As filed with the Securities and Exchange Commission on May 11, 2009
Registration No. 333-158321
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-1
Registration Statement Under the Securities Act of 1933
BIO-STUFF
______________________________________________________
(Exact Name of Registrant As Specified In Its Charter)
Nevada Applied For
____________________________ _________________________ ______________________
(State or other jurisdiction (Primary Standard (I.R.S. Employer
of incorporation or Industrial Classification Identification Number)
organization) Code Number: 3080)
Joao Prata dos Santos
76 Rua da Misericordia, Suite 214
1200-273 Lisbon, Portugal
Telephone: 351 91 865 89 93
______________________________________________________________
(Address, and telephone number of principal executive offices)
Copies to:
Diane D. Dalmy
Attorney at Law
8965 W. Cornell Place
Lakewood, Colorado 80227
303.985.9324 (telephone)
303.988.6954 (fax)
This post-effective amendment de-registers all shares of common stock remaining
unsold as of the date hereof. (APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE
TO THE PUBLIC)
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, 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. [ ]
Indicate by check mark whether the registrant is a large accelerated filer, an
accelerate filer, a non-accelerated filer, or a smaller reporting company.
Large accelerated filer [ ] Accelerated filer [ ]
Non-accelerated filer [ ] Smaller reporting company [X]
DE-REGISTRATION OF UNSOLD COMMON SHARES
On March 3, 2009, BIO-STUFF (the "Company") filed a registration statement on
Form S-1, (Registration No. 333-158321) (the "Registration Statement"), which
was declared effective by the Securities and Exchange Commission on April 9,
2009. The Registration Statement registered the sale by the selling stockholders
identified therein of a total of 1,776,100 shares of the Company's common stock
at $.01 per share (par value $0.001 per share) (the "Common Stock"),and up to
another 7,500,000 common shares at $.05 per share.
The Company has been unable to sell any of the 7,500,000 common shares at $.05
per share. The purpose of this Post-Effective Amendment to the Registration
Statement is to withdraw and remove from registration the unissued and unsold
7,500,000 shares of Common Stock previously registered under the Registration
Statement. Consequently, the sole director on behalf of the Company terminated
the primary offering of the 7,500,000 common shares on May 5, 2009. The Company
hereby removes from the Registration Statement the 7,500,000 common shares
originally registered by the Registration Statement.
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 City of Lisbon, Portugal, on May
11,2009.
BIO-STUFF
By: /s/ JOAO P. DOS SANTOS
___________________________
Joao P. dos Santos, CEO
Pursuant to the requirements of the Securities Act of 1933, this registration
statement has been signed by the following persons in the capacities and on the
dates indicated.
By: /s/ JOAO P. DOS SANTOS
________________________________
Joao P. dos Santos, CEO
Director
Principal Financial Officer,
Controller and Director
May 11, 2009