U.S. Securities and Exchange Commission Washington, D.C. 20549 Form SB-2 Post Effective Amendment No. 1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 PCS EDVENTURES!.COM.INC. ----------------------- (Name of small business issuer in its charter) Idaho 8299 82-0475383 ----- ---- ---------- (State or jurisdiction of (Primary Standard Industrial (I.R.S. Employer incorporation or organization) Classification Code Number) Identification No.) 1655 Fairview Avenue, Suite 100 Boise, Idaho 83702 (208) 343-3110 -------------- (Address and telephone number of principal executive offices) Anthony A. Maher 1655 Fairview Avenue, Suite 100 Boise, Idaho 83702 (208) 343-3110 -------------------------- (Name, address and telephone number of agent for service) Copies to: Leonard W. Burningham, Esq. 455 East 500 South, Suite 205 Salt Lake City, Utah 84111 (801) 363-7411 ------------------------------------------------------------------------------ The undersigned Registrant files this Post-Effective Amendment No. 1 to remove from registration the following securities which remained unsold at the completion of the offering to which this registration statement relates: 2,882,302 presently outstanding shares of common stock and 69,835 shares of common stock underlying warrants that were exercised under the registration statement. SIGNATURES ---------- In accordance with the requirements of the Securities Act, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements of filing of Form SB-2 and authorized this registration statement to be signed on its behalf by the undersigned in the City of Boise, State of Idaho, on the date indicated below. PCS EDVENTURES!.COM.INC. Date: 8/22/02 By /s/ Anthony A. Maher ------- --------------------------- Anthony A. Maher CEO, President and Chairman of the Board of Directors In accordance with the requirements of the Securities Act, this registration statement was signed by the following persons in the capacities and on the dates stated. Date: 8/23/02 By /s/ Robert O. Grover ------- --------------------------- Robert O. Grover Executive Vice President, Chief Technology Officer Date: 8/22/02 By /s/ Christina M. Vaughn ------- --------------------------- Christina M. Vaughn Vice President, Chief Financial Officer Date: 8/23/02 By /s/ Donald J. Farley ------- --------------------------- Donald J. Farley Secretary and Director Date: 8/27/02 By /s/ Roy M. Svee ------- --------------------------- Roy M. Svee Treasurer and Director Date: 8/28/02 By /s/ Cecil D. Andrus ------- --------------------------- Cecil D. Andrus Director