CBAI - Another 840,000,000 Shares Registered To Be SOLD

CBAI registered another 840 MILLION shares to be sold into the market on a "how many suckers can we find to buy this thing" basis:

Today's CBAI S-1 Filing With The SEC

SUBJECT TO COMPLETION

DATED DECEMBER 31, 2009

PROSPECTUS

CORD BLOOD AMERICA, INC.

840,000,000 Shares of Common Stock

This prospectus relates to the resale of up to 840,000,000 shares of our common stock by Optimus CG II, Ltd. (the “selling stockholder”), consisting of 840,000,000 shares of common stock issuable upon exercise of a warrant issued to the selling stockholder pursuant to that certain Amended and Restated Preferred Stock Purchase Agreement, dated December 30, 2009, between the Company and an affiliate of the selling stockholder (the “Purchase Agreement”). The selling stockholder may sell such common stock from time to time in the principal market on which the stock is traded at the prevailing market price or in negotiated transactions. The selling stockholder may be deemed an underwriter within the meaning of the Securities Act of 1933, as amended, of the shares of common stock that it is offering. We will pay the expenses of registering these shares. We will not receive proceeds from the sale of our shares by the selling stockholder; however, we will receive payment in cash or notes issued by the selling stockholder upon any exercise of warrants.

The securities are being registered to permit the selling stockholder to sell the securities from time to time in the public market. The selling stockholder may sell the securities through ordinary brokerage transactions or through any other means described in the section titled “Plan of Distribution.” We do not know when or in what amount the selling stockholder may offer the securities for sale. The selling stockholder may sell any, all or none of the securities offered by this prospectus.