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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)*

Pediatric Services of America, Inc.
(Name of Issuer)

Common Stock, $0.01 par value
(Title of Class of Securities)

705323103
(CUSIP Number)

Jennifer Nance, 600 New Hampshire Avenue, NW, Washington, DC 20037
(202) 266-7900
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

November 30, 2004
(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box o.

Page 1 of 7 Pages


CUSIP No. 705323103	13D/A	Page 2 of 7 Pages



1.	NAMES OF REPORTING PERSONS:			Portfolio Logic LLC (formerly Theory Capital LLC)
	I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)			32-0092779

2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP**			(a) o
				(b) o

3.	SEC USE ONLY


4.	SOURCE OF FUNDS**			WC

5.	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)			o


6.	CITIZENSHIP OR PLACE OF ORGANIZATION:			Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7.	SOLE VOTING POWER:	0

		8.	SHARED VOTING POWER:	528,100

		9.	SOLE DISPOSITIVE POWER:	0

		10.	SHARED DISPOSITIVE POWER:	528,100

11.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:			528,100

12.	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES**			o

13.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):			7.5%

14.	TYPE OF REPORTING PERSON**			OO


CUSIP No. 705323103	13D/A	Page 3 of 7 Pages



1.	NAMES OF REPORTING PERSONS: I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)			Jeffrey D. Zients

2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP**			(a) o
				(b) o

3.	SEC USE ONLY


4.	SOURCE OF FUNDS**			WC

5.	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)			o


6.	CITIZENSHIP OR PLACE OF ORGANIZATION:			United States

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7.	SOLE VOTING POWER:	0

		8.	SHARED VOTING POWER:	528,100

		9.	SOLE DISPOSITIVE POWER:	0

		10.	SHARED DISPOSITIVE POWER:	528,100

11.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:			528,100

12.	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES**			o

13.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):			7.5%

14.	TYPE OF REPORTING PERSON**			IN

**SEE INSTRUCTIONS BEFORE FILLING OUT


CUSIP No. 705323103		13D/A		Page 4 of 7 Pages

This Statement constitutes Amendment No. 1 to the Schedule 13D filed with the Securities and Exchange Commission (the “Commission”) on August 31, 2004 (the “Schedule 13D”). This Schedule 13D/A relates to the Common Stock, par value $0.01 per share (the “Common Stock”), of Pediatric Services of America, Inc., a Delaware corporation (the “Issuer”). This Schedule 13D/A is being filed jointly pursuant to Rule 13d-1(k)(1) of Regulation 13D-G of the Securities Exchange Act of 1934, as amended, on behalf of Portfolio Logic LLC (formerly Theory Capital LLC), a Delaware limited liability corporation (“Portfolio Logic”), and Jeffrey D. Zients, an individual (collectively, the “Reporting Persons”). Based on his relationship with Portfolio Logic, as described in the Schedule 13D, Mr. Zients is deemed to be a beneficial owner of the Common Stock owned by Portfolio Logic for purposes of Section 13(d).

Other than as set forth herein, there has been no material change in the information set forth in the Schedule 13D.

ITEM 3. Source and Amount of Funds or Other Consideration.

(a) Source of Funds:

The funds for the purchase of the shares of Common Stock held by Portfolio Logic have come from its working capital. The working capital of Portfolio Logic may from time to time include the proceeds of margin loans entered into in the ordinary course of business, with such loans being secured by securities owned by Portfolio Logic.

(b) Amount of Funds:

As of the date hereof, Portfolio Logic has acquired 528,100 shares of Common Stock with an aggregate purchase price of $3,778,449.

ITEM 5. Interest in Securities of the Issuer.

(a) Number of Shares Beneficially Owned:

528,100

Percent of Class:

7.5%

(b) Sole Power to Vote, Direct the Vote of, or Dispose of Shares: Not applicable

Shared Power to Vote, Direct the Vote of, or Dispose of Shares: Portfolio Logic is the owner of all of the 528,100 shares of Common Stock. Jeffrey D. Zients is the Managing Member of Portfolio Logic Management LLC, which is the Managing Member of Portfolio Logic. Based on his relationship with Portfolio


CUSIP No. 705323103	13D/A	Page 5 of 7 Pages

Logic, as described in the Schedule 13D, Mr. Zients is deemed to be a beneficial owner of the Common Stock owned by Portfolio Logic for purposes of Section 13(d).

(c) Recent Transactions:

Attached hereto as Appendix A is information required by this Item 5 with respect to all transactions in the Issuer’s Common Stock by the Reporting Persons effected during the past 60 days or since the most recent filing of Schedule 13D, whichever is less. All shares of the Common Stock were purchased by Portfolio Logic.

(d) Rights with Respect to Dividends or Sales Proceeds: Portfolio Logic has all rights to receive dividends or sales proceeds from the shares of Issuer’s Common Stock.


ITEM 7.		Material to be Filed as Exhibits.
		Appendix A: Description of transactions in the Issuer’s Common Stock disclosed pursuant to Item 5(c).

SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

PORTFOLIO LOGIC LLC

Dated November 30, 2004




		By:		/s/ Jeffrey D. Zients Jeffrey D. Zients Managing Member, Portfolio Logic Management LLC

JEFFREY D. ZIENTS


CUSIP No. 705323103	13D/A	Page 6 of 7 Pages

Dated November 30, 2004




		By:		/s/ Jeffrey D. Zients Jeffrey D. Zients


CUSIP No. 705323103		13D/A		Page 7 of 7 Pages

APPENDIX A

DESCRIPTION OF TRANSACTIONS

The following is a list of all transactions in the Issuer’s Common Stock by the Reporting Persons effected during the past 60 days or since the most recent filing of Schedule 13D, whichever is less.

Acquisition(A) or

Date

Number of Shares

Disposition(D)

Price

11/17/2004

8000

9.50

ITEM 3.		Source and Amount of Funds or Other Consideration.

		(a) Source of Funds:
		The funds for the purchase of the shares of Common Stock held by Portfolio Logic have come from its working capital. The working capital of Portfolio Logic may from time to time include the proceeds of margin loans entered into in the ordinary course of business, with such loans being secured by securities owned by Portfolio Logic.

		(b) Amount of Funds:
		As of the date hereof, Portfolio Logic has acquired 528,100 shares of Common Stock with an aggregate purchase price of $3,778,449.

ITEM 5.		Interest in Securities of the Issuer.

	(a)		Number of Shares Beneficially Owned:

			528,100

			Percent of Class:
			7.5%

	(b)		Sole Power to Vote, Direct the Vote of, or Dispose of Shares: Not applicable

			Shared Power to Vote, Direct the Vote of, or Dispose of Shares: Portfolio Logic is the owner of all of the 528,100 shares of Common Stock. Jeffrey D. Zients is the Managing Member of Portfolio Logic Management LLC, which is the Managing Member of Portfolio Logic. Based on his relationship with Portfolio

		Logic, as described in the Schedule 13D, Mr. Zients is deemed to be a beneficial owner of the Common Stock owned by Portfolio Logic for purposes of Section 13(d).

(c)		Recent Transactions:
		Attached hereto as Appendix A is information required by this Item 5 with respect to all transactions in the Issuer’s Common Stock by the Reporting Persons effected during the past 60 days or since the most recent filing of Schedule 13D, whichever is less. All shares of the Common Stock were purchased by Portfolio Logic.

(d)		Rights with Respect to Dividends or Sales Proceeds: Portfolio Logic has all rights to receive dividends or sales proceeds from the shares of Issuer’s Common Stock.