As filed with the Securities and Exchange Commission on September 3, 2002
                                                           Registration No. 333-

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8
                                    --------

                             REGISTRATION STATEMENT
                                    Under the
                             Securities Act of 1933

                          ALTAIR NANOTECHNOLOGIES INC.
              -----------------------------------------------------

             (Exact name of registrant as specified in its charter)

                 Canada                                              None
    (State or other jurisdiction of                            (I.R.S. Employer
     incorporation or organization)                          Identification No.)


--------------------------------------------------------------------------------
                         1725 Sheridan Avenue, Suite 140
                               Cody, Wyoming 82414
                            Telephone: (307) 587-8245
                    (Address of Principal Executive Offices,
                               including Zip Code)

       Altair Nanotechnologies Inc. 2002 Employee Wage Stock Purchase Plan

                            (Full title of the plan)

            William P. Long                               Copy to:
        Chief Executive Officer                        Bryan T. Allen
      Altair Nanotechnologies Inc.                    Stoel Rives, LLP
    1725 Sheridan Avenue, Suite 140          201 South Main Street, Suite 1100
          Cody, Wyoming 82414                    Salt Lake City, Utah 84111
             (307) 587-8245                            (801) 578-6908

          (Name, address and telephone number, including area code, of
                      agent for service)
<TABLE>
<CAPTION>

                         CALCULATION OF REGISTRATION FEE

======================================= ================= =================== ====================== ===================
                                                           Proposed Maximum     Proposed Maximum          Amount of
                                          Amount to be      Offering Price     Aggregate Offering        Registration
 Title of Securities to be Registered    Registered(1)       per Share(2)           Price(2)                 Fee(2)
--------------------------------------- ----------------- ------------------- ---------------------- -------------------
<S>                                         <C>                 <C>                 <C>                     <C>
Common Shares, without par value            500,000             $0.60               $300,000                $28
--------------------------------------- ----------------- ------------------- ---------------------- -------------------
</TABLE>

(1)      This  Registration  Statement  shall also cover any  additional  common
         shares  which  become  issuable  under  the 2002  Employee  Wage  Stock
         Purchase   Plan  by  reason  of  any  stock   dividend,   stock  split,
         recapitalization  or other  similar  transaction  effected  without the
         receipt of consideration  which results in an increase in the number of
         outstanding common shares of Altair Nanotechnologies Inc.

(2)      Calculated  solely for purposes of this  offering  under Rule 457(h) of
         the Securities Act of 1933, as amended,  on the basis of the average of
         the high and low price  per  common  shares of Altair  Nanotechnologies
         Inc. as reported on the Nasdaq National Market on August 28, 2002.


                                       1

<PAGE>


                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

Item 1.  Plan Information.*
         ----------------

Item 2.  Registrant Information and Employee Plan Annual Information.*
         -----------------------------------------------------------

         *        Information  required by Part I to be contained in the Section
                  10(a) prospectus is omitted from this  Registration  Statement
                  in accordance  with Rule 428 under the Securities Act of 1933,
                  as amended (the  "Securities  Act"), and the Note to Part I of
                  Form S-8.

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.
         ---------------------------------------

         The  following  documents  filed by Altair  Nanotechnologies  Inc. (the
"Registrant") with the Securities and Exchange Commission (the "SEC") are hereby
incorporated by reference in this Registration Statement:

         (1)      The Registrant's Annual Report on Form 10-K for the year ended
December 31, 2001 filed with the SEC on April 1, 2002.

         (2)      The Registrant's Current Report on Form 8-K filed with the SEC
on May 10, 2002.

         (3)      The Registrant's Quarterly Report on Form 10-Q for the quarter
ended March 31, 2002 filed with the SEC on May 15, 2002.

         (4)      The Registrant's Current Report on Form 8-K filed with the SEC
on July 18, 2002.

         (5)      The Registrant's Quarterly Report on Form 10-Q for the quarter
ended June 30, 2002 filed with the SEC on August 14, 2002.

         (6)      The   description  of  the  Common  Stock   contained  in  the
Registrant's  registration statement on Form 10-SB, File No. 0-24372, as amended
by the Current Report on Form 8-K filed with the SEC on July 18, 2002.

         In  addition,  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,  as  amended  (the  "Exchange   Act"),   prior  to  the  filing  of  a
post-effective  amendment which indicates that all securities  offered have been
sold or which deregisters all securities then remaining unsold,  shall be deemed
to be incorporated by reference in this Registration  Statement and to be a part
hereof from the date of filing of such documents.  Any statement  contained in a
document  incorporated  by  reference  herein  shall be deemed to be modified or
superseded for purposes hereof to the extent that a statement  contained  herein
(or in any other  subsequently  filed  document  which also is  incorporated  by
reference  herein)  modifies or  supersedes  such  statement.  Any  statement so
modified or superseded shall not be deemed to constitute a part hereof except as
so modified or superseded.
                                       2

<PAGE>

Item 4.  Description of Securities.
         -------------------------

         Not applicable.

Item 5.  Interests of Named Experts and Counsel.
         --------------------------------------

         Not applicable.

Item 6.  Indemnification of Directors and Officers.
         -----------------------------------------

Our Bylaws

         The  Registrant's  Bylaws provide that, to the maximum extent permitted
by law, the Registrant  shall indemnify a director or officer of the Registrant,
a former director or officer of the Registrant,  or another  individual who acts
or acted at the Registrant's  request as a director or officer, or an individual
acting in a similar capacity, of another entity,  against all costs, charges and
expenses,  including  any amount paid to settle an action or satisfy a judgment,
reasonably  incurred  by the  individual  in  respect  of any  civil,  criminal,
administrative,  investigative  or other  proceeding in which the  individual is
involved because of that association with the Registrant or other entity.

The Canada Business Corporations Act

         Section 124 of the Canada Business Corporations Act provides as follows
with respect to the indemnification of directors and officers:

         (1)  A  corporation   may  indemnify  a  director  or  officer  of  the
corporation,  a  former  director  or  officer  of the  corporation  or  another
individual  who acts or acted at the  corporation's  request  as a  director  or
officer,  or an  individual  acting in a similar  capacity,  of another  entity,
against all costs,  charges and expenses,  including an amount paid to settle an
action or satisfy a judgment,  reasonably  incurred by the individual in respect
of any civil,  criminal,  administrative,  investigative  or other proceeding in
which  the  individual  in  involved   because  of  that  association  with  the
corporation or other entity.

         (2) A corporation  may advance  moneys to a director,  officer or other
individual  for the costs,  charges and expenses of a proceeding  referred to in
subsection (1). The individual shall repay the moneys if the individual does not
fulfill the conditions of subsection (3).

         (3) A corporation may not indemnify an individual  under subsection (1)
unless the individual

                  (a) acted  honestly  and in good faith with a view to the best
         interests  of the  corporation,  or,  as the case  may be,  to the best
         interests  of the  other  entity  for  which  the  individual  acted as
         director  or  officer  or in a similar  capacity  at the  corporation's
         request; and

                  (b) in the case of a  criminal  or  administrative  action  or
         proceeding that is enforced by a monetary  penalty,  the individual had
         reasonable  grounds for  believing  that the  individual's  conduct was
         lawful.

         (4) A  Corporation  may with the  approval  of a  court,  indemnify  an
individual  referred to in subsection  (1), or advance  moneys under  subsection
(2), in respect of an action by or on behalf of the  corporation or other entity
to procure a  judgment  in its favor,  to which the  individual  is made a party
because of the individual's  association with the corporation or other entity as
described in subsection (1) against all costs,  charges and expenses  reasonably
incurred by the  individual in connection  with such action,  if the  individual
fulfills the conditions set out in subsection (3).

         (5)  Despite  subsection  (1),  an  individual   referred  to  in  that
subsection  is  entitled to  indemnity  from the  corporation  in respect of all
costs,  charges and expenses reasonably incurred by the individual in connection
with the defense of any civil, criminal, administrative,  investigative or other
proceeding  to which the  individual  is  subject  because  of the  individual's
association with the corporation or other entity as described in subsection (1),
if the individual seeking indemnity

                                       3
<PAGE>

                  (a)       was not  judged  by the  court  or  other  competent
         authority to have  committed  any fault or omitted to do anything  that
         the individual ought to have done; and

                  (b)       fulfills the  conditions  set out in subsection  (3)
         Insurance

         (6) A corporation may purchase and maintain insurance of the benefit of
an individual  referred to in subsection  (1) against any liability  incurred by
the individual

                  (a)       in  the  individual's  capacity  as a  director  or
         officer of the corporation; or

                  (b)       in  the  individual's  capacity  as a  director  or
         officer, or similar capacity, of another entity, if the individual acts
         or acted in that capacity at the corporation's request.  Application to
         court

         (7) A corporation, an individual or an entity referred to in subsection
(1) may apply to a court for an order  approving an indemnity under this section
and the court may so order and make any further order that it sees fit.

         (8) An applicant under subsection (7) shall give the Director notice of
the application and the Director is entitled to appear and be heard in person or
by counsel.

         (9) On an application  under  subsection (7) the court may order notice
to be given to any interested person and the person is entitled to appear and be
heard in person or by counsel.

Employment Agreements With Certain Officers

         Pursuant  to  an  employment   agreement  with  William  P.  Long,  the
President,  Chief  Executive  Officer  and a  director  of the  Registrant,  the
Registrant  has agreed to assume all liability  for and to  indemnify,  protect,
save,  and hold Dr. Long  harmless  from and against any and all losses,  costs,
expenses,  attorneys' fees, claims,  demands,  liability,  suits, and actions of
every kind and  character  which may be imposed  upon or incurred by Dr. Long on
account of, arising directly or indirectly from, or in any way connected with or
related  to Dr.  Long's  activities  as an  officer  and  member of the board of
directors  of the  Registrant,  except as arise as a result of fraud,  felonious
conduct, gross negligence or acts of moral turpitude on the part of Dr. Long. In
addition,  Mineral Recovery Systems, Inc. ("MRS"), a wholly-owned  subsidiary of
the  Registrant,  has  agreed  to assume  all  liability  for and to  indemnify,
protect,  save,  and  hold  harmless  Patrick  Costin  (Vice  President  of  the
Registrant  and  President  of MRS) from and against any and all losses,  costs,
expenses,  attorneys' fees, claims, demands,  liabilities,  suits and actions of
every kind and  character  which may be imposed on or incurred by Mr.  Costin on
account of,  arising  directly or indirectly  from, or in any way connected with
Mr.  Costin's  activities  as  manager,  officer,  or  director  of  MRS  or the
Registrant.

Other Indemnification Information

         Indemnification may be granted pursuant to any other agreement,  bylaw,
or  vote of  shareholders  or  directors.  In  addition  to the  foregoing,  the
Registrant  maintains  insurance  through a commercial  carrier  against certain
liabilities  which may be incurred by its directors and officers.  The foregoing
description is necessarily  general and does not describe all details  regarding
the  indemnification  of  officers,  directors  or  controlling  persons  of the
Registrant.

         Insofar as indemnification for liabilities arising under the Securities
Act may be  permitted to  directors,  officers  and  controlling  persons of the
Registrant pursuant to the foregoing provisions or otherwise, the Registrant has
been  informed  that in the opinion of the SEC such  indemnification  is against
public  policy  as  expressed  in  the  Securities   Act,  and  is,   therefore,
                                       4
<PAGE>

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 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.

         The rights of indemnification  described above are not exclusive of any
other rights of indemnification to which the persons indemnified may be entitled
under any bylaw, agreement, vote of stockholders or directors or otherwise.

Item 7.  Exemption from Registration Claimed.
         -----------------------------------

         Not applicable.

Item 8.  Exhibits.
         --------


<TABLE>
<CAPTION>

  Exhibit No.                     Description                                 Incorporated by Reference/
                                                                        Filed Herewith (and Sequential Page #)
----------------    ----------------------------------------    -------------------------------------------------------
<S>         <C>                                                  <C>
                                                                Incorporated by reference to Registration Statement
            4.1     Form of Common Stock Certificate            on Form 10-SB filed with the Commission on November
                                                                25, 1996, File No. 1-12497.

                    Shareholders Rights Plan Agreement
                    dated November 27, 1998, between            Incorporated by reference to the Registrant's Current
            4.2     Altair Nanotechnologies Inc. and            Report on Form 8-K filed with the Commission on
                    Equity Transfer Services Inc.               December 29, 1998, File No. 1-12497.

                    Amended and Restated Shareholder
                    Rights Plan dated October  15,  1999,       Incorporated by reference to the Registrant's Current
            4.3     between the Registrant and Equity           Report on Form 8-K filed with the Commission on
                    Transfer Services, Inc.                     November 19, 1999, File No. 1-12497.

            4.4     2002 Employee Wage Stock Purchase Plan      Filed herewith

              5     Opinion of Goodman and Carr LLP             Filed herewith

           23.1     Consent of Deloitte & Touche LLP            Filed herewith

           23.2     Consent of Goodman and Carr LLP             Included in Exhibit No. 5.

             24     Powers of Attorney                          Included on page 7 hereof
</TABLE>

Item 9.  Undertakings.
         ------------

         (a)      The undersigned Registrant hereby undertakes:

                  (1) To file,  during any  period in which  offers or sales are
         being  made  of the  securities  registered  hereby,  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 this  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  this
                  Registration Statement;
                                        5

<PAGE>

                             (iii) To  include  any  material  information  with
                  respect to the plan of distribution  not previously  disclosed
                  in this Registration  Statement or any material change to such
                  information in this Registration Statement;

         provided,  however,  that paragraphs (a)(1)(i) and (a)(1)(ii) shall not
         apply if the  information  required to be included in a  post-effective
         amendment by those 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 into
         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,  each  filing  of  the
Registrant's  annual  report  pursuant to Section  13(a) or 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.

         (c)  Insofar  as  indemnification  for  liabilities  arising  under the
Securities Act may be permitted to directors,  officers and controlling  persons
of the  Registrant,  the Registrant has been informed that in the opinion of the
SEC 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
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  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.
                                       6

<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 Cody,  State of  Wyoming on this 30th day of August,
2002.

                       ALTAIR NANOTECHNOLOGIES INC.


                       By     /s/ William P. Long
                          --------------------------------------------------
                                  William P. Long, Chief Executive Officer

                   ADDITIONAL SIGNATURES AND POWER OF ATTORNEY

     Pursuant  to  the   requirements  of  the  Securities  Act  of  1933,  this
Registration  Statement  has  been  signed  by  the  following  persons  in  the
capacities  and on the dates  indicated.  Each person  whose  signature  to this
Registration  Statement appears below hereby constitutes and appoints William P.
Long  and  Edward  H.  Dickinson,  and each of  them,  as his  true  and  lawful
attorney-in-fact  and  agent,  with full power of  substitution,  to sign on his
behalf  individually  and in the  capacity  stated below and to perform any acts
necessary  to be done  in  order  to  file  all  amendments  and  post-effective
amendments  to this  Registration  Statement,  and any  and all  instruments  or
documents filed as part of or in connection with this Registration  Statement or
the  amendments  thereto  and each of the  undersigned  does  hereby  ratify and
confirm all that said  attorney-in-fact and agent, or his substitutes,  shall do
or cause to be done by virtue hereof.
<TABLE>
<CAPTION>

         Signature                                 Title                                                  Date
         ---------                                 -----                                                  ----
<S>                            <C>                                                                  <C>
 /s/ William P. Long            Chief Executive Officer, and Director                               August 30, 2002
-------------------------      (Principal Executive Officer and authorized
     William P. Long            representative of the Registrant in the United States)



 /s/ Edward H. Dickinson        Chief Financial Officer and Director                                August 30, 2002
-------------------------      (Principal Financial Officer and Principal
     Edward H. Dickinson        Accounting Officer)


/s/ James I. Golla              Secretary and Director                                              August 30, 2002
-------------------------
    James I. Golla


                                                                                                    August 30, 2002
-------------------------       Director
    George E. Hartman

-------------------------       Director
    Robert Sheldon
</TABLE>

                                       7
[{"type": "S-8", "sequence": "1", "filename": "s8.txt", "secsgml_size_bytes": 25254}]
{"company-data": {"conformed-name": "ALTAIR NANOTECHNOLOGIES INC", "cik": "0001016546", "assigned-sic": "1000", "irs-number": "870372759", "state-of-incorporation": "A6", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-99099", "film-number": "02755671"}, "business-address": {"street1": "1725 SHERIDAN AVE", "street2": "SUITE 140", "city": "CODY", "state": "WY", "zip": "82414", "phone": "3075878245"}, "mail-address": {"street1": "1725 SHERIDAN AVE", "street2": "SUITE 140", "city": "CODY", "state": "WY", "zip": "82414"}, "former-company": [{"former-conformed-name": "ALTAIR INTERNATIONAL GOLD INC", "date-changed": "19960611"}, {"former-conformed-name": "ALTAIR INTERNATIONAL INC", "date-changed": "19970529"}]}
As filed with the Securities and Exchange Commission on September 3, 2002
                                                           Registration No. 333-

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8
                                    --------

                             REGISTRATION STATEMENT
                                    Under the
                             Securities Act of 1933

                          ALTAIR NANOTECHNOLOGIES INC.
              -----------------------------------------------------

             (Exact name of registrant as specified in its charter)

                 Canada                                              None
    (State or other jurisdiction of                            (I.R.S. Employer
     incorporation or organization)                          Identification No.)

--------------------------------------------------------------------------------
                         1725 Sheridan Avenue, Suite 140
                               Cody, Wyoming 82414
                            Telephone: (307) 587-8245
                    (Address of Principal Executive Offices,
                               including Zip Code)

       Altair Nanotechnologies Inc. 2002 Employee Wage Stock Purchase Plan

                            (Full title of the plan)

            William P. Long                               Copy to:
        Chief Executive Officer                        Bryan T. Allen
      Altair Nanotechnologies Inc.                    Stoel Rives, LLP
    1725 Sheridan Avenue, Suite 140          201 South Main Street, Suite 1100
          Cody, Wyoming 82414                    Salt Lake City, Utah 84111
             (307) 587-8245                            (801) 578-6908

          (Name, address and telephone number, including area code, of
                      agent for service)
CALCULATION OF REGISTRATION FEE

======================================= ================= =================== ====================== ===================
                                                           Proposed Maximum     Proposed Maximum          Amount of
                                          Amount to be      Offering Price     Aggregate Offering        Registration
 Title of Securities to be Registered    Registered(1)       per Share(2)           Price(2)                 Fee(2)
--------------------------------------- ----------------- ------------------- ---------------------- -------------------
Common Shares, without par value            500,000             $0.60               $300,000                $28
--------------------------------------- ----------------- ------------------- ---------------------- -------------------
(1)      This  Registration  Statement  shall also cover any  additional  common
         shares  which  become  issuable  under  the 2002  Employee  Wage  Stock
         Purchase   Plan  by  reason  of  any  stock   dividend,   stock  split,
         recapitalization  or other  similar  transaction  effected  without the
         receipt of consideration  which results in an increase in the number of
         outstanding common shares of Altair Nanotechnologies Inc.

(2)      Calculated  solely for purposes of this  offering  under Rule 457(h) of
         the Securities Act of 1933, as amended,  on the basis of the average of
         the high and low price  per  common  shares of Altair  Nanotechnologies
         Inc. as reported on the Nasdaq National Market on August 28, 2002.

                                       1
PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

Item 1.  Plan Information.*
         ----------------

Item 2.  Registrant Information and Employee Plan Annual Information.*
         -----------------------------------------------------------

         *        Information  required by Part I to be contained in the Section
                  10(a) prospectus is omitted from this  Registration  Statement
                  in accordance  with Rule 428 under the Securities Act of 1933,
                  as amended (the  "Securities  Act"), and the Note to Part I of
                  Form S-8.

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.
         ---------------------------------------

         The  following  documents  filed by Altair  Nanotechnologies  Inc. (the
"Registrant") with the Securities and Exchange Commission (the "SEC") are hereby
incorporated by reference in this Registration Statement:

         (1)      The Registrant's Annual Report on Form 10-K for the year ended
December 31, 2001 filed with the SEC on April 1, 2002.

         (2)      The Registrant's Current Report on Form 8-K filed with the SEC
on May 10, 2002.

         (3)      The Registrant's Quarterly Report on Form 10-Q for the quarter
ended March 31, 2002 filed with the SEC on May 15, 2002.

         (4)      The Registrant's Current Report on Form 8-K filed with the SEC
on July 18, 2002.

         (5)      The Registrant's Quarterly Report on Form 10-Q for the quarter
ended June 30, 2002 filed with the SEC on August 14, 2002.

         (6)      The   description  of  the  Common  Stock   contained  in  the
Registrant's  registration statement on Form 10-SB, File No. 0-24372, as amended
by the Current Report on Form 8-K filed with the SEC on July 18, 2002.

         In  addition,  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,  as  amended  (the  "Exchange   Act"),   prior  to  the  filing  of  a
post-effective  amendment which indicates that all securities  offered have been
sold or which deregisters all securities then remaining unsold,  shall be deemed
to be incorporated by reference in this Registration  Statement and to be a part
hereof from the date of filing of such documents.  Any statement  contained in a
document  incorporated  by  reference  herein  shall be deemed to be modified or
superseded for purposes hereof to the extent that a statement  contained  herein
(or in any other  subsequently  filed  document  which also is  incorporated  by
reference  herein)  modifies or  supersedes  such  statement.  Any  statement so
modified or superseded shall not be deemed to constitute a part hereof except as
so modified or superseded.
                                       2
Item 4.  Description of Securities.
         -------------------------

         Not applicable.

Item 5.  Interests of Named Experts and Counsel.
         --------------------------------------

         Not applicable.

Item 6.  Indemnification of Directors and Officers.
         -----------------------------------------

Our Bylaws

         The  Registrant's  Bylaws provide that, to the maximum extent permitted
by law, the Registrant  shall indemnify a director or officer of the Registrant,
a former director or officer of the Registrant,  or another  individual who acts
or acted at the Registrant's  request as a director or officer, or an individual
acting in a similar capacity, of another entity,  against all costs, charges and
expenses,  including  any amount paid to settle an action or satisfy a judgment,
reasonably  incurred  by the  individual  in  respect  of any  civil,  criminal,
administrative,  investigative  or other  proceeding in which the  individual is
involved because of that association with the Registrant or other entity.

The Canada Business Corporations Act

         Section 124 of the Canada Business Corporations Act provides as follows
with respect to the indemnification of directors and officers:

         (1)  A  corporation   may  indemnify  a  director  or  officer  of  the
corporation,  a  former  director  or  officer  of the  corporation  or  another
individual  who acts or acted at the  corporation's  request  as a  director  or
officer,  or an  individual  acting in a similar  capacity,  of another  entity,
against all costs,  charges and expenses,  including an amount paid to settle an
action or satisfy a judgment,  reasonably  incurred by the individual in respect
of any civil,  criminal,  administrative,  investigative  or other proceeding in
which  the  individual  in  involved   because  of  that  association  with  the
corporation or other entity.

         (2) A corporation  may advance  moneys to a director,  officer or other
individual  for the costs,  charges and expenses of a proceeding  referred to in
subsection (1). The individual shall repay the moneys if the individual does not
fulfill the conditions of subsection (3).

         (3) A corporation may not indemnify an individual  under subsection (1)
unless the individual

                  (a) acted  honestly  and in good faith with a view to the best
         interests  of the  corporation,  or,  as the case  may be,  to the best
         interests  of the  other  entity  for  which  the  individual  acted as
         director  or  officer  or in a similar  capacity  at the  corporation's
         request; and

                  (b) in the case of a  criminal  or  administrative  action  or
         proceeding that is enforced by a monetary  penalty,  the individual had
         reasonable  grounds for  believing  that the  individual's  conduct was
         lawful.

         (4) A  Corporation  may with the  approval  of a  court,  indemnify  an
individual  referred to in subsection  (1), or advance  moneys under  subsection
(2), in respect of an action by or on behalf of the  corporation or other entity
to procure a  judgment  in its favor,  to which the  individual  is made a party
because of the individual's  association with the corporation or other entity as
described in subsection (1) against all costs,  charges and expenses  reasonably
incurred by the  individual in connection  with such action,  if the  individual
fulfills the conditions set out in subsection (3).

         (5)  Despite  subsection  (1),  an  individual   referred  to  in  that
subsection  is  entitled to  indemnity  from the  corporation  in respect of all
costs,  charges and expenses reasonably incurred by the individual in connection
with the defense of any civil, criminal, administrative,  investigative or other
proceeding  to which the  individual  is  subject  because  of the  individual's
association with the corporation or other entity as described in subsection (1),
if the individual seeking indemnity

                                       3
(a)       was not  judged  by the  court  or  other  competent
         authority to have  committed  any fault or omitted to do anything  that
         the individual ought to have done; and

                  (b)       fulfills the  conditions  set out in subsection  (3)
         Insurance

         (6) A corporation may purchase and maintain insurance of the benefit of
an individual  referred to in subsection  (1) against any liability  incurred by
the individual

                  (a)       in  the  individual's  capacity  as a  director  or
         officer of the corporation; or

                  (b)       in  the  individual's  capacity  as a  director  or
         officer, or similar capacity, of another entity, if the individual acts
         or acted in that capacity at the corporation's request.  Application to
         court

         (7) A corporation, an individual or an entity referred to in subsection
(1) may apply to a court for an order  approving an indemnity under this section
and the court may so order and make any further order that it sees fit.

         (8) An applicant under subsection (7) shall give the Director notice of
the application and the Director is entitled to appear and be heard in person or
by counsel.

         (9) On an application  under  subsection (7) the court may order notice
to be given to any interested person and the person is entitled to appear and be
heard in person or by counsel.

Employment Agreements With Certain Officers

         Pursuant  to  an  employment   agreement  with  William  P.  Long,  the
President,  Chief  Executive  Officer  and a  director  of the  Registrant,  the
Registrant  has agreed to assume all liability  for and to  indemnify,  protect,
save,  and hold Dr. Long  harmless  from and against any and all losses,  costs,
expenses,  attorneys' fees, claims,  demands,  liability,  suits, and actions of
every kind and  character  which may be imposed  upon or incurred by Dr. Long on
account of, arising directly or indirectly from, or in any way connected with or
related  to Dr.  Long's  activities  as an  officer  and  member of the board of
directors  of the  Registrant,  except as arise as a result of fraud,  felonious
conduct, gross negligence or acts of moral turpitude on the part of Dr. Long. In
addition,  Mineral Recovery Systems, Inc. ("MRS"), a wholly-owned  subsidiary of
the  Registrant,  has  agreed  to assume  all  liability  for and to  indemnify,
protect,  save,  and  hold  harmless  Patrick  Costin  (Vice  President  of  the
Registrant  and  President  of MRS) from and against any and all losses,  costs,
expenses,  attorneys' fees, claims, demands,  liabilities,  suits and actions of
every kind and  character  which may be imposed on or incurred by Mr.  Costin on
account of,  arising  directly or indirectly  from, or in any way connected with
Mr.  Costin's  activities  as  manager,  officer,  or  director  of  MRS  or the
Registrant.

Other Indemnification Information

         Indemnification may be granted pursuant to any other agreement,  bylaw,
or  vote of  shareholders  or  directors.  In  addition  to the  foregoing,  the
Registrant  maintains  insurance  through a commercial  carrier  against certain
liabilities  which may be incurred by its directors and officers.  The foregoing
description is necessarily  general and does not describe all details  regarding
the  indemnification  of  officers,  directors  or  controlling  persons  of the
Registrant.

         Insofar as indemnification for liabilities arising under the Securities
Act may be  permitted to  directors,  officers  and  controlling  persons of the
Registrant pursuant to the foregoing provisions or otherwise, the Registrant has
been  informed  that in the opinion of the SEC such  indemnification  is against
public  policy  as  expressed  in  the  Securities   Act,  and  is,   therefore,
                                       4
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 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.

         The rights of indemnification  described above are not exclusive of any
other rights of indemnification to which the persons indemnified may be entitled
under any bylaw, agreement, vote of stockholders or directors or otherwise.

Item 7.  Exemption from Registration Claimed.
         -----------------------------------

         Not applicable.

Item 8.  Exhibits.
         --------
Exhibit No.                     Description                                 Incorporated by Reference/
                                                                        Filed Herewith (and Sequential Page #)
----------------    ----------------------------------------    -------------------------------------------------------
Incorporated by reference to Registration Statement
            4.1     Form of Common Stock Certificate            on Form 10-SB filed with the Commission on November
                                                                25, 1996, File No. 1-12497.

                    Shareholders Rights Plan Agreement
                    dated November 27, 1998, between            Incorporated by reference to the Registrant's Current
            4.2     Altair Nanotechnologies Inc. and            Report on Form 8-K filed with the Commission on
                    Equity Transfer Services Inc.               December 29, 1998, File No. 1-12497.

                    Amended and Restated Shareholder
                    Rights Plan dated October  15,  1999,       Incorporated by reference to the Registrant's Current
            4.3     between the Registrant and Equity           Report on Form 8-K filed with the Commission on
                    Transfer Services, Inc.                     November 19, 1999, File No. 1-12497.

            4.4     2002 Employee Wage Stock Purchase Plan      Filed herewith

              5     Opinion of Goodman and Carr LLP             Filed herewith

           23.1     Consent of Deloitte & Touche LLP            Filed herewith

           23.2     Consent of Goodman and Carr LLP             Included in Exhibit No. 5.

             24     Powers of Attorney                          Included on page 7 hereof
Item 9.  Undertakings.
         ------------

         (a)      The undersigned Registrant hereby undertakes:

                  (1) To file,  during any  period in which  offers or sales are
         being  made  of the  securities  registered  hereby,  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 this  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  this
                  Registration Statement;
                                        5
(iii) To  include  any  material  information  with
                  respect to the plan of distribution  not previously  disclosed
                  in this Registration  Statement or any material change to such
                  information in this Registration Statement;

         provided,  however,  that paragraphs (a)(1)(i) and (a)(1)(ii) shall not
         apply if the  information  required to be included in a  post-effective
         amendment by those 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 into
         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,  each  filing  of  the
Registrant's  annual  report  pursuant to Section  13(a) or 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.

         (c)  Insofar  as  indemnification  for  liabilities  arising  under the
Securities Act may be permitted to directors,  officers and controlling  persons
of the  Registrant,  the Registrant has been informed that in the opinion of the
SEC 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
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  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.
                                       6
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 Cody,  State of  Wyoming on this 30th day of August,
2002.

                       ALTAIR NANOTECHNOLOGIES INC.

                       By     /s/ William P. Long
                          --------------------------------------------------
                                  William P. Long, Chief Executive Officer

                   ADDITIONAL SIGNATURES AND POWER OF ATTORNEY

     Pursuant  to  the   requirements  of  the  Securities  Act  of  1933,  this
Registration  Statement  has  been  signed  by  the  following  persons  in  the
capacities  and on the dates  indicated.  Each person  whose  signature  to this
Registration  Statement appears below hereby constitutes and appoints William P.
Long  and  Edward  H.  Dickinson,  and each of  them,  as his  true  and  lawful
attorney-in-fact  and  agent,  with full power of  substitution,  to sign on his
behalf  individually  and in the  capacity  stated below and to perform any acts
necessary  to be done  in  order  to  file  all  amendments  and  post-effective
amendments  to this  Registration  Statement,  and any  and all  instruments  or
documents filed as part of or in connection with this Registration  Statement or
the  amendments  thereto  and each of the  undersigned  does  hereby  ratify and
confirm all that said  attorney-in-fact and agent, or his substitutes,  shall do
or cause to be done by virtue hereof.
Signature                                 Title                                                  Date
         ---------                                 -----                                                  ----
/s/ William P. Long            Chief Executive Officer, and Director                               August 30, 2002
-------------------------      (Principal Executive Officer and authorized
     William P. Long            representative of the Registrant in the United States)

 /s/ Edward H. Dickinson        Chief Financial Officer and Director                                August 30, 2002
-------------------------      (Principal Financial Officer and Principal
     Edward H. Dickinson        Accounting Officer)

/s/ James I. Golla              Secretary and Director                                              August 30, 2002
-------------------------
    James I. Golla

                                                                                                    August 30, 2002
-------------------------       Director
    George E. Hartman

-------------------------       Director
    Robert Sheldon
7