SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act
August 22, 2006
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Date of Report
(Date of Earliest Event Reported)
PCS EDVENTURES!.COM, INC.
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(Exact Name of Registrant as Specified in its Charter)
IDAHO 000-49990 82-0475383
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(State or other (Commission File No.) (IRS Employer I.D. No.)
Jurisdiction)
345 Bobwhite Court, Suite 200
Boise, Idaho 83706
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(Address of Principal Executive Offices)
(208) 343-3110
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Registrant's Telephone Number
N/A
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(Former Name or Former Address if changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the Registrant under any of
the following provisions (see general instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 5.03. Amendments to Articles of Incorporation or Bylaws, Change in Fiscal
Year
a) (1) The change in the Company's Bylaws is effective August 16,
2006.
(2) Article II, Section 7 - Quorum of the Company's Bylaws was
amended to read as follows:
A majority of the outstanding shares of the corporation
be entitled to vote, represented in person or by proxy
at a meeting, shall constitute a quorum at a meeting of
shareholders. The shareholders present at a duly
organized and convened meeting where a quorum has been
present can continue to do business as a quorum until
adjournment, notwithstanding the withdrawal of enough
shareholders to leave less than a quorum. If a quorum
is present, action on any matter (other than the
election of directors), is approved if the votes cast in
favor of the action exceed votes cast in opposition of
the matter, unless the vote of the greater number of
voting by classes is required by these Bylaws or the
Articles of Incorporation.
Article II, Section 7 - Quorum of the Company's Bylaws was
previously as follows:
A majority of the outstanding shares of the corporation
be entitled to vote, represented in person or by proxy
at a meeting, shall constitute a quorum at a meeting of
shareholders. The shareholders present at a duly
organized and convened meeting where a quorum has been
present can continue to do business as a quorum until
adjournment, notwithstanding the withdrawal of enough
shareholders to leave less than a quorum. If a quorum
is present, the affirmative vote of the majority of the
shares represented at the meeting and entitled to vote
on the subject matter shall be the act of the
shareholders, unless the vote of the greater number of
voting by classes is required by these Bylaws or the
Articles of Incorporation.
b) Not applicable.
Item 9.01 Financial Statement and Exhibits.
Exhibit No. Exhibit Description
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3(ii) Second Amended Bylaws of PCS Edventures!.com, Inc.
99.1 Board Minutes of August 15 2006
* Summaries of any exhibit are modified in their entirety
by this reference to each exhibit.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the Registrant has duly caused this Report to be signed on its behalf by
the undersigned hereunto duly authorized.
PCS EDVENTURES!.COM, INC.
Date: 8/22/2006 /s/Anthony A. Maher
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Anthony A. Maher, CEO, President and
Chairman of the Board of Directors