Counseling International, Inc. S-1/A

REGISTRATION STATEMENT

OPINION OF ANSLOW & JACLIN, LLP

STOCK PURCHASE AGREEMENT, BY AND AMONG LAYLA STONE, MARIBEL FLORES, AND COUNSELING INTERNATIONAL, INC., DATED OCTOBER 19, 2012

EMPLOYMENT AGREEMENT, DATED OCTOBER 19, 2012, BY AND BETWEEN COUNSELING INTERNATIONAL, INC. AND MARIBEL FLORES

CONSENT OF BERMAN & COMPANY, P.A.