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(Artisans / Writers / Inventors / Scientist / Etc.)


Investors: I(s)


LIONELL COMMERCE will let no Intellectual property


what so ever on this site or anything

that LIONELL COMMERCE has to do with!


There is only 1 (one) upto date page on this site,

please use this LINK




As seen on TV "SHARK TANK"!


SEC states: Crowdfunding is a legal way to advance the American Way:


Life, Liberty and the Pursuit of Happiness, These Inalienable Rights Cannot Be Denied!


Whether Investors of $1 USD or More, the SEC Crowdfunding Rules are there to keep professional investors with one accord, The Securities Exchange Commission.


LIONELL COMMERCE is for the unseen people that have ideas, as well as for those who would like to see an idea flourish.


Nowhere near a Securities Exchange thought, "WE" will utilize the SEC Crowdfunding rules as a Benchmark for our ways of operation & SUCCESS!




Please, take NOTICE to a thought from yester year

"December 2006"

According to U.S. SEC


@ 1st glance (I will do more research)

You "A.W.I.S.E." can generate 10 million from Investor(s) a year.

At second glance

a couple of days later 2017!

(Smile if you Please)

Old New News

What I found out is about our Life-Line,

A.W.I.S.E. & Investors. The

SEC Regulation Crowdfunding Rule

Washington D.C., April 5, 2017


Only thing now is to give the SEC a call, for clarification about

the Investor Net Worth Parameters and the issuing of Securities versus Promissory Notes


Make some "Last Minute Adjustments" for LIONELL COMMERCE wording,

recheck everything again with a legal team and "We're In Business"



Newer New News

I gave a call to the SEC 26th of July 2017 and left a message, the SEC gave a call back the 27th of July 2017 10:21 am (E.S.T.).  First off, the rep. I spoke with, very nice and knowledgably beyond words and thanks. 

Go figure, right? 

Okay, I should reiterate we A.W.I.S.E. and Advocates of Promissory Notes (A.P.N.) - Promissory Notes can be used “like” Securities.  We are not in the same realm as a securities exchange by far, commerce yes. 

Since the SEC has a solid framework to expand with, as well as a good foundation to start with and overall keeps us all with a level minded thought. 

Promissory Notes / Promise: A.W.I.S.E. is suggesting their thought will bring some sort of gain, whether it be saving an endangered species or monetary gain.  Both require operating maneuverability and that’s where the Promissory Notes come into play!

Where the SEC Regulation Crowdfunding Rule comes into play is thus: Those of you that invest as a craft or hobby, SEC Regulation Crowdfunding Rule is “LAW” for any and all transactions for LIONELL COMMERCE: Advocates of Promissory Notes (A.P.N.) can invest these amounts:

A.W.I.S.E. if your thought projection is more than $1,000,070 to bring to market, seek another venue!  According to the SEC Regulation Crowdfunding Rule, the Maximum aggregate amount an issuer can sell under Regulation Crowdfunding in a 12-month period (Rule 100(a)(1))  *STOP*:

LIONELL COMMERCE attenuation to the SEC Regulatory Crowdfunding Rule (Rule 100(a)(1)): Micro - Small - Medium idea projections to A.P.N. only – Only means up to $1,000,070 period, until the SEC changes their Regulation Crowdfunding Rules of engagement.

A.P.N. with annual income or net worth: If less than $107,000, can invest up to $2,200.00 a year - this is (Rule 100(a)(2)(i))

A.P.N. with annual income or net worth more than $107,000 can invest up to $107,000 a year - this is  (Rule 100(a)(2)(ii))


Friday, July 28, 2017
{7/28/2017 1:56:36 PM}


U.S. Securities and Exchange Commission


Press Releases

SEC Adopts JOBS Act Amendments to Help Entrepreneurs and Investors


Washington D.C., April 5, 2017

The Securities and Exchange Commission today announced that it has adopted amendments to increase the amount of money companies can raise through crowdfunding to adjust for inflation.  It also approved amendments that adjust for inflation a threshold used to determine eligibility for benefits offered to “emerging growth companies” (EGCs) under the Jumpstart Our Business Startups (JOBS) Act.

“Regular updates to the JOBS Act, as prescribed by Congress, ensure that the entrepreneurs and investors who benefit from crowdfunding will continue to do so,” said SEC Acting Chairman Michael S. Piwowar. “Under these amendments, the JOBS Act can continue to create jobs and investment opportunities for the general public.”

The SEC is required to make inflation adjustments to certain JOBS Act rules at least once every five years after it was enacted on April 5, 2012.  In addition to the inflation adjustments, the SEC adopted technical amendments to conform several rules and forms to amendments made to the Securities Act of 1933 (“Securities Act”) and the Securities Exchange Act of 1934 (“Exchange Act”) by Title I of the JOBS Act.

The Commission approved the new thresholds March 31. They will become effective when they are published in the Federal Register.


Section 101 of the JOBS Act added new Securities Act Section 2(a)(19) and Exchange Act Section 3(a)(80) to define the term “emerging growth company” (“EGC”).  Pursuant to those sections, every five years the SEC is directed to index the annual gross revenue amount used to determine EGC status to inflation to reflect the change in the Consumer Price Index for All Urban Consumers (“CPI-U”) published by the Bureau of Labor Statistics (“BLS”).  To carry out this statutory directive, the SEC has adopted amendments to Securities Act Rule 405 and Exchange Act Rule 12b-2 to include a definition for EGC that reflects an inflation-adjusted annual gross revenue threshold.  The JOBS Act also added new Securities Act Section 4(a)(6), which provides an exemption from the registration requirements of Section 5 under the Securities Act for certain crowdfunding transactions.  In October 2015, the SEC promulgated Regulation Crowdfunding to implement that exemption.  Sections 4(a)(6) and 4A of the Securities Act set forth dollar amounts used in connection with the crowdfunding exemption, and Section 4A(h)(1) states that such dollar amounts shall be adjusted by the SEC not less frequently than once every five years to reflect the change in the CPI-U published by the BLS.  The SEC has adopted amendments to Rules 100 and 201(t) of Regulation Crowdfunding and Securities Act Form C to reflect the required inflation adjustments.

In addition, Sections 102 and 103 of the JOBS Act amended the Securities Act and the Exchange Act to provide several exemptions from a number of disclosure, shareholder voting, and other regulatory requirements for any issuer that qualifies as an EGC. The exemptions reduce the financial disclosures an EGC is required to provide in public offering registration statements and relieve an EGC from conducting advisory votes on executive compensation, as well as from a number of accounting and disclosure requirements.  The regulatory relief provided under Sections 102 and 103 of the JOBS Act was self-executing and became effective once the JOBS Act was signed into law.  The technical amendments that the SEC is adopting conform several rules and forms to reflect these JOBS Act statutory changes.

Table 1:  Inflation-Adjusted Amounts in Rule 100 of Regulation Crowdfunding (Offering Maximum and Investment Limits)

Regulation Crowdfunding Rule

Original Amount

Rounded Inflation-Adjusted Amount

Maximum aggregate amount an issuer can sell under Regulation Crowdfunding in a 12-month period (Rule 100(a)(1))



Threshold for assessing investor’s annual income or net worth to determine investment limits (Rule 100(a)(2)(i) and (ii))



Lower threshold of Regulation Crowdfunding securities permitted to be sold to an investor if annual income or net worth is less than $107,000 (Rule 100(a)(2)(i))



Maximum amount that can be sold to an investor under Regulation Crowdfunding in a 12-month period (Rule 100(a)(2)(ii))



Table 2:  Inflation-Adjusted Amounts in Rule 201(t) of Regulation Crowdfunding (Financial Statement Requirements)

Regulation Crowdfunding Rule

Original Offering Threshold Amount

Rounded Inflation-Adjusted Amount

Rule 201(t)(1)



Rule 201(t)(2)



Rule 201(t)(3)



Very simplistic, every venture has a goal:


(Artisans / Writers / Inventors / Scientist / Etc.) & Investors: I(s)


"Nothing Ventured, Nothing Gained!"



Promissory Notes are LIONELL COMMERCE equivalent of "STOCKS"!

LIONELL COMMERCE 1/3 Agreement only adheres to Promissory Notes for any and all ventures listed with


a free resource that makes legal Promissory Notes is provided by a site called LAW DEPOT

* HERE * SAMPLE Promissory * HERE * Note SAMPLE * HERE *



Introduction to profit Distribution


100% profit Distribution Schedule

66% goes to Investor(s) "I(s)" until initial investment is recouped .

33% of the 100% always is reinvested for the prosperity of the venture

(to build a prosperous and solid foundation for the Intellectual Property)

1% is for Artisans / Writers / Inventors / Scientist / Etc. "AWISE"

until "I (s)" initial investment is paid in full, afterwards: A.W.I.S.E. 33%

LIONELL COMMERCE gets 1% for the duration of






No favoritism, just as stated earlier, again the SBA (Small Business Administration) is a great resource for those gun shy about investing. Also, I do know of a way to entice others, word of mouth - here in New York and other places around the USA, coworker and others form a betting pool for weekly and monthly LOTTO drawings.

Very easy, think of it as a business partnership and your spearheading a petition - by utilizing the promissory note in this fashion, the achievable is just that.


This is the Goods & Services thought of A.W.I.S.E. / E = Etc. (Goods & Services)!

Another thing is this is to get things started for www.LIONELL.com - I'm in the market to help A.W.I.S.E. & I's with start-up Interest & Funding that are medium --> small and micro!

I hear that micro loans does wonders for some nations, why not ours!



When pursuing a viable ground floor investment opportunity, investors should remember, helping a start-up to enter the market is like any gambling format - examples: Horse Racing, Wall Street, Etc.

With this said and done, the only interest of the investor is that of a surrogate, so to speak.

Said A.W.I.S.E. investment is due to yield a certain amount of profit and any overage is a heads-up investment!

This 50 state and US territories investment offer is to secure a clever approach of the cloud server effect.



From the cumulus clouds: Rain begets streams; As sun rays pierce through the warmth, a vapor transcends in some places and others a damp blanket of fog!

Artisans, Writers, Inventors, Scientist, Etc. (Goods & Services) - (A.W.I.S.E.) now traverse as ground clouds in search of "Just Dew" of the flowing streams of investors, who see's their vision!

This is the stage LIONELL COMMERCE has set is for medium - small and micro start-ups!

The thought that should prevail is: No one is really trying to get rich, just a little more well off than before.


This is the genre of thought A.W.I.S.E. & the I’s are soon to populate!





Does not need legitimatizing and is spoken to individual merit, for instance:

Individual(s) A.W.I.S.E. and Not Corporate Sponsored thought(s): Individual is 100% ownership / sole proprietor of said I.P. (Intellectual Property)

There's a couple of cliché's out there; "Build and they shall come" and "Lead by example"!


I.P. that is available for LIONELL COMMERCE

I's that cannot afford to get into the big boys and girls club, wall street type stock prices of entrenched corporations.


A.W.I.S.E.  & I’s, in the beginning all anyone will see is LIONELL COMMERCE (www.lionell.com)  interacting with CLEVER MIST (www.clevermist.com). Think of this site as a pre-organized organization of GO GETERS!

That statement speaks volumes for all A.W.I.S.E.  & I’s!











Sovereign Lovers Magic Carpet

*1997 Copyright


The goal for LIONELL COMMERCE is to protect I's and A.W.I.S.E.

with no Patent, by showing the phases of thought with public

documentation and eventually registering "said" idea with the USPTO.




A.W.I.S.E. bringing their original thought bear, should have access to capital. When the A.W.I.S.E. has first proven and documented their idea and if Investors think the idea is worth investing in. This is "Gift Financing", when A.W.I.S.E. is able to file with the USPTO, because of an Investor(s) "Gift Financing" and the development there of.


Gift financing is not in any form or fashion, a way to ownership entitlement to any parts of said IDEA for any Investor(s)! Gift financing is just a way, to "Get the Ball Rolling" for profit sharing!



Recently i came up with a Popcorn Maker and this is one example of a step by step way of documenting an idea or thought!



So, i posted it on TWITTER. In this digital age of claims of who is the first to think of an apparatus and the old ways of i have more money to broadcast a commercial, i find this approach awe inspiring!

The TWITTER post was and is there as a relevancy of completion date.

Stay with me, a thought is just that!

Having and Proving a theoretical thought into practice is the only way LIONELL COMMERCE will allow A.W.I.S.E. to have access to the I's (INVESTORS).....


Are we all there? As to why LIONELL COMMERCE and i stay in a VANGUARD position.

For the Security and Solvency there of A.W.I.S.E. & I's


* Clever Mist *



Any Fraudulent activities noticed, Follow Link and please Report:





I always grew up thinking Artisans, writers, inventors, scientist, etc. and Investors should have solid ground where they could do legitimate work together without one taking advantage of the other and that's what this web site is doing.  Artisans, Writers, Inventors, Scientist, Etc. (A.W.I.S.E.) need to know how to protect their intellectual property and Investors (I.)'s should stop searching for life long stipend(s).  I will provide a learning syllabus for A.W.I.S.E. to learn more about the business of their thoughts and provide a fair and equitable solution to Investors (I's) for their investment. 

I could not find Investors or loans of any kind for any of my ventures - So I created this Micro Futures / Wall Street Site. This is where infant ideas can mingle with the investment sector and maybe produce some long lasting ventures.

Protect yourself first, so you can Market your intellectual property properly - A.W.I.S.E..

If you go to one of those Patent submission agencies expect to pay hundreds if not thousands before they will even get the ball rolling - Way less than their starting amount for the Patent search and so on, you can submit your own Patent and see if the Patent office will accept your Patent or not. Those companies do a Patent search which you can also do, to see if you have a legitimate claim for a Patent try using this book


Resource Provided By USPTO: Patent It Yourself by David Pressman

the USPTO IAC on 10/28/2016 regarding ticket number 1-436745696



My Mission

Is to make this site a Global Depository of ideas and thoughts and make them ready for Market!




Electronic Snail Mail


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