This Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") and other parts of this report include "forward- looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are statements other than historical facts and often address future events or our future performance. Words such as "anticipate," "estimate," "expect," "project," "intend," "may," "will," "might," "plan," "predict," "believe," "should," "could" and similar words or expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words.

Forward-looking statements contained in this MD&A include statements about, among other things:





·   specific and overall impacts of the COVID-19 pandemic on our financial
    condition and results of operations;
·   our beliefs regarding the market and demand for our products or the component
    products we resell;
·   our ability to develop and launch new products that are attractive to the
    market and stimulate customer demand for these products;
·   our plans relating to our intellectual property, including our goals of
    monetizing, licensing, expanding and defending our patent portfolio;
·   our expectations and strategies regarding outstanding legal proceedings and
    patent reexaminations relating to our intellectual property portfolio;
·   our expectations with respect to any strategic partnerships or other similar
    relationships we may pursue;
·   the competitive landscape of our industry;
·   general market, economic and political conditions;
·   our business strategies and objectives;
·   our expectations regarding our future operations and financial position,
    including revenues, costs and prospects, and our liquidity and capital
    resources, including cash flows, sufficiency of cash resources, efforts to
    reduce expenses and the potential for future financings;
·   our ability to remediate any material weakness and maintain effective
    internal control over financial reporting; and
·   the impact of the above factors and other future events on the market price
    and t




RESULTS OF OPERATIONS

Since we exited from bankruptcy proceedings on September 28, 1998, we have had no revenues from operations, and therefore sustained losses from operating expenses amounting to $10,110.00 in 2020 and $45 in 2021. Kenilworth has had no revenues from operations since exiting from Bankruptcy Proceedings in September 1998.

LIQUIDITY AND CAPITAL RESOURCES

Current management, under the guidance of Dan Snyder, has several plans it hopes to put in place. Our intentions are to protect the shareholders and Directors and bring the Company into a well- run 21st century cutting edge company through the following steps:





    a.) Review the books and records of the Company for the previous six (6)
        years, have all necessary filings updated and/or restated as needed, reach
        agreements with all authorities and present audited financials.

    b.) Protect the valuable intellectual properties assets (patents, etc.).

    c.) Foster aggressive growth by acquisition and development of our core
        capabilities.

Of course, there are no assurances that we can obtain the financing or achieve these goals.

Kenilworth has begun a major corporate restructuring designed to focus the Company's efforts on its core business and maximize shareholder value. A new wholly owned subsidiary, KenSysCo Corporation, holds and operates Kenilworth's intellectual property assets such as the Company's live-gaming patents and other patents pending. KenSysCo will conduct all operations related to use of the patents in licensed casinos outside of the USA. It is the intention to rapidly develop this subsidiary; then spin it out to existing Kenilworth shareholders as a publicly traded company.






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