Maximum 107,000* shares of common stock ($107,000)

*Maximum subject to adjustment for bonus shares. See 10% Bonus below

Minimum 10,000 shares of common stock ($10,000)

Company	Three Flip Studios, Inc

Corporate Address	3900 W Alameda Ave #1200 Burbank, CA 91505

Description of Business	Three Flip Studios is a video game development company. With 1 published game to date and a second game coming in Q1 2018.

Type of Security Offered	Common Stock

Purchase Price of Security Offered	$1.00 per Share

Minimum Investment Amount (per investor)	$100.00

Perks*

$200.00+ A free key to download both of our games.

$1,500.00+ Same as above + Receive a Armed and Gelatinous poster and special thanks credit on game.

$5,000.00+ Same as above + Receive and autographed skateboard deck from the team and invite to launch party for Armed and Gelatinous.

$10,000.00+ Same as above + You will accompany us to E3 2018 as our special guest.

*All perks occur after the offering is completed.

The 10% Bonus for StartEngine Shareholders

Three Flip Studios, Inc will offer 10% additional bonus shares for all investments that are committed by StartEngine Crowdfunding Inc. shareholders (with ≥ $1,000 invested in the StartEngine Reg A+ campaign) within 24 hours of this offering going live.

StartEngine shareholders who have invested $1,000+ in the StartEngine Reg A+ campaign will receive a 10% bonus on this offering within a 24-hour window of their campaign launch date. This means you will receive a bonus for any shares you purchase. For example, if you buy 100 shares of Common Stock at $1 / share, you will receive 10 Common Stock bonus shares, meaning you'll own 110 shares for $100. Fractional shares will not be distributed and share bonuses will be determined by rounding down to the nearest whole share.

This 10% Bonus is only valid for one year from the time StartEngine Crowdfunding Inc. investors receive their countersigned StartEngine Crowdfunding Inc. subscription agreement.

Video Game Development