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

FORM 8-K/A

CURRENT REPORT

Pursuant to Section 13 or 15(D) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 4, 2015

Cannabis Sativa, Inc.
 (Exact name of Registrant as specified in its charter)
 
Nevada
000-53571
20-1898270
(State or other Jurisdiction of Incorporation or organization)
(Commission File Number)
(IRS Employer I.D. No.)
 
1646 W. Pioneer Blvd., Suite 120
Mesquite, Nevada  89027
 (Address of principal executive offices)

(702) 346-3906
(Registrant’s telephone number)

N/A
(Former name and/or address if changed since last report)

     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions (see general instruction A.2. below):

     [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

     [ ] Soliciting material pursuant to Rule 14-a-12 under the Exchange Act (17 CFR 240.14a-12)

     [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

     [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 
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EXPLANATORY NOTE

This Form 8-K/A amends and restates in its entirety the Form 8-K filed by the Registrant on June 4, 2015.

Item 3.02  Unregistered Sales of Equity Securities.

The Registrant, Cannabis Sativa, Inc., issued a 10% Senior Convertible Debenture in the face amount of $300,000 to one entity (the “Lender”).  However, the Lender repudiated the terms and conditions of the debenture and otherwise did not accept it.  Accordingly, the debenture is considered void by both the Registrant and the Lender.
 
SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Cannabis Sativa, Inc.
Date: October 6, 2015

By: /s/ Gary Johnson
Gary Johnson, CEO


 
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