--------------------------------------------------------------------------------

                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM S-8
                             REGISTRATION STATEMENT
                                     UNDER
                     THE SECURITIES ACT OF 1933, AS AMENDED

         -------------------------------------------------------------

                            SIMEX TECHNOLOGIES, INC.
             (Exact name of registrant as specified in its charter)


          Delaware                                             58-2465647
(State or other jurisdiction of                        (I.R.S. Employer ID. No.)
 incorporation or organization)

                   4940 Peachtree Industrial Blvd., Suite 360
                               Norcross, GA 30071
                    (Address of Principal Executive Offices)

         -------------------------------------------------------------

   CONSULTING SERVICES AGREEMENT BY AND BETWEEN SIMEX TECHNOLOGIES, INC. AND
                                  ANTOON THEIS
                              (Full Title of Plan)

  CONSULTING SERVICES COMPENSATION BY AND BETWEEN SIMEX TECHNOLOGIES, INC. AND
                          LENCOLA SULLIVAN-VERSEVELDT
                              (Full Title of Plan)

 CONSULTING SERVICES AGREEMENT BY AND BETWEEN SIMEX TECHNOLOGIES, INC. AND THE
                              OTTO LAW GROUP, PLLC
                              (Full Title of Plan)

            LETTER AGREEMENT RE: CONSULTING SERVICES BY AND BETWEEN
                  SIMEX TECHNOLOGIES, INC. AND VINTAGE FILINGS
                              (Full Title of Plan)

   CONSULTING SERVICES AGREEMENT BY AND BETWEEN SIMEX TECHNOLOGIES, INC. AND
                               A.G. LOGHER-MULDER
                              (Full Title of Plan)

   CONSULTING SERVICES AGREEMENT BY AND BETWEEN SIMEX TECHNOLOGIES, INC. AND
                                FRED J. GRIFFIN
                              (Full Title of Plan)


                                Robert Altenbach
                             Greenberg Traurig, LLP
                       3290 Northside Parkway, Suite 400
                               Atlanta, GA 30327
                                 (678) 553-2100
      (Name, Address and Telephone Number of Agent for Service of Process)

<PAGE>

If any of the Securities  being registered on this Form S-8 are to be offered on
a delayed or continuous  basis  pursuant to Rule 415 under the Securities Act of
1933, as amended, other than securities offered only in connection with dividend
or interest reinvestment plans, check the following box. ___

                        CALCULATION OF REGISTRATION FEE

Title of                         Proposed Maximum  Proposed Maximum
Securities to    Amount to be    Offering Price    Aggregate          Amount
be Registered    Registered(1)   Per Share(2)      Offering Price(2)  of Fee(2)
-------------    -------------   ------------      -----------------  ---------

Common Stock,     5,031,666            $.08        $   402,533       $ 51.01
$0.001 par value

(1) The  consulting  services  agreement  ( the " Theis  Consulting  Agreement")
between the Company and Antoon Theis ("Theis")  provides for 2,300,000 shares of
common  stock of the  Company to be issued to Theis in exchange  for  performing
part time business  development and industry  analysis of the security  products
industry.  The term of the  Theis  Consulting  Agreement  is one year and may be
extended on the same terms upon mutual agreement. The Theis Consulting Agreement
does not provide for the termination of the agreement by either party other than
by the expiration of the term of the agreement.  The Theis Consulting  Agreement
qualifies as an Employee Benefit Plan as defined under Rule 405 of Regulation C.

(1) The consulting  services agreement (the "Versaveldt  Consulting  Agreement")
between  the  Company and Lencola  Sullivan-Verseveldt  provides  for  1,600,000
shares of the  Company  to be  issued as  compensation  for  providing  business
development  services with regard to the sale of security products and services;
and providing  industry  analysis of the security products and services industry
for the Company. The term of the Versaveldt Consulting Agreement is one year and
may be  extended  on the  same  terms  upon  mutual  agreement.  The  Versaveldt
Agreement does not provide for the  termination of the agreement by either party
other  than by the  expiration  of the  term of the  agreement.  The  Versaveldt
Consulting Agreement qualifies as an Employee Benefit Plan as defined under Rule
405 of Regulation C.

(1) The consulting  services agreement (the "OLG Consulting  Agreement") between
the Company and The Otto Law Group,  PLLC ("OLG") provides for 450,000 shares of
common  stock of the  Company to be issued to OLG in exchange  for legal  advice
regarding (i)  capitalization,  (ii)  corporate  organization,  (iii)  corporate
transactions   (reorganizations  and   recapitalizations)  and  (iii)  corporate
governance. The term of the OLG Consulting Agreement is one (1) year, and may be
extended upon mutual agreement.  The OLG Consulting  Agreement may be terminated
on thirty (30) calendar days written notice by either party.  The OLG Consulting
Agreement  qualifies as an Employee  Benefit  Plan as defined  under Rule 405 of
Regulation C.

(1)  The  letter  agreement  re:  consulting   services  (the  "Vintage  Filings
Agreement")  between the Company and Vintage Filings provides for 416,666 shares
of the Company to be issued as compensation  to the two  individuals  comprising
Vintage  Filings for  consulting  with the Company  regarding all aspects of the
Company's  EDGAR filing,  responsibilities,  practices and  procedures and as an
adjunct  thereto  filing  the  Company's  '34 Act  reports  with the  Securities
Exchange  Commission for a period of twelve months.  No manner of termination of
the agreement is provided in the letter  agreement  other than the expiration by
time. The Vintage  Filings  Agreement  qualifies as an Employee  Benefit Plan as
defined under Rule 405 of Regulation C.

(1)  The  consulting   services  agreement  (  the   "Logher-Mulder   Consulting
Agreement")  between  the  Company  and A.  G.  Logher-Mulder  ("Logher-Mulder")
provides  for  15,000  shares of  common  stock of the  Company  to be issued to
Loghe-Mulder  in exchange for  performing  part time  business  development  and
industry  analysis  of  the  security  products   industry.   The  term  of  the
Logher-Mulder  Consulting  Agreement is one year and may be extended on the same
terms upon mutual  agreement.  The Logher-Mulder  Consulting  Agreement does not
provide for the  termination  of the agreement by either party other than by the
expiration of the term of the agreement.  The Logher-Mulder Consulting Agreement
qualifies as an Employee Benefit Plan as defined under Rule 405 of Regulation C.

                                       2
<PAGE>

(1) The  consulting  services  agreement ( the "Griffin  Consulting  Agreement")
between the Company and Fred J. Griffin ("Griffin")  provides for 250,000 shares
of common  stock of the Company to be issued to Fred J.  Griffin in exchange for
performing  services in connection with the company's  accounting,  auditing and
financial practices and procedures. The term of the Griffin Consulting Agreement
is one year and may not be extended.  The parties to the agreement may terminate
it upon  mutual  agreement  or upon 30 day notice one to the other.  The Griffin
Consulting Agreement qualifies as an Employee Benefit Plan as defined under Rule
405 of Regulation C.

(2)  Estimated  solely for the  purposes of  determining  the  registration  fee
pursuant to Rule 457. On August 30, 2004, the fair market value of the Company's
common stock, determined from its closing price on the Over-the-Counter Bulletin
Board was $.13 per share. On this basis,  the maximum  aggregate  offering price
for the shares being registered hereunder is $402,533, and this is the basis for
computing  the filing fee in  accordance  with Rule  457(h) and at a rate of the
aggregate offering price multiplied by .0001267.


                                    PART II

[Items 1, 2, 4 and 7 are inapplicable and have been omitted.]

ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE

The following documents,  which have been filed with the Securities and Exchange
Commission (the "Commission") by the Registrant are incorporated by reference in
this registration statement:

(a) the  Company's  Annual  Report on Form  10-KSB  for the  fiscal  year  ended
December 31, 2003, and the Company's  registration  statement on Form 10-SB,  as
amended, filed November 4, 1999;

(b) the Company's Quarterly Report on Form 10-QSB for the quarter ended June 30,
2004, and report on Form 8-K filed August 16, 2004.

(c) The  holders of common  stock are  entitled to one (1) vote per share on all
matters to be voted upon by the shareholders. Subject to preferences that may be
applicable to any outstanding  preferred  stock, the holders of common stock are
entitled to receive  ratably such  dividends,  if any, that may be declared from
time to time by the Board of Directors out of funds legally available  therefor.
In the event of our  liquidation,  dissolution  or winding  up,  the  holders of
common stock are entitled to share ratably in all assets remaining after payment
of  liabilities,  subject to prior  distribution  rights of holders of preferred
stock, if any. The common stock has no preemptive or conversion  rights or other
subscription  rights.  There  are  no  redemption  or  sinking  fund  provisions
applicable to the common stock.

All documents  subsequently filed by the Registrant  pursuant to Sections 13(a),
13(c), 14 and 15(d) of the Securities  Exchange Act of 1934,  shall be deemed to
be  incorporated  by reference  in this  registration  statement  and to be part
hereof from the date of the filing of such documents.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL

The Otto Law Group,  PLLC, who has prepared this Registration  Statement and the
opinion regarding the authorization,  issuance and fully-paid and non-assessable
status of the securities covered by this Registration Statement, has represented
the Registrant in the past on certain legal matters.  Subsequent to the issuance
of the securities issued pursuant to the OLG Consulting Agreement hereunder, Mr.
David M. Otto, the principal of The Otto Law Group, PLLC, will be the beneficial
owner of approximately 450,000 shares of common stock of the Company.

ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS

The Company, a Delaware corporation,  is empowered by Section 145 of the General
Corporation Law of the State of Delaware (the "DGCL"), subject to the procedures
and  limitations  stated  therein,  to  indemnify  any person  against  expenses
(including  attorneys'  fees),  judgments,  fines and amounts paid in settlement
actually  and  reasonably  incurred by him in  connection  with any  threatened,

                                       3
<PAGE>

pending or completed action,  suit or proceeding in which such person is made or
threatened  to be made a party by reason of his being or having been a director,
officer,  employee  or agent of the Company or his serving at the request of the
Company as a director,  officer,  employee or agent of another  company or other
entity. The statute provides that indemnification  pursuant to its provisions is
not  exclusive  of other  rights  of  indemnification  to which a person  may be
entitled under any by-law,  agreement,  vote of  stockholders  or  disinterested
directors, or otherwise. The bylaw of the Company provide for indemnification by
the Company of its directors  and officers to the full extent  authorized by the
DGCL.  Pursuant to Section 145 of the DGCL, the Company has purchased  insurance
on behalf of its present and former directors and officers  against  liabilities
asserted  against or incurred  by them in such  capacity or arising out of their
status as such.

Pursuant to specific authority granted by Section 102 of the DGCL, the Company's
Certificate of Incorporation  permits  indemnification of directors and officers
to the fullest extent permitted by law.

ITEM 8. EXHIBITS

The Exhibits  required to be filed as part of this  Registration  Statement  are
listed in the attached Index to Exhibits.

ITEM 9. UNDERTAKINGS

(a) The undersigned Registrant hereby undertakes:

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

(i) To include any prospectus required by Section 10(a)(3) of the Securities Act
of 1933;

(ii) To  reflect  in the  prospectus  any  facts or  events  arising  after  the
effective date of the registration  statement (or the most recent post-effective
amendment  thereof)  which,  individually  or  in  the  aggregate,  represent  a
fundamental  change in the information set forth in the registration  statement.
Notwithstanding the foregoing,  any increase or decrease in volume of securities
offered (if the total dollar value of  securities  offered would not exceed that
which  was  registered)  and any  deviation  from  the  low or  high  and of the
estimated  maximum  offering  range may be reflected  in the form of  prospectus
filed with the  Commission  pursuant  to Rule 424(b) if, in the  aggregate,  the
change in volume and price  represents  no more than 20%  change in the  maximum
aggregate  offering price set forth in the  "Calculation  of  Registration  Fee"
table in the effective registration statement;

(iii)  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;

provided,  however,  that paragraphs (a)(1)(i) and (a)(1)(ii) of this section do
not  apply  if the  information  required  to be  included  in a  post-effective
amendment by those  paragraphs  is contained in periodic  reports  filed with or
furnished to the Commission by the Registrant  pursuant to Section 13 or Section
15(d)  of  the  Exchange  Act  that  are   incorporated  by  reference  in  this
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 Exchange
Act) 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.

                                       4
<PAGE>

(h) 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 a claim for indemnification against
such liabilities  (other than the payment by the Registrant of 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 being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been  settled by  controlling  precedent,  submit to a court of  appropriate
jurisdiction  the  question  of whether  such  indemnification  by it is against
public  policy  as  expressed  in the Act  and  will be  governed  by the  final
adjudication of such issue.


                                   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
authorized, in Norcross, GA, on this September 3, 2004.

                                                    SIMEX TECHNOLOGIES, INC.
                                                     (Name of Registrant)


Date: September 3, 2004                             By: /s/ Timothy Holly
                                                        ------------------------
                                                    Name: Timothy Holly
                                                    Its: Chief Executive Officer



                       [THIS SPACE INTENTIONALLY LEFT BLANK]

                                       5
<PAGE>

Pursuant to the  requirements  of the Securities  Act of 1933, as amended,  this
registration  statement  has  been  signed  by  the  following  persons  in  the
capacities and on the date indicated.

--------------------------------------------------------------------------------
NAME                                     TITLE                        DATE
--------------------------------------------------------------------------------

/s/ Timothy Holly
Timothy Holly                            Chairman of the Board of     9.01.2004
                                         Directors
--------------------------------------------------------------------------------

/s/ Timothy Holly
Timothy Holly                            Chief Executive Officer      9.01.2004
--------------------------------------------------------------------------------

/s/ Fred Griffin
Fred Griffin                             Chief  Financial Officer     9.01.2004
--------------------------------------------------------------------------------

/s/ Fred Griffin
Fred Griffin                             Chief  Accounting  Officer   9.01.2004
--------------------------------------------------------------------------------

______________________________________   Chief  Operating Officer and
James Brown                              Director                     9.01.2004
--------------------------------------------------------------------------------


______________________________________   Director                     9.01.2004
William Swift
--------------------------------------------------------------------------------

/s/ Jerome Irons                         Director                     9.01.2004
Jerome Irons
--------------------------------------------------------------------------------

/s/ Roel Verseveldt                      Director                     9.01.2004
Roel Verseveldt
--------------------------------------------------------------------------------

/s/ Cecil Brown                          Director                     9.01.2004
Cecil Brown
--------------------------------------------------------------------------------

______________________________________   Director                     9.01.2004
Dwight Ellison
--------------------------------------------------------------------------------

______________________________________   Director                     9.01.2004
Kjell Jagelid
--------------------------------------------------------------------------------

/s/ Nicholas Coolidge                    Director                     9.01.2004
Nicholas Coolidge
--------------------------------------------------------------------------------

      The above being a majority of the members of the Board of Directors

                                       6
<PAGE>

                               INDEX TO EXHIBITS

  Number                        Description                            Page
  ------                        -----------                            ----
   4.1     Consulting  Services  Agreement by and between Simex      Filed
           Technologies, Inc., and Anton Theis                      Herewith

   4.2     Consulting    Services   Agreement   between   Simex      Filed
           Technologies, Inc., and Lencola Sullivan-Versaveldt      Herewith

   4.3     Consulting    Services   Agreement   between   Simex      Filed
           Technologies, Inc. and                                   Herewith
            A. G. Logher-Mulder

   4.4     Letter Agreement Re: Consulting Services by and           Filed
           between Simex Technologies, Inc. and Vintage             Herewith
           Filings

   4.5     Consulting  Services  Agreement by and between Simex      Filed
           Technologies, Inc., and The Otto Law Group, PLLC         Herewith

   4.6     Consulting Services Agreement by and between Simex        Filed
           Technologies, Inc. and Fred J. Griffin                   Herewith

    5      Opinion of The Otto Law Group PLLC                        Filed
                                                                    Herewith

   23.1    Consent of The Otto Law Group,  PLLC  (contained  in      Filed
           exhibit 5)                                               Herewith

   23.2    Consent of Miller Ray & Houser LLP                        Filed
                                                                    Herewith

                                       7
[{"type": "S-8", "sequence": "1", "filename": "v06531_s8.txt", "secsgml_size_bytes": 22415}]
{"company-data": {"conformed-name": "SIMEX TECHNOLOGIES INC", "cik": "0001089499", "assigned-sic": "1389", "irs-number": "58265647", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-118836", "film-number": "041018560"}, "business-address": {"street1": "3475 LENOX ROAD, NE SUITE 995", "city": "ATLANTA", "state": "GA", "zip": "30326", "phone": "4048123130"}, "mail-address": {"street1": "3475 LENOX ROAD, NE", "street2": "SUITE 995", "city": "ATLANTA", "state": "GA", "zip": "30326"}}
--------------------------------------------------------------------------------

                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM S-8
                             REGISTRATION STATEMENT
                                     UNDER
                     THE SECURITIES ACT OF 1933, AS AMENDED

         -------------------------------------------------------------

                            SIMEX TECHNOLOGIES, INC.
             (Exact name of registrant as specified in its charter)

          Delaware                                             58-2465647
(State or other jurisdiction of                        (I.R.S. Employer ID. No.)
 incorporation or organization)

                   4940 Peachtree Industrial Blvd., Suite 360
                               Norcross, GA 30071
                    (Address of Principal Executive Offices)

         -------------------------------------------------------------

   CONSULTING SERVICES AGREEMENT BY AND BETWEEN SIMEX TECHNOLOGIES, INC. AND
                                  ANTOON THEIS
                              (Full Title of Plan)

  CONSULTING SERVICES COMPENSATION BY AND BETWEEN SIMEX TECHNOLOGIES, INC. AND
                          LENCOLA SULLIVAN-VERSEVELDT
                              (Full Title of Plan)

 CONSULTING SERVICES AGREEMENT BY AND BETWEEN SIMEX TECHNOLOGIES, INC. AND THE
                              OTTO LAW GROUP, PLLC
                              (Full Title of Plan)

            LETTER AGREEMENT RE: CONSULTING SERVICES BY AND BETWEEN
                  SIMEX TECHNOLOGIES, INC. AND VINTAGE FILINGS
                              (Full Title of Plan)

   CONSULTING SERVICES AGREEMENT BY AND BETWEEN SIMEX TECHNOLOGIES, INC. AND
                               A.G. LOGHER-MULDER
                              (Full Title of Plan)

   CONSULTING SERVICES AGREEMENT BY AND BETWEEN SIMEX TECHNOLOGIES, INC. AND
                                FRED J. GRIFFIN
                              (Full Title of Plan)

                                Robert Altenbach
                             Greenberg Traurig, LLP
                       3290 Northside Parkway, Suite 400
                               Atlanta, GA 30327
                                 (678) 553-2100
      (Name, Address and Telephone Number of Agent for Service of Process)
If any of the Securities  being registered on this Form S-8 are to be offered on
a delayed or continuous  basis  pursuant to Rule 415 under the Securities Act of
1933, as amended, other than securities offered only in connection with dividend
or interest reinvestment plans, check the following box. ___

                        CALCULATION OF REGISTRATION FEE

Title of                         Proposed Maximum  Proposed Maximum
Securities to    Amount to be    Offering Price    Aggregate          Amount
be Registered    Registered(1)   Per Share(2)      Offering Price(2)  of Fee(2)
-------------    -------------   ------------      -----------------  ---------

Common Stock,     5,031,666            $.08        $   402,533       $ 51.01
$0.001 par value

(1) The  consulting  services  agreement  ( the " Theis  Consulting  Agreement")
between the Company and Antoon Theis ("Theis")  provides for 2,300,000 shares of
common  stock of the  Company to be issued to Theis in exchange  for  performing
part time business  development and industry  analysis of the security  products
industry.  The term of the  Theis  Consulting  Agreement  is one year and may be
extended on the same terms upon mutual agreement. The Theis Consulting Agreement
does not provide for the termination of the agreement by either party other than
by the expiration of the term of the agreement.  The Theis Consulting  Agreement
qualifies as an Employee Benefit Plan as defined under Rule 405 of Regulation C.

(1) The consulting  services agreement (the "Versaveldt  Consulting  Agreement")
between  the  Company and Lencola  Sullivan-Verseveldt  provides  for  1,600,000
shares of the  Company  to be  issued as  compensation  for  providing  business
development  services with regard to the sale of security products and services;
and providing  industry  analysis of the security products and services industry
for the Company. The term of the Versaveldt Consulting Agreement is one year and
may be  extended  on the  same  terms  upon  mutual  agreement.  The  Versaveldt
Agreement does not provide for the  termination of the agreement by either party
other  than by the  expiration  of the  term of the  agreement.  The  Versaveldt
Consulting Agreement qualifies as an Employee Benefit Plan as defined under Rule
405 of Regulation C.

(1) The consulting  services agreement (the "OLG Consulting  Agreement") between
the Company and The Otto Law Group,  PLLC ("OLG") provides for 450,000 shares of
common  stock of the  Company to be issued to OLG in exchange  for legal  advice
regarding (i)  capitalization,  (ii)  corporate  organization,  (iii)  corporate
transactions   (reorganizations  and   recapitalizations)  and  (iii)  corporate
governance. The term of the OLG Consulting Agreement is one (1) year, and may be
extended upon mutual agreement.  The OLG Consulting  Agreement may be terminated
on thirty (30) calendar days written notice by either party.  The OLG Consulting
Agreement  qualifies as an Employee  Benefit  Plan as defined  under Rule 405 of
Regulation C.

(1)  The  letter  agreement  re:  consulting   services  (the  "Vintage  Filings
Agreement")  between the Company and Vintage Filings provides for 416,666 shares
of the Company to be issued as compensation  to the two  individuals  comprising
Vintage  Filings for  consulting  with the Company  regarding all aspects of the
Company's  EDGAR filing,  responsibilities,  practices and  procedures and as an
adjunct  thereto  filing  the  Company's  '34 Act  reports  with the  Securities
Exchange  Commission for a period of twelve months.  No manner of termination of
the agreement is provided in the letter  agreement  other than the expiration by
time. The Vintage  Filings  Agreement  qualifies as an Employee  Benefit Plan as
defined under Rule 405 of Regulation C.

(1)  The  consulting   services  agreement  (  the   "Logher-Mulder   Consulting
Agreement")  between  the  Company  and A.  G.  Logher-Mulder  ("Logher-Mulder")
provides  for  15,000  shares of  common  stock of the  Company  to be issued to
Loghe-Mulder  in exchange for  performing  part time  business  development  and
industry  analysis  of  the  security  products   industry.   The  term  of  the
Logher-Mulder  Consulting  Agreement is one year and may be extended on the same
terms upon mutual  agreement.  The Logher-Mulder  Consulting  Agreement does not
provide for the  termination  of the agreement by either party other than by the
expiration of the term of the agreement.  The Logher-Mulder Consulting Agreement
qualifies as an Employee Benefit Plan as defined under Rule 405 of Regulation C.

                                       2
(1) The  consulting  services  agreement ( the "Griffin  Consulting  Agreement")
between the Company and Fred J. Griffin ("Griffin")  provides for 250,000 shares
of common  stock of the Company to be issued to Fred J.  Griffin in exchange for
performing  services in connection with the company's  accounting,  auditing and
financial practices and procedures. The term of the Griffin Consulting Agreement
is one year and may not be extended.  The parties to the agreement may terminate
it upon  mutual  agreement  or upon 30 day notice one to the other.  The Griffin
Consulting Agreement qualifies as an Employee Benefit Plan as defined under Rule
405 of Regulation C.

(2)  Estimated  solely for the  purposes of  determining  the  registration  fee
pursuant to Rule 457. On August 30, 2004, the fair market value of the Company's
common stock, determined from its closing price on the Over-the-Counter Bulletin
Board was $.13 per share. On this basis,  the maximum  aggregate  offering price
for the shares being registered hereunder is $402,533, and this is the basis for
computing  the filing fee in  accordance  with Rule  457(h) and at a rate of the
aggregate offering price multiplied by .0001267.

                                    PART II

[Items 1, 2, 4 and 7 are inapplicable and have been omitted.]

ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE

The following documents,  which have been filed with the Securities and Exchange
Commission (the "Commission") by the Registrant are incorporated by reference in
this registration statement:

(a) the  Company's  Annual  Report on Form  10-KSB  for the  fiscal  year  ended
December 31, 2003, and the Company's  registration  statement on Form 10-SB,  as
amended, filed November 4, 1999;

(b) the Company's Quarterly Report on Form 10-QSB for the quarter ended June 30,
2004, and report on Form 8-K filed August 16, 2004.

(c) The  holders of common  stock are  entitled to one (1) vote per share on all
matters to be voted upon by the shareholders. Subject to preferences that may be
applicable to any outstanding  preferred  stock, the holders of common stock are
entitled to receive  ratably such  dividends,  if any, that may be declared from
time to time by the Board of Directors out of funds legally available  therefor.
In the event of our  liquidation,  dissolution  or winding  up,  the  holders of
common stock are entitled to share ratably in all assets remaining after payment
of  liabilities,  subject to prior  distribution  rights of holders of preferred
stock, if any. The common stock has no preemptive or conversion  rights or other
subscription  rights.  There  are  no  redemption  or  sinking  fund  provisions
applicable to the common stock.

All documents  subsequently filed by the Registrant  pursuant to Sections 13(a),
13(c), 14 and 15(d) of the Securities  Exchange Act of 1934,  shall be deemed to
be  incorporated  by reference  in this  registration  statement  and to be part
hereof from the date of the filing of such documents.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL

The Otto Law Group,  PLLC, who has prepared this Registration  Statement and the
opinion regarding the authorization,  issuance and fully-paid and non-assessable
status of the securities covered by this Registration Statement, has represented
the Registrant in the past on certain legal matters.  Subsequent to the issuance
of the securities issued pursuant to the OLG Consulting Agreement hereunder, Mr.
David M. Otto, the principal of The Otto Law Group, PLLC, will be the beneficial
owner of approximately 450,000 shares of common stock of the Company.

ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS

The Company, a Delaware corporation,  is empowered by Section 145 of the General
Corporation Law of the State of Delaware (the "DGCL"), subject to the procedures
and  limitations  stated  therein,  to  indemnify  any person  against  expenses
(including  attorneys'  fees),  judgments,  fines and amounts paid in settlement
actually  and  reasonably  incurred by him in  connection  with any  threatened,

                                       3
pending or completed action,  suit or proceeding in which such person is made or
threatened  to be made a party by reason of his being or having been a director,
officer,  employee  or agent of the Company or his serving at the request of the
Company as a director,  officer,  employee or agent of another  company or other
entity. The statute provides that indemnification  pursuant to its provisions is
not  exclusive  of other  rights  of  indemnification  to which a person  may be
entitled under any by-law,  agreement,  vote of  stockholders  or  disinterested
directors, or otherwise. The bylaw of the Company provide for indemnification by
the Company of its directors  and officers to the full extent  authorized by the
DGCL.  Pursuant to Section 145 of the DGCL, the Company has purchased  insurance
on behalf of its present and former directors and officers  against  liabilities
asserted  against or incurred  by them in such  capacity or arising out of their
status as such.

Pursuant to specific authority granted by Section 102 of the DGCL, the Company's
Certificate of Incorporation  permits  indemnification of directors and officers
to the fullest extent permitted by law.

ITEM 8. EXHIBITS

The Exhibits  required to be filed as part of this  Registration  Statement  are
listed in the attached Index to Exhibits.

ITEM 9. UNDERTAKINGS

(a) The undersigned Registrant hereby undertakes:

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

(i) To include any prospectus required by Section 10(a)(3) of the Securities Act
of 1933;

(ii) To  reflect  in the  prospectus  any  facts or  events  arising  after  the
effective date of the registration  statement (or the most recent post-effective
amendment  thereof)  which,  individually  or  in  the  aggregate,  represent  a
fundamental  change in the information set forth in the registration  statement.
Notwithstanding the foregoing,  any increase or decrease in volume of securities
offered (if the total dollar value of  securities  offered would not exceed that
which  was  registered)  and any  deviation  from  the  low or  high  and of the
estimated  maximum  offering  range may be reflected  in the form of  prospectus
filed with the  Commission  pursuant  to Rule 424(b) if, in the  aggregate,  the
change in volume and price  represents  no more than 20%  change in the  maximum
aggregate  offering price set forth in the  "Calculation  of  Registration  Fee"
table in the effective registration statement;

(iii)  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;

provided,  however,  that paragraphs (a)(1)(i) and (a)(1)(ii) of this section do
not  apply  if the  information  required  to be  included  in a  post-effective
amendment by those  paragraphs  is contained in periodic  reports  filed with or
furnished to the Commission by the Registrant  pursuant to Section 13 or Section
15(d)  of  the  Exchange  Act  that  are   incorporated  by  reference  in  this
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 Exchange
Act) 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.

                                       4
(h) 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 a claim for indemnification against
such liabilities  (other than the payment by the Registrant of 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 being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been  settled by  controlling  precedent,  submit to a court of  appropriate
jurisdiction  the  question  of whether  such  indemnification  by it is against
public  policy  as  expressed  in the Act  and  will be  governed  by the  final
adjudication of such issue.

                                   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
authorized, in Norcross, GA, on this September 3, 2004.

                                                    SIMEX TECHNOLOGIES, INC.
                                                     (Name of Registrant)

Date: September 3, 2004                             By: /s/ Timothy Holly
                                                        ------------------------
                                                    Name: Timothy Holly
                                                    Its: Chief Executive Officer

                       [THIS SPACE INTENTIONALLY LEFT BLANK]

                                       5
Pursuant to the  requirements  of the Securities  Act of 1933, as amended,  this
registration  statement  has  been  signed  by  the  following  persons  in  the
capacities and on the date indicated.

--------------------------------------------------------------------------------
NAME                                     TITLE                        DATE
--------------------------------------------------------------------------------

/s/ Timothy Holly
Timothy Holly                            Chairman of the Board of     9.01.2004
                                         Directors
--------------------------------------------------------------------------------

/s/ Timothy Holly
Timothy Holly                            Chief Executive Officer      9.01.2004
--------------------------------------------------------------------------------

/s/ Fred Griffin
Fred Griffin                             Chief  Financial Officer     9.01.2004
--------------------------------------------------------------------------------

/s/ Fred Griffin
Fred Griffin                             Chief  Accounting  Officer   9.01.2004
--------------------------------------------------------------------------------

______________________________________   Chief  Operating Officer and
James Brown                              Director                     9.01.2004
--------------------------------------------------------------------------------

______________________________________   Director                     9.01.2004
William Swift
--------------------------------------------------------------------------------

/s/ Jerome Irons                         Director                     9.01.2004
Jerome Irons
--------------------------------------------------------------------------------

/s/ Roel Verseveldt                      Director                     9.01.2004
Roel Verseveldt
--------------------------------------------------------------------------------

/s/ Cecil Brown                          Director                     9.01.2004
Cecil Brown
--------------------------------------------------------------------------------

______________________________________   Director                     9.01.2004
Dwight Ellison
--------------------------------------------------------------------------------

______________________________________   Director                     9.01.2004
Kjell Jagelid
--------------------------------------------------------------------------------

/s/ Nicholas Coolidge                    Director                     9.01.2004
Nicholas Coolidge
--------------------------------------------------------------------------------

      The above being a majority of the members of the Board of Directors

                                       6
INDEX TO EXHIBITS

  Number                        Description                            Page
  ------                        -----------                            ----
   4.1     Consulting  Services  Agreement by and between Simex      Filed
           Technologies, Inc., and Anton Theis                      Herewith

   4.2     Consulting    Services   Agreement   between   Simex      Filed
           Technologies, Inc., and Lencola Sullivan-Versaveldt      Herewith

   4.3     Consulting    Services   Agreement   between   Simex      Filed
           Technologies, Inc. and                                   Herewith
            A. G. Logher-Mulder

   4.4     Letter Agreement Re: Consulting Services by and           Filed
           between Simex Technologies, Inc. and Vintage             Herewith
           Filings

   4.5     Consulting  Services  Agreement by and between Simex      Filed
           Technologies, Inc., and The Otto Law Group, PLLC         Herewith

   4.6     Consulting Services Agreement by and between Simex        Filed
           Technologies, Inc. and Fred J. Griffin                   Herewith

    5      Opinion of The Otto Law Group PLLC                        Filed
                                                                    Herewith

   23.1    Consent of The Otto Law Group,  PLLC  (contained  in      Filed
           exhibit 5)                                               Herewith

   23.2    Consent of Miller Ray & Houser LLP                        Filed
                                                                    Herewith

                                       7