Subsidiary

Jurisdiction of Incorporation

Rocky Mountain Chocolate Factory, Inc.

Colorado

Aspen Leaf Yogurt, LLC

Colorado

U-Swirl, Inc. (1)

Nevada

U-Swirl International, Inc. (2)

Nevada

(1)

As of February 28, 2015, Rocky Mountain Chocolate Factory, Inc. holds a 39% interest in U-Swirl, Inc.. Additionally, Rocky Mountain Chocolate Factory, Inc. has the right to acquire approximately 26,271,000 shares of common stock of U-Swirl, Inc. through the conversion of convertible debt owed by U-Swirl, Inc. to our company. If Rocky Mountain Chocolate Factory, Inc. exercised this conversion right, it believes it would hold approximately 72% of U-Swirl, Inc.’s common stock.

(2)

U-Swirl International, Inc. is a wholly-owned subsidiary of U-Swirl, Inc.