b'Rule 504Limited Offers of up to $10 Million Rule 5046 is the exemption for limited offerings not exceeding $10 million in sales within a 12-month period. No ongoing reporting to the SEC is required, beyond filing of the initial Form D with the SEC.The Rule 504 exemption, however, does not pre-empt state laws, so Rule 504 offerings are subject to state regulation. This means you must also follow the states rules for an intrastate exemption before being allowed to sell Rule 504 securities in your state.The state rules may allow advertising, but if advertising is allowed, the SECrestrictssalestoaccreditedinvestorsonly.SuccessiveRule504 offerings may be aggregated, meaning any securities sold within the past 12 months will be added to current sales to determine compliance with the rule.In summary, the rules for a Rule 504 exemption are: The issuer can raise up to $10 million in a rolling 12-month period; The issuer is allowed to have an unlimited number and type of investorsno investor prequalification or counting required;However, if you wish to advertise and the state allows it, all investors must be accredited. A federal Form D filing is required (see Chapter 10 re securities notice filings) 6Thecompleteregulationcanbefoundat17CFR230.504.52'