Imagination in Education
March 20, 2015
Via Letter Dated March 10, 2015
Carlos Pacho
Senior Asst. Chief Accountant
Securities and Exchange Commission
Washington, D.C. 20549
Re: PCS Edventures!.com, Inc.
Form 10-K for the Fiscal Year Ended March 31, 2014
Filed June 30, 2014
Forms 10-Q for Fiscal Quarters Ended:
June 30, 2014, September 30, 2014, December 31, 2014
File No. 0-49990
Dear Mr. Pacho:
Please consider this PCS Edventures!.com, Inc. written response to your letter dated 03/10/2015.
Item 9(A). Controls and Procedures, page 57
Request: In reference to Item 307 of Regulation S-K, please revise filings referenced above to include disclosure by principle financial officer or person performing similar functions, being Russelee Morton as noted on page 4 starting February 14, 2014, regarding the effectiveness of PCS Edventures!.com, Inc. disclosure controls and procedures.
Response:PCS Edventures!.com, Inc. will amend the filings referenced above to include the conclusions of Russelee V. Horsburgh, formerly Russelee Morton, the principle financial officer or person performing similar functions, regarding the effectiveness of PCS Edventures!.com, Inc. disclosure controls and procedures.
Exhibits 31 and 32
Request: We note that you have only filed the certifications pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act of 2002 that are filed as exhibits 31 and 32 by the principle executive officer. Please file the certifications of the principle financial officer or person performing similar functions.
Response:PCS Edventures!.com, Inc. will file the certifications pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act of 2002 as exhibits 31.2 and 32.2 by Russelee V. Horsburgh, formerly Russelee Morton, as the principle financial officer or person performing similar functions of the principle financial officer.
345 Bobwhite Court, Suite 200 • Boise, ID 83706
Office: 208.343.3110 • Toll Free: 800.429.3110 • Fax: 208.343.1321
edventures.com
Imagination in Education
PCS Edventures!.com, Inc. is in possession of all the facts relating to the company’s disclosure. PCS Edventures!.com, Inc. is responsible for the accuracy and adequacy of the disclosures in the Form 10-K and 10-K/A for the Fiscal Year Ended March 31, 2014 and future filings. Staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing. PCS Edventures!.com, Inc. may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
I hope this response sufficiently satisfies your comments and requests regardingForm 10-K for the Fiscal Year Ended March 31, 2014, Forms 10-Q for Fiscal Quarters Ended: June 30, 2014, September 30, 2014, December 31, 2014 for File No. 0-49990
Feel free to contact me with any additional comments.
Sincerely,
/s/ Robert O. Grover
Robert O. Grover
PCS Edventures!.com, Inc.
345 Bobwhite Court STE 200
Boise, ID 83706
345 Bobwhite Court, Suite 200 • Boise, ID 83706
Office: 208.343.3110 • Toll Free: 800.429.3110 • Fax: 208.343.1321
edventures.com