*
The
Registration Fee was previously calculated in connection with the filing of
the
Registration Statement on June 6, 2007 333-143672)
1
EXPLANATORY
STATEMENT
On
June12, 2007, Pacific Software, Inc. (the “Company”) filed a Registration Statement
on Form SB-2 (File No.333-143672) (the “Registration Statement”) which
registered 300,000 shares of the Company’s common stock, par value $.001 per
share (the “Common Stock”) on a “best efforts, 150,000 shares of Common Stock or
none” basis. The offering period commenced on July 5, 2007 and was terminated on
October 7, 2007. Pursuant to the Registration Statement, the Company sold a
total of 209,000 shares of the Common Stock.
Accordingly,
the Company hereby deregisters 91,000 shares of Common Stock that were not
sold
in the offering.
SIGNATURES
In
accordance with the requirements of the Securities Act of 1933, the registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements of filing on Form SB-2 and has duly caused this Post-Effective
Amendment No. 1 to the Registration Statement to be signed on its behalf by
the
undersigned, in the City of Nanaimo, British Columbia, Canada, on October 29,2007.