Amended Statement of Changes in Beneficial Ownership (4/a)

FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN 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 ^* HERSHEY ADAM	2. Issuer Name and Ticker or Trading Symbol GENERAL CANNABIS CORP [ CANN ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle) 6 POMPANO ROAD	3. Date of Earliest Transaction (MM/DD/YYYY) 12/11/2020
(Street) RUMSON, NJ 07760 (City) (State) (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY) 12/15/2020	6. Individual or Joint/Group Filing (Check Applicable Line) ___ Form filed by One Reporting Person _ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

*Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)*
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)
Warrants to purchase common stock	$0.4917	12/11/2020		A		543667		12/11/2020	12/11/2025	Common Stock	543667	$0	543667	I	See footnote ⁽¹⁾⁽²⁾
Warrants to purchase common stock	$0.4917	12/11/2020		A		1087333		12/11/2020	12/11/2025	Common Stock	1087333	$0	1087333	I	See footnote ⁽³⁾

Explanation of Responses:
(1)	Represents warrants to purchase shares of the common stock of the Issuer, that were acquired by Hershey Strategic Capital, LP ("HSC LP") on December 11, 2020 pursuant to a Subscription Agreement dated as of May 29, 2020 among HSC LP, Shore Ventures III, LP ("Shore Ventures") and the Issuer. Such warrants are held directly by HSC LP. Hershey Management I, LLC is the investment advisor of HSC LP. Hershey Strategic Capital GP, LLC is the general partner of HSC LP. (continue with footnote 2)
(2)	Adam Hershey is the sole managing member of both Hershey Management I, LLC and Hershey Strategic Capital GP, LLC. As the investment advisor of HSC LP, Hershey Management I, LLC, which is controlled by Mr. Hershey, has the voting and dispositive power with respect to all of the securities of the Issuer owned by HSC LP. Each of Hershey Management I, LLC, Hershey Strategic Capital GP, LLC and Adam Hershey disclaims beneficial ownership in the securities of the Issuer held directly by HSC LP except to the extent of its pecuniary interest therein.
(3)	Represents warrants to purchase shares of the common stock of the Issuer, that were acquired by Shore Ventures on December 11, 2020 pursuant to a Subscription Agreement dated as of May 29, 2020 among HSC LP, Shore Ventures and the Issuer. Such shares of common stock and warrants are held directly by Shore Ventures. Hershey Management IV, LLC is the general partner of Shore Ventures. Adam Hershey is the sole managing member of Hershey Management IV, LLC. As the general partner of Shore Ventures, Hershey Management IV, LLC, which is controlled by Mr. Hershey, has the voting and dispositive power with respect to all of the securities of the Issuer owned by Shore Ventures. Each of Hershey Management IV, LLC and Adam Hershey disclaims beneficial ownership in the securities of the Issuer held directly by Shore Ventures except to the extent of its pecuniary interest therein.

Remarks:
The formatting of the original Form 4 excluded certain signatures that are now included.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
HERSHEY ADAM 6 POMPANO ROAD RUMSON, NJ 07760	X	X
HERSHEY MANAGEMENT I, LLC. 6 POMPANO ROAD RUMSON, NJ 07760		X
Hershey Strategic Capital, LP 6 POMPANO ROAD RUMSON, NJ 07760				Affiliated Entity
Hershey Management IV, LLC 6 POMPANO ROAD RUMSON, NJ 07760				Affiliated Entity
Shore Ventures III, LP 6 POMPANO ROAD RUMSON, NJ 07760		X
HERSHEY STRATEGIC CAPITAL GP, LLC 6 POMPANO ROAD RUMSON, NJ 07760				Affiliated Entity

Signatures
HERSHEY MANAGEMENT I, LLC, By: /s/ Adam Hershey, Managing Member		12/16/2020
^**Signature of Reporting Person		Date
HERSHEY STRATEGIC CAPITAL, LP, By: Hershey Strategic Capital GP, LLC, Its general partner, By: /s/ Adam Hershey, Managing Member		12/16/2020
^**Signature of Reporting Person		Date
HERSHEY STRATEGIC CAPITAL GP, LLC, By: /s/ Adam Hershey, Managing Member		12/16/2020
^**Signature of Reporting Person		Date
HERSHEY MANAGEMENT IV, LLC, By: /s/ Adam Hershey, Managing Member		12/16/2020
^**Signature of Reporting Person		Date
SHORE VENTURES III, LP, By: Hershey Management IV, LLC, Its general partner, By: /s/ Adam Hershey, Managing Member		12/16/2020
^**Signature of Reporting Person		Date
/s/ Adam Hershey, Authorized Signatory		12/16/2020
^**Signature of Reporting Person		Date