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Amarillo Biosciences, Inc.
ROBERT R. SANDERS MAILING ADDRESS:
ART BAKER ONE MAXOR PLAZA
MITCH D. CARTHEL 320 S. POLK STREET, SUITE 700
ROGER S. COX AMARILLO, TEXAS 79101
RUSS DEVORE* P.O. BOX 2667
EDWARD L. MORRIS AMARILLO, TEXAS 79105-2667
CHRIS WRIGHT (806) 372-2020
JUSTIN E. MYERS FAX (806) 372-3725
JOHN B. ATKINS
sender's email: emorris@sandersbaker.com
*ADMITTED IN TEXAS, NEW MEXICO, OKLAHOMA & COLORADO
US Securities and Exchange Commission
Division of Corporation Finance
Attn: Jeffrey Riedler, Assistant Director
100 F Street NE
Washington, DC 20549-6010
Re: Your letter of may 12, 2006, subject: Amarillo Biosciences, Inc.
Preliminary Proxy Statement on Schedule 14A, April 25, 2006, revised
April 28, 2006
File No. 333-04413
Dear Mr. Riedler:
As requested by your letter dated May 12, 2006, to Amarillo Biosciences,
Inc. (the "Company"), subject as above, I am pleased to respond on behalf of the
Company. I have numbered my responses according to the numbering system you used
in your letter, for ease of reference.
General
1. We have resubmitted under File No. 0-20792, which we believe is the
correct 1934 Act filing number.
2. No written instructions, scripts or outlines will be used by any person
soliciting Proxies on behalf of the Company.
3. We have made the changes requested.
4. We have made the changes requested.
5. We have removed the original proposal 2, and are not now soliciting
Proxies to convert from Texas domicile to Delaware. As previously
discussed with your staff member, Sonia Barros, we do not consider the
change to Delaware to be urgent, there are no circumstances which would
require us to make the change at this time, and due to the Company's
desire to retain, if at all possible, its meeting date of June 22, 2006,
the Company has elected to remove all references to a conversion to
Delaware with regard to this year's Annual Meeting. We Will require as
much of the remaining solicitation time as possible, as many of our
shareholders are in Japan.
Mr. Jeffrey Riedler
May 18, 2006
Page 2 of 3
6. The changes requested have been made.
7. The changes requested have been made, to the extent we have such
information available. We do now disclose in the Proxy materials that
shares of the Company held by HBL will be voted by the President of HBL,
Mr. Ken Hayashibara. Dispositive power over the shares will be exercised
by the Board of Directors of HBL, and we do not know the identity of those
persons, nor have we ever had that information.
8. We have added the information requested.
9. Not applicable, as Katsuaki Hayashibara does not have voting or investment
control over the securities held by HBL.
10. We have added the information requested.
11. Not applicable in view of removal of Delaware proposal.
12. Not applicable in view of removal of Delaware proposal.
13. Not applicable in view of removal of Delaware proposal.
14. We have added the information requested.
15. We have added the information requested.
16. We have added the information requested.
17. We have expanded our disclosure, and specifically, have incorporated
references to Notes 3 and 4 to the Company's Consolidated Financial
Statements for the year ended December 31, 2005, which will be attached to
the Form 10-KSB sent to each Shareholder, along with the Proxy materials.
There have been no material changes or new related party transactions with
HBL in the past two (2) years, other than the extension of the promissory
notes discussed in said Notes to financial statements.
18. We have provided the disclosures requested.
19. We have made the additional disclosure requested.
20. We have made the additional disclosure requested.
Mr. Jeffrey Riedler
May 18, 2006
Page 3 of 3
If you require any additional information or additional changes are
required, please contact the undersigned at the number shown above.
Very truly yours,
SANDERSBAKER PC
Edward L. Morris
ELM/mh
c Amarillo Biosciences, Inc.
Joseph M. Cummins, President
(806) 376-9301 - Fax