UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION

                     Washington, D.C. 20549

                            FORM S-8

                  REGISTRATION STATEMENT UNDER
                   THE SECURITIES ACT OF 1933



                    Elast Technologies, Inc.
     (Exact name of registrant as specified in its charter)

    Nevada                                         88-0380544
(State of Incorporation)               (I.R.S. Employer ID No.)


3960 Howard Hughes Pkwy., 5th Floor, Las Vegas, NV      89109
(Address of Principal Executive Offices)             (Zip Code)


                    Consulting Services Plan
                    (Full title of the Plan)

 Chapman & Flanagan, Ltd., 2080 E. Flamingo Rd., Suite 112, Las
                         Vegas, NV 89119
             (Name and address of agent for service)

                         (702) 650-5660
  (Telephone number, including area code, of agent for service)





                 Calculation of Registration Fee


 Title of     Amount to     Proposed     Proposed     Amount of
Securities        be        Maximum     Aggregate    Registration
   to be      Registered    Offering     Offering        Fee
Registered                 Price Per      Price
                           Share (1)

  Common      1,600,000      $0.25       $400,000      $100.00
   Stock        Shares
(1)  The Offering Price is used solely for purposes of estimating
the   registration  fee  pursuant  to  Rules  457(c)  and  457(h)
promulgated pursuant to the Securities Act of 1933. The  Offering
Price is estimated as the average of the bid and asked prices  on
April 5, 2001.

                             Part I
             Information Required in the Prospectus

Item 1. Plan Information

The  Company  is offering shares of its common stock  to  various
individuals  for consulting services performed on  the  Company's
behalf.  This  issuance of shares is being  made  pursuant  to  a
Consulting  Services Plan (the "Plan") adopted by  the  Board  of
Directors on September 7, 2000. The Board has equated this number
of  shares  to  the  value  of the legal or  consulting  services
provided  or  to  be  provided by these individuals.  The  shares
issued  hereunder will not be subject to any resale restrictions.
The Plan is not qualified under ERISA.

Item   2.   Registrant  Information  and  Employee  Plan   Annual
Information

The  participants  shall provided a written  statement  notifying
them  that  upon written or oral request they will  be  provided,
without  charge, (i) the documents incorporated by  reference  in
Item  3 of Part II of the registration statement, and (ii)  other
documents  required to be delivered pursuant to Rule 428(b).  The
statement  will inform the participants that these documents  are
incorporated  by  reference in the Section 10(a) prospectus,  and
shall  include  the  address (giving  title  or  department)  and
telephone number to which the request is to be directed.

                             Part II
       Information Required in the Registration Statement

Item 3. Incorporation of Documents by Reference.

Incorporated  by reference into this Registration  Statement  are
the  contents of the Company's Annual Report on Form  10-KSB  for
the  year  ended December 31, 2000. All documents  filed  by  the
Company with the Commission pursuant to Section 13(a), 13(c),  14
or  15(d)  of  the Securities Exchange Act of 1934,  as  amended,
after  the date of this Registration Statement and prior  to  the
termination of the offering shall be deemed to be incorporated by
reference  into  this Registration Statement and  to  be  a  part
hereof from the date of filing of such Registration Statement and
to  be  a  part hereof from the date of filing of such documents.
Any  statement contained in a document incorporated or deemed  to
be  incorporated  by  reference herein  shall  be  deemed  to  be
modified   or   superseded  for  purposes  of  this  Registration
Statement to the extent that a statement contained herein  or  in
any  other subsequently filed document which also is or is deemed
to  be  incorporated by reference herein modifies  or  supersedes
such  statement.   Any such statement so modified  or  superseded
shall  not  be  deemed, except as so modified or  superseded,  to
constitute  a part of this Registration Statement.   The  Company
will provide without charge to each person to whom a copy of this
Registration  Statement  is delivered, on  the  written  or  oral
request  of  such person, a copy of any or all of  the  documents
referred  to  above  which have been or may  be  incorporated  by
reference  into this Registration Statement, other  than  certain
exhibits  to such documents.  Requests for such copies  shall  be
directed to Shareholder Relations, Elast Technologies, Inc., 3960
Howard   Hughes  Pkwy.,  5th  Floor,  Las  Vegas,  Nevada  89109,
telephone (702) 878-8310.

Item 4. Description of Securities.

Not Applicable.

Item 5. Interest of Named Experts and Counsel.

Neither  the Registrant's Attorneys or Accountants nor any  other
experts  named  in the registration statement has any  equity  or
other interest in the Registrant.

Item 6. Indemnification of Directors and Officers.

The  Company  and  its  affiliates  may  not  be  liable  to  its
shareholders  for errors in judgment or other acts  or  omissions
not  amounting  to intentional misconduct, fraud,  or  a  knowing
violation  of  the law, since provisions have been  made  in  the
Articles  of  Incorporation and By-laws limiting such  liability.
The  Articles  of  Incorporation and  By-laws  also  provide  for
indemnification of the officers and directors of the  Company  in
most  cases  for any liability suffered by them or  arising  from
their activities as officers and directors of the Company if they
were  not engaged in intentional misconduct, fraud, or a  knowing
violation  of the law. Therefore, purchasers of these  securities
may  have  a  more limited right of action than they  would  have
except  for this limitation in the Articles of Incorporation  and
By-laws.

The  officers and directors of the Company are accountable to the
Company  as fiduciaries, which means such officers and  directors
are required to exercise good faith and integrity in handling the
Company's  affairs. A shareholder may be able to institute  legal
action  on  behalf  of  himself and all others  similarly  stated
shareholders to recover damages where the Company has  failed  or
refused to observe the law.

Shareholders may, subject to applicable rules of civil procedure,
be  able  to  bring a class action or derivative suit to  enforce
their  rights, including rights under certain federal  and  state
securities  laws and regulations. Shareholders who have  suffered
losses  in connection with the purchase or sale of their interest
in  the  Company  in  connection  with  such  sale  or  purchase,
including  the misapplication by any such officer or director  of
the  proceeds from the sale of these securities, may be  able  to
recover such losses from the Company.

Item 7. Exemption from Registration Claimed.

Not applicable.

Item 8. Exhibits.

Exhibit Number Description

    4.1  The Company's Articles of Incorporation, which define the
               rights of holders of the equity securities being registered.
               (Incorporated by reference to Exhibit 3.1 to Amended Registration
               Statement on Form 10-SB filed August 2, 1999).

    4.2  The Company's By-Laws, which define the rights of holders of
               the equity securities being registered.  (Incorporated by
               reference to Exhibit 3.1 to Amended Registration Statement on
               Form 10-SB filed August 2, 1999).

    5.1  Opinion of Counsel, Chapman & Flanagan, Ltd.  (Filed
               herewith.)

    23.1 Consent of Kelly & Company, Certified Public Accountants.
               (Filed herewith.)

    23.2 Consent of Counsel.  (Included in Exhibit 5.1.)

Item 9. Undertaking.

The registrant makes the following undertakings:

     (a)       (1)   (i)   To  file, during any period  in  which
               offers  or  sales are being made, a post-effective
               amendment to this registration statement:

                    (ii) To include any material information with
               respect to the plan of distribution not previously
               disclosed  in  the registration statement  or  any
               material  change  to  such  information   in   the
               registration statement;

          (2)  That, for the purpose of determining any liability
          under  the  Securities  Act of 1933,  each  such  post-
          effective  amendment  shall  be  deemed  to  be  a  new
          registration  statement  relating  to  the   securities
          offered therein, and the offering of such securities at
          that  time shall be deemed to be the initial bona  fide
          offering thereof.

          (3)   To  remove from registration by means of a  post-
          effective   amendment  any  of  the  securities   being
          registered  which remain unsold at the  termination  of
          the offering.

     (b)  The  undersigned registrant hereby undertakes that, for
          purposes of determining any liability under the Securities Act of
          1933, each filing of the registrant's annual report pursuant to
          section 13(a) or section 15(d) of the Securities Exchange Act of
          1934 (and, where applicable, each filing of an employee benefit
          plan's annual report pursuant to section 15(d) of the Securities
          Exchange Act of 1934) that is incorporated by reference in the
          registration statement shall be deemed to be a new registration
          statement relating to the securities offered therein, and the
          offering of such securities at that time shall be deemed to be
          the initial bona fide offering thereof.

     (c)  Insofar as indemnification for liabilities arising under the
          Securities Act of 1933 may be permitted to directors, officers
          and controlling persons of the registrant pursuant to the
          foregoing provisions, or otherwise, the registrant has been
          advised that in the opinion of the Securities and Exchange
          Commission, such indemnification is against public policy as
          expressed in the Act and is therefore, unenforceable. In the
          event that indemnification is permitted to directors, officers
          and controlling personas of the registrant pursuant to the
          foregoing provisions, or otherwise, the registrant has been
          advised that in the opinion of the Securities and Exchange
          Commission such indemnification is against public policy as
          expressed in the Act and is, therefore, unenforceable. In the
          event that a claim for indemnification against such liabilities
          (other than the payment by the registrant of the expenses
          incurred or paid by a director, officer or controlling person of
          the registrant in the successful defense of any action, suit or
          proceeding ) is asserted by such director, officer or controlling
          person in connection with the securities of such corporation it
          is the opinion of the SEC that any such indemnification is
          against public policy.



                           SIGNATURES

Pursuant  to the requirements of the Securities Act of 1933,  the
registrant  certifies that it has reasonable grounds  to  believe
that it meets all of the requirements for filing on Form S-8  and
has  duly caused this registration statement to be signed on  its
behalf by the undersigned, thereunto duly authorize, in the  City
of Las Vegas, State of Nevada on April 5, 2001.

                                   (Registrant) Elast
                                   Technologies, Inc.


                                   By /S/ Thomas Krucker
                                    Thomas Krucker, President,
                                    Principal
                                    Financial and Accounting
                                    Officer

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 date indicated.

          Signature                   Title              Date



/s/ Thomas Krucker             President,           April 5, 2001
Thomas Krucker                 Principal Financial
                               and Accounting
                               Officer, and
                               Director

/s/ Dr. Robert Milne           Chairman of the      April 5, 2001
Dr. Robert Milne               Board of Directors


/s/ Dr. Eduardo Daniel         Director             April 5, 2001
Jimenez Gonzalez
Dr. Eduardo Daniel Jimenez
Gonzalez



                            PART III

                        INDEX TO EXHIBITS



Exhibit Number Description

    4.3  The Company's Articles of Incorporation, which define the
      rights of holders of the equity securities being registered.
      (Incorporated  by  reference  to  Exhibit  3.1   to  Amended
      Registration Statement on Form 10-SB filed August 2, 1999).

    4.4  The Company's By-Laws, which define the rights of holders
      of the equity securities  being  registered.   (Incorporated
      by  reference  to  Exhibit   3.1   to  Amended  Registration
      Statement on Form 10-SB filed August 2, 1999).

    5.2  Opinion  of  Counsel, Chapman & Flanagan,  Ltd.   (Filed
      herewith.)

   23.3  Consent of Kelly & Company, Certified Public Accountants.
      (Filed herewith.)

   23.4  Consent of Counsel.  (Included in Exhibit 5.2)
[{"type": "S-8", "sequence": "1", "filename": "eltis8.txt", "secsgml_size_bytes": 13912}]
{"company-data": {"conformed-name": "ELAST TECHNOLOGIES INC", "cik": "0001080924", "assigned-sic": "2834", "irs-number": "880380544", "state-of-incorporation": "NV", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-58406", "film-number": "1596972"}, "business-address": {"street1": "2505 RANCHO BEL AIR", "city": "LAS VEGAS", "state": "NV", "zip": "89107", "phone": "7028788310"}, "mail-address": {"street1": "2505 RANCHO BEL AIR", "city": "LAS VEGAS", "state": "NV", "zip": "89107"}}
UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION

                     Washington, D.C. 20549

                            FORM S-8

                  REGISTRATION STATEMENT UNDER
                   THE SECURITIES ACT OF 1933

                    Elast Technologies, Inc.
     (Exact name of registrant as specified in its charter)

    Nevada                                         88-0380544
(State of Incorporation)               (I.R.S. Employer ID No.)

3960 Howard Hughes Pkwy., 5th Floor, Las Vegas, NV      89109
(Address of Principal Executive Offices)             (Zip Code)

                    Consulting Services Plan
                    (Full title of the Plan)

 Chapman & Flanagan, Ltd., 2080 E. Flamingo Rd., Suite 112, Las
                         Vegas, NV 89119
             (Name and address of agent for service)

                         (702) 650-5660
  (Telephone number, including area code, of agent for service)

                 Calculation of Registration Fee

 Title of     Amount to     Proposed     Proposed     Amount of
Securities        be        Maximum     Aggregate    Registration
   to be      Registered    Offering     Offering        Fee
Registered                 Price Per      Price
                           Share (1)

  Common      1,600,000      $0.25       $400,000      $100.00
   Stock        Shares
(1)  The Offering Price is used solely for purposes of estimating
the   registration  fee  pursuant  to  Rules  457(c)  and  457(h)
promulgated pursuant to the Securities Act of 1933. The  Offering
Price is estimated as the average of the bid and asked prices  on
April 5, 2001.

                             Part I
             Information Required in the Prospectus

Item 1. Plan Information

The  Company  is offering shares of its common stock  to  various
individuals  for consulting services performed on  the  Company's
behalf.  This  issuance of shares is being  made  pursuant  to  a
Consulting  Services Plan (the "Plan") adopted by  the  Board  of
Directors on September 7, 2000. The Board has equated this number
of  shares  to  the  value  of the legal or  consulting  services
provided  or  to  be  provided by these individuals.  The  shares
issued  hereunder will not be subject to any resale restrictions.
The Plan is not qualified under ERISA.

Item   2.   Registrant  Information  and  Employee  Plan   Annual
Information

The  participants  shall provided a written  statement  notifying
them  that  upon written or oral request they will  be  provided,
without  charge, (i) the documents incorporated by  reference  in
Item  3 of Part II of the registration statement, and (ii)  other
documents  required to be delivered pursuant to Rule 428(b).  The
statement  will inform the participants that these documents  are
incorporated  by  reference in the Section 10(a) prospectus,  and
shall  include  the  address (giving  title  or  department)  and
telephone number to which the request is to be directed.

                             Part II
       Information Required in the Registration Statement

Item 3. Incorporation of Documents by Reference.

Incorporated  by reference into this Registration  Statement  are
the  contents of the Company's Annual Report on Form  10-KSB  for
the  year  ended December 31, 2000. All documents  filed  by  the
Company with the Commission pursuant to Section 13(a), 13(c),  14
or  15(d)  of  the Securities Exchange Act of 1934,  as  amended,
after  the date of this Registration Statement and prior  to  the
termination of the offering shall be deemed to be incorporated by
reference  into  this Registration Statement and  to  be  a  part
hereof from the date of filing of such Registration Statement and
to  be  a  part hereof from the date of filing of such documents.
Any  statement contained in a document incorporated or deemed  to
be  incorporated  by  reference herein  shall  be  deemed  to  be
modified   or   superseded  for  purposes  of  this  Registration
Statement to the extent that a statement contained herein  or  in
any  other subsequently filed document which also is or is deemed
to  be  incorporated by reference herein modifies  or  supersedes
such  statement.   Any such statement so modified  or  superseded
shall  not  be  deemed, except as so modified or  superseded,  to
constitute  a part of this Registration Statement.   The  Company
will provide without charge to each person to whom a copy of this
Registration  Statement  is delivered, on  the  written  or  oral
request  of  such person, a copy of any or all of  the  documents
referred  to  above  which have been or may  be  incorporated  by
reference  into this Registration Statement, other  than  certain
exhibits  to such documents.  Requests for such copies  shall  be
directed to Shareholder Relations, Elast Technologies, Inc., 3960
Howard   Hughes  Pkwy.,  5th  Floor,  Las  Vegas,  Nevada  89109,
telephone (702) 878-8310.

Item 4. Description of Securities.

Not Applicable.

Item 5. Interest of Named Experts and Counsel.

Neither  the Registrant's Attorneys or Accountants nor any  other
experts  named  in the registration statement has any  equity  or
other interest in the Registrant.

Item 6. Indemnification of Directors and Officers.

The  Company  and  its  affiliates  may  not  be  liable  to  its
shareholders  for errors in judgment or other acts  or  omissions
not  amounting  to intentional misconduct, fraud,  or  a  knowing
violation  of  the law, since provisions have been  made  in  the
Articles  of  Incorporation and By-laws limiting such  liability.
The  Articles  of  Incorporation and  By-laws  also  provide  for
indemnification of the officers and directors of the  Company  in
most  cases  for any liability suffered by them or  arising  from
their activities as officers and directors of the Company if they
were  not engaged in intentional misconduct, fraud, or a  knowing
violation  of the law. Therefore, purchasers of these  securities
may  have  a  more limited right of action than they  would  have
except  for this limitation in the Articles of Incorporation  and
By-laws.

The  officers and directors of the Company are accountable to the
Company  as fiduciaries, which means such officers and  directors
are required to exercise good faith and integrity in handling the
Company's  affairs. A shareholder may be able to institute  legal
action  on  behalf  of  himself and all others  similarly  stated
shareholders to recover damages where the Company has  failed  or
refused to observe the law.

Shareholders may, subject to applicable rules of civil procedure,
be  able  to  bring a class action or derivative suit to  enforce
their  rights, including rights under certain federal  and  state
securities  laws and regulations. Shareholders who have  suffered
losses  in connection with the purchase or sale of their interest
in  the  Company  in  connection  with  such  sale  or  purchase,
including  the misapplication by any such officer or director  of
the  proceeds from the sale of these securities, may be  able  to
recover such losses from the Company.

Item 7. Exemption from Registration Claimed.

Not applicable.

Item 8. Exhibits.

Exhibit Number Description

    4.1  The Company's Articles of Incorporation, which define the
               rights of holders of the equity securities being registered.
               (Incorporated by reference to Exhibit 3.1 to Amended Registration
               Statement on Form 10-SB filed August 2, 1999).

    4.2  The Company's By-Laws, which define the rights of holders of
               the equity securities being registered.  (Incorporated by
               reference to Exhibit 3.1 to Amended Registration Statement on
               Form 10-SB filed August 2, 1999).

    5.1  Opinion of Counsel, Chapman & Flanagan, Ltd.  (Filed
               herewith.)

    23.1 Consent of Kelly & Company, Certified Public Accountants.
               (Filed herewith.)

    23.2 Consent of Counsel.  (Included in Exhibit 5.1.)

Item 9. Undertaking.

The registrant makes the following undertakings:

     (a)       (1)   (i)   To  file, during any period  in  which
               offers  or  sales are being made, a post-effective
               amendment to this registration statement:

                    (ii) To include any material information with
               respect to the plan of distribution not previously
               disclosed  in  the registration statement  or  any
               material  change  to  such  information   in   the
               registration statement;

          (2)  That, for the purpose of determining any liability
          under  the  Securities  Act of 1933,  each  such  post-
          effective  amendment  shall  be  deemed  to  be  a  new
          registration  statement  relating  to  the   securities
          offered therein, and the offering of such securities at
          that  time shall be deemed to be the initial bona  fide
          offering thereof.

          (3)   To  remove from registration by means of a  post-
          effective   amendment  any  of  the  securities   being
          registered  which remain unsold at the  termination  of
          the offering.

     (b)  The  undersigned registrant hereby undertakes that, for
          purposes of determining any liability under the Securities Act of
          1933, each filing of the registrant's annual report pursuant to
          section 13(a) or section 15(d) of the Securities Exchange Act of
          1934 (and, where applicable, each filing of an employee benefit
          plan's annual report pursuant to section 15(d) of the Securities
          Exchange Act of 1934) that is incorporated by reference in the
          registration statement shall be deemed to be a new registration
          statement relating to the securities offered therein, and the
          offering of such securities at that time shall be deemed to be
          the initial bona fide offering thereof.

     (c)  Insofar as indemnification for liabilities arising under the
          Securities Act of 1933 may be permitted to directors, officers
          and controlling persons of the registrant pursuant to the
          foregoing provisions, or otherwise, the registrant has been
          advised that in the opinion of the Securities and Exchange
          Commission, such indemnification is against public policy as
          expressed in the Act and is therefore, unenforceable. In the
          event that indemnification is permitted to directors, officers
          and controlling personas of the registrant pursuant to the
          foregoing provisions, or otherwise, the registrant has been
          advised that in the opinion of the Securities and Exchange
          Commission such indemnification is against public policy as
          expressed in the Act and is, therefore, unenforceable. In the
          event that a claim for indemnification against such liabilities
          (other than the payment by the registrant of the expenses
          incurred or paid by a director, officer or controlling person of
          the registrant in the successful defense of any action, suit or
          proceeding ) is asserted by such director, officer or controlling
          person in connection with the securities of such corporation it
          is the opinion of the SEC that any such indemnification is
          against public policy.

                           SIGNATURES

Pursuant  to the requirements of the Securities Act of 1933,  the
registrant  certifies that it has reasonable grounds  to  believe
that it meets all of the requirements for filing on Form S-8  and
has  duly caused this registration statement to be signed on  its
behalf by the undersigned, thereunto duly authorize, in the  City
of Las Vegas, State of Nevada on April 5, 2001.

                                   (Registrant) Elast
                                   Technologies, Inc.

                                   By /S/ Thomas Krucker
                                    Thomas Krucker, President,
                                    Principal
                                    Financial and Accounting
                                    Officer

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 date indicated.

          Signature                   Title              Date

/s/ Thomas Krucker             President,           April 5, 2001
Thomas Krucker                 Principal Financial
                               and Accounting
                               Officer, and
                               Director

/s/ Dr. Robert Milne           Chairman of the      April 5, 2001
Dr. Robert Milne               Board of Directors

/s/ Dr. Eduardo Daniel         Director             April 5, 2001
Jimenez Gonzalez
Dr. Eduardo Daniel Jimenez
Gonzalez

                            PART III

                        INDEX TO EXHIBITS

Exhibit Number Description

    4.3  The Company's Articles of Incorporation, which define the
      rights of holders of the equity securities being registered.
      (Incorporated  by  reference  to  Exhibit  3.1   to  Amended
      Registration Statement on Form 10-SB filed August 2, 1999).

    4.4  The Company's By-Laws, which define the rights of holders
      of the equity securities  being  registered.   (Incorporated
      by  reference  to  Exhibit   3.1   to  Amended  Registration
      Statement on Form 10-SB filed August 2, 1999).

    5.2  Opinion  of  Counsel, Chapman & Flanagan,  Ltd.   (Filed
      herewith.)

   23.3  Consent of Kelly & Company, Certified Public Accountants.
      (Filed herewith.)

   23.4  Consent of Counsel.  (Included in Exhibit 5.2)