SecProbe.io

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 May 22, 2025

Aitan Zacharin
Chief Executive Officer
Greater Cannabis Company, Inc.
2833 Smith Avenue, Suite 333
Baltimore, Maryland 21209

 Re: Greater Cannabis Company, Inc.
 Form 10-K for the fiscal year ended December 31, 2024
 Filed March 25, 2025
 File No. 000-56027
Dear Aitan Zacharin:

 We have completed our review of your filing. We remind you that the
company and
its management are responsible for the accuracy and adequacy of their
disclosures,
notwithstanding any review, comments, action or absence of action by the staff.

 Sincerely,

 Division of Corporation
Finance
 Office of Life Sciences
</TEXT>
</DOCUMENT>

CORRESP
 1
 filename1.htm

 The
Greater Cannabis Company, Inc.

 2833
Smith Avenue, Suite 333

 Baltimore,
Maryland 21209

 www.gcanrx.com

 May
5, 2025

 Division
of Corporation Finance

 U.S.
Securities & Exchange Commission

 100
F Street, NE

 Washington,
D.C. 20549

 Re:
 Greater
 Cannabis Company, Inc.

 Form
 10-K for the fiscal year ended December 31, 2024

 Filed
 March 25, 2025

 File
 No. 000-56027

 Dear
Mr. Wyman:

 On
behalf of the Company, this letter sets forth the responses of the Company to the comments of the staff (the " Staff ")
of the U.S. Securities and Exchange Commission (the " SEC ") contained in your letter dated April 25, 2025 (the " Comment
Letter ") regarding the Staff's review of the Company's Form 10-K for the fiscal year ended December 31, 2024 (the
" Filing "). The Company's responses set forth below correspond to the comments as numbered in the Comment Letter.

 Report
of Independent Registered Public Accounting Firm , page F-2

 Comment:
Please amend your Form 10-K for the fiscal year ended December 31, 2024 to include the report of Olayinka Oyebola & Co covering the
fiscal year ended December 31, 2023.

 Response:
 In response to the Staff's comments, the Company has received approval from auditor Olayinka Oyebola & Co to include
their report covering the fiscal year ended December 31, 2023 in the Filing.

 Notes
to the Consolidated Financial Statements

 Note
A-Nature of Operations and Summary of Significant Accounting Policies, page F-7

 Comment:
Please describe and quantify terms governing the SZS license agreement including obligations to pay future milestones and royalties and
describe progress achieved in pre-clinical and clinical trials for SZS's novel cannabinoid therapeutic under the joint research
and development agreement since 2021. Revise your disclosure accordingly. In addition, provide us an estimated timeframe for regulatory
approval and commercialization of your cannabinoid therapeutic products.

 Response:
 In response to the Staff's comments, the Company has entered into the SZS exclusive licensing agreement to develop a proprietary
cannabinoid therapeutic for use in neurodegenerative illnesses. The licensing agreement requires the Company to pay $5,000 per year beginning
on the third year from the Effective Date, which was June 21, 2021. The licensing fee is increased every two calendar years by an additional
$5,000 up to a maximum of $30,000. Additionally, there are milestone payments of $75,000 upon initiation of the Phase 2 Clinical Trial,
$200,000 from the initiation of a Phase 3 Clinical Trial, and $300,000 upon receipt of the first regulatory approval for a drug product.
The licensing fees are due 30 days from the beginning of each calendar year. The developmental milestone payments are due 60 days from
the date that the milestone has been achieved. At this time the Company is waiting for the Principal Investigator (PI) to source the
specialized active pharmaceutical ingredients (API) required to facilitate the Phase 2 Clinical Trial, and as such the annual licensing
fee payments have been put on hold. It is not known when the specialized and proprietary API will be able to be sourced. The royalties
for dietary supplement sales are 2.25% for net sales between $1-$10 million, 2.5% for net sales between $10 million and $50 million,
and 3% for net sales between $50 million and $100 million. Royalty payments for dietary products are capped at $100 million in net sales.
Royalties for drug products are 1% for net sales between $1 and $100 million, 1.5% for net sales between $100 million and $500 million,
and 2% for net sales greater than $500 million. There is a sublicense royalty of 12%. The Company has concluded the preclinical studies
as was communicated in a press release issued by the Company on February 27, 2024. The Company received approval from the Israel
Ministry of Health to proceed with a Phase II Clinical Trial as communicated by the Company in a press release on July 5, 2023.
The Company is now waiting for the PI to source the API needed for the clinical trial. In order to proceed with the Clinical Trial the
Company will need to raise additional funds to finance the cost of the Phase II Clinical Trial. The Clinical Trial is expected to take
between 18 and 24 months from the start date to complete. The regulatory approval timeline is uncertain at this time as the Company is
awaiting clinical data from the Phase II Clinical Trial in order to submit an application to the FDA to begin the regulatory process.

 The
Company intends to file a 10-K/A to include the above information requested by the Staff in the amended filing. Should the Staff have
any additional questions or comments regarding the foregoing, please do not hesitate to contact me at (443) 738-4051.

 Sincerely,

 /s/
 Aitan Zacharin

 Aitan
 Zacharin, CEO

 Greater
 Cannabis Company, Inc.

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 April 25, 2025

Aitan Zacharin
Chief Executive Officer
Greater Cannabis Company, Inc.
2833 Smith Avenue, Suite 333
Baltimore, Maryland 21209

 Re: Greater Cannabis Company, Inc.
 Form 10-K for the fiscal year ended December 31, 2024
 Filed March 25, 2025
 File No. 000-56027
Dear Aitan Zacharin:

 We have limited our review of your filing to the financial statements
and related
disclosures and have the following comments.

 Please respond to this letter within ten business days by providing the
requested
information or advise us as soon as possible when you will respond. If you do
not believe a
comment applies to your facts and circumstances, please tell us why in your
response.

 After reviewing your response to this letter, we may have additional
comments.

Form 10-K for the fiscal year ended December 31, 2024
Report of Independent Registered Public Accounting Firm , page F-2

1. Please amend your Form 10-K for the fiscal year ended December 31, 2024
to include
 the report of Olayinka Oyebola & Co covering the fiscal year ended
December 31,
 2023.
Notes to the Consolidated Financial Statements
Note A--Nature of Operations and Summary of Significant Accounting Policies,
page F-7

2. Please describe and quantify terms governing the SZS license agreement
 including obligations to pay future milestones and royalties and
describe progress
 achieved in pre-clinical and clinical trials for SZS's novel cannabinoid
therapeutic
 under the joint research and development agreement since 2021. Revise
your
 disclosure accordingly. In addition, provide us an estimated timeframe
for regulatory
 approval and commercialization of your cannabinoid therapeutic products.
 April 25, 2025
Page 2

 In closing, we remind you that the company and its management are
responsible for
the accuracy and adequacy of their disclosures, notwithstanding any review,
comments,
action or absence of action by the staff.

 Please contact Frank Wyman at 202-551-3660 or Daniel Gordon at
202-551-3486
with any questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Life
Sciences
</TEXT>
</DOCUMENT>

CORRESP
1
filename1.htm

The
Greater Cannabis Company, Inc.

15
Walker Avenue, Suite 101

Baltimore,
Maryland 21208

June
24, 2021

VIA
EDGAR

Securities
and Exchange Commission

Division
of Corporation Finance

100
“F” Street, N.E.

Washington,
D.C. 20549-3629

    Attention:

    Mr. Jason Drory

    Mr. Joe McCann

    Re:
    The
    Greater Cannabis Company (the “Company”)

    Registration
    Statement on Form S-1, as amended,

    File
    No 333-255872

Ladies
and Gentlemen:

Pursuant
to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, the Company respectfully requests
that the effective date of the Registration Statement is accelerated so that it will become effective at 4:00 p.m. Eastern Time
on Monday, June 28, 2021, or as soon thereafter as practicable.

If
you have any further questions or comments, kindly contact the undersigned at (443) 738-4051 or our counsel, Dale S. Bergman,
Esq. at (305) 495-4157.

Very
truly yours,

THE
GREATER CANNABIS COMPANY, INC.

    By:
    /s/
    Aitan Zacharin

    Aitan
    Zacharin, Chief Executive Officer

CORRESP
1
filename1.htm

The
Greater Cannabis Company, Inc.

15
Walker Avenue, Suite 101

Baltimore,
Maryland 21208

June
14, 2021

VIA
EDGAR

Securities
and Exchange Commission

Division
of Corporation Finance

100
“F” Street, N.E.

Washington,
D.C. 20549-3629

  Attention:
  Mr.
  Jason Drory

  Mr.
  Joe McCann

    Re:
    The
    Greater Cannabis Company (the “Company”)

    Registration
                                            Statement on Form S-1

    Filed
    May 7, 2021

    File
    No. 333-255872

Ladies
and Gentlemen:

In
response to the Staff’s comment letter dated May 24, 2021 (the “Letter”), the Company hereby files Amendment
No. 1 to the Registration Statement on Form S-1.

The
following sets forth the Company’s response to the comment set forth in the Letter. For your convenience, the response to the comment
follows the comment itself.

Registration
Statement on Form S-1 filed May 7, 2021

General

Comment:

1.
The securities purchase agreement filed as an exhibit to the current report on Form 8-K dated March 16, 2021 indicates that FirstFire
Global Opportunities Fund, LLC (the “Buyer”) does not appear to be irrevocably bound to acquire all of the securities being
offered for resale. Please revise to remove the common shares underlying the convertible notes that may be issued in connection with
the additional closings. Alternatively, please provide us with your analysis as to your eligibility to register the resale of the common
stock underlying the convertible notes that may be issued in connection with the additional closings at this time. For guidance, refer
to Securities Act Sections Compliance & Disclosure Interpretation 139.11.

Response:

In
response to the Staff’s comment, the Company has filed as Exhibit 10.51 to Amendment No. 1 to the Registration Statement on Form
S-1, an Amended Securities Purchase Agreement with FirstFire Global Opportunities Fund, LLC (“FFG”), which clarifies that
FFG is irrevocably bound to acquire all the Notes and Warrants into which the underlying shares of common stock registered are convertible.
In addition, appropriate clarification has been made to the language in the prospectus describing the transaction between the Company
and FFG.

If
you have any further questions or comments, kindly contact the undersigned at (443) 738-4051 or our counsel, Dale S. Bergman, Esq. at
(305) 495-4157.

Very
truly yours,

    THE
    GREATER CANNABIS COMPANY, INC.

    By:
    /s/
    Aitan Zacharin

    Aitan
    Zacharin, Chief Executive Officer

United States securities and exchange commission logo
May 24, 2021
Aitan Zacharin
Chief Executive Officer
Greater Cannabis Company, Inc.
15 Walker Avenue, Suite 101
Baltimore, MD 21208
Re:Greater Cannabis Company, Inc.
Registration Statement on Form S-1
Filed May 7, 2021
File No. 333-255872
Dear Mr. Zacharin:
            We have limited our review of your registration statement to those issues we have
addressed in our comment.  In our comment, we may ask you to provide us with information so
we may better understand your disclosure.
            Please respond to this letter by amending your registration statement and providing the
requested information.  If you do not believe our comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing any amendment to your registration statement and the information you
provide in response to this comment, we may have additional comments.
Registration Statement on Form S-1 filed May 7, 2021
General
1.The securities purchase agreement filed as an exhibit to the current report on Form 8-K
dated March 16, 2021 indicates that FirstFire Global Opportunities Fund, LLC (the
"Buyer") does not appear to be irrevocably bound to acquire all of the securities being
offered for resale. Please revise to remove the common shares underlying the convertible
notes that may be issued in connection with the additional closings. Alternatively, please
provide us with your analysis as to your eligibility to register the resale of the common
stock underlying the convertible notes that may be issued in connection with the
additional closings at this time. For guidance, refer to Securities Act Sections Compliance
& Disclosure Interpretation 139.11.

 FirstName LastNameAitan Zacharin
 Comapany NameGreater Cannabis Company, Inc.
 May 24, 2021 Page 2
 FirstName LastName
Aitan Zacharin
Greater Cannabis Company, Inc.
May 24, 2021
Page 2
            We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
            Refer to Rules 460 and 461 regarding requests for acceleration.  Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
            Please contact Jason Drory at 202-551-8342 or Joe McCann at 202-551-6262 with
any questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences
cc:       Dale S. Bergman

CORRESP
1
filename1.htm

The
Greater Cannabis Company, Inc.

15
Walker Avenue, Suite 101

Baltimore,
Maryland 21208

July
15, 2020

VIA
EDGAR

Securities
and Exchange Commission

Division
of Corporation Finance

100
“F” Street, N.E.

Washington,
D.C. 20549-3629

Attention:
Ms. Ada D. Sarmento

    Re:
    The
    Greater Cannabis Company (the “Company”)

    Registration
    Statement on Form S-1, as amended,

    File
    No 333-239755

Ladies
and Gentlemen:

Pursuant
to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, the Company respectfully requests
that the effective date of the Registration Statement is accelerated so that it will become effective at 4:00 p.m. Eastern Time
on Friday, July 17, 2020, or as soon thereafter as practicable.

If
you have any further questions or comments, kindly contact the undersigned at (443) 738-4051 or our counsel, Dale S. Bergman,
Esq. at (305) 495-4157.

Very
truly yours,

THE
GREATER CANNABIS COMPANY, INC.

    By:
    /s/
    Aitan Zacharin

    Aitan
    Zacharin, Chief Executive Officer

United States securities and exchange commission logo
July 14, 2020
Aitan Zacharin
Chief Executive Officer
Greater Cannabis Company, Inc.
15 Walker Avenue, Suite 101
Baltimore, MD 21208
Re:Greater Cannabis Company, Inc.
Registration Statement on Form S-1
Filed July 8, 2020
File No. 333-239755
Dear Mr. Zacharin:
            This is to advise you that we have not reviewed and will not review your registration
statement.
            Please refer to Rules 460 and 461 regarding requests for acceleration.  We remind you
that the company and its management are responsible for the accuracy and adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action by the staff.
            Please contact Ada D. Sarmento at 202-551-3798 with any questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences
cc:       Dale S. Bergman, Esq.

CORRESP
1
filename1.htm

The
Greater Cannabis Company, Inc.

15
Walker Avenue, Suite 101

Baltimore,
Maryland 21208

February
10, 2020

VIA
EDGAR

Securities
and Exchange Commission

Division
of Corporation Finance

100
“F” Street, N.E.

Washington,
D.C. 20549-3629

Attention:
Ms. Ada D. Sarmento

    Re:
    The
    Greater Cannabis Company (the “Company”)

    Registration
    Statement on Form S-1, as amended,

    File
    No. 333-235938

Ladies
and Gentlemen:

Pursuant
to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, the Company respectfully requests
that the effective date of the Registration Statement is accelerated so that it will become effective at 4:00 p.m. Eastern Time
on Wednesday, February 12, 2020, or as soon thereafter as practicable.

If
you have any further questions or comments, kindly contact the undersigned at (443) 738-4051 or our counsel, Dale S. Bergman,
Esq. at (305) 495-4157.

Very
truly yours,

THE
GREATER CANNABIS COMPANY, INC.

    By:
    /s/
    Aitan Zacharin

    Aitan
    Zacharin, Chief Executive Officer

CORRESP
1
filename1.htm

The
Greater Cannabis Company, Inc.

15
Walker Avenue, Suite 101

Baltimore,
Maryland 21208

February
10, 2020

VIA
EDGAR

Securities
and Exchange Commission

Division
of Corporation Finance

100
“F” Street, N.E.

Washington,
D.C. 20549-3629

Attention:
Ms. Ada D. Sarmento

    Re:
    The
    Greater Cannabis Company (the “Company”)

    Registration
    Statement on Form S-1, as amended,

    File
    No. 333-235938

Ladies
and Gentlemen:

Pursuant
to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, the Company respectfully requests
that the effective date of the Registration Statement is accelerated so that it will become effective at 4:00 p.m. Eastern Time
on Thursday, Wednesday 12, 2020, or as soon thereafter as practicable.

If
you have any further questions or comments, kindly contact the undersigned at (443) 738-4051 or our counsel, Dale S. Bergman,
Esq. at (305) 495-4157.

Very
truly yours,

THE
GREATER CANNABIS COMPANY, INC.

    By:
    /s/
    Aitan Zacharin

    Aitan
    Zacharin, Chief Executive Officer

January 27, 2020
Aitan Zacharin
Chief Executive Officer
The Greater Cannabis Company, Inc.
15 Walker Avenue, Suite 101
Baltimore, MD 21208
Re:The Greater Cannabis Company, Inc.
Registration Statement on Form S-1
Filed January 16, 2020
File No. 333-235938
Dear Mr. Zacharin:
            This is to advise you that we have not reviewed and will not review your registration
statement.
            Please refer to Rules 460 and 461 regarding requests for acceleration.  We remind you
that the company and its management are responsible for the accuracy and adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action by the staff.
            Please contact Ada D. Sarmento at 202-551-3798 with any questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences
cc:       Dale S. Bergman, Esq.

August 7, 2019
Aitan Zacharin
President and Acting Chief Financial Officer
Greater Cannabis Company, Inc.
15 Walker Ave, Suite 101
Baltimore, MD 21208
Re:Greater Cannabis Company, Inc.
Form 10-K for the fiscal year ended December 31, 2018
Filed April 15, 2019
File No. 000-56027
Dear Mr. Zacharin:
            We have completed our review of your filing.  We remind you that the company and its
management are responsible for the accuracy and adequacy of their disclosures, notwithstanding
any review, comments, action or absence of action by the staff.
Sincerely,
Division of Corporation Finance
Office of Healthcare & Insurance

July 12, 2019
Aitan Zacharin
President and Acting Chief Financial Officer
Greater Cannabis Company, Inc.
15 Walker Ave, Suite 101
Baltimore, MD 21208
Re:Greater Cannabis Company, Inc.
Form 10-K for the fiscal year ended December 31, 2018
Filed April 15, 2019
File No. 000-56027
Dear Mr. Zacharin:
            We have reviewed your filing and have the following comments.  In some of our
comments, we may ask you to provide us with information so we may better understand your
disclosure.
            Please respond to these comments within ten business days by providing the requested
information or advise us as soon as possible when you will respond.  If you do not believe our
comments apply to your facts and circumstances, please tell us why in your response.
            After reviewing your response to these comments, we may have additional comments.
Form 10-K for the fiscal year ended December 31, 2018
Item 9A. Controls and Procedures, page 16
1.You are required to include a report of management's assessment regarding internal
control over financial reporting in your Form 10-K due to to the passage of time since
your initial registration statement and the number of Form 10-Ks filed since the initial
registration statement. Please revise by amending your Form 10-K for the year ended
December 31, 2018 to include this report as required by Item 308 of Regulation S-K.
2.You disclose that management concluded that your disclosure controls and procedures
were not effective. Please add a separate risk factor that your disclosure controls and
procedures were not effective as of December 31, 2018. Please explain why your
disclosure controls and procedures were not effective. Describe any material weaknesses
you have identified, your plans to remediate those weaknesses, and any associated
material costs that you expect to incur.

 FirstName LastNameAitan Zacharin
 Comapany NameGreater Cannabis Company, Inc.
 July 12, 2019 Page 2
 FirstName LastName
Aitan Zacharin
Greater Cannabis Company, Inc.
July 12, 2019
Page 2
            We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
            You may contact Vanessa Robertson at 202-551-3649 or Christine Torney at 202-551-
3652 if you have questions.
Sincerely,
Division of Corporation Finance
Office of Healthcare & Insurance

CORRESP
1
filename1.htm

August
29, 2017

United
States

Securities
and Exchange Commission

100
F Street

Mailstop
3561

Washington,
DC 20549

    Re:
    The
    Greater Cannabis Company, Inc.

    Amendment
    No. 3 to Registration Statement on Form S-1

    Filed
    August 25, 2017

    File
    No. 333-218854

Dear
Ms. Ransom:

Pursuant
to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, the undersigned, The Greater Cannabis
Company, Inc. (the “Registrant”), hereby requests acceleration of the effective date of the Registration Statement
referred to above so that it may become effective at 4:00 p.m. Eastern Standard Time on August 31, 2017, or as soon thereafter
as practicable.

We
acknowledge the following:

    ●
    should
    the U.S. Securities and Exchange Commission (the “Commission”) or its staff, acting pursuant to delegated authority,
    declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;

    ●
    the
    action of the Commission or staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve
    the Registrant from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and

    ●
    the
    Registrant may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by
    the Commission or any person under the federal securities laws of the United States.

    We
    appreciate your assistance in this matter.

    Sincerely,

    /s/
    Wayne Anderson

    Name:
    Wayne
    Anderson

    Title:
    President

Cc:
John T. Root, Jr.

    244 2nd Ave N, Suite 9
    Phone 727-482-1505

    St. Petersburg, FL 33701
    E-Mail info@greatercannabiscompany.com

CORRESP
1
filename1.htm

August
25, 2017

United
States

Securities
and Exchange Commission

100
F Street

Mailstop
3561

Washington,
DC 20549

    Re:
    The
    Greater Cannabis Company, Inc.

    Amendment
    No. 2 to Registration Statement on Form S-1

    Filed
    August 8, 2017

    File
    No. 333-218854

Dear
Ms. Ransom:

On
behalf of the Company, this letter sets forth the responses of the Company to the comments of the staff (the “Staff”)
of the U.S. Securities and Exchange Commission (the “SEC”) contained in your letter dated August 24, 2017 (the
“Comment Letter”) regarding the Staff’s review of the Company’s Registration Statement on its Amendment
No. 2 to its Form S-1 submitted August 8, 2017 (File No. 333-218854) (the “Filing”). The Company’s responses
set forth below correspond to the comments as numbered in the Comment Letter.

Registration
Statement on Form S-1

Financial
Statement, page F-1

Statement
of Cash Flows for the Six Months Ended June 30, 2017 and 2016, page F-7

1.
Please explain to us why the change in Cash at Escrow Agent is reflected as an operating cash flow as opposed to a non-cash investing
or financing activity.

Response:
In response to the Staff’s comments, the Company has revised its Statement of Cash Flows for the Six Months Ended
June 30, 2017 and 2016, on page F-7, to properly reflect the “Cash at Escrow Agent” as a Non-Cash Financing Activity.

Exhibit
5.1

2.
Please have counsel revise the first sentence of the opinion to provide an opinion regarding all 24,027,493 shares registered.
Also, please have counsel revise the last sentence of the second to last paragraph to opine that the 21,527,493 shares already
issued and outstanding are legally issued, fully paid and non-assessable, and that the 2,500,000 shares to be issued will be,
when sold, legally issued, fully paid and non-assessable. Refer to Staff Legal Bulletin No. 19-Legality and Tax Opinions in Registered
Offerings for guidance.

Ms.
Ransom, Assistant Director Office of Consumer Products

US
Securities and Exchange Commission

August
25, 2017

Response:
In response to the Staff’s comments, the Company’s opinion has been revised to opine that the 21,527,493 shares
already issued and outstanding are legally issued, fully paid and non-assessable, and that the 2,500,000 shares to be issued will
be, when sold, legally issued, fully paid and non-assessable.

Should
the Staff have any additional questions or comments regarding the foregoing, please do not hesitate to contact me at (727) 482-1505.

    Sincerely,

    /s/
    Wayne Anderson

    Wayne
    Anderson,

    President

Cc:
John T. Root, Jr.

Mailstop 3561

August 24, 2017

Wayne Anderson
President
The Greater Cannabis Company, Inc.
244 2nd Ave N., Suite 9,
St. Petersburg, FL 33701

Re: The Greater Cannabis Company, Inc.
Amendment No. 2 to Registration Statement on Form S-1
Filed August 8 , 2017
  File No. 333-218854

Dear Mr. Anderson :

We have reviewed your amended registration statement  and have the following
comments.  In some of our comments, we may ask you to provide us with information so we
may better understand your disclosure.

Please respond to this letter by amending your registration statement and providing the
requested information .  If you do not believe our comments apply to your facts and
circumstances or do not bel ieve an amendment is appropriate, please tell us why in your
response.

After reviewing any amendment to your registration statement and the information you
provide in response to these  comments, we may have  additional comments.   Unless we note
otherwise , our references to prior comments are to comments in our July 14, 2017 letter .

Financial Statements, page F -1

Statements of Cash Flows for the Six Months Ended June 30, 2017 and 2016, page F -7

1. Please explain to us why the change in Cash at Escrow Agent  is reflected as an operating
cash flow as opposed to a non -cash investing or financing activity.

Exhibit 5.1

2.  Please have counsel revise the first sentence of the opinion to provide an opinion
regarding all 24,027,493 shares registered.  Also, please have counsel  revise the last
sentence of the second to last paragraph to opine that the 21,527,493 shares already
issued and outstanding are legally issued, fully paid and non -assessable, and that the

Wayne Anderson
The Greater Cannabis Company, Inc.
 August 24, 2017
 Page 2

 2,500,000 shares to be issued will be, when sold, legal ly issued, fully paid and non -
assessable.  Refer to Staff Legal Bulletin No. 19 – Legality and Tax Opinions in
Registered Offerings for guidance.

You m ay contact Ta Tanisha Meadows , Staff Accountant,  at 202-551-3322  or Robyn
Manuel , Staff Accountant , at 202-551-3823  if you have questions regarding comments on the
financial statements and related matters.  Please contact Jacqueline Kaufman, Staff Attorney, at
202-551-3797, Lilyanna Peyser , Staff Attorney, at 202 -551-3222 , or me at 202-551-3720  with
any othe r questions.

Sincerely,

 /s/ Lilyann a Peyse r for

Mara L. Ransom
Assistant Director
Office of Consumer Products

cc:  John T. Root, Jr.

CORRESP
1
filename1.htm

August
8, 2017

United
States

Securities
and Exchange Commission

100
F Street

Mailstop
3561

Washington,
DC 20549

    Re:
    The
    Greater Cannabis Company, Inc.

    Amendment
    No. 1 to Registration Statement on Form S-1

    Filed
    July 20, 2017

    File
    No. 333-218854

Dear
Ms. Ransom:

On
behalf of the Company, this letter sets forth the responses of the Company to the comments of the staff (the “Staff”)
of the U.S. Securities and Exchange Commission (the “SEC”) contained in your letter dated August 1, 2017 (the
“Comment Letter”) regarding the Staff’s review of the Company’s Registration Statement on its Amendment
No. 1 to its Form S-1 submitted July 20, 2017 (File No. 333-218854) (the “Filing”). The Company’s responses
set forth below correspond to the comments as numbered in the Comment Letter.

Registration
Statement on Form S-1

General

1.
We note your response to comment 13. Please revise your disclosure on pages 6 and 44 to clarify that the Artemis license agreement
no longer is in effect. In addition, please tell us why the disclosure on page 6 that the Artemis license agreement constitutes
one of your operating segments is appropriate given that it no longer is in effect, or revise the disclosure accordingly.

Response: In response to the Staff’s comments, the Company has revised its disclosure on pages 6 and 44 to clarify that the
Artemis licensing agreement is no longer in effect. The Company has also revised its disclosure on page 6 to clarify the Company’s
licensing operations under its business plan.

Prospectus
Summary

The
Offering, page 12

2.
We reviewed your revisions in response to comment 2. Please further revise your disclosure to indicate that the 2.5 million common
shares issuable on conversion of the convertible note are included in the number of shares of common stock issued and outstanding
after the offering and explain why (e.g., you expect the notes to be converted to shares prior to or contemporaneous with the
secondary offering).

Response:
In response to the Staff’s comments, the Company has revised its disclosure on page 12, footnote (5), of The Offering table
on page 12.

    244
    2nd Ave N, Suite 9

    Phone
    727-482-1505

    St.
    Petersburg, FL 33701

    E-Mail
    info@greatercannabiscompany.com

Ms.
Ransom, Assistant Director Office of Consumer Products

US
Securities and Exchange Commission

July
20, 2017

Selling
Shareholders

3.
We note your responses to comments 1 and 3. Please tell us how long each of Alpco, Scottrade, National Financial Services, Emet
Capital Partners and the other selling shareholders that are broker-dealers or affiliates of broker-dealers have held their shares
of Sylios Corp., the circumstances under which each entity received its shares of Sylios Corp., and your analysis of why these
entities are not statutory underwriters as such term is defined in the Securities Act.

Response:
Alpco, Scottrade, National Financial and the other selling shareholders that are broker-dealers or affiliates of broker-dealers
have held their shares since March 10, 2017. The shares issued to Alpco, Scottrade, National Financial and the other selling shareholders
that are broker-dealers or affiliates of broker-dealers were issued by the Company in a spin-off transaction filed by the
Company’s former parent company, Sylios Corp. The Record Date to receive shares of the Company’s common stock was
February 3, 2017 with a Payment Date of March 10, 2017.

The
shares included in the Selling Shareholders table for Emet Capital Partners, LLC are to be issued upon the conversion of the Convertible
Note.

As
noted in the Staff’s comment, certain of the selling stockholders are broker-dealers or affiliates of broker-dealers. The
Company does not believe that any of the selling stockholders are acting as statutory “underwriters” in connection
with the proposed sale of the Company’s common stock as such term is defined under Section 2(a)(11) of the Securities Act.

Section
2(a)(11) of the Securities Act defines an underwriter as “any person who has purchased from an issuer with a view to, or
offers or sells for an issuer in connection with, the distribution of any security, or participates or has a direct or indirect
participation in any such undertaking, or participates or has a participation in the direct or indirect underwriting of any such
underwriting…”

The
Division of Corporation Finance (the “Division”) provided guidance in Compliance and Disclosure Interpretation
612.09 (January 26, 2009) on the question of whether a “purported secondary offering is really a primary offering, i.e.,
the selling shareholders are actually underwriters selling on behalf of an issuer.” The Division articulated six factors
to be considered in determining whether an offering by selling shareholders is on behalf of an issuer, and therefore a selling
shareholder may be considered a statutory underwriter. The factors are: (i) how long the selling shareholders have held the shares,
(ii) the circumstances under which they received them, (iii) their relationship to the issuer, (iv) the amount of shares involved,
(v) whether the sellers are in the business of underwriting securities and (vi) whether under all the circumstances it appears
that the seller is acting as a conduit for the issuer.

The
Company believes that the following analysis, in light of the definition of “underwriter” in the Securities Act and
the Division’s guidance on whether selling stockholders are actually underwriters selling on behalf of an issuer, establishes
that none of the selling stockholders that are broker-dealers or affiliates of broker-dealers are acting as statutory underwriters
or selling on behalf of the Company.

(i)
How long the selling stockholders have held the shares.

The
Company issued all shares being sold by the selling stockholders, with the exception of Emet Capital Partners, LLC, in the completed
spin-off transaction by the Company’s former parent company, Sylios Corp. All of the selling stockholders, with the exception
of Emet Capital Partners, LLC, have been stockholders of the Company since the spin-off Payment date, March 10, 2017. The
selling stockholders have full economic and market risk relating to their ownership of the common stock. The Company believes
that the holding period and the economic and market risk assumed by the selling stockholders demonstrates that the securities
were not acquired with a view to distribution.

The
shares to be issued to Emet Capital Partners, LLC will be issued upon a receipt of a conversion notice against the Convertible
Note dated May 28, 2017. Emet Capital Partners, LLC, as with all stockholders, has full economic risk through their ownership
of the Convertible Note and future ownership of common shares upon conversion of the Note. The Company believes that the holding
period and the economic and market risk assumed by the selling stockholder demonstrates that the securities will not be acquired
with a view to distribution.

Ms.
Ransom, Assistant Director Office of Consumer Products

US
Securities and Exchange Commission

July
20, 2017

(ii)
The circumstances under which the selling stockholders received the shares.

The
selling stockholders received their shares either (1) directly from the Company in connection with the spin-off transaction from
its former parent Company, Sylios Corp or (2) the shares for Emet Capital Partners, LLC are to be issued upon a conversion of
the Convertible Note.

(iii)
The relationship of the selling stockholders to the Company.

All
of the selling stockholders, with the exception of Emet Capital Partners, LLC, are stockholders because they were former stockholders
of the Company’s former parent Company, Sylios Corp, as of the Record date, February 3, 2017.

Emet
Capital Partners, LLC will be a stockholder of the Company when the shares of common stock are issued upon a conversion of the
Convertible Note.

(iv)
The amount of shares involved.

In
the aggregate, the Company expects the number of shares of common stock that will be sold in the offering will be approximately
75% of the outstanding common stock, subject to market conditions. The Company has reviewed various historical guidance from Staff,
including Compliance and Disclosure Interpretation 612.12 (January 26, 2009), which illustrates that even a single, large stockholder
can effect a valid secondary offering of shares, where the stockholder’s ownership percentage in the issuer is in excess
of 70% of the registrant’s outstanding common stock. Assuming that 75% of the Company’s outstanding common stock is
sold in the proposed offering, the Company believes the number of shares involved in the offering supports the conclusion that
the offering is a valid secondary offering rather than a primary offering.

(v)
Whether the selling stockholders are in the business of underwriting securities.

Certain
of the selling stockholders or their affiliates act as underwriters in the ordinary course, but 	are not participating as underwriters
in this offering.

These selling stockholders received
their shares in connection with the Company’s spin-off transaction from its parent company, Sylios Corp. Such selling stockholders
have not entered into any agreement, nor is any agreement being contemplated, whereby they would serve as underwriters in connection
with this offering. For this reason and for the additional reasons set forth in paragraph (i) above and in paragraph (vi) below,
the Company believes these selling stockholders did not acquire their shares with a view to distribution and thus should not be
viewed as “statutory underwriters” in connection with this offering.

Ms.
Ransom, Assistant Director Office of Consumer Products

US
Securities and Exchange Commission

July
20, 2017

(vi)
Whether under all the circumstances the selling stockholders are acting as a conduit for the Company.

The
totality of the facts and circumstances described above surrounding the selling stockholders and the proposed offering demonstrates
that the selling stockholders are not acting as a conduit for the Company in a distribution to the public.

The
Company will not receive any proceeds from the sale of shares of common stock by the selling stockholders. The proceeds from the
sale of shares will be used by each selling stockholder for its own purposes.

For
the foregoing reasons, the Company believes that none of the selling stockholders is or should be considered, an “underwriter”
under Section 2(a)(11) of the Securities Act with respect to the sale of the shares in the proposed offering. The Company believes
that the sale of the shares in the proposed offering represents a true secondary offering consistent with the Division’s
guidance.

4.
Please remove disclosure in footnote (i) indicating that “none of the selling stockholders are broker-dealers.”

Response: In response to the Staff’s comments, the Company has removed the phrase “none of the selling stockholders
are broker-dealers” in footnote (i) of the Selling Shareholders table on page 40.

Financial
Statements, page F-1

5.
Please update your financial statements and related disclosures in accordance with Rule 8-08 of Regulation S-X, as applicable,
prior to effectiveness.

Response: In response to the Staff’s comments, the Company has updated the disclosures to include the interim financial period
on page 61 of the Registration Statement within the Management’s Discussion and Analysis of Financial Condition and Results
of Operations.

Notes
to the Consolidated Financial Statements:

Note
B-Going Concern, page F-15

6.
We reviewed your revisions in response to comment 10. Please further revise your disclosure to address the disclosure requirements
in paragraphs b and c of ASC 205-40- 50-13.

Response: In response to the Staff’s comments, the Company has revised the language in Note B-Going Concern on page F-15 of
the Registration Statement.

Ms.
Ransom, Assistant Director Office of Consumer Products

US
Securities and Exchange Commission

July
20, 2017

Exhibit
5.1

7.
Please revise the opinion to opine that the 21,527,493 Shares that are currently issued and outstanding are legally issued, fully
paid and non-assessable.

Response: In response to the Staff’s comments, the Company’s opinion has been revised to opine that the 21,527,493 shares
that are currently issued and outstanding are legally issued, fully paid and non-assessable.

Should
the Staff have any additional questions or comments regarding the foregoing, please do not hesitate to contact me at (727) 482-1505.

    Sincerely,

    /s/
    Wayne Anderson

    Wayne Anderson,

    President

Cc:
John T. Root, Jr.

Mailstop 3561

August 1 , 2017

Wayne Anderson
President
The Greater Cannabis Company, Inc.
244 2nd Ave N., Suite 9,
St. Petersburg, FL 33701

Re: The Greater Cannabis Company, Inc.
Amendment No. 1 to Registration Statement on Form S-1
Filed July 20, 2017
  File No. 333-218854

Dear Mr. Anderson :

We have reviewed your amended registration statement  and have the following
comments.  In some of our comments, we may ask you to provide us with information so we
may better understand your disclosure.

Please respond to this letter by amending your registration statement and providing the
requested information .  If you do not believe our comments apply to your facts and
circumstanc es or do not believe an amendment is appropriate, please tell us why in your
response.

After reviewing any amendment to your registration statement and the information you
provide in response to these  comments, we may have  additional comments.   Unless w e note
otherwise, our references to prior comments are to comments in our July 14, 2017 letter .

General

1. We note your response to comment 13.   Please revise your disclosure on pages 6 and 44
to clarify that the Artemis license agreement  no longer  is in effect.  In addition, please tell
us why the disclosure on page 6 that the Artemis license agreement constitutes one of
your operating segments is appropriate given that it no longer is in effect, or revise the
disclosure accordingly.

Wayne Anderson
The Greater Cannabis Company, Inc.
 August 1 , 2017
 Page 2

 Prospectus Summ ary

The Offering, page 12

2. We reviewed your revisions in response to comment 2.   Please further revise your
disclosure to indicate that the 2.5 million common shares issuable on conversion of the
convertible note are included in the number of shares of co mmon stock issued and
outstanding after the offering and explain why  (e.g., you expect the notes to be converted
to shares prior to or contemporaneous with the secondary offering ).

Selling Shareholders, page 30

3. We note your responses to comments 1 and 3.  Please tell us  how long each of Alpco,
Scottrade, National Financial Services, Emet Capital Partners and the other selling
shareholders that are broker -dealers  or affiliates of broker -dealers  have held their shares
of Sylios Corp., the circumstances under which each entity received its shares of Sylios
Corp., and your analysis of why these entities are not statutory underwriters as such term
is defined in the Securities Act.

4. Please remove dis closure in footnote (i) indicating that “none of the selling stockholders
are broker -dealers.”

Financial Statements, page F -1

5. Please update your financial statements and related disclosures in accordance with Rule
8-08 of Regulation S -X, as applicable, p rior to effectiveness.

Notes to the Consolidated Financial Statements

Note B – Going Concern, page F -15

6. We reviewed your revisions in response to comment 10.   Please further revise your
disclosure to address the disclosure requirements in paragraphs b a nd c of ASC 205 -40-
50-13.

Exhibit 5.1

7. Please revise the opinion to opine that the 21,527,493 Shares that are currently issued and
outstanding are legally issued, fully paid and non -assessable.

Wayne Anderson
The Greater Cannabis Company, Inc.
 August 1 , 2017
 Page 3

 You m ay contact Ta Tanisha Meadows , Staff Accountant,  at 202-551-3322  or Robyn
Manuel , Staff Accountant , at 202-551-3823  if you have questions regarding comments on the
financial statements and related matters.  Please contact Jacqueline Kaufman, Staff Attorney, at
202-551-3797, Lilyanna Peyser , Special Counsel , at 202 -551-3222 , or me at 202-551-3720  with
any other questions.

Sincerely,

 /s/ Lilyanna Peyser for

Mara L. Ransom
Assistant Director
Office of Consumer Products

cc:  John T. Root, Jr.

CORRESP
1
filename1.htm

gcc_corresp.htm

July 20, 2017

United States

Securities and Exchange Commission

100 F Street

Mailstop 3561

Washington, DC 20549

Re:
The Greater Cannabis Company, Inc.

Registration Statement on Form S-1

Filed June 20, 2017

File No. 333-218854

Dear Ms. Ransom:

On behalf of the Company, this letter sets forth the responses of the Company to the comments of the staff (the “Staff”) of the U.S. Securities and Exchange Commission (the “SEC”) contained in your letter dated July 14, 2017 (the “Comment Letter”) regarding the Staff’s review of the Company’s Registration Statement on Form S-1 submitted June 20, 2017 (File No. 333-218854) (the “Filing”). The Company’s responses set forth below correspond to the comments as numbered in the Comment Letter.

Registration Statement on Form S-1

General

1. The number of shares you are attempting to register appears to represent a substantial percentage of the company´s outstanding shares held by non-affiliates. Given the size of the offering, it appears that this may be a primary offering that can only proceed on an at-the-market basis if the company is eligible to conduct a primary offering on Form S-3. Please advise regarding your basis for determining that the resales of common shares by Jimmy Wayne Anderson, Alpco, Scottrade Inc., National Financial Services LLC and Emet Capital Partners, LLC are appropriately characterized as transactions eligible to be made pursuant to Rule 415(a)(1)(i) of the Securities Act of 1933, as amended. Please refer to Question 612.09 of the Division's Compliance and Disclosure Interpretations for Securities Act Rules.

Response: The Company respectfully advises the Staff that in accordance with the interpretive guidance provided by the Staff in Question 612.09 of the Compliance and Disclosure Interpretations (“C&DI”) for Securities Act Rules, the proposed offering is appropriately characterized as a secondary offering eligible to be made pursuant to Rule 415(a)(1)(i).

C&DI 612.09 provides that “consideration should be given to how long the selling shareholders have held the shares, the circumstances under which they received them, their relationship to the issuer, the amount of shares involved, whether the sellers are in the business of underwriting securities, and finally, whether under all the circumstances it appears that the seller is acting as a conduit for the issuer.” It is noteworthy that the secondary offering being registered by the Registration Statement on Form S-1 relates to the resale of shares of common stock issued to shareholders in a spin-off transaction by the Company's parent company, Sylios Corp. For further details of the spin-off transaction, please see page F-8 of the Registration Statement . Shareholders of Sylios Corp, as of the Record Date of February 3, 2017, were distributed shares of the Company on March 10, 2017, the Payment Date, thus a holding period of 5 weeks if tacked back to the date the shareholders must have owned the parent company in order to receive the dividend. No shares issued, as per the spin-off transaction, were issued to any shareholder who did not own shares of the parent company as of the Record Date, thus no consideration was paid to the Company.

244 2nd Ave N, Suite 9

Phone 727-482-1505

St. Petersburg, FL 33701

E-Mail info@greatercannabiscompany.com

1

Ms. Ransom, Assistant Director Office of Consumer Products

US Securities and Exchange Commission

July 20, 2017

For the shares issued to Jimmy Wayne Anderson, please see the following summary:

·
2,000,000 shares of common stock issued to Mr. Anderson for services rendered for the benefit of the Company; and

·
19,016 shares issued to Mr. Anderson in the spin-off of the Company; and

·
7 shares held in the names of Mr. Anderson's children; and

·
5,378,476 shares held in the name of Sylios Corp. Mr. Anderson is the President of Sylios Corp and has sole dispositive authority over these shares

·
Total shares controlled by Mr. Anderson is 7,397,499

Of the 7,397,499 shares issued to Mr. Anderson only 19,023 shares are included within the Registration Statement. All 19,023 shares of common stock included within the Registration Statement were issued pursuant to the terms of the spin-off transaction.

As for the shares included within the Registration Statement for Alpco, Scottrade, Inc. and National Financial Services, LLC, although these three shareholders are Broker-Dealers who may at times in the ordinary course of business act as an Underwriter, the Company does not believe that any of these selling stockholders are acting as statutory “underwriters” in connection with the proposed sale of the Company’s common stock as such term is defined under Section 2(a)(11) of the Securities Act.

The Company does not believe that Emet Capital Partners, LLC is acting as a statutory “underwriter” in connection with the proposed sale of the Company’s common stock as such term is defined under Section 2(a)(11) of the Securities Act.

The Company respectfully advises the Staff that all shares included on the Selling Stockholders table beginning on page 30 of the Registration Statement are shares which are to be offered or sold solely by or on behalf of a person or persons other than the registrant, a subsidiary of the registrant or a person of which the registrant is a subsidiary.

Prospectus Summary

2. Please tell us why you include the 2.5 million common shares issuable upon conversion of the convertible note issued to EMET in the number of shares of common stock issued and outstanding before and after this offering. In this regard, we note your disclosure that the shares reserved in the EMET transaction will not be issued until you receive a Notice of Conversion from EMET.

Response: In response to the Staff's comments, the Company has updated the Offering Table and accompanying footnotes on page 12 to properly reflect that the shares to be issued to Emet Capital Partners, LLC have not been issued at the time of filing of the Company's Registration Statement. Therefore, the common stock issued and outstanding before this offering has been reduced by 2,500,000 shares.

2

Ms. Ransom, Assistant Director Office of Consumer Products

US Securities and Exchange Commission

July 20, 2017

Selling Shareholders

3. We note that certain selling stockholders appear to be broker-dealers or affiliates of broker-dealers notwithstanding your disclosure to the contrary in the last sentence of the first paragraph of this section. Please identify all direct or indirect selling stockholders who are registered broker-dealers or affiliates of broker-dealers, if any. Please note that a registration statement registering the resale of shares being offered by a broker-dealer must identify the broker-dealer as an underwriter if the shares were not issued as underwriting compensation. For a selling stockholder that is an affiliate of a broker-dealer, the prospectus must state that: (1) the seller purchased in the ordinary course of business and (2) at the time of purchase of the securities you are registering for resale, the seller had no agreements or understandings, directly or indirectly, with any person, to distribute securities; if you are unable to make these statements in the prospectus, please disclose that the seller is an underwriter. Please revise or advise.

Response: As noted in the Staff’s comment, certain of the selling stockholders are broker-dealers or affiliates of broker-dealers. However, the Company does not believe that any of the selling stockholders are acting as statutory “underwriters” in connection with the proposed sale of the Company’s common stock as such term is defined under Section 2(a)(11) of the Securities Act.

Section 2(a)(11) of the Securities Act defines an underwriter as “any person who has purchased from an issuer with a view to, or offers or sells for an issuer in connection with, the distribution of any security, or participates or has a direct or indirect participation in any such undertaking, or participates or has a participation in the direct or indirect underwriting of any such underwriting…”

We have revised the selling stockholder table beginning on page 30 of the Registration Statement. to identify those selling stockholders who are broker-dealers or affiliates of broker-dealers. We have also amended the Registration Statement to state that for each selling shareholder who is an affiliate of a broker dealer as noted below has represented that: (1) the selling shareholder purchased in the ordinary course of business; and (2) at the time of purchase of the securities being registered for resale, the selling shareholder had no agreements or understandings, directly or indirectly, with any person to distribute the securities.

4. Please explain why the beneficial ownership before the offering of Mr. Anderson, Alpco and Scottrade, Inc. set forth in this table differs from the beneficial ownership of such entities set forth in the table on page 62. In addition, please confirm, if true, that you have disclosed any material relationships between you and Alpco, including any material relationship during the last three years between you and any persons (entities or natural persons) who have control over Alpco. If you have not disclosed such information, please revise to do so. Refer to Regulation S-K Compliance and Disclosure Interpretation 140.02 for more information.

Response: In response to the Staff's comments, we have revised the beneficial ownership of Mr. Anderson, Alpco and Scottrade in the Beneficial Ownership table found on page 68 of the Registration Statement to reflect the correct ownership which is consistent with the number of shares found on the Selling Shareholders table beginning on page 30.

Response: In response to the Staff's comments, the Company had no material relationship to disclose with Alpco or Joseph Hurry, the managing member of Alpco's parent entity and Alpco's sole director.

3

Ms. Ransom, Assistant Director Office of Consumer Products

US Securities and Exchange Commission

July 20, 2017

Management’s Discussion and Analysis of Financial Condition and Results of Operations

5. Please update disclosures in this section to include the interim period financial statements.

Response: In response to the Staff's comments, the Company has updated the disclosures to include the interim financial period on page 61 of the Registration Statement within the Management’s Discussion and Analysis of Financial Condition and Results of Operations.

6. Please revise to discuss your plan of operations for the next twelve months. Please include detailed milestones of your business plan, the costs associated with each milestone, and the time frame for implementing each milestone. In addition, please revise to discuss the nature of any agreements you have with suppliers of the products you intend to sell; if there are any material risks associated with such agreements, such as the risk that the loss of any suppliers will jeopardize your business, please include appropriate disclosure in the Risk Factors section of your prospectus, as well.

Response: In response to the Staff's comments, the Company has included its 12 month business plan divided into quarters, milestones and associated costs on page 56 of the Registration Statement under its Management’s Discussion and Analysis of Financial Condition.

Response. In response to the Staff's comments, the Company has included additional disclosures regarding its suppliers and associated agreements on page 55 of the Registration Statement under its Management’s Discussion and Analysis of Financial Condition as well as on page 18 of the Registration Statement under its Risk Relating to Our Business and Industry.

Recent Developments

7. We note your disclosure regarding the “partial spin-off” of the registrant from Sylios Corp. Please give us your analysis addressing the exemption from registration that was relied upon in connection with the spin-off. Please consult Staff Legal Bulletin No. 4 for further information.

Response: Discussion of Staff Legal Bulletin No. 4

The Securities and Exchange Commission (the “SEC”) has stated that a dividend of securities generally does not constitute a “sale” within the meaning of Section 2(a)(3) of the Securities Act of 1933, as amended (the “Securities Act”), because such dividend does not constitute a disposition “for value” within the meaning of that section. See Securities Act Release No. 33-929 (July 29, 1936). The Staff of the SEC issued Staff Legal Bulletin No. 4 dated December 16, 1997 (the “Staff Bulletin”) to address whether Section 5 of the Securities Act applies to spin-offs. The Staff Bulletin states that a subsidiary does not have to register its shares under the Securities Act if the following five conditions are met:

1.

the parent shareholders do not provide consideration for the spun-off shares;

2.

the spin-off is pro-rata to the parent shareholders;

3.

the parent provides adequate information about the spin-off and the subsidiary to its shareholders and to the trading markets;

4.

the parent has a valid business purpose for the spin-off; and

5.

if the parent spins-off “restricted securities,” it has held those securities for at least two years.

4

Ms. Ransom, Assistant Director Office of Consumer Products

US Securities and Exchange Commission

July 20, 2017

The Company respectfully submits that Sylios Corp, a Florida corporation (“Sylios”), and the Company complied with the Staff Bulletin and met all five conditions set forth above in connection with the tax-free distribution of approximately 80% of the Company’s issued and outstanding common stock to Sylios' shareholders (the “Spin-off”).

We will discuss each condition in turn:

1.

The parent shareholders do not provide consideration for the spun-off shares

In the Spin-off, Sylios' shareholders received shares of the Company’s common stock and were not required to make, and did not make, any payment or provide any consideration for the shares received.

2.

The spin-off is made pro rata to parent’s shareholders

The Spin-off was made on a pro rata basis to all of Sylios' shareholders in proportion to each shareholder’s proportionate share ownership in Sylios. Each Sylios shareholder of record on the record date for the Spin-off received one (1) share of the Company's common stock for every five hundred (500) shares of Sylios common stock held on the record date. The Sylios shareholders had the same proportionate ownership interest in the Company and Sylios both before and after the distribution. Furthermore, fractional shares were rounded up to the benefit of the Sylios shareholders.

3.

The parent must provide adequate information to its shareholders and the trading markets

The securities of Sylios, the original parent company of The Company, are not subject to Section 15(d) of the Securities Exchange Act of 1934. As such, Sylios provided information to its shareholders through National press releases dated December 28, 2016, January 6, 2017, February 24, 2017 and June 27, 2017. In addition, shareholder information and updates are provided on Sylios' corporate website at www.sylios.com and The Company's website at www.greatercannabiscompany.com.

4.

The parent has a valid business purpose for the spin-off

Sylios' Board of Directors determined that there were valid business purposes for the Spin-off. In this regards, Sylios' Board of Directors determined that the separation of Sylios' oil and gas business and the Company’s cannabis related business and the Spin-off would achieve a number of business purposes. The following benefits:

·

Strategic Focus and Operational Flexibility. Position each company to pursue a more focused, industry-specific strategy, with the Company well-positioned to pursue value creation strategies in cannabis related business, and Sylios well-positioned to focus on its

Mailstop 3561

July 1 4, 2017

Wayne Anderson
President
The Greater Cannabis Company, Inc.
244 2nd Ave N., Suite 9,
St. Petersburg, FL 33701

Re: The Greater Cannabis Company, Inc.
Registration Statement on Form S-1
Filed June 20, 2017
  File No. 333-218854

Dear Mr. Anderson :

We have reviewed your registration statement and have the following comments.  In
some of our comments, we may ask you to provide us with information so we may better
understand your disclosure.

Please respond to this letter by amending your registration statement and providing the
requested information.   If you do not believe our comments apply to your facts and
circumstances or do not believe an amendme nt is appropriate, please tell us why in your
response.

After reviewing any amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments.

General

1. The number of shares you ar e attempting to register appears to represent a substantial
percentage of the company´s outstanding shares held by non -affiliates.  Given the size of
the offering, it appears that this may be a primary offering that can only proceed on an at -
the-market bas is if the company is eligible to conduct a primary offering on Form S -3.
Please advise regarding your basis for determining that the resales of common shares by
Jimmy Wayne Anderson, Alpco, Scottrade Inc., National Financial Services LLC and
Emet Capital Partners, LLC  are appropriately characterized as transactions eligible to be
made pursuant to Rule 415(a)(1)(i) of the Securities Act of 1933, as amended.  Please
refer to Question 612.09 of the Division's Compliance and Disclosure Interpretations for
Secu rities Act Rules.

Wayne Anderson
The Greater Cannabis Company, Inc.
 July 1 4, 2017
 Page 2

 Prospectus Summary

The Offering, page 10

2. Please tell us why you include the 2.5 million common shares issuable upon conversion
of the convertible note issued to EMET in the number of shares of common stock issued
and outstanding befor e and after this offering.  In this regard, we note your disclosure that
the shares reserved in the EMET transaction will not be issued until you receive a Notice
of Conversion from EMET.

Selling Shareholders, page 28

3. We note that certain selling stock holders appear to be broker -dealers or affiliates of
broker -dealers notwithstanding your disclosure to the contrary in the last sentence of the
first paragraph of this section.  Please identify all direct or indirect selling stockholders
who are registered  broker -dealers or affiliates of broker -dealers, if any.  Please note that a
registration statement registering the resale of shares being offered by a broker -dealer
must identify the broker -dealer as an underwriter if the shares were not issued as
underwr iting compensation.  For a selling stockholder that is an affiliate of a broker -
dealer, the prospectus must state that: (1) the seller purchased in the ordinary course of
business and (2) at the time of purchase of the securities you are registering for re sale, the
seller had no agreements or understandings, directly or indirectly, with any person, to
distribute securities; if you are unable to make these statements in the prospectus, please
disclose that the seller is an underwriter.  Please revise or advi se.

4. Please explain why the beneficial ownership before the offering of Mr. Anderson, Alpco
and Scottrade, Inc. set forth in this table differs from the beneficial ownership of such
entities set forth in the table on page 62.  In addition, please confirm, if true, that you
have disclosed any material relationships between you and Alpco, includin g any material
relationship during the last three years between you and any persons (entities or natural
persons) who have control over Alpco.   If you have not disclosed such information,
please revise to do so.   Refer to Regulation S -K Compliance and Disc losure
Interpretation 140.02 for more information.

Management’s Discussion and Analysis of Financial Condition and Results of Operations, page
54

5. Please update disclosures in this section to include the interim period financial
statements .

6. Please revise  to discuss your plan of operations  for the next twelve months.  Please
include detailed milestones of your business plan, the costs associated with each

Wayne Anderson
The Greater Cannabis Company, Inc.
 July 1 4, 2017
 Page 3

 milestone, and the time frame for implementing each milestone.  In addition, please
revise to discuss the nature of any agreements you have with suppliers of the products
you intend to sell; if there are any material risks associated with such agreements, such as
the risk that the loss of any suppliers will jeopardize your business, please include
appropriate disclosure in the Risk Factors section of your prospectus, as well.

Recent Developments, page 54

7. We note your disclosure regarding the “partial spi n-off” of the registrant from Sylios
Corp.  Please give us your analysis addressing the exemption from registration that was
relied upon in connection with the spin -off.  Please consult Staff Legal Bulletin No. 4 for
further information.

Directors, Execu tive Officers, Promoters, and Control Persons, page 59

8. Please describe the principal business of Sylios Corp.  See Item 401(e) of Regulation S -
K.

Executive Compensation, page 60

9. We note you issued 2,000,000 shares of common stock to your sole officer fo r services
rendered.  Please provide the information specified in Item 402(n)(2) of Regulation S -K
concerning the compensation of your named executive officer for each of your last two
completed fiscal years, in a Summary Compensation Table in the tabular format specified
in Item 402(n)(1) of Regulation S -K.

Notes to the Consolidated Financial Statements

Note B – Going Concern, page F -15

10. We note your disclosure that there are conditions which raise substantial doubt about
your ability to continue as a going concern.  However, based on your disclosures, it is not
clear whether you believe the substantial doubt is alleviated as a result of c onsideration of
management’s plans; or if after consideration of management’s plans, substantial doubt
continues to exist about your ability to continue as a going concern within one year after
the date the financial statements were issued.  Please refer t o ASC 205 -40-12 and 13 and
revise your disclosures accordingly to clarify.

Note C – Artemis Licensing Agreement, page F -16

11. Please disclose why you failed to pay the $100,000 due within 60 days of the July 31,
2014 agreement date.

Wayne Anderson
The Greater Cannabis Company, Inc.
 July 1 4, 2017
 Page 4

12. Please tell us whet her Artemis Dispensing Technologies is and/or was a related person as
defined in Item 404 of Regulation S -K.

13. Please disclose whether the license agreement remains in effect, given your failure to pay
the $100,000 due within 60 days of the July 31, 2014 agreement date, the failure of
Artemis to deliver any prototype, and the expiration of the initial term of the agreement.
In this regard, we note the terms of Section 8.0 and Schedule D of the agreement.   If you
believe that the agreement remains in effect , please disclose the current status of the
agreement and of the parties’ obligations and intentions thereunder.

14. Please tell us why your website www.greatercannabiscompany.com  still discusses the
licensing agreement with Artemis Dispensing Technologies a nd does not explain that you
failed to pay the $100,000 due within 60 days of the July 31, 2014 agreement date, that
Artemis failed to deliver any prototype, and that the initial term of the licensing
agreement expired .

Signatures, page 73

15. Please revise the second signature block to identify your controller or principal
accounting officer , as well as your principal financial officer , or the persons performing
those roles.  Refer to the Instructions to the Signatures section of Form S -1.

Exhibit 5.1

16. We note your opinion in the penultimate paragraph that the “Shares.  . . when distributed
will be legally issued, fully paid and non -assessable.”  It appears that the quoted language
applies only to the 2,500,000 of the 24,027,342 Shares covered by the registration
statement that are not yet issued and outstanding.  Please  revise the opinion to also opine
that the Shares that are currently issued and outstanding are legally issued, fully paid and
non-assessable, if true.

We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.

Refer to Rules 460 and 461 regarding requests for accel eration .  Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.

Wayne Anderson
The Greater Cannabis Company, Inc.
 July 1 4, 2017
 Page 5

 You m ay contact Ta Tanisha Meadows , Staff Accountant,  at 202-551-3322  or Robyn
Manuel , Staff Accountant , at 202-551-3823  if you have questions regarding comments on the
financial statements and related matters.  Please contact Jacqueline Kaufman, Staff Attorney, at
202-551-3797, Lilyanna Peyser , Staff Attorney, at 202 -551-3222 , or me at 202-551-3720  with
any other q uestions.

Sincerely,

 /s/ Lilyanna Peyser for

Mara L. Ransom
Assistant Director
Office of Consumer Products

cc:  John T. Root, Jr.