Cannabis Sativa, Inc.
450 Hillside Dr. #A224
Mesquite, Nevada 89027
March 22, 2023
VIA EDGAR
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, NE
Washington, D.C. 20549
| Re: | Cannabis Sativa, Inc. |
|
| Request for Withdrawal Pursuant to Rule 477 of Post-effective Amendment of Registration Statement on Form S-4 Filed on March 21, 2023 (File No. 333-269172) |
Ladies and Gentleman:
Pursuant to Rule 477 under the Securities Act of 1933, as amended (the “Securities Act”), Cannabis Sativa, Inc. (“we,” “us,” “our,” or the “Company”) hereby submits this letter to notify the Securities and Exchange Commission (the “Commission”) of our withdrawal of our Post-effective Amendment of our Registration Statement on Form S-4 (File No. 333- 269172) (the “Post-effective Amendment”) filed on March 21, 2023, because when filed on EDGAR, the Post-effective Amendment was improperly tagged as S-4/A and should have been tagged as POS AM. It is our purpose to refile the Post-effective Amendment properly tagged, following this withdrawal. As of the posting of this withdrawal, no securities have been issued or sold under the Registration Statement on Form S-4.
Thank you for your assistance with this matter. If you have any questions or comments concerning this request, please call our legal counsel, Gary R. Henrie, Esq. at (307) 200-9415.
Very truly yours,
/s/ David Tobias
David Tobias, CEO