As filed with the Securities and Exchange Commission on  _________________, 1996
                                                           Registration No. 33-
- -------------------------------------------------------------------------------

                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549
                                           
                                    FORM S-8
                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933

                          GLOBAL SPILL MANAGEMENT, INC.
                          -----------------------------
               (Exact name of issuer as specified in its charter)

     Nevada                                                  88-027066
- --------------------                                         ---------
(State or other jurisdiction of                            (I.R.S. Employer
incorporation or organization)                            Identification No.)


37-61 39th Street, Long Island City,  New York                   11101
- -----------------------------------------------               -----------
  (Address of Principal Executive Offices)                     (Zip Code)

                            Finder's Fee Agreements,
                           and Settlement Agreement
                       -----------------------------------
                            (Full title of the Plan)

                                   Karl Schwab
                          Global Spill Management, Inc.
                                37-61 39th Street
                           Long Island City, NY  11101
                     (Name and address of agent for service)

                               (718) 482-7878    
                               ------------------
          (Telephone number, including area code of agent for service)
                                           
                                   copies to:

                             Sommer & Schneider LLP
                         600 Old Country Road, Suite 535
                              Garden City, NY 11530
                                 (516) 228-8181

     Approximate  date of  commencement of  proposed  sale to  the public:  Upon
exercise of the options granted  under the Stock Option  Plans, but in no  event
prior to the effective date of this Registration Statement.

                         CALCULATION OF REGISTRATION FEE


                                  Proposed    Proposed
    Title of                       maximum     maximum
   securities         Amount      offering    aggregate      Amount of
      to be            to be      price per   offering     registration
   registered       registered      share      price          fee(1)
   ----------       ----------      -----      -----          ------

Common Stock,
no par value          750,000      $2.06     $1,545,000       $532.72

- --------------------
(1)  The fee with  respect to these shares has been calculated pursuant to Rules
     457(h) and  457(c) under  the Securities  Act of  1933 and  based upon  the
     average of the  last price per  share of the  Registrant's Common Stock  on
     September 12, 1996, a date within five (5) days prior to the date of filing
     of this Registration Statement, as reported by the NASDAQ SmallCap Market. 

Documents Incorporated by Reference     /s/   Yes       / /   No




<PAGE>



     PART II


     Item 3.   Incorporation of Documents by Reference.

               The following documents are incorporated by reference in this
     Registration Statement and made a part hereof:

     (a)  The Company's Annual Report on Form 10-KSB for the fiscal year ended
          June 30, 1995; and

     (b)  The Company's Quarterly Report on Form 10-QSB for the period ended
          September 30, 1995;

     (c)  The Company's Quarterly Report on Form 10-QSB for the period ended
          December 31, 1995;

     (d)  The Company's Quarterly Report on Form 10-QSB for the period ended
          March 31, 1996;

     (e)  The Company's Current Report on Form 8-K dated July 3, 1996;

     (e)  All other documents filed by the Company after the date of this
          Registration Statement under Section 13(a), 13(c), 14 and 15(d) of the
          Securities Exchange Act of 1934, prior to the filing of a post-
          effective amendment to the Registration Statement which indicates that
          all securities offered have been sold or which deregisters all
          securities then remaining in the Registration Statement and to be part
          thereof from the date of filing of such documents.

     Item 4.   Description of Securities.

               Not Applicable

     Item 5.   Interest of Named Experts and Counsel.

               Certain legal matters in connection with the shares being
     registered herein will be passed upon for the Company by the Law Offices of
     Sommer & Schneider LLP, 600 Old Country Road, Suite 535, Garden City, NY
     11530.   Mr. Sommer, a partner in the firm, owns 27,500 shares of the
     Company's Common Stock ("Common Stock") and Mr. Joel C. Schneider, a
     partner in the firm owns 27,500 shares of Common Stock.







                                          1





<PAGE>
     Item 6.   Indemnification of Directors and Officers.

               The Certificate of Incorporation and By-laws of the Company
     provide that the Company shall indemnify to the fullest permitted by Nevada
     law any person whom it may indemnify thereunder, including directors,
     officers, employees and agents of the Company.  Such indemnification (other
     than as ordered by a court) shall be made by the Company only upon a
     determination that indemnification is proper in the circumstances because
     the individual met the applicable standard of conduct i.e., such person
     acted in good faith and in a manner he reasonably believed to be in or not
     opposed to the best interest of the Company.  Advances for such
     indemnification may be made pending such determination.  Such determination
     shall be made by a majority vote of a quorum consisting of disinterested
     directors, or by independent legal counsel or by the stockholders.  In
     addition, the Certificate of Incorporation provides for the elimination, to
     the extent permitted by Nevada law, of personal liability of directors to
     the Company and its stockholders for monetary damages for breach of
     fiduciary duty as directors.

               The Company has obtained a directors and officers insurance and
     company reimbursement policy.  The policy insures directors and officers
     against unindemnified loss arising from certain wrongful acts in their
     capacities and reimburse the Company for such loss for which the Company
     has lawfully indemnified the directors of officers.

               The Company has also agreed to indemnify each director and
     executive officer pursuant to an Indemnification Agreement with each such
     director and executive officer from and against any and all expenses,
     losses, claims, damages and liability incurred by such director or
     executive officer for or as a result of action taken or not taken while
     such director or executive officer was acting in his capacity as a
     director, officer, employee or agent of the Company.  The obligations of
     the Company for indemnification is limited to the extent provided in the
     Nevada Business Corporation Act and is also limited in situations where,
     among others, the indemnitee is deliberately dishonest, gains any profit or
     advantage to which he is not legally entitled or is otherwise indemnified.

               Insofar as indemnification for liabilities arising under the
     Securities Act may be permitted to directors, officers and controlling
     persons of the Company pursuant to the foregoing provisions, or otherwise,
     the Company has been advised that in the opinion of the Securities and
     Exchange Commission such indemnification is against public policy as
     expressed in the Securities Act and is, therefore, unenforceable.  In the
     event that a claim for indemnification against such liabilities (other than
     the payment by the Company of expenses incurred or paid by a director,
     officer or controlling person of the Company 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
     Company 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 Securities Act and will be governed by
     the final adjudication of such issue.








                                          2





<PAGE>



     Item 7.   Exemption From Registration Claimed.

               Not Applicable.


     Item 8..  Exhibits.

     Number    Description
     ------    -----------

     5         Consent and Opinion of Sommer & Schneider LLP   



     10.1      Finders Agreement dated September 12, 1996

     10.2      Finders Agreement dated September 12, 1996

     10.3      Finders Agreement dated September 12, 1996

     10.4      Settlement Agreement dated September 12, 1996

     Item 9.   Undertakings.

               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:

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

          (b)  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; and 

          (c)  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 (1)(a) and (1)(b) do not apply
               if the registration statement is on Form S-3 or Form S-8 and the
               information required to be included in a post-effective amendment
               by this paragraphs is contained in periodic reports filed by the
               registrant pursuant to Section 13 or Section 15(d) of the
               Securities Exchange Act of 1934 that are incorporated by
               reference in the registration statement.


                                          3





<PAGE>




     (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.

     (4)  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.

     (5)  To deliver or cause to be delivered with the prospectus, to each
          person to whom the prospectus is sent or given, the latest annual
          report to security holders that is incorporated by reference in the
          prospectus and furnished pursuant to and meeting the requirements of
          Rule 14a-3 or Rule 14c-3 under the Securities Exchange Act of 1934;
          and, where interim financial information required to be presented by
          Item 310(b) of Registration S-B is not set forth in the prospectus, to
          deliver, or cause to be delivered, to each person to whom the
          prospectus is sent or given, the latest quarterly report that is
          specifically incorporated by reference in the prospectus to provide
          such interim financial information.

     (6)  To deliver or cause to be delivered with the prospectus to each
          employee to whom the prospectus is sent or given, a copy of the
          registrant's annual report to stockholders for its last fiscal year,
          unless such employee otherwise has received a copy of such report, in
          which case the registration shall state in the prospectus that it will
          promptly furnish, without charge, a copy of such report on written
          request of the employee.  If the last fiscal year of the registrant
          has ended within 120 days prior to the use of the prospectus, the
          annual report of the registrant for the preceding fiscal year may be
          so delivered, but within such 120-day period the annual report for the
          last fiscal year will be furnished to each such employee.

     (7)  To transmit or cause to be transmitted to all employees participating
          in the Plans who do not otherwise receive such material as
          stockholders of the registrant, at the time and in the manner such
          material is sent to its stockholders, copies of all reports, proxy
          statements and other communications distributed to its stockholders
          generally.








                                          4





<PAGE>





     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 the City of New York, State of New York, on
     September 12, 1996.

                                        GLOBAL SPILL MANAGEMENT, INC.


                                         /s/ Karl Schwab
                                            Karl Schwab, President
     

          Pursuant to the requirements of the Securities Act of 1933, this
     Registration Statement has been signed below by the following persons on
     behalf of the Registrant and in the capacities and on the dates indicated.

     Signatures                                   Date
     ----------                                   ----



     /s/ Karl Schwab                              September 12, 1996
     ------------------------------
     Karl Schwab
     President and Chairman




     /s/ George Weast                             September 12, 1996
     ------------------------------
     George Weast
     Secretary and Director



                                                  September 12, 1996
     ------------------------------
     Roger Imperial
     Director



                                          5
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As filed with the Securities and Exchange Commission on  _________________, 1996
                                                           Registration No. 33-
- -------------------------------------------------------------------------------

                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549
                                           
                                    FORM S-8
                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933

                          GLOBAL SPILL MANAGEMENT, INC.
                          -----------------------------
               (Exact name of issuer as specified in its charter)

     Nevada                                                  88-027066
- --------------------                                         ---------
(State or other jurisdiction of                            (I.R.S. Employer
incorporation or organization)                            Identification No.)

37-61 39th Street, Long Island City,  New York                   11101
- -----------------------------------------------               -----------
  (Address of Principal Executive Offices)                     (Zip Code)

                            Finder's Fee Agreements,
                           and Settlement Agreement
                       -----------------------------------
                            (Full title of the Plan)

                                   Karl Schwab
                          Global Spill Management, Inc.
                                37-61 39th Street
                           Long Island City, NY  11101
                     (Name and address of agent for service)

                               (718) 482-7878    
                               ------------------
          (Telephone number, including area code of agent for service)
                                           
                                   copies to:

                             Sommer & Schneider LLP
                         600 Old Country Road, Suite 535
                              Garden City, NY 11530
                                 (516) 228-8181

     Approximate  date of  commencement of  proposed  sale to  the public:  Upon
exercise of the options granted  under the Stock Option  Plans, but in no  event
prior to the effective date of this Registration Statement.

                         CALCULATION OF REGISTRATION FEE

                                  Proposed    Proposed
    Title of                       maximum     maximum
   securities         Amount      offering    aggregate      Amount of
      to be            to be      price per   offering     registration
   registered       registered      share      price          fee(1)
   ----------       ----------      -----      -----          ------

Common Stock,
no par value          750,000      $2.06     $1,545,000       $532.72

- --------------------
(1)  The fee with  respect to these shares has been calculated pursuant to Rules
     457(h) and  457(c) under  the Securities  Act of  1933 and  based upon  the
     average of the  last price per  share of the  Registrant's Common Stock  on
     September 12, 1996, a date within five (5) days prior to the date of filing
     of this Registration Statement, as reported by the NASDAQ SmallCap Market. 

Documents Incorporated by Reference     /s/   Yes       / /   No
PART II

     Item 3.   Incorporation of Documents by Reference.

               The following documents are incorporated by reference in this
     Registration Statement and made a part hereof:

     (a)  The Company's Annual Report on Form 10-KSB for the fiscal year ended
          June 30, 1995; and

     (b)  The Company's Quarterly Report on Form 10-QSB for the period ended
          September 30, 1995;

     (c)  The Company's Quarterly Report on Form 10-QSB for the period ended
          December 31, 1995;

     (d)  The Company's Quarterly Report on Form 10-QSB for the period ended
          March 31, 1996;

     (e)  The Company's Current Report on Form 8-K dated July 3, 1996;

     (e)  All other documents filed by the Company after the date of this
          Registration Statement under Section 13(a), 13(c), 14 and 15(d) of the
          Securities Exchange Act of 1934, prior to the filing of a post-
          effective amendment to the Registration Statement which indicates that
          all securities offered have been sold or which deregisters all
          securities then remaining in the Registration Statement and to be part
          thereof from the date of filing of such documents.

     Item 4.   Description of Securities.

               Not Applicable

     Item 5.   Interest of Named Experts and Counsel.

               Certain legal matters in connection with the shares being
     registered herein will be passed upon for the Company by the Law Offices of
     Sommer & Schneider LLP, 600 Old Country Road, Suite 535, Garden City, NY
     11530.   Mr. Sommer, a partner in the firm, owns 27,500 shares of the
     Company's Common Stock ("Common Stock") and Mr. Joel C. Schneider, a
     partner in the firm owns 27,500 shares of Common Stock.

                                          1
Item 6.   Indemnification of Directors and Officers.

               The Certificate of Incorporation and By-laws of the Company
     provide that the Company shall indemnify to the fullest permitted by Nevada
     law any person whom it may indemnify thereunder, including directors,
     officers, employees and agents of the Company.  Such indemnification (other
     than as ordered by a court) shall be made by the Company only upon a
     determination that indemnification is proper in the circumstances because
     the individual met the applicable standard of conduct i.e., such person
     acted in good faith and in a manner he reasonably believed to be in or not
     opposed to the best interest of the Company.  Advances for such
     indemnification may be made pending such determination.  Such determination
     shall be made by a majority vote of a quorum consisting of disinterested
     directors, or by independent legal counsel or by the stockholders.  In
     addition, the Certificate of Incorporation provides for the elimination, to
     the extent permitted by Nevada law, of personal liability of directors to
     the Company and its stockholders for monetary damages for breach of
     fiduciary duty as directors.

               The Company has obtained a directors and officers insurance and
     company reimbursement policy.  The policy insures directors and officers
     against unindemnified loss arising from certain wrongful acts in their
     capacities and reimburse the Company for such loss for which the Company
     has lawfully indemnified the directors of officers.

               The Company has also agreed to indemnify each director and
     executive officer pursuant to an Indemnification Agreement with each such
     director and executive officer from and against any and all expenses,
     losses, claims, damages and liability incurred by such director or
     executive officer for or as a result of action taken or not taken while
     such director or executive officer was acting in his capacity as a
     director, officer, employee or agent of the Company.  The obligations of
     the Company for indemnification is limited to the extent provided in the
     Nevada Business Corporation Act and is also limited in situations where,
     among others, the indemnitee is deliberately dishonest, gains any profit or
     advantage to which he is not legally entitled or is otherwise indemnified.

               Insofar as indemnification for liabilities arising under the
     Securities Act may be permitted to directors, officers and controlling
     persons of the Company pursuant to the foregoing provisions, or otherwise,
     the Company has been advised that in the opinion of the Securities and
     Exchange Commission such indemnification is against public policy as
     expressed in the Securities Act and is, therefore, unenforceable.  In the
     event that a claim for indemnification against such liabilities (other than
     the payment by the Company of expenses incurred or paid by a director,
     officer or controlling person of the Company 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
     Company 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 Securities Act and will be governed by
     the final adjudication of such issue.

                                          2
Item 7.   Exemption From Registration Claimed.

               Not Applicable.

     Item 8..  Exhibits.

     Number    Description
     ------    -----------

     5         Consent and Opinion of Sommer & Schneider LLP   

     10.1      Finders Agreement dated September 12, 1996

     10.2      Finders Agreement dated September 12, 1996

     10.3      Finders Agreement dated September 12, 1996

     10.4      Settlement Agreement dated September 12, 1996

     Item 9.   Undertakings.

               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:

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

          (b)  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; and 

          (c)  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 (1)(a) and (1)(b) do not apply
               if the registration statement is on Form S-3 or Form S-8 and the
               information required to be included in a post-effective amendment
               by this paragraphs is contained in periodic reports filed by the
               registrant pursuant to Section 13 or Section 15(d) of the
               Securities Exchange Act of 1934 that are incorporated by
               reference in the registration statement.

                                          3
(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.

     (4)  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.

     (5)  To deliver or cause to be delivered with the prospectus, to each
          person to whom the prospectus is sent or given, the latest annual
          report to security holders that is incorporated by reference in the
          prospectus and furnished pursuant to and meeting the requirements of
          Rule 14a-3 or Rule 14c-3 under the Securities Exchange Act of 1934;
          and, where interim financial information required to be presented by
          Item 310(b) of Registration S-B is not set forth in the prospectus, to
          deliver, or cause to be delivered, to each person to whom the
          prospectus is sent or given, the latest quarterly report that is
          specifically incorporated by reference in the prospectus to provide
          such interim financial information.

     (6)  To deliver or cause to be delivered with the prospectus to each
          employee to whom the prospectus is sent or given, a copy of the
          registrant's annual report to stockholders for its last fiscal year,
          unless such employee otherwise has received a copy of such report, in
          which case the registration shall state in the prospectus that it will
          promptly furnish, without charge, a copy of such report on written
          request of the employee.  If the last fiscal year of the registrant
          has ended within 120 days prior to the use of the prospectus, the
          annual report of the registrant for the preceding fiscal year may be
          so delivered, but within such 120-day period the annual report for the
          last fiscal year will be furnished to each such employee.

     (7)  To transmit or cause to be transmitted to all employees participating
          in the Plans who do not otherwise receive such material as
          stockholders of the registrant, at the time and in the manner such
          material is sent to its stockholders, copies of all reports, proxy
          statements and other communications distributed to its stockholders
          generally.

                                          4
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 the City of New York, State of New York, on
     September 12, 1996.

                                        GLOBAL SPILL MANAGEMENT, INC.

                                         /s/ Karl Schwab
                                            Karl Schwab, President
     

          Pursuant to the requirements of the Securities Act of 1933, this
     Registration Statement has been signed below by the following persons on
     behalf of the Registrant and in the capacities and on the dates indicated.

     Signatures                                   Date
     ----------                                   ----

     /s/ Karl Schwab                              September 12, 1996
     ------------------------------
     Karl Schwab
     President and Chairman

     /s/ George Weast                             September 12, 1996
     ------------------------------
     George Weast
     Secretary and Director

                                                  September 12, 1996
     ------------------------------
     Roger Imperial
     Director

                                          5