Sec Form 4/A Filing - Cullen Inc Holdings Ltd. @ Long Blockchain Corp. - 2017-12-23

FORM 4/A 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 Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Cullen Inc Holdings Ltd. 2. Issuer Name and Ticker or Trading Symbol Long Blockchain Corp. [ LTEA] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 8 AIRPARK DRIVE, AIRPORT OAKS, MANUKAU 3. Date of Earliest Transaction (MM/DD/YY) 12/23/2017 (Street) AUCKLAND, Q22022 4. If Amendment, Date Original Filed (MM/DD/YY) 02/16/2018 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction 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 Common Stock, $0.0001 par value ( 1 ) 747,078 D ( 2 ) Common Stock, $0.0001 par value ( 1 ) 16,150 I By: Neroli Holdings, Ltd. ( 3 ) Common Stock, $0.0001 par value ( 1 ) 189,659 I By: Leonie Holdings, Ltd. ( 4 ) Common Stock, $0.0001 par value ( 1 ) 12/23/2017 S 563,466 D $ 0.6226 0 I By: Brentwood LIIT (NZ) Ltd. ( 5 ) Common Stock, $0.0001 par value ( 1 ) 7,279 D ( 6 ) Common Stock, $0.0001 par value ( 1 ) 219,895 D ( 7 ) Common Stock, $0.0001 par value ( 1 ) 632,848 I By: Ivory Castle Ltd. ( 8 ) Common Stock, $0.0001 par value ( 1 ) 318,594 D ( 9 ) Common Stock, $0.0001 par value ( 1 ) 63,334 D ( 10 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 Warrants $ 4.18 03/29/2017 03/29/2018 Common Stock, $0.0001 par value ( 1 ) 165,000 165,000 D ( 11 ) Warrants $ 4.9 05/12/2017 05/12/2018 Common Stock, $0.0001 par value ( 1 ) 20,000 20,000 D ( 12 ) Warrants $ 2.4 10/04/2017 10/04/2018 Common Stock, $0.0001 par value ( 1 ) 70,000 70,000 D ( 13 ) Warrants $ 6 09/30/2015 09/07/2018 Common Stock, $0.0001 par value ( 1 ) 22,500 22,500 I By: Ivory Castle Ltd. ( 14 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Cullen Inc Holdings Ltd. 8 AIRPARK DRIVE, AIRPORT OAKS MANUKAU AUCKLAND, Q22022 X WATSON E J C/O DAVIS POLK & WARDWELL 450 LEXINGTON AVE NEW YORK, NY10017 X Signatures Cullen Inc Holdings Ltd.: /s/ Eric J. Watson as Director 02/27/2018 Signature of Reporting Person Date /s/ Eric J. Watson 02/27/2018 Signature of Reporting Person Date /s/ Eric J. Watson as attorney-in-fact for William Gibson 02/27/2018 Signature of Reporting Person Date /s/ Eric J. Watson as attorney-in-fact for Andrew Stranberg 02/27/2018 Signature of Reporting Person Date /s/ Eric J. Watson as attorney-in-fact for Justin Davis-Rice 02/27/2018 Signature of Reporting Person Date

Explanation of Responses:

( 1 )This Form 4 is filed jointly by Cullen Inc Holdings Ltd. ("Cullen Holdings"), Eric J. Watson, William Gibson, Andrew Stranberg, and Justin Davis-Rice (collectively, the "Reporting Persons"). Each of the Reporting Persons is a member of a Section 13(d) group that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. ( 2 )Securities owned directly by Cullen Holdings. As a director of Cullen Holdings, Mr. Watson may therefore be deemed to beneficially own the securities owned direclty by Cullen Holdings. ( 3 )Securities owned directly by Neroli Holdings, Ltd. ("Neroli"). Neroli is a company held by the Knightsbridge Trust of which Deborah Houghton (Mr. Watson's former partner) and Samuel Watson (Deborah and Eric's son) are beneficiaries. ( 4 )Securities owned directly by Leonie Holdings, Ltd. ("Leonie"). Leonie is a company held by the Leolu Trust of which Mr. Watson's partner, Lisa Henrekson, and their children are beneficiaries. ( 5 )Securities were owned directly by Brentwood LIIT (NZ) Ltd. ("Brentwood"). As a director of Cullen Business Trust Ltd., an entity with a 50% interest in Brentwood, Mr. Watson may be deemed to be the beneficial owner of the shares directly owned by Brentwood. ( 6 )Securities owned directly by Mr. Watson. ( 7 )Securities owned directly by Mr. Gibson. ( 8 )Securities owned directly by Ivory Castle Ltd. ("Ivory Castle"). Ivory Castle is a company held by the Heron Bay Trust, of which Mr. Gibson and his father are the beneficial owners. As a beneficial owner of the Heron Bay Trust, Mr. Gibson may be deemed the beneficial owner of shares owned directly by Ivory Castle. ( 9 )Securities owned directly by Mr. Stranberg. ( 10 )Securities owned directly by Mr. Davis-Rice. ( 11 )The warrants held by Cullen Holdings are currently exercisable, for $4.18 per share, subject to adjustment pursuant to the terms of the warrants and expire on March 29, 2018. ( 12 )The warrants held by Mr. Watson are currently exercisable, for $4.90 per share, subject to adjustment pursuant to the terms of the warrants and expire on May 12, 2018. ( 13 )The warrants held by Mr. Stranberg are currently exercisable, for $2.40 per share, subject to adjustment pursuant to the terms of the warrants and expire on October 4, 2018. ( 14 )The warrants held by Ivory Castle are currently exercisable, for $6.00 per share, subject to adjustment pursuant to the terms of the warrants and expire on September 17, 2018.

Remarks: The Reporting Person inadvertently provided the incorrect price per share in Table 1, Box 4 of the Form 4 filed with the SEC on February 16, 2018. The purpose of this amendment is to correctly report the price per share by the Reporting Person. Except as otherwise noted in this Form 4/A, all other information disclosed in the Reporting Person's original Form 4 was accurately reported.

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).

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