Asyst (ASYT) POS AM Prospectus update (post-effective amendment)

As filed with the Securities and Exchange Commission on November 22, 2006

Registration No. 333-89489

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

POST-EFFECTIVE AMENDMENT NO. 1

TO

FORM S-3

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

ASYST TECHNOLOGIES, INC.

(Exact name of Registrant, as specified in its charter)

California	46897 Bayside Parkway	94-2942251
(State of Incorporation)	Fremont, CA 94538	(I.R.S. Employer
	(510) 661-5000	Identification No.)
	(Address and telephone number of principal executive offices)

Steve Debenham
Vice President, General Counsel and Secretary
Asyst Technologies, Inc.
46897 Bayside Road, Fremont, CA 94538
(510) 661-5000
(Name, address and telephone number of agent for service)

Approximate date of commencement of proposed sale to the public: Not applicable.

If the only securities being registered on this Form are being offered pursuant to dividend or interest reinvestment plans, please check the following box:o

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, other than securities offered only in connection with dividend or interest reinvestment plans, 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, please 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 registration statement pursuant to General Instruction I.D. or a post-effective amendment thereto that shall become effective upon filing with the Commission pursuant to Rule 462(e) under the Securities Act, check the following box.o

If this Form is a post-effective amendment to a registration statement filed pursuant to General Instruction I.D. filed to register additional securities or additional classes of securities pursuant to Rule 413(b) under the Securities Act, check the following box.o

EXPLANATORY NOTE: DEREGISTRATION OF SECURITIES

On October 22, 1999, the registrant filed a registration statement on Form S-3 (Registration No. 333-89489), as amended by pre-effective amendments numbers 1 and 2 filed, respectively, on October 29, 1999, and November 10, 1999, covering 4,600,000 shares (adjusted for a stock split in 2000) of the registrant’s common stock, registered for sale by the registrant. The Registration Statement was declared effective in November 1999. The registrant sold 4,458,000 shares pursuant to that registration statement in November 1999, and 142,000 shares remained unsold. Pursuant to the undertaking in Item 512(a)(3) of Regulation S-K, this Post-Effective Amendment No. 1 to the Registration Statement is being filed to deregister, as of the date hereof, all of the securities that remain unsold under the Registration Statement.

TABLE OF CONTENTS

SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, as amended, the Registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Fremont, County of Alameda, State of California, on November 14, 2006.

ASYST TECHNOLOGIES, INC.
By:	/s/ Steve Debenham
Steve Debenham
Vice President, General Counsel & Secretary

POWER OF ATTORNEY

     KNOW ALL PERSONS BY THESE PRESENTS,that each person whose signature appears below constitutes and appoints Stephen S. Schwartz and Steve Debenham, and each or any one of them, his true and lawful attorney-in-fact and agent, with full power of substitution and re-substitution, for him and in his name, place and stead, in any and all capacities, to sign any and all amendments (including post-effective amendments) to this registration statement, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, or their or his substitutes or substitute, may lawfully do or cause to be done by virtue hereof.

     Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed by the following persons in the capacities and on the dates indicated.

Signature	Title	Date
/s/ Stephen S. SchwartzStephen S. Schwartz	Chairman of the Board, President and Chief Executive Officer (Principal Executive Officer)	November 14, 2006
/s/ Richard H. JanneyRichard H. Janney	Interim Chief Financial Officer (andInterim Principal Accounting Officer)	November 14, 2006
/s/ William SimonWilliam Simon	Director	November 14, 2006
/s/ Stanley GrubelStanley Grubel	Director	November 14, 2006
/s/ Tsuyoshi KawanishiTsuyoshi Kawanishi	Director	November 14, 2006
/s/ Robert A. McNamaraRobert A. McNamara	Director	November 14, 2006
/s/ Anthony E. SantelliAnthony E. Santelli	Director	November 14, 2006
/s/ Walter W. WilsonWalter W. Wilson	Director	November 14, 2006