As filed with the Securities and Exchange Commission on November 14, 2001 Registration No. 333-86779 ===================================================================== SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM SB-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 EMPS CORPORATION ----------------------------------------------------- (Exact name of registrant as specified in its charter) Nevada 87-0617371 - ---------------------- ---------------------------- -------------------- (State or jurisdiction (Primary Standard Industrial (I.R.S. Employer of incorporation Classification Code Number) Identification No.) or organization) 875 Donner Way, Unit 705, Salt Lake City, Utah 84108, (801) 582-7600 --------------------------------------------------------------------- (Address and telephone number of principal executive offices) Ronald L. Poulton, 136 E. South Temple, Suite 1700A, Salt Lake City, Utah 84111 (801) 355-1341 -------------------------------------------------------- (Name, address and telephone number of agent for service) Approximate date of commencement of proposed sale to the public: Not Applicable. If the securities being registered on this Form are being offered in connection with the formation of a holding company and there is compliance with General Instruction G, check the following box. |_| If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. |_| ___________ If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. |_| ___________ DEREGISTRATION OF SECURITIES EMPS Corporation originally registered 200,000 shares of its common stock, par value $0.001, for sale to the public (the "Shares") on a Registration Statement on Form SB-1 (File No. 333-86779) (the "Registration Statement"). We have sold 65,100 of the Shares registered under the Registration Statement. The offering terminated on January 31, 2001. Accordingly, we hereby amend the Registration Statement to withdraw from registration the 134,900 shares that remain unsold under the Registration Statement. SIGNATURES Pursuant to the requirements of the Securities Act of 1933, as amended, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form SB-1 and has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Salt Lake City, State of Utah, on November 14, 2001 EMPS CORPORATION By: /s/ Louis Naegle ---------------------- Louis Naegle President, Treasurer and Director Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities and on the dates indicated. /s/ Louis Naegle President, Treasurer and Director - ---------------- November 14, 2001 Louis Naegle /s/ Timothy L. Adair November 14, 2001 Principal Accounting Officer, - -------------------- Secretary and Director Timothy L. Adair and Director