As filed with the Securities and Exchange Commission on May 26, 2004
Registration No. 333-88550
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Post-Effective Amendment No. 1
To
FORM SB-2
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
NuTECH DIGITAL, INC.
(Exact Name of Registrant as Specified in Its Charter)
California 95-4642831
(State or Other Jurisdiction (Primary Standard (I.R.S. Employer
of Incorporation Industrial Classification Identification No.)
or Organization) Code Number)
7900 Gloria Avenue
Van Nuys, California 91406
Telephone: (818) 994-3831
(Address, Including Zip Code, and Telephone Number,
Including Area Code, of Registrant's Principal Executive Offices)
LEE KASPER
President and Chief Executive Officer
NuTech Digital, Inc.
7900 Gloria Avenue
Van Nuys, California 91406
Telephone: (818) 994-3831
(Name, Address, Including Zip Code, and Telephone Number,
Including Area Code, of Agent for Service)
Copies of communications to:
MARY ANN SAPONE, ESQ.
Pollet, Richardson & Patel
10900 Wilshire Boulevard, Suite 500
Los Angeles, CA 90024
Telephone: (310) 208-1182
Telecopier: (310) 208-1154
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. |_|
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. |_|
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. |_|
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. |_|
If delivery of the prospectus is expected to be made pursuant to Rule
434, check the following box. |_|
DEREGISTRATION OF SECURITIES
This Post-Effective Amendment No. 1 to Registration Statement on Form
SB-2 (Registration No. 333-88550), which was declared effective by the
Securities and Exchange Commission on September 27, 2002, is being filed to
de-register 703,444 shares of the total of 3,430,030 shares of our common stock,
no par value, originally registered. The shares we are de-registering, which
relate to warrants that have not been exercised and have lapsed, have not been
sold under the Registration Statement.
SIGNATURES
Pursuant to the requirements of the 1933 Securities Act, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form SB-2 and has duly caused this Post-Effective
Amendment No. 1 to Registration Statement on Form SB-2 to be signed on its
behalf by the undersigned thereunto duly authorized, in the City of Van Nuys,
State of California on the 25th day of May 2004.
NuTECH DIGITAL, INC.,
a California corporation
By: /s/ Lee Kasper
---------------------------------
Lee Kasper, President, Chief
Executive Officer, and Chief
Financial Officer
Pursuant to the requirements of the 1933 Securities Act, this
Post-Effective Amendment No. 1 to Form SB-2 Registration Statement has been
signed by the following persons in the capacities with NuTech Digital, Inc. and
on the dates indicated.
Dated: May 25, 2004
/s/ Lee Kasper
---------------------------------
Lee Kasper, President, Chief
Executive Officer, Chief
Financial Officer, Chairman of
the Board of Directors
Dated: May 25, 2004
/s/ Joseph Giarmo
---------------------------------
Joseph Giarmo, Vice President,
Director
Dated: May 25, 2004
/s/ Yegia Eli Aramyan
---------------------------------
Yegia Eli Aramyan, Director
Dated: May 25, 2004
/s/ Jay S. Hergott
---------------------------------
Jay S. Hergott, Director