Initial Statement of Beneficial Ownership (3)

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^*

Bartlett Steven

2. Date of Event Requiring Statement (MM/DD/YYYY) 5/10/2023

3. Issuer Name and Ticker or Trading Symbol

Healing Co Inc. [HLCO]

(Last) (First) (Middle)

7 CHAPPEL LOFTS, 10 BELMONT STREET

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)

(Street)

LONDON, X0 NW18HH

(City) (State) (Zip)

5. If Amendment, Date Original Filed(MM/DD/YYYY)

6. Individual or Joint/Group Filing(Check Applicable Line)

_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common stock	300000	I	Flight Story Limited

*Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)*
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivate Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Seed preferred stock ⁽¹⁾	⁽¹⁾	⁽¹⁾	Common stock	175000	⁽¹⁾	D
Stock option (right to buy) ⁽²⁾	⁽²⁾	9/1/2032	Common stock	125000	$0.001	D
Stock option (right to buy) ⁽³⁾	⁽³⁾	1/10/2027	Common stock	700000	$0.001	I	Flight Story Limited

Explanation of Responses:
(1)	Shares of Seed Preferred Stock are convertible on a 1:1 basis into shares of common stock at the election of the holder with no additional consideration at any time after issuance or up until the Mandatory Conversion Time.
(2)	Non statutory stock option granted January 1, 2022 and vesting as to 1/8 per quarter, 78,125 vested as of the date of this Report.
(3)	Non statutory stock option granted January 10, 2022 and vesting based on specific performance

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Bartlett Steven 7 CHAPPEL LOFTS 10 BELMONT STREET LONDON, X0 NW18HH	X

Signatures
/s/ Steven Bartlett		5/10/2023
^**Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.