X0306 4/A 2015-11-19 2015-12-16 0001430523 REALBIZ MEDIA GROUP, INC RBIZ 0001563607 Monaco Donald P 201 W. PASSAIC STREET, SUITE 301 ROCHELLE PARK NJ 07662 1 1 Common Stock 2015-11-30 2015-11-30 4 A 0 6000000 0.05 A 9587302 I See footnote Common Stock 2015-11-19 2015-11-19 4 A 0 1000000 0.05 A 3587302 I See footnote Warrant 0.05 2015-11-30 4 A 0 6000000 0.05 A 2015-11-30 2016-11-30 Common Stock 6000000 6000000 I See footnote Monaker Group, Inc. Convertible Debt 2015-11-20 2015-11-20 4 M 0 975000 D Common Stock 0 I See footnote Series C Preferred Stock 0.0500 2015-08-06 Common Stock 2000000 20000 I See footnote Monaker Group, Inc. Series A Preferred 2012-01-30 2012-01-30 Common Stock 10750000 1075000 I See footnote Donald P. Monaco is the owner and control person of Monaco Investment Partners, LP, the owner of the above referenced security. The Reporting Person agreed to cancel indebtedness under a $50,000 promissory note dated August 28, 2015 and due February 28, 2016 in consideration of the shares Mr. Monaco is the control person of Monaco Investment Partners, II, LP, the owner of the Series C Preferred Stock. Each share of Series C Preferred Stock is convertible into that number of shares of common stock as is determined by dividing (A) the stated value ($5) by (B) the conversion price then in effect ($0.05). In addition, the Series C Preferred vote with the common stockholders and ach holder of Series C Preferred Stock is entitled to the number of votes equal to one hundred (100) votes for each share of common stock into which the Series C can be converted. Accordingly, Mr. Monaco's shares of Series C Preferred entitle him to 200 million votes on any matter presented to the holders of common stock for a vote. Not applicable. Mr. Monaco is the indirect principal of (i) 575,000 shares of Monaker Group Inc. Series A Preferred Stock owned directly by the Monaco Investment Partners II, LP and (ii) 500,000 shares of Monaker Group, Inc. Series A Preferred Stock owned directly by the Donald P Monaco Insurance Trust. Mr. Monaco is the indirect beneficial owner of these aggregate 1,075,000 shares of Monaker Group, Inc. Series A Preferred Stock that are convertible into10,750,000 shares of common stock (the "Common Stock") of RealBiz Media Group, Inc. (the "Company"). Each share of Monaker Group, Inc. Series A Preferred Stock is convertible into 10 shares of the Issuer's Common Stock. The Amendment is being filed to report the retirement of the Monaker Group Inc. Convertible Debt on November 20, 2015. This debt by its terms was convertible into either (i) Monaker Group, Inc. securities OR (ii) series B Preferred Stock of the Issuer which was ultimately convertible into 19.5 million shares of the Issuer's common stock. The reporting person converted this debt into securities of Monaker Group, Inc. on November 20, 2015 and accordingly no shares of the Issure's stock were issued upon such conversion and retirement. /s/ Donald P. Monaco 2016-02-09