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Biotech / Medical : CBIS.OB Cannabis Science

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From: xcentral18/19/2011 9:26:09 AM
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Cannabis Science Receives Prelim 14C Approval From SEC/FINRA To Issue Special Dividend to Shareholders of Record for a New Class of Common Shares

DENVER, Aug 17, 2011 (BUSINESS WIRE) -- Cannabis Science, Inc. (OTC Bulletin Board: CBIS.OB), a pioneering US biotech company developing pharmaceutical cannabis products, is pleased to provide an update to its shareholders and the general public on the new Class of shares and special dividend.
The Company received recent notification from the SEC that the proposed new class of shares and dividend as detailed in the Company's Schedule 14C as filed with the SEC on July 26, 2011 was approved for filing as a definitive Information Statement. The Company's lawyer is in the process of filing the necessary paperwork with the Nevada Secretary of State, FINRA, and the SEC in order to register and obtain approval for the new class of common shares and structure. Upon final approval, the Company will issue the special dividend to common shareholders of record as of December 31, 2010.

The Company Board believes it is in our best interests and the best interests of our stockholders to create a new class of common stock as it will allow for greater value for shareholders in having increased dividend participation; meaning that the new Class A shares would receive a greater amount of any total declared dividend as compared to the Class B shares and any current shareholders would receive essentially the same dividend before and after the recapitalization, but that any new issuances of Class A common stock would have increased dividend participation as compared to current shareholders. In addition, based upon the 1 for 30 conversion ratio for the new class of common stock into the current class of common stock, this will enable the issuance of shares of our common stock at a higher price in connection with such potential issuances and such other purposes as the Board determines.

The Board believes that issuing stock at the higher price along with the greater dividend participation for new issuances of the new common stock, as discussed above, will afford the Company greater flexibility in seeking capital and potential acquisition targets. The ' higher price ' referenced herein means a higher price for the Class A as compared to the Class B common stock, rather than a higher price in the absolute.

The Board has no immediate plans, understandings, agreement or commitments to issue shares of the new common stock for any purposes other than the dividend. While there is no immediate benefit for the Company arising from this recapitalization, we believe the added capital proceeds from the exercise of share purchase warrants into Class A common shares will benefit the Company in its capital growth objective and the added value to shareholders will retain their loyalty and commitment towards the Company's longevity and profitability.

About Cannabis Science, Inc.

Cannabis Science, Inc. is at the forefront of pharmaceutical grade medical marijuana research and development. The Company works with world authorities on phytocannabinoid science targeting critical illnesses, and adheres to scientific methodologies to develop, produce and commercialize phytocannabinoid-based pharmaceutical products. In sum, we are dedicated to the creation of cannabis-based medicines, both with and without psychoactive properties, to treat disease and the symptoms of disease, as well as for general health maintenance.
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