ASSOCIATED MEDICAL DEVICES INC
S-8 POS, 1999-09-21
SURGICAL & MEDICAL INSTRUMENTS & APPARATUS
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                     U.S. SECURITIES AND EXCHANGE COMMISSION


                             Washington, D.C. 20549


                      Post-Effective Amendment to FORM S-8


                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933


                        Associated Medical Devices, Inc.
             (Exact name of registrant as specified in its charter)


           Nevada                                             88-0164955
(State or other jurisdiction of                       (I.R.S. Employer I.D. No.)
incorporation or organization)

               AMBASSADOR CAPITAL GROUP, INC. CONSULTING AGREEMENT
                              (Full Title of Plan)


              Glenn A. Little, 212 West Wall, Midland, Texas 79701
                     (Name and Address of Agent for Service)

                                 (915) 682-1761
          (Telephone number including area code, of agent for service)




The  registrant  hereby  deregisters  all of the  securities  of the  registrant
previously  registered in the original  Registration  Statment on Form S-8 which
securities are as follows: 389,350 shares of common stock


<PAGE>



                                   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 Midland, Texas on the 1st day of September, 1999.

                                                Associated Medical Devices, Inc.



                                                By: /s/ Glenn A. Little
                                                     ---------------------------
                                                    Glenn A. Little, President



         Pursuant  to the  requirements  of the  Securities  Act of  1933,  this
Post-Effective  Amendment  No. 1 to the  Registration  Statement has been signed
below by the following persons in the capacities
and on the dates indicated:



SIGNATURES/TITLES                        DATE


/s/ Glenn A. Little                      September 1, 1999
    -------------------
    Glenn A. Little
    President, Director



/s/ Matthew Blair                        September 1, 1999
    -------------------
    Matthew Blair
    Secretary, Director













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