SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Hillsberg Sanford (Last) (First) (Middle) 21900 BURBANK BLVD., THIRD FLOOR (Street) WOODLAND HILLS CA 91367 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 09/03/2013	3. Issuer Name and Ticker or Trading Symbol Genesis Biopharma, Inc [ GNBP ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	13,400,000(1)	I	The Hillsberg Trust

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Market Cap Earn-Out(2)	07/24/2013	01/24/2015	Common Stock	6,750,000(2)	0.02	I	The Hillsberg Trust

Explanation of Responses:

1. Mr. Hillsberg acquired these securities on July 24, 2013 as consideration for his shares of common stock of Lion Biotechnologies, Inc., which company Genesis Biopharma, Inc. acquired by merger on that date. The merger agreement also provides that during the 12-month period following the merger, for each $1,000,000 of gross proceeds received by Genesis from any financings, licensing or similar transaction (except from certain listed investors), Mr. Hillsberg will receive 450,000 additional shares of Genesis common stock, up to a maximum of 6,750,000.

2. Under the merger agreement between Lion Biotechnologies, Inc. and Genesis Biopharma, Inc., Mr. Hillsberg is also entitled to 6,750,000 additional shares of common stock if, during the 18 months following the closing of the merger, the closing price per share of Genesis common stock equals or exceeds $0.04, as adjusted for any stock split reverse stock split, recapitalization or the like, and $100,000 of Genesis common stock is traded for any 10 out of 30 consecutive trading days.

	/s/ Sanford J. Hillsberg	09/11/2013
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
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