drop 025	-	1,000	-	12/15/20
Series Gallery Drop 026	-	2,000	-	09/14/20
Series Gallery Drop 027	-	5,000	-	09/15/20
Series Gallery Drop 028	-	2,000	-	11/20/20
Series Gallery Drop 029	-	5,000	-	11/06/20
Series Gallery Drop 030	-	2,000	-	12/01/20
Series Gallery Drop 031	-	2,000	-	01/21/21
Series Gallery Drop 032	-	5,000	-	12/31/20
Series Gallery Drop 033	-	2,400	-	01/28/21
Series Gallery Drop 034	-	21,250	-	11/02/20
Series Gallery Drop 035	-	3,750	-	12/22/20
Series Gallery Drop 036	-	5,100	-	12/16/20
Series Gallery Drop 037	-	2,650	-	11/05/20
Series Gallery Drop 038	-	7,350	-	11/05/20
Series Gallery Drop 039	-	6,750	-	12/14/20
Series Gallery Drop 040	-	3,550	-	01/29/21
Series Gallery Drop 041	-	5,500	-	12/16/20
Series Gallery Drop 042	-	2,100	-	12/01/20
Series Gallery Drop 043	-	6,700	-	01/22/21
Series Gallery Drop 044	-	70,000	-	04/22/21
Series Gallery Drop 045	-	23,000	-	01/19/21
Series Gallery Drop 046	-	5,300	-	02/12/21
Series Gallery Drop 047	-	3,000	-	02/12/21
Series Gallery Drop 048	-	5,800	-	05/25/21
Series Gallery Drop 049	-	22,500	-	02/01/21
Series Gallery Drop 050	-	2,950	-	03/01/21
Series Gallery Drop 051	-	3,100	-	01/26/21
Series Gallery Drop 052	-	1,000	-	01/12/21
Series Gallery Drop 053	-	7,950	-	04/08/21
Series Gallery Drop 054	-	1,900	-	02/02/21
Series Gallery Drop 055	-	4,750	-	04/05/21
Series Gallery Drop 056	-	2,120	-	02/09/21
Series Gallery Drop 057	-	1,800	-	02/09/21
Series Gallery Drop 058	-	2,240	-	03/12/21
Series Gallery Drop 059	-	7,760	-	03/09/21
Series Gallery Drop 060	-	5,110	-	03/05/21
Series Gallery Drop 061	-	2,310	-	02/09/21
Series Gallery Drop 062	-	1,620	-	02/19/21
Series Gallery Drop 063	-	2,110	-	03/02/21
Series Gallery Drop 064	-	3,370	-	03/01/21
Series Gallery Drop 065	-	2,612	-	03/23/21
Series Gallery Drop 066	-	9,470	-	03/05/21
Series Gallery Drop 067	-	6,320	-	06/03/21
Series Gallery Drop 068	-	2,530	-	03/05/21

F-188

Series Gallery Drop 069	-	3,700		-	03/05/21
Series Gallery Drop 070	-	3,280		-	04/05/21
Series Gallery Drop 071	-	10,390		-	03/25/21
Series Gallery Drop 072	-	35,000		-	04/15/21
Series Gallery Drop 073	-	4,660		-	06/11/21
Series Gallery Drop 074	-	2,200		-	03/25/21
Series Gallery Drop 075	-	5,830		-	07/08/21
Series Gallery Drop 076	-	5,830		-	04/27/21
Series Gallery Drop 077	-	3,880		-	04/05/21
Series Gallery Drop 078	-	2,200		-	04/15/21
Series Gallery Drop 079	-	2,120		-	03/19/21
Series Gallery Drop 080	-	1,580		-	03/19/21
Series Gallery Drop 082	-	8,420		-	04/30/21
Series Gallery Drop 083	-	4,740		-	05/14/21
Series Gallery Drop 086	-	36,470		-	05/26/21
Series Gallery Drop 089	-	2,520		-	04/19/21
Series Gallery Drop 091	-	3,940		-	08/04/21
Series Gallery Drop 093	-	4,580		-	04/27/21
Series Gallery Drop 094	-	2,280		-	07/08/21
Series Gallery Drop 095	-	4,760		-	06/18/21
Series Gallery Drop 096	-	3,050		-	04/27/21
Series Gallery Drop 097	-	3,160		-	05/05/21
Series Gallery Drop 098	-	1,470		-	04/27/21
Series Gallery Drop 099	-	13,680		-	08/12/21
Series Gallery Drop 100	-	1,950		-	06/22/21
Series Gallery Drop 101	-	21,130		-	08/04/21
Series Gallery Drop 102	-	1,480		-	07/01/21
Series Gallery Drop 103	-	1,840		-	08/19/21
Series Gallery Drop 104	-	1,310		-	06/17/21
Series Gallery Drop 105	-	6,500		-	09/23/21
Series Gallery Drop 107	-	2,380		-	06/24/21
Series Gallery Drop 108	-	3,170		-	07/13/21
Series Gallery Drop 109	-	3,240		-	09/30/21
Series Gallery Drop 110	-	1,060		-	08/10/21
Series Gallery Drop 111	-	1,890		-	09/14/21
Series Gallery Drop 112	-	7,500		-	08/31/21
Series Gallery Drop 113	-	5,790		-	08/31/21
Series Gallery Drop 114	-	1,350		-	09/03/21
Series Gallery Drop 115	-	1,650		-	08/27/21
Series Gallery Drop 116	236,800	236,800		236,800	02/28/22
Series Gallery Drop 117	93,700	93,700		93,700	02/28/22
Series Gallery Drop 119	88,400	88,400		88,400	03/09/22
Series Gallery Drop 121	32,800	32,800		32,800	03/02/22
Series Gallery Drop 122	-	115,800		-	02/25/22
Series Gallery Drop 123	46,800	46,800		46,800	02/28/22
Total			$	498,500

Interest Issuances Related to Underlying Asset Acquisitions

F-189

In certain instances, Interests in a particular Series are issued as part of the total purchase consideration for and/or in connection with the acquisition of the Underlying Asset of such Series (for example, Interests issued to an asset seller as partial consideration for an Underlying Asset or to an advisor through which the Company acquired an Underlying Asset), in each case as described in the respective offering statement filed with the Commission on Form 1-A, as amended and supplemented from time to time. During the six-month period ended June 30, 2023 and the year ended December 31, 2022, the Company issued no such Interests.

Distributions

During the six-month period ended June 30, 2023, on a total consolidated basis, the Company made distributions of $44,659, in connection with the dispositions of the underlying assets of the following Series:

Series	Distributions During Six-Month Period Ended June 30, 2023
Series Gallery Drop 075	$	4,139
Series Gallery Drop 113		11,348
Series Gallery Drop 119		29,172
Total	$	44,659

During the year ended December 31, 2022, on a total consolidated basis, the Company made distributions of $2,884,548, in connection with the dispositions of the underlying assets of the following Series:

Series	Distributions During Year Ended December 31, 2022
Series Drop 002(1)	$	30,000
Series Drop 004		16,930
Series Drop 008		30,950
Series Drop 009		87,555
Series Drop 010(1)		24,000
Series Gallery Drop 014(1)		30,000
Series Gallery Drop 015		10,260
Series Gallery Drop 016(1)		19,539
Series Gallery Drop 018		28,142
Series Gallery Drop 019		14,085
Series Gallery Drop 021(1)		26,560
Series Gallery Drop 022(1)		29,948
Series Gallery Drop 023		35,100
Series Gallery Drop 024		32,550
Series Gallery Drop 026		200,700
Series Gallery Drop 028(1)		18,500
Series Gallery Drop 029(1)		53,309
Series Gallery Drop 032		8,900
Series Gallery Drop 033(1)		21,475
Series Gallery Drop 035		28,500
Series Gallery Drop 036(1)		48,202
Series Gallery Drop 037(1)		24,758
Series Gallery Drop 038		49,466
Series Gallery Drop 040(1)		33,211
Series Gallery Drop 041(1)		4,969
Series Gallery Drop 042(1)		20,000
Series Gallery Drop 043(1)		33,500

F-190

Series Gallery Drop 045	684,940
Series Gallery Drop 047	72,030
Series Gallery Drop 050	9,765
Series Gallery Drop 052	3,930
Series Gallery Drop 053	23,771
Series Gallery Drop 054	12,996
Series Gallery Drop 055	21,660
Series Gallery Drop 056	11,321
Series Gallery Drop 057	9,936
Series Gallery Drop 058	5,264
Series Gallery Drop 060	140,014
Series Gallery Drop 061	12,128
Series Gallery Drop 062	22,502
Series Gallery Drop 065	27,530
Series Gallery Drop 067	19,276
Series Gallery Drop 068	8,830
Series Gallery Drop 069	7,474
Series Gallery Drop 070	10,824
Series Gallery Drop 072	127,400
Series Gallery Drop 073	18,826
Series Gallery Drop 074	12,144
Series Gallery Drop 076	4,139
Series Gallery Drop 077	6,092
Series Gallery Drop 078	20,944
Series Gallery Drop 079	15,709
Series Gallery Drop 080	28,645
Series Gallery Drop 082	104,947
Series Gallery Drop 083	14,125
Series Gallery Drop 086	137,492
Series Gallery Drop 089	2,570
Series Gallery Drop 091	14,460
Series Gallery Drop 093	12,137
Series Gallery Drop 094	14,341
Series Gallery Drop 095	14,756
Series Gallery Drop 096	13,237
Series Gallery Drop 097(2)	(28)
Series Gallery Drop 098	3,278
Series Gallery Drop 100	13,748
Series Gallery Drop 102	2,131
Series Gallery Drop 103	35,034
Series Gallery Drop 104	25,545
Series Gallery Drop 105	71,500
Series Gallery Drop 107	8,830
Series Gallery Drop 108	8,274
Series Gallery Drop 109	12,150
Series Gallery Drop 110	16,282
Series Gallery Drop 111	8,297
Series Gallery Drop 112	14,025
Series Gallery Drop 114(1)	11,084
Series Gallery Drop 115	6,798

F-191

Series Gallery Drop 121		20,336
Total	$	2,884,548

(1)

On November 22, 2022, the referenced Series exchanged the Underlying Assets of such Series for the amounts above for interests in Public Sneaker by subscribing to the offering by Public Sneaker of its interests pursuant to Regulation A. The Manager, as the manager of each such Series, distributed to holders of interests in each such Series all of the remaining assets of such Series, which consisted only of interests in Public Sneaker. Accordingly, the distributions referenced above indicate the remaining book value of the assets of such Series, which are the interests in Public Sneaker distributed.

(2)

The distribution for Series Gallery Drop 097 is a non-cash, de minimis adjustment to correct historical discrepancies.

NOTE 7: RECENT ACCOUNTING PRONOUNCEMENTS

The Company does not believe that any recently issued, but not yet effective, accounting standards could have a material effect on the accompanying consolidated financial statements and Series financial statements. As new accounting pronouncements are issued, the Company will adopt those that are applicable under the circumstances.

NOTE 8: COMMITMENTS AND CONTINGENCIES

The Company is not currently involved with and does not know of any pending or threatened litigation against the Company or the Manager.

In December 2019, a novel strain of coronavirus, referred to as COVID-19, was reported in Wuhan, China. COVID-19 spread to other countries, including the United States, and was declared a pandemic by the World Health Organization. The continuing impact and effects of the COVID-19 pandemic on the operation and financial performance of the Company are unknown. However, the Company currently does not expect the COVID-19 pandemic to have a material adverse effect on the business or financial results at this time.

NOTE 9: RISKS AND UNCERTAINTIES

The Company’s and each Series’ operations are limited in scope. The Company holds no assets, and the Series hold no material assets other than art and other collectible assets. The Company and each Series have no employees, debts or contractual obligations. The Company and each Series are dependent upon the Manager to manage their business and provide funding for any current or future obligations.

Each Series is subject to an exceptionally high level of concentration risk. Each Series’ art and other collectible assets can decline in value, become worthless or be difficult or impossible to liquidate due to economic factors, trends in the art and collectibles markets, trends relating to the specific genres of assets, trends relating to broader markets, changes in the condition of the Underlying Assets and/or other factors. In periods of global financial weakness and disruption in financial and capital markets, the art and collectibles market tends to experience declines in transaction volume and prices, making it extremely difficult during such periods to liquidate art and collectibles at acceptable values or at all.

NOTE 10: SUBSEQUENT EVENTS

The Company and each Series has evaluated subsequent events through September 21, 2023, the date the consolidated financial statements and Series financial statements were available to be issued. Based on this evaluation, no additional material events were identified which require adjustment or disclosure in these consolidated financial statements and Series financial statements, except as set forth below.

F-192

On July 25, 2023, Series Gallery Drop 117 sold the Underlying Asset of such Series, an NFT by XCOPY titled BOTTOM FEEDER #35, for $19,899 net of platform fees versus the Series Gallery Drop 117 offering amount of $93,700. In connection with the sale, the Manager assumed all outstanding but unpaid Series Gallery Drop 117 acquisition and offering expenses. This resulted in a net loss to holders of Interests in Series Gallery Drop 117. After completing such distribution, the Manager intends to begin winding up Series Gallery Drop 117 as the Series will no longer have any assets or liabilities.

F-193

ITEM 4.  EXHIBITS

Exhibit No.	Description
2.1	Certificate of Formation of Otis Gallery LLC (incorporated by reference to Exhibit 2.1 to the Offering Statement on Form 1-A filed on February 20, 2019)
2.2	Limited Liability Company Agreement of Otis Gallery LLC (incorporated by reference to Exhibit 2.2 to the Offering Statement on Form 1-A filed on February 20, 2019)
2.3	First Amendment to the Limited Liability Company Agreement of Otis Gallery LLC (incorporated by reference to Exhibit 2.3 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 25, 2020)
2.4	Second Amendment to the Limited Liability Company Agreement of Otis Gallery LLC (incorporated by reference to Exhibit 2.4 to the Current Report on Form 1-U filed on October 5, 2020)
2.5	Third Amendment to the Limited Liability Company Agreement of Otis Gallery LLC (incorporated by reference to Exhibit 2.5 to the Current Report on Form 1-U filed on August 11, 2022)
3.1	Series Designation for Series #KW Interests (incorporated by reference to Exhibit 3.1 to the Offering Statement on Form 1-A filed on February 20, 2019)
3.2	Series Designation for Series Drop 002 Interests (incorporated by reference to Exhibit 3.2 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
3.3	Series Designation for Series Drop 003 Interests (incorporated by reference to Exhibit 3.3 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
3.4	Series Designation for Series Drop 004 Interests (incorporated by reference to Exhibit 3.4 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
3.5	Series Designation for Series Drop 005 Interests (incorporated by reference to Exhibit 3.5 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
3.6	Series Designation for Series Drop 008 Interests (incorporated by reference to Exhibit 3.8 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
3.7	Series Designation for Series Drop 009 Interests (incorporated by reference to Exhibit 3.9 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
3.8	Series Designation for Series Drop 010 Interests (incorporated by reference to Exhibit 3.10 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
3.9	Series Designation for Series Gallery Drop 011 Interests (incorporated by reference to Exhibit 3.11 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 20, 2019)
3.10	Series Designation for Series Gallery Drop 012 Interests (incorporated by reference to Exhibit 3.12 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 20, 2019)
3.11	Series Designation for Series Gallery Drop 013 Interests (incorporated by reference to Exhibit 3.13 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 20, 2019)
3.12	Series Designation for Series Gallery Drop 014 Interests (incorporated by reference to Exhibit 3.14 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 20, 2019)
3.13	Series Designation for Series Gallery Drop 015 Interests (incorporated by reference to Exhibit 3.15 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 20, 2019)
3.14	Series Designation for Series Gallery Drop 016 Interests (incorporated by reference to Exhibit 3.14 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 25, 2020)
3.15	Series Designation for Series Gallery Drop 017 Interests (incorporated by reference to Exhibit 3.15 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 25, 2020)
3.16	Series Designation for Series Gallery Drop 018 Interests (incorporated by reference to Exhibit 3.16 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 15, 2020)

22

3.17	Series Designation for Series Gallery Drop 019 Interests (incorporated by reference to Exhibit 3.17 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 4, 2020)
3.18	Series Designation for Series Gallery Drop 020 Interests (incorporated by reference to Exhibit 3.18 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 4, 2020)
3.19	Series Designation for Series Gallery Drop 021 Interests (incorporated by reference to Exhibit 3.19 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 4, 2020)
3.20	Series Designation for Series Gallery Drop 022 Interests (incorporated by reference to Exhibit 3.20 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 4, 2020)
3.21	Series Designation for Series Gallery Drop 023 Interests (incorporated by reference to Exhibit 3.21 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 12, 2020)
3.22	Series Designation for Series Gallery Drop 024 Interests (incorporated by reference to Exhibit 3.22 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 12, 2020)
3.23	Series Designation for Series Gallery Drop 025 Interests (incorporated by reference to Exhibit 3.23 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 12, 2020)
3.24	Series Designation for Series Gallery Drop 026 Interests (incorporated by reference to Exhibit 3.24 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 12, 2020)
3.25	Series Designation for Series Gallery Drop 027 Interests (incorporated by reference to Exhibit 3.25 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 10, 2020)
3.26	Series Designation for Series Gallery Drop 028 Interests (incorporated by reference to Exhibit 3.26 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 10, 2020)
3.27	Series Designation for Series Gallery Drop 029 Interests (incorporated by reference to Exhibit 3.27 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 10, 2020)
3.28	Series Designation for Series Gallery Drop 030 Interests (incorporated by reference to Exhibit 3.28 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
3.29	Series Designation for Series Gallery Drop 031 Interests (incorporated by reference to Exhibit 3.29 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
3.30	Series Designation for Series Gallery Drop 032 Interests (incorporated by reference to Exhibit 3.30 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
3.31	Series Designation for Series Gallery Drop 033 Interests (incorporated by reference to Exhibit 3.31 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
3.32	Series Designation for Series Gallery Drop 034 Interests (incorporated by reference to Exhibit 3.32 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
3.33	Series Designation for Series Gallery Drop 035 Interests (incorporated by reference to Exhibit 3.33 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
3.34	Series Designation for Series Gallery Drop 036 Interests (incorporated by reference to Exhibit 3.34 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
3.35	Series Designation for Series Gallery Drop 037 Interests (incorporated by reference to Exhibit 3.35 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
3.36	Series Designation for Series Gallery Drop 038 Interests (incorporated by reference to Exhibit 3.36 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 15, 2020)
3.37	Series Designation for Series Gallery Drop 039 Interests (incorporated by reference to Exhibit 3.37 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 15, 2020)
3.38	Series Designation for Series Gallery Drop 040 Interests (incorporated by reference to Exhibit 3.38 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 15, 2020)
3.39	Series Designation for Series Gallery Drop 041 Interests (incorporated by reference to Exhibit 3.39 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 15, 2020)

23

3.40	Series Designation for Series Gallery Drop 042 Interests (incorporated by reference to Exhibit 3.40 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 15, 2020)
3.41	Series Designation for Series Gallery Drop 043 Interests (incorporated by reference to Exhibit 3.41 to the Post-Qualification Offering Statement on Form 1-A POS filed on October 7, 2020)
3.42	Amended and Restated Series Designation for Series Gallery Drop 044 Interests (incorporated by reference to Exhibit 3.42 to the Current Report on Form 1-U filed on November 10, 2020)
3.43	Series Designation for Series Gallery Drop 045 Interests (incorporated by reference to Exhibit 3.43 to the Post-Qualification Offering Statement on Form 1-A POS filed on October 7, 2020)
3.44	Series Designation for Series Gallery Drop 046 Interests (incorporated by reference to Exhibit 3.44 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
3.45	Series Designation for Series Gallery Drop 047 Interests (incorporated by reference to Exhibit 3.45 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
3.46	Series Designation for Series Gallery Drop 048 Interests (incorporated by reference to Exhibit 3.46 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
3.47	Series Designation for Series Gallery Drop 049 Interests (incorporated by reference to Exhibit 3.47 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
3.48	Series Designation for Series Gallery Drop 050 Interests (incorporated by reference to Exhibit 3.48 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
3.49	Series Designation for Series Gallery Drop 051 Interests (incorporated by reference to Exhibit 3.49 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
3.50	Series Designation for Series Gallery Drop 052 Interests (incorporated by reference to Exhibit 3.50 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
3.51	Series Designation for Series Gallery Drop 053 Interests (incorporated by reference to Exhibit 3.51 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
3.52	Series Designation for Series Gallery Drop 054 Interests (incorporated by reference to Exhibit 3.52 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
3.53	Series Designation for Series Gallery Drop 055 Interests (incorporated by reference to Exhibit 3.53 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
3.54	Series Designation for Series Gallery Drop 056 Interests (incorporated by reference to Exhibit 3.54 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
3.55	Series Designation for Series Gallery Drop 057 Interests (incorporated by reference to Exhibit 3.55 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
3.56	Series Designation for Series Gallery Drop 058 Interests (incorporated by reference to Exhibit 3.56 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
3.57	Series Designation for Series Gallery Drop 059 Interests (incorporated by reference to Exhibit 3.57 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
3.58	Series Designation for Series Gallery Drop 060 Interests (incorporated by reference to Exhibit 3.58 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
3.59	Series Designation for Series Gallery Drop 061 Interests (incorporated by reference to Exhibit 3.59 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
3.60	Series Designation for Series Gallery Drop 062 Interests (incorporated by reference to Exhibit 3.60 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
3.61	Series Designation for Series Gallery Drop 063 Interests (incorporated by reference to Exhibit 3.61 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
3.62	Series Designation for Series Gallery Drop 064 Interests (incorporated by reference to Exhibit 3.62 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)

24

3.63	Series Designation for Series Gallery Drop 065 Interests (incorporated by reference to Exhibit 3.63 to the Post-Qualification Offering Statement on Form 1-A POS filed on January 15, 2021)
3.64	Series Designation for Series Gallery Drop 066 Interests (incorporated by reference to Exhibit 3.64 to the Post-Qualification Offering Statement on Form 1-A POS filed on January 15, 2021)
3.65	Series Designation for Series Gallery Drop 067 Interests (incorporated by reference to Exhibit 3.65 to the Post-Qualification Offering Statement on Form 1-A POS filed on January 15, 2021)
3.66	Series Designation for Series Gallery Drop 068 Interests (incorporated by reference to Exhibit 3.66 to the Post-Qualification Offering Statement on Form 1-A POS filed on January 15, 2021)
3.67	Series Designation for Series Gallery Drop 069 Interests (incorporated by reference to Exhibit 3.67 to the Post-Qualification Offering Statement on Form 1-A POS filed on January 15, 2021)
3.68	Series Designation for Series Gallery Drop 070 Interests (incorporated by reference to Exhibit 3.68 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
3.69	Series Designation for Series Gallery Drop 071 Interests (incorporated by reference to Exhibit 3.69 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
3.70	Series Designation for Series Gallery Drop 072 Interests (incorporated by reference to Exhibit 3.70 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
3.71	Series Designation for Series Gallery Drop 073 Interests (incorporated by reference to Exhibit 3.71 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
3.72	Series Designation for Series Gallery Drop 074 Interests (incorporated by reference to Exhibit 3.72 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
3.73	Series Designation for Series Gallery Drop 075 Interests (incorporated by reference to Exhibit 3.73 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
3.74	Series Designation for Series Gallery Drop 076 Interests (incorporated by reference to Exhibit 3.74 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
3.75	Series Designation for Series Gallery Drop 077 Interests (incorporated by reference to Exhibit 3.75 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
3.76	Series Designation for Series Gallery Drop 078 Interests (incorporated by reference to Exhibit 3.76 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
3.77	Series Designation for Series Gallery Drop 079 Interests (incorporated by reference to Exhibit 3.77 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
3.78	Series Designation for Series Gallery Drop 080 Interests (incorporated by reference to Exhibit 3.78 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
3.79	Series Designation for Series Gallery Drop 082 Interests (incorporated by reference to Exhibit 3.80 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
3.80	Series Designation for Series Gallery Drop 083 Interests (incorporated by reference to Exhibit 3.81 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
3.81	Series Designation for Series Gallery Drop 086 Interests (incorporated by reference to Exhibit 3.84 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
3.82	Series Designation for Series Gallery Drop 089 Interests (incorporated by reference to Exhibit 3.87 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
3.83	Series Designation for Series Gallery Drop 091 Interests (incorporated by reference to Exhibit 3.89 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
3.84	Series Designation for Series Gallery Drop 093 Interests (incorporated by reference to Exhibit 3.91 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
3.85	Series Designation for Series Gallery Drop 094 Interests (incorporated by reference to Exhibit 3.92 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)

25

3.86	Series Designation for Series Gallery Drop 095 Interests (incorporated by reference to Exhibit 3.93 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
3.87	Series Designation for Series Gallery Drop 096 Interests (incorporated by reference to Exhibit 3.94 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
3.88	Series Designation for Series Gallery Drop 097 Interests (incorporated by reference to Exhibit 3.95 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
3.89	Series Designation for Series Gallery Drop 098 Interests (incorporated by reference to Exhibit 3.96 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
3.90	Series Designation for Series Gallery Drop 099 Interests (incorporated by reference to Exhibit 3.97 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
3.91	Series Designation for Series Gallery Drop 100 Interests (incorporated by reference to Exhibit 3.98 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
3.92	Series Designation for Series Gallery Drop 101 Interests (incorporated by reference to Exhibit 3.99 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
3.93	Series Designation for Series Gallery Drop 102 Interests (incorporated by reference to Exhibit 3.100 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
3.94	Series Designation for Series Gallery Drop 103 Interests (incorporated by reference to Exhibit 3.101 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
3.95	Series Designation for Series Gallery Drop 104 Interests (incorporated by reference to Exhibit 3.102 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
3.96	Series Designation for Series Gallery Drop 105 Interests (incorporated by reference to Exhibit 3.103 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
3.97	Series Designation for Series Gallery Drop 107 Interests (incorporated by reference to Exhibit 3.105 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
3.98	Series Designation for Series Gallery Drop 108 Interests (incorporated by reference to Exhibit 3.106 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
3.99	Series Designation for Series Gallery Drop 109 Interests (incorporated by reference to Exhibit 3.107 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
3.100	Series Designation for Series Gallery Drop 110 Interests (incorporated by reference to Exhibit 3.108 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 11, 2021)
3.101	Series Designation for Series Gallery Drop 111 Interests (incorporated by reference to Exhibit 3.109 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 11, 2021)
3.102	Series Designation for Series Gallery Drop 112 Interests (incorporated by reference to Exhibit 3.110 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 11, 2021)
3.103	Series Designation for Series Gallery Drop 113 Interests (incorporated by reference to Exhibit 3.111 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 13, 2021)
3.104	Series Designation for Series Gallery Drop 114 Interests (incorporated by reference to Exhibit 3.112 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 13, 2021)
3.105	Series Designation for Series Gallery Drop 115 Interests (incorporated by reference to Exhibit 3.113 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 13, 2021)
3.114	Series Designation for Series Gallery Drop 116 Interests (incorporated by reference to Exhibit 3.114 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 17, 2021)
3.115	Series Designation for Series Gallery Drop 117 Interests (incorporated by reference to Exhibit 3.115 to the Post-Qualification Offering Statement on Form 1-A POS filed on October 28, 2021)
3.116	Series Designation for Series Gallery Drop 119 Interests (incorporated by reference to Exhibit 3.117 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 2, 2021)

26

3.117	Series Designation for Series Gallery Drop 121 Interests (incorporated by reference to Exhibit 3.119 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 2, 2021)
3.118	Series Designation for Series Gallery Drop 122 Interests (incorporated by reference to Exhibit 3.120 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 2, 2021)
3.119	Series Designation for Series Gallery Drop 123 Interests (incorporated by reference to Exhibit 3.121 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 2, 2021)
4.1	Form of Subscription Agreement for Series #KW Interests (incorporated by reference to Exhibit 4.1 to the Amended Offering Statement on Form 1-A/A filed on July 10, 2019)
4.2	Form of Subscription Agreement for Series Drop 002 Interests (incorporated by reference to Exhibit 4.2 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
4.3	Form of Subscription Agreement for Series Drop 003 Interests (incorporated by reference to Exhibit 4.3 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
4.4	Form of Subscription Agreement for Series Drop 004 Interests (incorporated by reference to Exhibit 4.4 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
4.5	Form of Subscription Agreement for Series Drop 005 Interests (incorporated by reference to Exhibit 4.5 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
4.6	Form of Subscription Agreement for Series Drop 008 Interests (incorporated by reference to Exhibit 4.8 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
4.7	Form of Subscription Agreement for Series Drop 009 Interests (incorporated by reference to Exhibit 4.9 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
4.8	Form of Subscription Agreement for Series Drop 010 Interests (incorporated by reference to Exhibit 4.10 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
4.9	Form of Subscription Agreement for Series Gallery Drop 011 Interests (incorporated by reference to Exhibit 4.11 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 20, 2019)
4.10	Form of Subscription Agreement for Series Gallery Drop 012 Interests (incorporated by reference to Exhibit 4.12 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 20, 2019)
4.11	Form of Subscription Agreement for Series Gallery Drop 013 Interests (incorporated by reference to Exhibit 4.11 to the Current Report on Form 1-U filed on October 5, 2020)
4.12	Form of Subscription Agreement for Series Gallery Drop 014 Interests (incorporated by reference to Exhibit 4.14 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 20, 2019)
4.13	Form of Subscription Agreement for Series Gallery Drop 015 Interests (incorporated by reference to Exhibit 4.15 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 20, 2019)
4.14	Form of Subscription Agreement for Series Gallery Drop 016 Interests (incorporated by reference to Exhibit 4.14 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 25, 2020)
4.15	Form of Subscription Agreement for Series Gallery Drop 017 Interests (incorporated by reference to Exhibit 4.15 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 25, 2020)
4.16	Form of Subscription Agreement for Series Gallery Drop 018 Interests (incorporated by reference to Exhibit 4.16 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 15, 2020)
4.17	Form of Subscription Agreement for Series Gallery Drop 019 Interests (incorporated by reference to Exhibit 4.17 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 4, 2020)

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4.18	Form of Subscription Agreement for Series Gallery Drop 020 Interests (incorporated by reference to Exhibit 4.18 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 4, 2020)
4.19	Form of Subscription Agreement for Series Gallery Drop 021 Interests (incorporated by reference to Exhibit 4.19 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 4, 2020)
4.20	Form of Subscription Agreement for Series Gallery Drop 022 Interests (incorporated by reference to Exhibit 4.20 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 4, 2020)
4.21	Form of Subscription Agreement for Series Gallery Drop 023 Interests (incorporated by reference to Exhibit 4.21 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 12, 2020)
4.22	Form of Subscription Agreement for Series Gallery Drop 024 Interests (incorporated by reference to Exhibit 4.22 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 12, 2020)
4.23	Form of Subscription Agreement for Series Gallery Drop 025 Interests (incorporated by reference to Exhibit 4.23 to the Current Report on Form 1-U filed on October 5, 2020)
4.24	Form of Subscription Agreement for Series Gallery Drop 026 Interests (incorporated by reference to Exhibit 4.24 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 12, 2020)
4.25	Form of Subscription Agreement for Series Gallery Drop 027 Interests (incorporated by reference to Exhibit 4.25 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 10, 2020)
4.26	Form of Subscription Agreement for Series Gallery Drop 028 Interests (incorporated by reference to Exhibit 4.26 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 10, 2020)
4.27	Form of Subscription Agreement for Series Gallery Drop 029 Interests (incorporated by reference to Exhibit 4.27 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 10, 2020)
4.28	Form of Subscription Agreement for Series Gallery Drop 030 Interests (incorporated by reference to Exhibit 4.28 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
4.29	Form of Subscription Agreement for Series Gallery Drop 031 Interests (incorporated by reference to Exhibit 4.29 to the Current Report on Form 1-U filed on October 5, 2020)
4.30	Form of Subscription Agreement for Series Gallery Drop 032 Interests (incorporated by reference to Exhibit 4.30 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
4.31	Form of Subscription Agreement for Series Gallery Drop 033 Interests (incorporated by reference to Exhibit 4.31 to the Current Report on Form 1-U filed on October 5, 2020)
4.32	Form of Subscription Agreement for Series Gallery Drop 034 Interests (incorporated by reference to Exhibit 4.32 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
4.33	Form of Subscription Agreement for Series Gallery Drop 035 Interests (incorporated by reference to Exhibit 4.33 to the Current Report on Form 1-U filed on October 5, 2020)
4.34	Form of Subscription Agreement for Series Gallery Drop 036 Interests (incorporated by reference to Exhibit 4.34 to the Current Report on Form 1-U filed on October 5, 2020)
4.35	Form of Subscription Agreement for Series Gallery Drop 037 Interests (incorporated by reference to Exhibit 4.35 to the Current Report on Form 1-U filed on October 5, 2020)
4.36	Form of Subscription Agreement for Series Gallery Drop 038 Interests (incorporated by reference to Exhibit 4.36 to the Current Report on Form 1-U filed on October 5, 2020)
4.37	Form of Subscription Agreement for Series Gallery Drop 039 Interests (incorporated by reference to Exhibit 4.37 to the Current Report on Form 1-U filed on October 5, 2020)
4.38	Form of Subscription Agreement for Series Gallery Drop 040 Interests (incorporated by reference to Exhibit 4.38 to the Current Report on Form 1-U filed on October 5, 2020)
4.39	Form of Subscription Agreement for Series Gallery Drop 041 Interests (incorporated by reference to Exhibit 4.39 to the Current Report on Form 1-U filed on October 5, 2020)
4.40	Form of Subscription Agreement for Series Gallery Drop 042 Interests (incorporated by reference to Exhibit 4.40 to the Current Report on Form 1-U filed on October 5, 2020)

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4.41	Form of Subscription Agreement for Series Gallery Drop 043 Interests (incorporated by reference to Exhibit 4.41 to the Post-Qualification Offering Statement on Form 1-A POS filed on October 7, 2020)
4.42	Form of Subscription Agreement for Series Gallery Drop 044 Interests (incorporated by reference to Exhibit 4.42 to the Post-Qualification Offering Statement on Form 1-A POS filed on October 7, 2020)
4.43	Form of Subscription Agreement for Series Gallery Drop 045 Interests (incorporated by reference to Exhibit 4.43 to the Post-Qualification Offering Statement on Form 1-A POS filed on October 7, 2020)
4.44	Form of Subscription Agreement for Series Gallery Drop 046 Interests (incorporated by reference to Exhibit 4.44 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
4.45	Form of Subscription Agreement for Series Gallery Drop 047 Interests (incorporated by reference to Exhibit 4.45 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
4.46	Form of Subscription Agreement for Series Gallery Drop 048 Interests (incorporated by reference to Exhibit 4.46 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
4.47	Form of Subscription Agreement for Series Gallery Drop 049 Interests (incorporated by reference to Exhibit 4.47 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
4.48	Form of Subscription Agreement for Series Gallery Drop 050 Interests (incorporated by reference to Exhibit 4.48 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
4.49	Form of Subscription Agreement for Series Gallery Drop 051 Interests (incorporated by reference to Exhibit 4.49 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
4.50	Form of Subscription Agreement for Series Gallery Drop 052 Interests (incorporated by reference to Exhibit 4.50 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
4.51	Form of Subscription Agreement for Series Gallery Drop 053 Interests (incorporated by reference to Exhibit 4.51 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
4.52	Form of Subscription Agreement for Series Gallery Drop 054 Interests (incorporated by reference to Exhibit 4.52 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
4.53	Form of Subscription Agreement for Series Gallery Drop 055 Interests (incorporated by reference to Exhibit 4.53 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
4.54	Form of Subscription Agreement for Series Gallery Drop 056 Interests (incorporated by reference to Exhibit 4.54 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
4.55	Form of Subscription Agreement for Series Gallery Drop 057 Interests (incorporated by reference to Exhibit 4.55 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
4.56	Form of Subscription Agreement for Series Gallery Drop 058 Interests (incorporated by reference to Exhibit 4.56 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)

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4.57	Form of Subscription Agreement for Series Gallery Drop 059 Interests (incorporated by reference to Exhibit 4.57 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
4.58	Form of Subscription Agreement for Series Gallery Drop 060 Interests (incorporated by reference to Exhibit 4.58 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
4.59	Form of Subscription Agreement for Series Gallery Drop 061 Interests (incorporated by reference to Exhibit 4.59 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
4.60	Form of Subscription Agreement for Series Gallery Drop 062 Interests (incorporated by reference to Exhibit 4.60 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
4.61	Form of Subscription Agreement for Series Gallery Drop 063 Interests (incorporated by reference to Exhibit 4.61 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
4.62	Form of Subscription Agreement for Series Gallery Drop 064 Interests (incorporated by reference to Exhibit 4.62 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
4.63	Form of Subscription Agreement for Series Gallery Drop 065 Interests (incorporated by reference to Exhibit 4.63 to the Post-Qualification Offering Statement on Form 1-A POS filed on January 15, 2021)
4.64	Form of Subscription Agreement for Series Gallery Drop 066 Interests (incorporated by reference to Exhibit 4.64 to the Post-Qualification Offering Statement on Form 1-A POS filed on January 15, 2021)
4.65	Form of Subscription Agreement for Series Gallery Drop 067 Interests (incorporated by reference to Exhibit 4.65 to the Post-Qualification Offering Statement on Form 1-A POS filed on January 15, 2021)
4.66	Form of Subscription Agreement for Series Gallery Drop 068 Interests (incorporated by reference to Exhibit 4.66 to the Post-Qualification Offering Statement on Form 1-A POS filed on January 15, 2021)
4.67	Form of Subscription Agreement for Series Gallery Drop 069 Interests (incorporated by reference to Exhibit 4.67 to the Post-Qualification Offering Statement on Form 1-A POS filed on January 15, 2021)
4.68	Form of Subscription Agreement for Series Gallery Drop 070 Interests (incorporated by reference to Exhibit 4.68 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
4.69	Form of Subscription Agreement for Series Gallery Drop 071 Interests (incorporated by reference to Exhibit 4.69 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
4.70	Form of Subscription Agreement for Series Gallery Drop 072 Interests (incorporated by reference to Exhibit 4.70 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
4.71	Form of Subscription Agreement for Series Gallery Drop 073 Interests (incorporated by reference to Exhibit 4.71 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
4.72	Form of Subscription Agreement for Series Gallery Drop 074 Interests (incorporated by reference to Exhibit 4.72 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)

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4.73	Form of Subscription Agreement for Series Gallery Drop 075 Interests (incorporated by reference to Exhibit 4.73 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
4.74	Form of Subscription Agreement for Series Gallery Drop 076 Interests (incorporated by reference to Exhibit 4.74 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
4.75	Form of Subscription Agreement for Series Gallery Drop 077 Interests (incorporated by reference to Exhibit 4.75 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
4.76	Form of Subscription Agreement for Series Gallery Drop 078 Interests (incorporated by reference to Exhibit 4.76 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
4.77	Form of Subscription Agreement for Series Gallery Drop 079 Interests (incorporated by reference to Exhibit 4.77 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
4.78	Form of Subscription Agreement for Series Gallery Drop 080 Interests (incorporated by reference to Exhibit 4.78 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
4.79	Form of Subscription Agreement for Series Gallery Drop 082 Interests (incorporated by reference to Exhibit 4.80 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
4.80	Form of Subscription Agreement for Series Gallery Drop 083 Interests (incorporated by reference to Exhibit 4.81 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
4.81	Form of Subscription Agreement for Series Gallery Drop 086 Interests (incorporated by reference to Exhibit 4.84 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
4.82	Form of Subscription Agreement for Series Gallery Drop 089 Interests (incorporated by reference to Exhibit 4.87 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
4.83	Form of Subscription Agreement for Series Gallery Drop 091 Interests (incorporated by reference to Exhibit 4.89 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
4.84	Form of Subscription Agreement for Series Gallery Drop 093 Interests (incorporated by reference to Exhibit 4.91 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
4.85	Form of Subscription Agreement for Series Gallery Drop 094 Interests (incorporated by reference to Exhibit 4.92 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
4.86	Form of Subscription Agreement for Series Gallery Drop 095 Interests (incorporated by reference to Exhibit 4.93 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
4.87	Form of Subscription Agreement for Series Gallery Drop 096 Interests (incorporated by reference to Exhibit 4.94 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
4.88	Form of Subscription Agreement for Series Gallery Drop 097 Interests (incorporated by reference to Exhibit 4.95 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)

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4.89	Form of Subscription Agreement for Series Gallery Drop 098 Interests (incorporated by reference to Exhibit 4.96 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
4.90	Form of Subscription Agreement for Series Gallery Drop 099 Interests (incorporated by reference to Exhibit 4.97 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
4.91	Form of Subscription Agreement for Series Gallery Drop 100 Interests (incorporated by reference to Exhibit 4.98 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
4.92	Form of Subscription Agreement for Series Gallery Drop 101 Interests (incorporated by reference to Exhibit 4.99 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
4.93	Form of Subscription Agreement for Series Gallery Drop 102 Interests (incorporated by reference to Exhibit 4.100 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
4.94	Form of Subscription Agreement for Series Gallery Drop 103 Interests (incorporated by reference to Exhibit 4.101 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
4.95	Form of Subscription Agreement for Series Gallery Drop 104 Interests (incorporated by reference to Exhibit 4.102 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
4.96	Form of Subscription Agreement for Series Gallery Drop 105 Interests (incorporated by reference to Exhibit 4.103 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
4.97	Form of Subscription Agreement for Series Gallery Drop 107 Interests (incorporated by reference to Exhibit 4.105 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
4.98	Form of Subscription Agreement for Series Gallery Drop 108 Interests (incorporated by reference to Exhibit 4.106 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
4.99	Form of Subscription Agreement for Series Gallery Drop 109 Interests (incorporated by reference to Exhibit 4.107 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
4.100	Form of Subscription Agreement for Series Gallery Drop 110 Interests (incorporated by reference to Exhibit 4.108 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 11, 2021)
4.101	Form of Subscription Agreement for Series Gallery Drop 111 Interests (incorporated by reference to Exhibit 4.109 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 11, 2021)
4.102	Form of Subscription Agreement for Series Gallery Drop 112 Interests (incorporated by reference to Exhibit 4.110 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 11, 2021)
4.103	Form of Subscription Agreement for Series Gallery Drop 113 Interests (incorporated by reference to Exhibit 4.111 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 13, 2021)
4.104	Form of Subscription Agreement for Series Gallery Drop 114 Interests (incorporated by reference to Exhibit 4.112 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 13, 2021)
4.105	Form of Subscription Agreement for Series Gallery Drop 115 Interests (incorporated by reference to Exhibit 4.113 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 13, 2021)
4.114	Form of Subscription Agreement for Series Gallery Drop 116 Interests (incorporated by reference to Exhibit 4.114 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 17, 2021)
4.115	Form of Subscription Agreement for Series Gallery Drop 117 Interests (incorporated by reference to Exhibit 4.115 to the Post-Qualification Offering Statement on Form 1-A POS filed on October 28, 2021)
4.116	Form of Subscription Agreement for Series Gallery Drop 119 Interests (incorporated by reference to Exhibit 4.117 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 2, 2021)

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4.117	Form of Subscription Agreement for Series Gallery Drop 121 Interests (incorporated by reference to Exhibit 4.119 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 2, 2021)
4.118	Form of Subscription Agreement for Series Gallery Drop 122 Interests (incorporated by reference to Exhibit 4.120 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 2, 2021)
4.119	Form of Subscription Agreement for Series Gallery Drop 123 Interests (incorporated by reference to Exhibit 4.121 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 2, 2021)
6.1.1	Termination Agreement, dated October 5, 2020, between Otis Gallery LLC and North Capital Private Securities Corporation (incorporated by reference to Exhibit 6.1.1 to the Current Report on Form 1-U filed on October 5, 2020)
6.1.2	Broker-Dealer Agreement, dated September 3, 2020, between Otis Gallery LLC and Dalmore Group, LLC (incorporated by reference to Exhibit 6.1.2 to the Current Report on Form 1-U filed on October 5, 2020)
6.1.3	PPEX ATS Company Agreement, dated April 29, 2021, between Otis Gallery LLC and North Capital Private Securities Corporation (incorporated by reference to Exhibit 6.1.3 to the Current Report on Form 1-U filed on July 21, 2021)
6.1.4.1	Secondary Market Transactions Engagement Letter, dated April 29, 2021, between Otis Gallery LLC and Dalmore Group, LLC (incorporated by reference to Exhibit 6.1.4 to the Current Report on Form 1-U filed on July 21, 2021)
6.1.4.2	Amendment No. 1 to Secondary Market Transactions Engagement Letter, dated September 16, 2022, between Otis Gallery LLC and Dalmore Group, LLC (incorporated by reference to Exhibit 6.1.4.2 to the Current Report on Form 1-U filed on September 19, 2022)
6.2	Asset Management Agreement, dated February 19, 2019, between Otis Wealth, Inc. and Series #KW, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.2 to the Offering Statement on Form 1-A filed on February 20, 2019)
6.3	Purchase and Sale Agreement, dated February 19, 2019, between Series #KW, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.3 to the Offering Statement on Form 1-A filed on February 20, 2019)
6.4	Promissory Note issued by Series #KW, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on February 19, 2019 (incorporated by reference to Exhibit 6.4 to the Offering Statement on Form 1-A filed on February 20, 2019)
6.5	Asset Management Agreement, dated August 30, 2019, between Otis Wealth, Inc. and Series Drop 002, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.5 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
6.6	Purchase and Sale Agreement, dated August 30, 2019, between Series Drop 002, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.6 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
6.7	Promissory Note issued by Series Drop 002, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on August 30, 2019 (incorporated by reference to Exhibit 6.7 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
6.8	Asset Management Agreement, dated August 30, 2019, between Otis Wealth, Inc. and Series Drop 003, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.8 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
6.9	Purchase and Sale Agreement, dated August 30, 2019, between Series Drop 003, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.9 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)

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6.10	Promissory Note issued by Series Drop 003, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on August 30, 2019 (incorporated by reference to Exhibit 6.10 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
6.11	Asset Management Agreement, dated August 30, 2019, between Otis Wealth, Inc. and Series Drop 004, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.11 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
6.12	Purchase and Sale Agreement, dated August 30, 2019, between Series Drop 004, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.12 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
6.13	Promissory Note issued by Series Drop 004, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on August 30, 2019 (incorporated by reference to Exhibit 6.13 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
6.14	Asset Management Agreement, dated August 30, 2019, between Otis Wealth, Inc. and Series Drop 005, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.14 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
6.15	Purchase and Sale Agreement, dated August 30, 2019, between Series Drop 005, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.15 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
6.16	Promissory Note issued by Series Drop 005, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on August 30, 2019 (incorporated by reference to Exhibit 6.16 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
6.17	Asset Management Agreement, dated August 30, 2019, between Otis Wealth, Inc. and Series Drop 008, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.23 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
6.18	Purchase and Sale Agreement, dated August 30, 2019, between Series Drop 008, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.24 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
6.19	Promissory Note issued by Series Drop 008, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on August 30, 2019 (incorporated by reference to Exhibit 6.25 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
6.20	Asset Management Agreement, dated August 30, 2019, between Otis Wealth, Inc. and Series Drop 009, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.26 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
6.21	Purchase and Sale Agreement, dated August 30, 2019, between Series Drop 009, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.27 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
6.22	Promissory Note issued by Series Drop 009, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on August 30, 2019 (incorporated by reference to Exhibit 6.28 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
6.23	Asset Management Agreement, dated September 16, 2019, between Otis Wealth, Inc. and Series Drop 010, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.29 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
6.24	Purchase and Sale Agreement, dated September 16, 2019, between Series Drop 010, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.30 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
6.25	Promissory Note issued by Series Drop 010, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on September 16, 2019 (incorporated by reference to Exhibit 6.31 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)

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6.26	Asset Management Agreement, dated December 13, 2019, between Otis Wealth, Inc. and Series Gallery Drop 011, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.32 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 20, 2019)
6.27	Purchase and Sale Agreement, dated December 13, 2019, between Series Gallery Drop 011, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.33 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 20, 2019)
6.28	Promissory Note issued by Series Gallery Drop 011, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on December 13, 2019 (incorporated by reference to Exhibit 6.34 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 20, 2019)
6.29	Asset Management Agreement, dated December 13, 2019, between Otis Wealth, Inc. and Series Gallery Drop 012, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.35 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 20, 2019)
6.30	Purchase and Sale Agreement, dated December 13, 2019, between Series Gallery Drop 012, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.36 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 20, 2019)
6.31	Promissory Note issued by Series Gallery Drop 012, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on December 13, 2019 (incorporated by reference to Exhibit 6.37 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 20, 2019)
6.32	Asset Management Agreement, dated December 13, 2019, between Otis Wealth, Inc. and Series Gallery Drop 013, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.38 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 20, 2019)
6.33	Purchase and Sale Agreement, dated December 13, 2019, between Series Gallery Drop 013, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.39 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 20, 2019)
6.34	Promissory Note issued by Series Gallery Drop 013, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on December 13, 2019 (incorporated by reference to Exhibit 6.40 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 20, 2019)
6.35	Asset Management Agreement, dated December 17, 2019, between Otis Wealth, Inc. and Series Gallery Drop 014, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.41 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 20, 2019)
6.36	Purchase and Sale Agreement, dated December 17, 2019, between Series Gallery Drop 014, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.42 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 20, 2019)
6.37	Promissory Note issued by Series Gallery Drop 014, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on December 17, 2019 (incorporated by reference to Exhibit 6.43 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 20, 2019)
6.38	Asset Management Agreement, dated December 13, 2019, between Otis Wealth, Inc. and Series Gallery Drop 015, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.44 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 20, 2019)
6.39	Purchase and Sale Agreement, dated December 13, 2019, between Series Gallery Drop 015, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.45 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 20, 2019)
6.40	Promissory Note issued by Series Gallery Drop 015, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on December 13, 2019 (incorporated by reference to Exhibit 6.46 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 20, 2019)
6.41	Asset Management Agreement, dated March 18, 2020, between Otis Wealth, Inc. and Series Gallery Drop 016, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.41 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 25, 2020)

35

6.42	Purchase and Sale Agreement, dated March 18, 2020, between Series Gallery Drop 016, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.42 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 25, 2020)
6.43	Promissory Note issued by Series Gallery Drop 016, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on March 18, 2020 (incorporated by reference to Exhibit 6.43 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 25, 2020)
6.44	Asset Management Agreement, dated March 18, 2020, between Otis Wealth, Inc. and Series Gallery Drop 017, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.44 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 25, 2020)
6.45	Purchase and Sale Agreement, dated March 18, 2020, between Series Gallery Drop 017, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.45 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 25, 2020)
6.46	Promissory Note issued by Series Gallery Drop 017, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on March 18, 2020 (incorporated by reference to Exhibit 6.46 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 25, 2020)
6.47	Asset Management Agreement, dated May 13, 2020, between Otis Wealth, Inc. and Series Gallery Drop 018, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.47 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 15, 2020)
6.48	Purchase and Sale Agreement, dated May 13, 2020, between Series Gallery Drop 018, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.48 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 15, 2020)
6.49	Promissory Note issued by Series Gallery Drop 018, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on May 13, 2020 (incorporated by reference to Exhibit 6.49 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 15, 2020)
6.50	Asset Management Agreement, dated May 28, 2020, between Otis Wealth, Inc. and Series Gallery Drop 019, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.50 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 4, 2020)
6.51	Purchase and Sale Agreement, dated May 28, 2020, between Series Gallery Drop 019, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.51 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 4, 2020)
6.52	Promissory Note issued by Series Gallery Drop 019, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on May 28, 2020 (incorporated by reference to Exhibit 6.52 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 4, 2020)
6.53	Asset Management Agreement, dated May 28, 2020, between Otis Wealth, Inc. and Series Gallery Drop 020, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.53 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 4, 2020)
6.54	Purchase and Sale Agreement, dated May 28, 2020, between Series Gallery Drop 020, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.54 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 4, 2020)
6.55	Promissory Note issued by Series Gallery Drop 020, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on May 28, 2020 (incorporated by reference to Exhibit 6.55 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 4, 2020)
6.56	Asset Management Agreement, dated May 29, 2020, between Otis Wealth, Inc. and Series Gallery Drop 021, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.56 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 4, 2020)
6.57	Purchase and Sale Agreement, dated May 29, 2020, between Series Gallery Drop 021, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.57 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 4, 2020)

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6.58	Promissory Note issued by Series Gallery Drop 021, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on May 29, 2020 (incorporated by reference to Exhibit 6.58 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 4, 2020)
6.59	Asset Management Agreement, dated June 2, 2020, between Otis Wealth, Inc. and Series Gallery Drop 022, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.59 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 4, 2020)
6.60	Purchase and Sale Agreement, dated June 2, 2020, between Series Gallery Drop 022, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.60 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 4, 2020)
6.61	Promissory Note issued by Series Gallery Drop 022, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on June 2, 2020 (incorporated by reference to Exhibit 6.61 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 4, 2020)
6.62	Asset Management Agreement, dated June 10, 2020, between Otis Wealth, Inc. and Series Gallery Drop 023, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.62 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 12, 2020)
6.63	Purchase and Sale Agreement, dated June 10, 2020, between Series Gallery Drop 023, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.63 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 12, 2020)
6.64	Promissory Note issued by Series Gallery Drop 023, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on June 10, 2020 (incorporated by reference to Exhibit 6.64 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 12, 2020)
6.65	Asset Management Agreement, dated June 9, 2020, between Otis Wealth, Inc. and Series Gallery Drop 024, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.65 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 12, 2020)
6.66	Purchase and Sale Agreement, dated June 9, 2020, between Series Gallery Drop 024, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.66 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 12, 2020)
6.67	Promissory Note issued by Series Gallery Drop 024, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on June 9, 2020 (incorporated by reference to Exhibit 6.67 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 12, 2020)
6.68	Asset Management Agreement, dated June 10, 2020, between Otis Wealth, Inc. and Series Gallery Drop 025, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.68 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 12, 2020)
6.69	Purchase and Sale Agreement, dated June 10, 2020, between Series Gallery Drop 025, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.69 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 12, 2020)
6.70	Promissory Note issued by Series Gallery Drop 025, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on June 10, 2020 (incorporated by reference to Exhibit 6.70 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 12, 2020)
6.71	Asset Management Agreement, dated June 9, 2020, between Otis Wealth, Inc. and Series Gallery Drop 026, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.71 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 12, 2020)
6.72	Purchase and Sale Agreement, dated June 9, 2020, between Series Gallery Drop 026, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.72 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 12, 2020)
6.73	Promissory Note issued by Series Gallery Drop 026, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on June 9, 2020 (incorporated by reference to Exhibit 6.73 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 12, 2020)

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6.74	Asset Management Agreement, dated July 8, 2020, between Otis Wealth, Inc. and Series Gallery Drop 027, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.74 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 10, 2020)
6.75	Purchase and Sale Agreement, dated July 8, 2020, between Series Gallery Drop 027, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.75 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 10, 2020)
6.76	Promissory Note issued by Series Gallery Drop 027, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on July 8, 2020 (incorporated by reference to Exhibit 6.76 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 10, 2020)
6.77	Asset Management Agreement, dated July 8, 2020, between Otis Wealth, Inc. and Series Gallery Drop 028, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.77 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 10, 2020)
6.78	Purchase and Sale Agreement, dated July 8, 2020, between Series Gallery Drop 028, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.78 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 10, 2020)
6.79	Promissory Note issued by Series Gallery Drop 028, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on July 8, 2020 (incorporated by reference to Exhibit 6.79 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 10, 2020)
6.80	Asset Management Agreement, dated July 8, 2020, between Otis Wealth, Inc. and Series Gallery Drop 029, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.80 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 10, 2020)
6.81	Purchase and Sale Agreement, dated July 8, 2020, between Series Gallery Drop 029, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.81 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 10, 2020)
6.82	Promissory Note issued by Series Gallery Drop 029, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on July 8, 2020 (incorporated by reference to Exhibit 6.82 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 10, 2020)
6.83	Asset Management Agreement, dated July 31, 2020, between Otis Wealth, Inc. and Series Gallery Drop 030, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.83 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7,
6.84	Purchase and Sale Agreement, dated July 31, 2020, between Series Gallery Drop 030, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.84 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
6.85	Promissory Note issued by Series Gallery Drop 030, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on July 31, 2020 (incorporated by reference to Exhibit 6.85 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
6.86	Asset Management Agreement, dated July 31, 2020, between Otis Wealth, Inc. and Series Gallery Drop 031, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.86 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
6.87	Purchase and Sale Agreement, dated July 31, 2020, between Series Gallery Drop 031, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.87 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
6.88	Promissory Note issued by Series Gallery Drop 031, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on July 31, 2020 (incorporated by reference to Exhibit 6.88 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
6.89	Asset Management Agreement, dated August 3, 2020, between Otis Wealth, Inc. and Series Gallery Drop 032, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.89 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)

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6.90	Purchase and Sale Agreement, dated August 3, 2020, between Series Gallery Drop 032, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.90 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
6.91	Promissory Note issued by Series Gallery Drop 032, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on August 3, 2020 (incorporated by reference to Exhibit 6.91 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
6.92	Asset Management Agreement, dated July 31, 2020, between Otis Wealth, Inc. and Series Gallery Drop 033, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.92 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
6.93	Purchase and Sale Agreement, dated July 31, 2020, between Series Gallery Drop 033, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.93 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
6.94	Promissory Note issued by Series Gallery Drop 033, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on July 31, 2020 (incorporated by reference to Exhibit 6.94 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
6.95	Asset Management Agreement, dated August 3, 2020, between Otis Wealth, Inc. and Series Gallery Drop 034, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.95 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
6.96	Purchase and Sale Agreement, dated August 3, 2020, between Series Gallery Drop 034, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.96 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
6.97	Promissory Note issued by Series Gallery Drop 034, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on August 3, 2020 (incorporated by reference to Exhibit 6.97 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
6.98	Asset Management Agreement, dated August 4, 2020, between Otis Wealth, Inc. and Series Gallery Drop 035, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.98 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
6.99	Purchase and Sale Agreement, dated August 4, 2020, between Series Gallery Drop 035, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.99 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
6.100	Promissory Note issued by Series Gallery Drop 035, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on August 4, 2020 (incorporated by reference to Exhibit 6.100 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
6.101	Asset Management Agreement, dated August 4, 2020, between Otis Wealth, Inc. and Series Gallery Drop 036, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.101 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
6.102	Purchase and Sale Agreement, dated August 4, 2020, between Series Gallery Drop 036, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.102 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
6.103	Promissory Note issued by Series Gallery Drop 036, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on August 4, 2020 (incorporated by reference to Exhibit 6.103 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
6.104	Asset Management Agreement, dated August 4, 2020, between Otis Wealth, Inc. and Series Gallery Drop 037, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.104 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
6.105	Purchase and Sale Agreement, dated August 4, 2020, between Series Gallery Drop 037, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.105 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)

39

6.106	Promissory Note issued by Series Gallery Drop 037, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on August 4, 2020 (incorporated by reference to Exhibit 6.106 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
6.107	Asset Management Agreement, dated September 10, 2020, between Otis Wealth, Inc. and Series Gallery Drop 038, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.107 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 15, 2020)
6.108	Purchase and Sale Agreement, dated September 10, 2020, between Series Gallery Drop 038, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.108 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 15, 2020)
6.109	Promissory Note issued by Series Gallery Drop 038, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on September 10, 2020 (incorporated by reference to Exhibit 6.109 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 15, 2020)
6.110	Asset Management Agreement, dated September 10, 2020, between Otis Wealth, Inc. and Series Gallery Drop 039, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.110 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 15, 2020)
6.111	Purchase and Sale Agreement, dated September 10, 2020, between Series Gallery Drop 039, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.111 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 15, 2020)
6.112	Promissory Note issued by Series Gallery Drop 039, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on September 10, 2020 (incorporated by reference to Exhibit 6.112 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 15, 2020)
6.113	Asset Management Agreement, dated September 10, 2020, between Otis Wealth, Inc. and Series Gallery Drop 040, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.113 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 15, 2020)
6.114	Purchase and Sale Agreement, dated September 10, 2020, between Series Gallery Drop 040, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.114 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 15, 2020)
6.115	Promissory Note issued by Series Gallery Drop 040, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on September 10, 2020 (incorporated by reference to Exhibit 6.115 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 15, 2020)
6.116	Asset Management Agreement, dated September 10, 2020, between Otis Wealth, Inc. and Series Gallery Drop 041, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.116 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 15, 2020)
6.117	Purchase and Sale Agreement, dated September 10, 2020, between Series Gallery Drop 041, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.117 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 15, 2020)
6.118	Promissory Note issued by Series Gallery Drop 041, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on September 10, 2020 (incorporated by reference to Exhibit 6.118 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 15, 2020)
6.119	Asset Management Agreement, dated September 10, 2020, between Otis Wealth, Inc. and Series Gallery Drop 042, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.119 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 15, 2020)
6.120	Purchase and Sale Agreement, dated September 10, 2020, between Series Gallery Drop 042, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.120 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 15, 2020)
6.121	Promissory Note issued by Series Gallery Drop 042, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on September 10, 2020 (incorporated by reference to Exhibit 6.121 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 15, 2020)

40

6.122	Asset Management Agreement, dated October 6, 2020, between Otis Wealth, Inc. and Series Gallery Drop 043, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.122 to the Post-Qualification Offering Statement on Form 1-A POS filed on October 7, 2020)
6.123	Purchase and Sale Agreement, dated October 6, 2020, between Series Gallery Drop 043, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.123 to the Post-Qualification Offering Statement on Form 1-A POS filed on October 7, 2020)
6.124	Promissory Note issued by Series Gallery Drop 043, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on October 6, 2020 (incorporated by reference to Exhibit 6.124 to the Post-Qualification Offering Statement on Form 1-A POS filed on October 7, 2020)
6.125	Asset Management Agreement, dated October 6, 2020, between Otis Wealth, Inc. and Series Gallery Drop 044, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.125 to the Post-Qualification Offering Statement on Form 1-A POS filed on October 7, 2020)
6.126.1	Purchase and Sale Agreement, dated October 6, 2020, between Series Gallery Drop 044, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.126 to the Post-Qualification Offering Statement on Form 1-A POS filed on October 7, 2020)
6.126.2	Purchase and Sale Agreement, Addendum dated April 15, 2021, between Series Gallery Drop 044, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.126.2 to Form 1-K filed on April 30, 2021)
6.127	Promissory Note issued by Series Gallery Drop 044, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on October 6, 2020 (incorporated by reference to Exhibit 6.127 to the Post-Qualification Offering Statement on Form 1-A POS filed on October 7, 2020)
6.128	Asset Management Agreement, dated October 6, 2020, between Otis Wealth, Inc. and Series Gallery Drop 045, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.128 to the Post-Qualification Offering Statement on Form 1-A POS filed on October 7, 2020)
6.129	Purchase and Sale Agreement, dated October 6, 2020, between Series Gallery Drop 045, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.129 to the Post-Qualification Offering Statement on Form 1-A POS filed on October 7, 2020)
6.130	Promissory Note issued by Series Gallery Drop 045, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on October 6, 2020 (incorporated by reference to Exhibit 6.130 to the Post-Qualification Offering Statement on Form 1-A POS filed on October 7, 2020)
6.131	Asset Management Agreement, dated November 11, 2020, between Otis Wealth, Inc. and Series Gallery Drop 046, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.131 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
6.132	Purchase and Sale Agreement, dated November 11, 2020, between Series Gallery Drop 046, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.132 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
6.133	Promissory Note issued by Series Gallery Drop 046, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on November 11, 2020 (incorporated by reference to Exhibit 6.133 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
6.134	Asset Management Agreement, dated November 11, 2020, between Otis Wealth, Inc. and Series Gallery Drop 047, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.134 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
6.135	Purchase and Sale Agreement, dated November 11, 2020, between Series Gallery Drop 047, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.135 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
6.136	Promissory Note issued by Series Gallery Drop 047, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on November 11, 2020 (incorporated by reference to Exhibit 6.136 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)

41

6.137	Asset Management Agreement, dated November 11, 2020, between Otis Wealth, Inc. and Series Gallery Drop 048, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.137 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
6.138	Purchase and Sale Agreement, dated November 11, 2020, between Series Gallery Drop 048, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.138 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
6.139	Promissory Note issued by Series Gallery Drop 048, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on November 11, 2020 (incorporated by reference to Exhibit 6.139 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
6.140	Asset Management Agreement, dated November 23, 2020, between Otis Wealth, Inc. and Series Gallery Drop 049, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.140 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
6.141	Purchase and Sale Agreement, dated November 23, 2020, between Series Gallery Drop 049, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.141 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
6.142	Promissory Note issued by Series Gallery Drop 049, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on November 23, 2020 (incorporated by reference to Exhibit 6.142 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
6.143	Asset Management Agreement, dated November 23, 2020, between Otis Wealth, Inc. and Series Gallery Drop 050, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.143 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
6.144	Purchase and Sale Agreement, dated November 23, 2020, between Series Gallery Drop 050, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.144 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
6.145	Promissory Note issued by Series Gallery Drop 050, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on November 23, 2020 (incorporated by reference to Exhibit 6.145 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
6.146	Asset Management Agreement, dated November 23, 2020, between Otis Wealth, Inc. and Series Gallery Drop 051, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.146 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
6.147	Purchase and Sale Agreement, dated November 23, 2020, between Series Gallery Drop 051, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.147 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
6.148	Promissory Note issued by Series Gallery Drop 051, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on November 23, 2020 (incorporated by reference to Exhibit 6.148 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
6.149	Asset Management Agreement, dated November 23, 2020, between Otis Wealth, Inc. and Series Gallery Drop 052, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.149 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
6.150	Purchase and Sale Agreement, dated November 23, 2020, between Series Gallery Drop 052, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.150 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
6.151	Promissory Note issued by Series Gallery Drop 052, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on November 23, 2020 (incorporated by reference to Exhibit 6.151 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
6.152	Asset Management Agreement, dated November 23, 2020, between Otis Wealth, Inc. and Series Gallery Drop 053, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.152 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)

42

6.153	Purchase and Sale Agreement, dated November 23, 2020, between Series Gallery Drop 053, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.153 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
6.154	Promissory Note issued by Series Gallery Drop 053, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on November 23, 2020 (incorporated by reference to Exhibit 6.154 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
6.155	Asset Management Agreement, dated November 23, 2020, between Otis Wealth, Inc. and Series Gallery Drop 054, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.155 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
6.156	Purchase and Sale Agreement, dated November 23, 2020, between Series Gallery Drop 054, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.156 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
6.157	Promissory Note issued by Series Gallery Drop 054, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on November 23, 2020 (incorporated by reference to Exhibit 6.157 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
6.158	Asset Management Agreement, dated December 18, 2020, between Otis Wealth, Inc. and Series Gallery Drop 055, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.158 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
6.159	Purchase and Sale Agreement, dated December 18, 2020, between Series Gallery Drop 055, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.159 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
6.160	Promissory Note issued by Series Gallery Drop 055, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on December 18, 2020 (incorporated by reference to Exhibit 6.160 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
6.161	Asset Management Agreement, dated December 18, 2020, between Otis Wealth, Inc. and Series Gallery Drop 056, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.161 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
6.162	Purchase and Sale Agreement, dated December 18, 2020, between Series Gallery Drop 056, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.162 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
6.163	Promissory Note issued by Series Gallery Drop 056, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on December 18, 2020 (incorporated by reference to Exhibit 6.163 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
6.164	Asset Management Agreement, dated December 18, 2020, between Otis Wealth, Inc. and Series Gallery Drop 057, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.164 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
6.165	Purchase and Sale Agreement, dated December 18, 2020, between Series Gallery Drop 057, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.165 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
6.166	Promissory Note issued by Series Gallery Drop 057, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on December 18, 2020 (incorporated by reference to Exhibit 6.166 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
6.167	Asset Management Agreement, dated December 18, 2020, between Otis Wealth, Inc. and Series Gallery Drop 058, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.167 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
6.168	Purchase and Sale Agreement, dated December 18, 2020, between Series Gallery Drop 058, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.168 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)

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6.169	Promissory Note issued by Series Gallery Drop 058, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on December 18, 2020 (incorporated by reference to Exhibit 6.169 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
6.170	Asset Management Agreement, dated December 18, 2020, between Otis Wealth, Inc. and Series Gallery Drop 059, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.170 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
6.171	Purchase and Sale Agreement, dated December 18, 2020, between Series Gallery Drop 059, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.171 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
6.172	Promissory Note issued by Series Gallery Drop 059, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on December 18, 2020 (incorporated by reference to Exhibit 6.172 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
6.173	Asset Management Agreement, dated December 18, 2020, between Otis Wealth, Inc. and Series Gallery Drop 060, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.173 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
6.174	Purchase and Sale Agreement, dated December 18, 2020, between Series Gallery Drop 060, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.174 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
6.175	Promissory Note issued by Series Gallery Drop 060, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on December 18, 2020 (incorporated by reference to Exhibit 6.175 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
6.176	Asset Management Agreement, dated December 18, 2020, between Otis Wealth, Inc. and Series Gallery Drop 061, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.176 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
6.177	Purchase and Sale Agreement, dated December 18, 2020, between Series Gallery Drop 061, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.177 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
6.178	Promissory Note issued by Series Gallery Drop 061, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on December 18, 2020 (incorporated by reference to Exhibit 6.178 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
6.179	Asset Management Agreement, dated December 18, 2020, between Otis Wealth, Inc. and Series Gallery Drop 062, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.179 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
6.180	Purchase and Sale Agreement, dated December 18, 2020, between Series Gallery Drop 062, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.180 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
6.181	Promissory Note issued by Series Gallery Drop 062, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on December 18, 2020 (incorporated by reference to Exhibit 6.181 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
6.182	Asset Management Agreement, dated December 18, 2020, between Otis Wealth, Inc. and Series Gallery Drop 063, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.182 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
6.183	Purchase and Sale Agreement, dated December 18, 2020, between Series Gallery Drop 063, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.183 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
6.184	Promissory Note issued by Series Gallery Drop 063, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on December 18, 2020 (incorporated by reference to Exhibit 6.184 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)

44

6.185	Asset Management Agreement, dated December 18, 2020, between Otis Wealth, Inc. and Series Gallery Drop 064, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.185 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
6.186	Purchase and Sale Agreement, dated December 18, 2020, between Series Gallery Drop 064, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.186 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
6.187	Promissory Note issued by Series Gallery Drop 064, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on December 18, 2020 (incorporated by reference to Exhibit 6.187 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
6.188	Asset Management Agreement, dated January 11, 2021, between Otis Wealth, Inc. and Series Gallery Drop 065, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.188 to the Post-Qualification Offering Statement on Form 1-A POS filed on January 15, 2021)
6.189	Purchase and Sale Agreement, dated January 11, 2021, between Series Gallery Drop 065, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.189 to the Post-Qualification Offering Statement on Form 1-A POS filed on January 15, 2021)
6.190	Promissory Note issued by Series Gallery Drop 065, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on January 11, 2021 (incorporated by reference to Exhibit 6.190 to the Post-Qualification Offering Statement on Form 1-A POS filed on January 15, 2021)
6.191	Asset Management Agreement, dated January 11, 2021, between Otis Wealth, Inc. and Series Gallery Drop 066, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.191 to the Post-Qualification Offering Statement on Form 1-A POS filed on January 15, 2021)
6.192	Purchase and Sale Agreement, dated January 11, 2021, between Series Gallery Drop 066, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.192 to the Post-Qualification Offering Statement on Form 1-A POS filed on January 15, 2021)
6.193	Promissory Note issued by Series Gallery Drop 066, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on January 11, 2021 (incorporated by reference to Exhibit 6.193 to the Post-Qualification Offering Statement on Form 1-A POS filed on January 15, 2021)
6.194	Asset Management Agreement, dated January 11, 2021, between Otis Wealth, Inc. and Series Gallery Drop 067, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.194 to the Post-Qualification Offering Statement on Form 1-A POS filed on January 15, 2021)
6.195	Purchase and Sale Agreement, dated January 11, 2021, between Series Gallery Drop 067, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.195 to the Post-Qualification Offering Statement on Form 1-A POS filed on January 15, 2021)
6.196	Promissory Note issued by Series Gallery Drop 067, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on January 11, 2021 (incorporated by reference to Exhibit 6.196 to the Post-Qualification Offering Statement on Form 1-A POS filed on January 15, 2021)
6.197	Asset Management Agreement, dated January 11, 2021, between Otis Wealth, Inc. and Series Gallery Drop 068, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.197 to the Post-Qualification Offering Statement on Form 1-A POS filed on January 15, 2021)
6.198	Purchase and Sale Agreement, dated January 11, 2021, between Series Gallery Drop 068, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.198 to the Post-Qualification Offering Statement on Form 1-A POS filed on January 15, 2021)
6.199	Promissory Note issued by Series Gallery Drop 068, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on January 11, 2021 (incorporated by reference to Exhibit 6.199 to the Post-Qualification Offering Statement on Form 1-A POS filed on January 15, 2021)
6.200	Asset Management Agreement, dated January 11, 2021, between Otis Wealth, Inc. and Series Gallery Drop 069, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.200 to the Post-Qualification Offering Statement on Form 1-A POS filed on January 15, 2021)

45

6.201	Purchase and Sale Agreement, dated January 11, 2021, between Series Gallery Drop 069, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.201 to the Post-Qualification Offering Statement on Form 1-A POS filed on January 15, 2021)
6.202	Promissory Note issued by Series Gallery Drop 069, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on January 11, 2021 (incorporated by reference to Exhibit 6.202 to the Post-Qualification Offering Statement on Form 1-A POS filed on January 15, 2021)
6.203	Asset Management Agreement, dated February 5, 2021, between Otis Wealth, Inc. and Series Gallery Drop 070, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.203 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.204	Purchase and Sale Agreement, dated February 5, 2021, between Series Gallery Drop 070, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.204 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.205	Promissory Note issued by Series Gallery Drop 070, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on February 5, 2021 (incorporated by reference to Exhibit 6.205 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.206	Asset Management Agreement, dated February 5, 2021, between Otis Wealth, Inc. and Series Gallery Drop 071, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.206 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.207	Purchase and Sale Agreement, dated February 5, 2021, between Series Gallery Drop 071, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.207 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.208	Promissory Note issued by Series Gallery Drop 071, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on February 5, 2021 (incorporated by reference to Exhibit 6.208 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.209	Asset Management Agreement, dated February 5, 2021, between Otis Wealth, Inc. and Series Gallery Drop 072, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.209 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.210	Purchase and Sale Agreement, dated February 5, 2021, between Series Gallery Drop 072, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.210 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.211	Promissory Note issued by Series Gallery Drop 072, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on February 5, 2021 (incorporated by reference to Exhibit 6.211 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.212	Asset Management Agreement, dated February 5, 2021, between Otis Wealth, Inc. and Series Gallery Drop 073, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.212 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.213	Purchase and Sale Agreement, dated February 5, 2021, between Series Gallery Drop 073, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.213 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.214	Promissory Note issued by Series Gallery Drop 073, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on February 5, 2021 (incorporated by reference to Exhibit 6.214 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.215	Asset Management Agreement, dated February 5, 2021, between Otis Wealth, Inc. and Series Gallery Drop 074, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.215 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.216	Purchase and Sale Agreement, dated February 5, 2021, between Series Gallery Drop 074, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.216 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)

46

6.217	Promissory Note issued by Series Gallery Drop 074, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on February 5, 2021 (incorporated by reference to Exhibit 6.217 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.218	Asset Management Agreement, dated February 5, 2021, between Otis Wealth, Inc. and Series Gallery Drop 075, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.218 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.219	Purchase and Sale Agreement, dated February 5, 2021, between Series Gallery Drop 075, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.219 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.220	Promissory Note issued by Series Gallery Drop 075, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on February 5, 2021 (incorporated by reference to Exhibit 6.220 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.221	Asset Management Agreement, dated February 5, 2021, between Otis Wealth, Inc. and Series Gallery Drop 076, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.221 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.222	Purchase and Sale Agreement, dated February 5, 2021, between Series Gallery Drop 076, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.222 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.223	Promissory Note issued by Series Gallery Drop 076, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on February 5, 2021 (incorporated by reference to Exhibit 6.223 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.224	Asset Management Agreement, dated February 5, 2021, between Otis Wealth, Inc. and Series Gallery Drop 077, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.224 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.225	Purchase and Sale Agreement, dated February 5, 2021, between Series Gallery Drop 077, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.225 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.226	Promissory Note issued by Series Gallery Drop 077, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on February 5, 2021 (incorporated by reference to Exhibit 6.226 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.227	Asset Management Agreement, dated February 5, 2021, between Otis Wealth, Inc. and Series Gallery Drop 078, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.227 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.228	Purchase and Sale Agreement, dated February 5, 2021, between Series Gallery Drop 078, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.228 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.229	Promissory Note issued by Series Gallery Drop 078, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on February 5, 2021 (incorporated by reference to Exhibit 6.229 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.230	Asset Management Agreement, dated February 5, 2021, between Otis Wealth, Inc. and Series Gallery Drop 079, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.230 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.231	Purchase and Sale Agreement, dated February 5, 2021, between Series Gallery Drop 079, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.231 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.232	Promissory Note issued by Series Gallery Drop 079, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on February 5, 2021 (incorporated by reference to Exhibit 6.232 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)

47

6.233	Asset Management Agreement, dated February 5, 2021, between Otis Wealth, Inc. and Series Gallery Drop 080, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.233 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.234	Purchase and Sale Agreement, dated February 5, 2021, between Series Gallery Drop 080, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.234 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.235	Promissory Note issued by Series Gallery Drop 080, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on February 5, 2021 (incorporated by reference to Exhibit 6.235 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.236	Asset Management Agreement, dated February 9, 2021, between Otis Wealth, Inc. and Series Gallery Drop 082, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.239 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.237	Purchase and Sale Agreement, dated February 9, 2021, between Series Gallery Drop 082, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.240 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.238	Promissory Note issued by Series Gallery Drop 082, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on February 9, 2021 (incorporated by reference to Exhibit 6.241 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.239	Asset Management Agreement, dated February 9, 2021, between Otis Wealth, Inc. and Series Gallery Drop 083, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.242 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.240	Purchase and Sale Agreement, dated February 9, 2021, between Series Gallery Drop 083, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.243 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.241	Promissory Note issued by Series Gallery Drop 083, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on February 9, 2021 (incorporated by reference to Exhibit 6.244 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
6.242	Asset Management Agreement, dated March 9, 2021, between Otis Wealth, Inc. and Series Gallery Drop 086, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.251 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.243	Purchase and Sale Agreement, dated March 9, 2021, between Series Gallery Drop 086, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.252 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.244	Promissory Note issued by Series Gallery Drop 086, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on March 9, 2021 (incorporated by reference to Exhibit 6.253 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.245	Asset Management Agreement, dated March 9, 2021, between Otis Wealth, Inc. and Series Gallery Drop 089, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.260 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.246	Purchase and Sale Agreement, dated March 9, 2021, between Series Gallery Drop 089, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.261 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.247	Promissory Note issued by Series Gallery Drop 089, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on March 9, 2021 (incorporated by reference to Exhibit 6.262 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.248	Asset Management Agreement, dated March 9, 2021, between Otis Wealth, Inc. and Series Gallery Drop 091, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.266 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)

48

6.249	Purchase and Sale Agreement, dated March 9, 2021, between Series Gallery Drop 091, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.267 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.250	Promissory Note issued by Series Gallery Drop 091, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on March 9, 2021 (incorporated by reference to Exhibit 6.268 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.251	Asset Management Agreement, dated March 9, 2021, between Otis Wealth, Inc. and Series Gallery Drop 093, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.272 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.252	Purchase and Sale Agreement, dated March 9, 2021, between Series Gallery Drop 093, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.273 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.253	Promissory Note issued by Series Gallery Drop 093, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on March 9, 2021 (incorporated by reference to Exhibit 6.274 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.254	Asset Management Agreement, dated March 9, 2021, between Otis Wealth, Inc. and Series Gallery Drop 094, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.275 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.255	Purchase and Sale Agreement, dated March 9, 2021, between Series Gallery Drop 094, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.276 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.256	Promissory Note issued by Series Gallery Drop 094, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on March 9, 2021 (incorporated by reference to Exhibit 6.277 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.257	Asset Management Agreement, dated March 9, 2021, between Otis Wealth, Inc. and Series Gallery Drop 095, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.278 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.258	Purchase and Sale Agreement, dated March 9, 2021, between Series Gallery Drop 095, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.279 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.259	Promissory Note issued by Series Gallery Drop 095, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on March 9, 2021 (incorporated by reference to Exhibit 6.280 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.260	Asset Management Agreement, dated March 9, 2021, between Otis Wealth, Inc. and Series Gallery Drop 096, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.281 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.261	Purchase and Sale Agreement, dated March 9, 2021, between Series Gallery Drop 096, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.282 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.262	Promissory Note issued by Series Gallery Drop 096, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on March 9, 2021 (incorporated by reference to Exhibit 6.283 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.263	Asset Management Agreement, dated March 10, 2021, between Otis Wealth, Inc. and Series Gallery Drop 097, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.284 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.264	Purchase and Sale Agreement, dated March 10, 2021, between Series Gallery Drop 097, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.285 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)

49

6.265	Promissory Note issued by Series Gallery Drop 097, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on March 10, 2021 (incorporated by reference to Exhibit 6.286 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.266	Asset Management Agreement, dated March 10, 2021, between Otis Wealth, Inc. and Series Gallery Drop 098, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.287 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.267	Purchase and Sale Agreement, dated March 10, 2021, between Series Gallery Drop 098, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.288 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.268	Promissory Note issued by Series Gallery Drop 098, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on March 10, 2021 (incorporated by reference to Exhibit 6.289 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.269	Asset Management Agreement, dated March 10, 2021, between Otis Wealth, Inc. and Series Gallery Drop 099, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.290 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.270	Purchase and Sale Agreement, dated March 10, 2021, between Series Gallery Drop 099, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.291 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.271	Promissory Note issued by Series Gallery Drop 099, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on March 10, 2021 (incorporated by reference to Exhibit 6.292 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.272	Asset Management Agreement, dated March 10, 2021, between Otis Wealth, Inc. and Series Gallery Drop 100, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.293 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.273	Purchase and Sale Agreement, dated March 10, 2021, between Series Gallery Drop 100, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.294 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.274	Promissory Note issued by Series Gallery Drop 100, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on March 10, 2021 (incorporated by reference to Exhibit 6.295 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.275	Asset Management Agreement, dated March 10, 2021, between Otis Wealth, Inc. and Series Gallery Drop 101, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.296 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.276	Purchase and Sale Agreement, dated March 10, 2021, between Series Gallery Drop 101, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.297 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.277	Promissory Note issued by Series Gallery Drop 101, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on March 10, 2021 (incorporated by reference to Exhibit 6.298 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
6.278	Asset Management Agreement, dated April 23, 2021, between Otis Wealth, Inc. and Series Gallery Drop 102, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.299 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
6.279	Purchase and Sale Agreement, dated April 23, 2021, between Series Gallery Drop 102, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.300 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
6.280	Promissory Note issued by Series Gallery Drop 102, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on April 23, 2021 (incorporated by reference to Exhibit 6.301 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)

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6.281	Asset Management Agreement, dated April 23, 2021, between Otis Wealth, Inc. and Series Gallery Drop 103, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.302 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
6.282	Purchase and Sale Agreement, dated April 23, 2021, between Series Gallery Drop 103, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.303 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
6.283	Promissory Note issued by Series Gallery Drop 103, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on April 23, 2021 (incorporated by reference to Exhibit 6.304 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
6.284	Asset Management Agreement, dated April 23, 2021, between Otis Wealth, Inc. and Series Gallery Drop 104, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.305 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
6.285	Purchase and Sale Agreement, dated April 23, 2021, between Series Gallery Drop 104, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.306 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
6.286	Promissory Note issued by Series Gallery Drop 104, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on April 23, 2021 (incorporated by reference to Exhibit 6.307 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
6.287	Asset Management Agreement, dated April 23, 2021, between Otis Wealth, Inc. and Series Gallery Drop 105, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.308 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
6.288	Purchase and Sale Agreement, dated April 23, 2021, between Series Gallery Drop 105, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.309 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
6.289	Promissory Note issued by Series Gallery Drop 105, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on April 23, 2021 (incorporated by reference to Exhibit 6.310 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
6.290	Asset Management Agreement, dated April 24, 2021, between Otis Wealth, Inc. and Series Gallery Drop 107, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.314 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
6.291	Purchase and Sale Agreement, dated April 24, 2021, between Series Gallery Drop 107, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.315 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
6.292	Promissory Note issued by Series Gallery Drop 107, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on April 24, 2021 (incorporated by reference to Exhibit 6.316 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
6.293	Asset Management Agreement, dated April 29, 2021, between Otis Wealth, Inc. and Series Gallery Drop 108, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.317 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
6.294	Purchase and Sale Agreement, dated May 3, 2021, between Series Gallery Drop 108, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.318 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
6.295	Promissory Note issued by Series Gallery Drop 108, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on May 3, 2021 (incorporated by reference to Exhibit 6.319 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
6.296	Asset Management Agreement, dated May 3, 2021, between Otis Wealth, Inc. and Series Gallery Drop 109, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.320 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)

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6.297	Purchase and Sale Agreement, dated May 3, 2021, between Series Gallery Drop 109, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.321 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
6.298	Promissory Note issued by Series Gallery Drop 109, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on May 3, 2021 (incorporated by reference to Exhibit 6.322 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
6.299	Asset Management Agreement, dated June 9, 2021, between Otis Wealth, Inc. and Series Gallery Drop 110, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.323 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 11, 2021)
6.300	Purchase and Sale Agreement, dated June 9, 2021, between Series Gallery Drop 110, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.324 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 11, 2021)
6.301	Promissory Note issued by Series Gallery Drop 110, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on June 9, 2021 (incorporated by reference to Exhibit 6.325 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 11, 2021)
6.302	Asset Management Agreement, dated June 9, 2021, between Otis Wealth, Inc. and Series Gallery Drop 111, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.326 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 11, 2021)
6.303	Purchase and Sale Agreement, dated June 9, 2021, between Series Gallery Drop 111, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.327 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 11, 2021)
6.304	Promissory Note issued by Series Gallery Drop 111, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on June 9, 2021 (incorporated by reference to Exhibit 6.328 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 11, 2021)
6.305	Asset Management Agreement, dated June 9, 2021, between Otis Wealth, Inc. and Series Gallery Drop 112, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.329 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 11, 2021)
6.306	Purchase and Sale Agreement, dated June 9, 2021, between Series Gallery Drop 112, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.330 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 11, 2021)
6.307	Promissory Note issued by Series Gallery Drop 112, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on June 9, 2021 (incorporated by reference to Exhibit 6.331 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 11, 2021)
6.308	Asset Management Agreement, dated July 8, 2021, between Otis Wealth, Inc. and Series Gallery Drop 113, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.332 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 13, 2021)
6.309	Purchase and Sale Agreement, dated July 8, 2021, between Series Gallery Drop 113, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.333 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 13, 2021)
6.310	Promissory Note issued by Series Gallery Drop 113, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on July 8, 2021 (incorporated by reference to Exhibit 6.334 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 13, 2021)
6.311	Asset Management Agreement, dated July 8, 2021, between Otis Wealth, Inc. and Series Gallery Drop 114, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.335 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 13, 2021)
6.312	Purchase and Sale Agreement, dated July 8, 2021, between Series Gallery Drop 114, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.336 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 13, 2021)

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6.313	Promissory Note issued by Series Gallery Drop 114, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on July 8, 2021 (incorporated by reference to Exhibit 6.337 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 13, 2021)
6.314	Asset Management Agreement, dated July 8, 2021, between Otis Wealth, Inc. and Series Gallery Drop 115, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.338 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 13, 2021)
6.315	Purchase and Sale Agreement, dated July 8, 2021, between Series Gallery Drop 115, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.339 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 13, 2021)
6.316	Promissory Note issued by Series Gallery Drop 115, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on July 8, 2021 (incorporated by reference to Exhibit 6.340 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 13, 2021)
6.317	Asset Management Agreement, dated September 15, 2021, between Otis Wealth, Inc. and Series Gallery Drop 116, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.341 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 17, 2021)
6.318	Purchase and Sale Agreement, dated September 15, 2021, between Series Gallery Drop 116, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.342 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 17, 2021)
6.319	Promissory Note issued by Series Gallery Drop 116, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on September 15, 2021 (incorporated by reference to Exhibit 6.343 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 17, 2021)
6.320	Asset Management Agreement, dated October 25, 2021, between Otis Wealth, Inc. and Series Gallery Drop 117, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.344 to the Post-Qualification Offering Statement on Form 1-A POS filed on October 28, 2021)
6.321	Purchase and Sale Agreement, dated October 25, 2021, between Series Gallery Drop 117, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.345 to the Post-Qualification Offering Statement on Form 1-A POS filed on October 28, 2021)
6.322	Promissory Note issued by Series Gallery Drop 117, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on October 25, 2021 (incorporated by reference to Exhibit 6.346 to the Post-Qualification Offering Statement on Form 1-A POS filed on October 28, 2021)
6.323	Asset Management Agreement, dated November 30, 2021, between Otis Wealth, Inc. and Series Gallery Drop 119, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.350 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 2, 2021)
6.324	Purchase and Sale Agreement, dated November 30, 2021, between Series Gallery Drop 119, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.351 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 2, 2021)
6.325	Promissory Note issued by Series Gallery Drop 119, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on November 30, 2021 (incorporated by reference to Exhibit 6.352 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 2, 2021)
6.326	Asset Management Agreement, dated November 30, 2021, between Otis Wealth, Inc. and Series Gallery Drop 121, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.356 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 2, 2021)
6.327	Purchase and Sale Agreement, dated November 30, 2021, between Series Gallery Drop 121, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.357 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 2, 2021)
6.328	Promissory Note issued by Series Gallery Drop 121, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on November 30, 2021 (incorporated by reference to Exhibit 6.358 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 2, 2021)

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6.329	Asset Management Agreement, dated November 30, 2021, between Otis Wealth, Inc. and Series Gallery Drop 122, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.359 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 2, 2021)
6.330	Purchase and Sale Agreement, dated November 30, 2021, between Series Gallery Drop 122, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.360 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 2, 2021)
6.331	Promissory Note issued by Series Gallery Drop 122, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on November 30, 2021 (incorporated by reference to Exhibit 6.361 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 2, 2021)
6.332	Asset Management Agreement, dated November 30, 2021, between Otis Wealth, Inc. and Series Gallery Drop 123, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 6.362 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 2, 2021)
6.333	Purchase and Sale Agreement, dated November 30, 2021, between Series Gallery Drop 123, a Series of Otis Gallery LLC, and Otis Wealth, Inc. (incorporated by reference to Exhibit 6.363 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 2, 2021)
6.334	Promissory Note issued by Series Gallery Drop 123, a Series of Otis Gallery LLC, in favor of Otis Wealth, Inc. on November 30, 2021 (incorporated by reference to Exhibit 6.364 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 2, 2021)
8.1	Second Amended and Restated Escrow Agreement, dated July 9, 2019, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series #KW, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 4.1 to the Amended Offering Statement on Form 1-A/A filed on July 10, 2019)
8.2	Escrow Agreement, dated September 11, 2019, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Drop 002, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.2 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
8.3	Amendment to Escrow Agreement, dated September 20, 2019, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Drop 002, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.3 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
8.4	Escrow Agreement, dated September 11, 2019, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Drop 003, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.4 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
8.5	Amendment to Escrow Agreement, dated September 20, 2019, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Drop 003, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.5 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
8.6	Escrow Agreement, dated September 11, 2019, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Drop 004, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.6 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
8.7	Amendment to Escrow Agreement, dated September 20, 2019, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Drop 004, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.7 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)

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8.8	Escrow Agreement, dated September 11, 2019, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Drop 005, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.8 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
8.9	Amendment to Escrow Agreement, dated September 20, 2019, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Drop 005, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.9 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
8.10	Escrow Agreement, dated September 11, 2019, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Drop 008, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.14 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
8.11	Amendment to Escrow Agreement, dated September 16, 2019, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Drop 008, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.15 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
8.12	Second Amendment to Escrow Agreement, dated September 20, 2019, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Drop 008, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.16 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
8.13	Escrow Agreement, dated September 11, 2019, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Drop 009, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.17 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
8.14	Amendment to Escrow Agreement, dated September 20 2019, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Drop 009, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.18 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
8.15	Escrow Agreement, dated September 17, 2019, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Drop 010, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.19 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
8.16	Amendment to Escrow Agreement, dated September 20 2019, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Drop 010, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.20 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 25, 2019)
8.17	Escrow Agreement, dated December 20, 2019, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Gallery Drop 011, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.21 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 20, 2019)
8.18	Escrow Agreement, dated December 20, 2019, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Gallery Drop 012, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.22 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 20, 2019)
8.19	Amended and Restated Escrow Agreement, dated October 5, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 013, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.19 to the Current Report

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8.20	Escrow Agreement, dated December 20, 2019, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Gallery Drop 014, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.24 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 20, 2019)
8.21	Escrow Agreement, dated December 20, 2019, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Gallery Drop 015, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.25 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 20, 2019)
8.22	Escrow Agreement, dated March 19, 2020, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Gallery Drop 016, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.22 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 25, 2020)
8.23	Escrow Agreement, dated March 19, 2020, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Gallery Drop 017, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.23 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 25, 2020)
8.24	Escrow Agreement, dated May 14, 2020, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Gallery Drop 018, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.24 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 15, 2020)
8.25	Escrow Agreement, dated May 29, 2020, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Gallery Drop 019, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.25 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 4, 2020)
8.26	Escrow Agreement, dated May 29, 2020, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Gallery Drop 020, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.26 to the Post-Qualification Offering Statement on From 1-A POS filed on June 4, 2020)
8.27	Escrow Agreement, dated June 1, 2020, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Gallery Drop 021, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.27 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 4, 2020)
8.28	Escrow Agreement, dated June 3, 2020, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Gallery Drop 022, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.28 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 4, 2020)
8.29	Escrow Agreement, dated June 11, 2020, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Gallery Drop 023, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.29 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 12, 2020)
8.30	Escrow Agreement, dated June 11, 2020, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Gallery Drop 024, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.30 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 12, 2020)
8.31	Amended and Restated Escrow Agreement, dated October 5, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 025, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.31 to the Current Report
8.32	Escrow Agreement, dated June 11, 2020, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Gallery Drop 026, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.32 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 12, 2020)
8.33	Escrow Agreement, dated July 10, 2020, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Gallery Drop 027, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.33 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 10, 2020)
8.34	Escrow Agreement, dated July 10, 2020, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Gallery Drop 028, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.34 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 10, 2020)

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8.35	Escrow Agreement, dated July 10, 2020, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Gallery Drop 029, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.35 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 10, 2020
8.36	Escrow Agreement, dated August 7, 2020, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Gallery Drop 030, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.36 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
8.37	Amended and Restated Escrow Agreement, dated October 5, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 031, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.37 to the Current Report on Form 1-U filed on October 5, 2020)
8.38	Escrow Agreement, dated August 6, 2020, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Gallery Drop 032, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.38 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
8.39	Amended and Restated Escrow Agreement, dated October 5, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 033, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.39 to the Current Report on Form 1-U filed on October 5, 2020)
8.40	Escrow Agreement, dated August 7, 2020, among North Capital Private Securities Corporation, Otis Wealth, Inc. and Series Gallery Drop 034, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.40 to the Post-Qualification Offering Statement on Form 1-A POS filed on August 7, 2020)
8.41	Amended and Restated Escrow Agreement, dated October 5, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 035, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.41 to the Current Report on Form 1-U filed on October 5, 2020)
8.42	Amended and Restated Escrow Agreement, dated October 5, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 036, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.42 to the Current Report on Form 1-U filed on October 5, 2020)
8.43	Amended and Restated Escrow Agreement, dated October 5, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 037, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.43 to the Current Report on Form 1-U filed on October 5, 2020)
8.44	Amended and Restated Escrow Agreement, dated October 5, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 038, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.44 to the Current Report on Form 1-U filed on October 5, 2020)
8.45	Amended and Restated Escrow Agreement, dated October 5, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 039, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.45 to the Current Report on Form 1-U filed on October 5, 2020)
8.46	Amended and Restated Escrow Agreement, dated October 5, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 040, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.46 to the Current Report on Form 1-U filed on October 5, 2020)
8.47	Amended and Restated Escrow Agreement, dated October 5, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 041, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.47 to the Current Report on Form 1-U filed on October 5, 2020)

57

8.48	Amended and Restated Escrow Agreement, dated October 5, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 042, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.48 to the Current Report on Form 1-U filed on October 5, 2020)
8.49	Escrow Agreement, dated October 7, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 043, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.49 to the Post-Qualification Offering Statement on Form 1-A POS filed on October 7, 2020)
8.50	Escrow Agreement, dated October 7, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 044, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.50 to the Post-Qualification Offering Statement on Form 1-A POS filed on October 7, 2020)
8.51	Escrow Agreement, dated October 7, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 045, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.51 to the Post-Qualification Offering Statement on Form 1-A POS filed on October 7, 2020)
8.52	Escrow Agreement, dated November 11, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 046, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.52 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
8.53	Escrow Agreement, dated November 11, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 047, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.53 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
8.54	Escrow Agreement, dated November 11, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 048, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.54 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
8.55	Escrow Agreement, dated November 24, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 049, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.55 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
8.56	Escrow Agreement, dated November 24, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 050, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.56 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
8.57	Escrow Agreement, dated November 24, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 051, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.57 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
8.58	Escrow Agreement, dated November 24, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 052, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.58 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
8.59	Escrow Agreement, dated November 24, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 053, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.59 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)

58

8.60	Escrow Agreement, dated November 24, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 054, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.60 to the Post-Qualification Offering Statement on Form 1-A POS filed on November 25, 2020)
8.61	Escrow Agreement, dated December 21, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 055, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.61 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
8.62	Escrow Agreement, dated December 21, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 056, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.62 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
8.63	Escrow Agreement, dated December 21, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 057, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.63 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
8.64	Escrow Agreement, dated December 21, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 058, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.64 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
8.65	Escrow Agreement, dated December 21, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 059, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.65 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
8.66	Escrow Agreement, dated December 21, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 060, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.66 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
8.67	Escrow Agreement, dated December 21, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 061, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.67 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
8.68	Escrow Agreement, dated December 21, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 062, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.68 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
8.69	Escrow Agreement, dated December 21, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 063, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.69 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
8.70	Escrow Agreement, dated December 21, 2020, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 064, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.70 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 22, 2020)
8.71	Escrow Agreement, dated January 13, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 065, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.71 to the Post-Qualification Offering Statement on Form 1-A POS filed on January 15, 2021)

59

8.72	Escrow Agreement, dated January 13, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 066, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.72 to the Post-Qualification Offering Statement on Form 1-A POS filed on January 15, 2021)
8.73	Escrow Agreement, dated January 13, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 067, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.73 to the Post-Qualification Offering Statement on Form 1-A POS filed on January 15, 2021)
8.74	Escrow Agreement, dated January 13, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 068, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.74 to the Post-Qualification Offering Statement on Form 1-A POS filed on January 15, 2021)
8.75	Escrow Agreement, dated January 13, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 069, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.75 to the Post-Qualification Offering Statement on Form 1-A POS filed on January 15, 2021)
8.76	Escrow Agreement, dated February 8, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 070, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.76 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
8.77	Escrow Agreement, dated February 8, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 071, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.77 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
8.78	Escrow Agreement, dated February 8, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 072, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.78 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
8.79	Escrow Agreement, dated February 8, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 073, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.79 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
8.80	Escrow Agreement, dated February 8, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 074, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.80 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
8.81	Escrow Agreement, dated February 8, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 075, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.81 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
8.82	Escrow Agreement, dated February 8, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 076, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.82 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
8.83	Escrow Agreement, dated February 8, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 077, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.83 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)

60

8.84	Escrow Agreement, dated February 9, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 078, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.84 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
8.85	Escrow Agreement, dated February 9, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 079, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.85 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
8.86	Escrow Agreement, dated February 9, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 080, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.86 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
8.87	Escrow Agreement, dated February 9, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 082, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.88 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
8.88	Escrow Agreement, dated February 9, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 083, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.89 to the Post-Qualification Offering Statement on Form 1-A POS filed on February 10, 2021)
8.89	Escrow Agreement, dated March 11, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 086, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.92 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
8.90	Escrow Agreement, dated March 11, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 089, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.95 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
8.91	Escrow Agreement, dated March 11, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 091, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.97 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
8.92	Escrow Agreement, dated March 11, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 093, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.99 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
8.93	Escrow Agreement, dated March 11, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 094, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.100 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
8.94	Escrow Agreement, dated March 11, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 095, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.101 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
8.95	Escrow Agreement, dated March 11, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 096, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.102 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)

61

8.96	Escrow Agreement, dated March 11, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 097, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.103 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
8.97	Escrow Agreement, dated March 11, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 098, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.104 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
8.98	Escrow Agreement, dated March 11, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 099, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.105 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
8.99	Escrow Agreement, dated March 11, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 100, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.106 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
8.100	Escrow Agreement, dated March 11, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 101, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.107 to the Post-Qualification Offering Statement on Form 1-A POS filed on March 15, 2021)
8.101	Escrow Agreement, dated May 5, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 102, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.108 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
8.102	Escrow Agreement, dated May 5, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 103, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.109 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
8.103	Escrow Agreement, dated May 5, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 104, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.110 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
8.104	Escrow Agreement, dated May 5, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 105, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.111 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
8.105	Escrow Agreement, dated May 5, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 107, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.113 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
8.106	Escrow Agreement, dated May 5, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 108, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.114 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)
8.107	Escrow Agreement, dated May 5, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 109, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.115 to the Post-Qualification Offering Statement on Form 1-A POS filed on May 7, 2021)

62

8.108	Escrow Agreement, dated June 10, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 110, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.116 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 11, 2021)
8.109	Escrow Agreement, dated June 10, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 111, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.117 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 11, 2021)
8.110	Escrow Agreement, dated June 10, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 112, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.118 to the Post-Qualification Offering Statement on Form 1-A POS filed on June 11, 2021)
8.111	Escrow Agreement, dated July 9, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 113, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.119 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 13, 2021)
8.112	Escrow Agreement, dated July 9, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 114, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.120 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 13, 2021)
8.113	Escrow Agreement, dated July 9, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 115, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.121 to the Post-Qualification Offering Statement on Form 1-A POS filed on July 13, 2021)
8.122	Escrow Agreement, dated September 15, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 116, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.122 to the Post-Qualification Offering Statement on Form 1-A POS filed on September 17, 2021)
8.123	Escrow Agreement, dated October 26, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 117, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.123 to the Post-Qualification Offering Statement on Form 1-A POS filed on October 28, 2021)
8.124	Escrow Agreement, dated December 1, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 119, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.125 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 2, 2021)
8.125	Escrow Agreement, dated December 1, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 121, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.127 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 2, 2021)
8.126	Escrow Agreement, dated December 1, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 122, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.128 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 2, 2021)
8.127	Escrow Agreement, dated December 1, 2021, among North Capital Private Securities Corporation, Dalmore Group, LLC and Series Gallery Drop 123, a Series of Otis Gallery LLC (incorporated by reference to Exhibit 8.129 to the Post-Qualification Offering Statement on Form 1-A POS filed on December 2, 2021)

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SIGNATURES

Pursuant to the requirements of Regulation A, the issuer has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of New York, State of New York, on September 26, 2023.

OTIS GALLERY LLC By: Otis Wealth, Inc., its managing member
By:	/s/ Keith Marshall
	Keith Marshall President, Secretary, Treasurer & Sole Director

Pursuant to the requirements of Regulation A, this report has been signed below by the following persons on behalf of the issuer and in the capacities and on the dates indicated.

SIGNATURE		TITLE	DATE
/s/ Keith Marshall		President, Secretary, Treasurer & Sole Director of Otis Wealth, Inc. (as principal executive officer, principal financial officer, principal accounting officer and sole member of the board of directors of Otis Wealth, Inc.)	September 26, 2023
Keith Marshall
Otis Wealth, Inc.		Managing Member	September 26, 2023
By:	/s/ Keith Marshall
Name: Keith Marshall
Title: President, Secretary, Treasurer & Sole Director