As filed with the Securities and Exchange Commission on January 11, 2010
Registration No.  333-148175                   
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549
POST-EFFECTIVE AMENDMENT NO.1 TO
FORM S-1
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
 ORAMED PHARMACEUTICALS INC.
(Exact Name of Registrant as Specified in Its Charter)
 
Nevada
(State or other jurisdiction
of incorporation or organization)
2834
(Primary Standard Industrial
Classification Code Number)
98-0376008
(I.R.S. Employer
Identification No.)

Hi-Tech Park 2/5
Givat-Ram
PO Box 39098
Jerusalem 91390, Israel
Telephone: 972-2-566-0001
(Address, Including Zip Code, and Telephone Number, Including Area Code, of Registrant’s Principal Executive Offices)
The Corporation Trust Company of Nevada
6100 Neil Road, Suite 500,
Reno, Nevada, U.S.A., 89511
Telephone: (800) 624-0909
(Name, address, including zip code, and telephone number,
including area code, of agent for service)
Copies to:
Eliezer M. Helfgott, Esq.
Blank Rome LLP
405 Lexington Avenue
New York, NY 10174
Telephone: (212) 885-5431
Facsimile: (917) 332-3065
Adam M. Klein, Adv.
Goldfarb, Levy, Eran, Meiri, Tzafrir & Co.
2 Weizmann Street
Tel-Aviv 64239, Israel
Telephone: 972-3-608-9947
Facsimile: 972-3-608-9855
Approximate date of commencement of proposed sale to the public:  Not applicable.
If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933 check the following box.  o

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.  o

If this Form is a post-effective amendment filed pursuant to Rule 462(c) 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.  o

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.  o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.  (Check one):
Large accelerated filer:  o
  
Accelerated filer:  o
Non-accelerated filer:    o
  
Smaller reporting company:  x
(Do not check if a smaller reporting company)
  
 
 
 
 

Deregistration of Securities
 
This Post-Effective Amendment No. 1 to the Registration Statement on Form SB-2, as amended (Registration No. 333-148175), which was declared effective on January 11, 2009 (the "Registration Statement"), is being filed to deregister any securities registered pursuant to the Registration Statement and not otherwise sold thereunder.
 
In accordance with the registrant’s undertaking in Part II, Item 28 of the Registration Statement, the registrant is deregistering by means of this post-effective amendment any securities remaining unsold under the Registration Statement.
 
Based on information provided by the selling stockholders to date, at least 100,000 shares of common stock were sold under the Registration Statement.
 
 
 
 

SIGNATURES
 
Pursuant to the requirements of the Securities Act of 1933, the Registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Jerusalem, Israel on the 11th day of January, 2010.
 
Oramed Pharmaceuticals Inc.
 
By:
  
   
/s/ Nadav Kidron
 
Name:
Nadav Kidron
     
 
Title:
President, Chief Executive Officer and Director

 
Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed below by the following persons in the capacities indicated:
 
Signature
  
Title
  
Date
         
/s/ Nadav Kidron
  
President, Chief Executive Officer and
  
January 11, 2010
Nadav Kidron
  
Director (principal executive officer)
    
         
/s/ Yifat Zommer
  
Chief Financial Officer, Treasurer and
  
January 11, 2010
Yifat Zommer
  
Secretary (principal financial and
    
   
accounting officer)
    
         
/s/ Miriam Kidron
  
Chief Medical and Technology Officer
  
January 11, 2010
Miriam Kidron
  
and Director
    
         
/s/  Leonard Sank
  
Director
  
January 11, 2010
Leonard Sank
        
         
   
Director and Member of the Scientific
  
Harold Jacob
  
Advisory Board