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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response... 0.5
	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 * Zallen Wayne Andrew	2. Issuer Name and Ticker or Trading Symbol GROW CONDOS, INC. [ GRWC ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __ X __ Director                      _____ 10% Owner __ X __ Officer (give title below)      _____ Other (specify below) CEO
(Last)          (First)          (Middle) 722 W. DUTTON RD	3. Date of Earliest Transaction (MM/DD/YYYY) 11/17/2015
(Street) EAGLE POINT, OR 97524 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY) 7/19/2017	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 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)
			Code	V	Amount	(A) or (D)	Price
Series A Convertible Preferred Stock	11/17/2015		A		5000000	A	(1)	5000000	D
Series A Convertible Preferred Stock	12/16/2015		J		5000000	D	(2)	0	D
Common stock	12/16/2015		J		25000000	A	(3)	25919450	D
Common stock	12/16/2015		S		2000000	D	$0.005   (4)	23919450	D
Common stock	10/19/2016		A		1666	A	(5)	23921116	D
Common stock	10/19/2016		A		1666	A	(6)	23922783	D
Common stock	10/19/2016		A		1666	A	(7)	23924450	D
Common stock	10/19/2016		A		1666	A	(8)	23926117	D
Common stock	10/19/2016		A		6010	A	(9)	23932127	D
Common stock	1/11/2017		A		4808	A	(10)	23936935	D
Common stock	7/13/2017		S		6000	D	$0.4087	23930935	D
Common stock	7/14/2017		S		3000	D	$0.3977	23927935	D
Common stock	7/17/2017		S		3000	D	$0.394	23924935	D
Common stock	7/18/2017		S		7000	D	$0.394	23917935	D
Common stock	7/19/2017		S		3000	D	$0.4038	23914935	D
Common stock	7/20/2017		S		9000	D	$0.3775	23905935	D
Common stock	7/21/2017		S		8000	D	$0.3370	23897935	D
Common stock	7/24/2017		S		5000	D	$0.3256	23892935	D
Common stock	7/25/2017		S		3000	D	$0.394	23889935	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:
(1)	Shares issued pursuant to employment agreement
(2)	Conversion of Series A Convertible Preferred Stock to Common Stock
(3)	Conversion of Series A Convertible Preferred Stock to Common Stock. On November 18, 2015 Grow Condos, Inc. effected a 1-for-20 reverse stock split to its Common Stock. The number of shares reported throughout this Form 4 have been adjusted to reflect the stock split.
(4)	Shares sold to David Tobias through a purchase agreement.
(5)	Shares awarded for past services as a director.
(6)	Shares awarded for past services as a director.
(7)	Shares awarded for past services as a director.
(8)	Shares awarded for past services as a director.
(9)	Shares awarded for past services as a director.
(10)	Shares awarded for past services as a director.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Zallen Wayne Andrew 722 W. DUTTON RD EAGLE POINT, OR 97524	X		CEO

Signatures
/s/ Wayne Zallen		7/25/2017
** 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 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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