FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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 *

Rosen Joshua		 2. Date of Event Requiring Statement (MM/DD/YYYY)
12/30/2021 

 3. Issuer Name and Ticker or Trading Symbol

BODY & MIND INC. [BMMJ]
(Last)        (First)        (Middle)

C/O BENGAL IMPACT PARTNERS, LLC, 6608 E. 2ND ST.		 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

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

SCOTTSDALE, AZ 85251      

(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 Shares 6944444 D  
Common Shares 1333333 I See Footnote (1)(9)(10)
Common Shares 3400000 I See Footnotes (2)(9)(10)
Common Shares 250000 I See Footnotes (3)(9)(10)
Common Shares 3509310 I See Footnotes (4)(9)(10)

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 Security5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
8% 5 year convertible debentures 12/19/2022 12/19/2027 Common Shares 27500000 $0.10 I See footnotes (5)(9)(10)
8% 5 year convertible debentures 12/19/2022 12/19/2027 Common Shares 2500000 $0.10 I See footnotes (6)(9)(10)
4 year warrants 12/19/2022 12/19/2026 Common Shares 13750000 $0.10 I See footnotes (7)(9)(10)
4 year warrants 12/19/2022 12/19/2026 Common Shares 1250000 $0.10 I See footnotes (8)(9)(10)
Explanation of Responses:
(1) On December 23, 2022, the Issuer issued Bengal Impact Partners LLC (the "Manager") 1,333,333 common shares.
(2) On February 3, 2023, Bengal Catalyst Fund, LP (the "Fund") acquired 3,400,000 common shares, par value USD$0.0001 per share (the "Shares") of the Issuer in a block trade with a broker at a price of $0.24 per Share.
(3) On December 30, 2021, the Fund acquired 250,000 Shares in a private placement transaction at a price of $0.30 per Share pursuant to a Securities Purchase Agreement dated as of December 30, 2021 with the seller named therein.
(4) Between January 24, 2022 and April 14, 2022, the Fund acquired 3,509,310 Shares in a series of open market transactions, at prices between $0.22 and $0.34 per Share.
(5) On December 19, 2022, BAM I, a Series of Bengal Catalyst Fund SPV, LP (the "Series"), purchased from the Company 8% five year convertible debentures in the principal amount of $2,750,000, the principal and accrued interest of which are convertible into Shares at a price of $ USD 0.10 per Share.
(6) Pursuant to that certain Nominee Agreement dated February 3, 2023, by and among Mindset Value Fund LP, a Delaware limited liability company, Mindset Value Wellness Fund LP, a Delaware limited partnership, Mindset Capital LLC, a Delaware limited liability company (collectively, the "Mindset Entities"), and the Manager (the "Nominee Agreement"), the Manager has sole voting and dispositive control over 8% five year convertible debentures in the principal amount of $250,000, the principal and accrued interest of which are convertible into Shares at a price of $ USD 0.10 per Share.
(7) On December 19, 2022, the Series purchased from the Company four year warrants exercisable for 13,750,000 Shares, at a price of $ USD 0.10 per Share.
(8) Pursuant to the Nominee Agreement the Manager has sole voting and dispositive control over four year warrants exercisable for 1,250,000 Shares, at a price of $ USD 0.10 per Share owned by the Mindset Entities.
(9) The Reporting Person has shared investment control and voting power over the Manger which has sole investment control and voting power over all securities held by the Fund and the Series. The Reporting Person.
(10) Unless otherwise specified, all Share transaction prices referred to in this Form 3 are in Canadian dollars.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Rosen Joshua
C/O BENGAL IMPACT PARTNERS, LLC
6608 E. 2ND ST.
SCOTTSDALE, AZ 85251
X
Signatures
/s/ Josh Rosen4/3/2023
**Signature of Reporting PersonDate
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.
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