AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON OCTOBER 8, 2004 Registration No. 333-86837 ================================================================================ 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 ------------------- GLOBAL MATRECHS, INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) 7371 ---- (PRIMARY STANDARD INDUSTRIAL CLASSIFICATION CODE NUMBER) DELAWARE 58-2153309 -------- ---------- (STATE OR OTHER JURISDICTION (I.R.S. EMPLOYER OF INCORPORATION OR ORGANIZATION) IDENTIFICATION NUMBER) 90 GROVE STREET, SUITE 201 RIDGEFIELD, CONNECTICUT 06877 (203) 431-6665 -------------- (ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER, INCLUDING AREA CODE, OF REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES) ------------------- MICHAEL SHEPPARD PRESIDENT, CHIEF EXECUTIVE OFFICER, CHIEF OPERATING OFFICER AND CHIEF FINANCIAL OFFICER GLOBAL MATRECHS, INC. 90 GROVE STREET, SUITE 201 RIDGEFIELD, CONNECTICUT 06877 (203) 431-6665 -------------- (NAME, ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER, INCLUDING AREA CODE, OF AGENT FOR SERVICE) ------------------- COPIES TO: DAVID A. BROADWIN, ESQ. FOLEY HOAG LLP 155 SEAPORT BOULEVARD BOSTON, MASSACHUSETTS 02210 TELEPHONE: (617) 832-1000 FACSIMILE: (617) 832-7000 ------------------- ================================================================================ We registered 1,339,559 shares of our common stock under this registration statement for resale by the stockholders named in the registration statement. We hereby remove from registration all of the shares of common stock registered under this registration statement which have not been sold as of the time of filing of this Post-Effective Amendment No. 1. 2 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 town of Ridgefield, state of Connecticut, on October 8, 2004. Global Matrechs, Inc. By: /s/ Michael Sheppard --------------------------------- Michael Sheppard President, Chief Executive Officer, Chief Operating Officer, Chief Financial Officer 3