UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                 AMENDMENT NO. 1
                                       TO
                                     FORM 15

Certification  and Notice of Termination of Registration  under Section 12(g) of
the Securities Exchange Act of 1934, or Suspension of Duty to File Reports Under
          Section 13 and 15(d) of the Securities Exchange Act of 1934.

                         Commission File Number 00-22661

                                   INVU, INC.
             (Exact name of registrant as specified in its charter)

                         The Beren, Blisworth Hill Farm
                                   Stoke Road
                       Blisworth, Northamptonshire NN73DB
                               011-44-1604-859-897

(Address,  including zip code,  and telephone  number,  including  area code, of
                   registrant's principal executive offices)

                           COMMON STOCK, NO PAR VALUE
            (Title of each class of securities covered by this Form)

NONE (Titles of all other classes of securities for which a duty to file reports
                     under section 13(a) or 15(d) remains)

     Please  place  an X in  the  box(es)  to  designate  the  appropriate  rule
provision(s) relied upon to terminate or suspend the duty to file reports:

            Rule 12g-4(a)(1)(i)       [x]        Rule 12h-3(b)(1)(i)       [x]
            Rule 12g-4(a)(1)(ii)      [x]        Rule 12h-3(b)(1)(ii)      [x]
            Rule 12g-4(a)(2)(i)       [ ]        Rule 12h-3(b)(2)(i)       [ ]
            Rule 12g-4(a)(2)(ii)      [ ]        Rule 12h-3(b)(2)(ii)      [ ]
                                                 Rule 15d-6                [x]

     Approximate  number of holders of record as of the  certification or notice
date: 219

     Pursuant to the requirements of the Securities  Exchange Act of 1934, Invu,
Inc.  has  caused  this  certification/notice  to be signed on its behalf by the
undersigned duly authorized person.

Date: January 30, 2004                         INVU, INC.




                                               By:  /s/ John Agostini
                                                  ------------------------------
                                               Name:    John Agostini
                                               Title:   Chief Financial Officer


Instruction:  This  form is  required  by Rules  12g-4,  12h-3  and 15d-6 of the
General Rules and  Regulations  under the  Securities  Exchange Act of 1934. The
registrant  shall file with the Commission three copies of Form 15, one of which
all be manually  signed.  It may be signed by an officer of the  registrant,  by
counsel or by any other duly authorized person. The name and title of the person
signing the form shall be typed or printed under the signature.