As filed with the Securities and Exchange Commission on June 16, 2006
                                                  Commission File No. 333-106842
--------------------------------------------------------------------------------


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                         POST-EFFECTIVE AMENDMENT NO. 2
                                       to
                                    FORM SB-2
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                        PARADIGM MEDICAL INDUSTRIES, INC.
                 (Name of small business issuer in its charter)

       Delaware                          3841                      87-0459536
 (State or jurisdiction of       (Primary Standard Industrial   (I.R.S. Employer
incorporation or organization)   Classification Code Number)     Identification
                                                                    Number)

                              2355 South 1070 West
                           Salt Lake City, Utah 84119
                                 (801) 977-8970
             (Address and telephone number of registrant's principal
               executive offices and principal place of business)

          Raymond P.L. Cannefax, President and Chief Executive Officer,
                              2355 South 1070 West
                           Salt Lake City, Utah 84119
                                 (801) 977-8970
            (Name, address and telephone number of agent for service)
                             ______________________

                                   Copies to:

                             Randall A. Mackey, Esq.
                         Mackey Price Thompson & Ostler
                              350 American Plaza II
                                57 West 200 South
                         Salt Lake City, Utah 84101-3663
                            Telephone: (801) 575-5000

                Approximate date of proposed sale to the public:
   As soon as practicable after this Registration Statement becomes effective.


         If any of the  securities  being  registered  on this  form  are  being
offered pursuant to dividend or reinvestment  plans,  please check the following
box. [ ]

         If any of the  securities  being  registered  on this  form  are  being
offered  on a  delayed  or  continuous  basis  pursuant  to Rule 415  under  the
Securities Act of 1933, as amended (the "Securities Act"), other than securities
offered only in connection with dividend or interest  reinvestment  plans, check
the following box. [ ]

         If this form is filed to register additional securities for an offering
pursuant to Rule 462(b) under the Securities Act, please check the following box
and list  the  Securities  Act  registration  statement  number  of the  earlier
effective registration statement for the same offering. [ ]

         If this  form is a  post-effective  amendment  filed  pursuant  to Rule
462(c) under the Securities Act, check the following box and list the Securities
Act  registration   statement  number  of  the  earlier  effective  registration
statement for the same offering. [ ]

         If this  form is a  post-effective  amendment  filed  pursuant  to Rule
462(d) under the Securities Act, check the following box and list the Securities
Act  registration   statement  number  of  the  earlier  effective  registration
statement for the same offering. [ ]

         If delivery of the  prospectus  is expected to be made pursuant to Rule
434, please check the following box. [ ]

                           ___________________________


         This Post-Effective Amendment No. 2 to Form SB-2 shall become effective
in accordance  with Section 8(c) of the Securities  Act of 1933, as amended,  on
such a date as the Commission, acting pursuant to Section 8(c), may determine.



                            DEREGISTRATION OF SHARES

         This  Post-Effective  Amendment No. 2 to the Registration  Statement on
Form SB-2, as amended (No. 333-106842), which was declared effective on February
10,  2005,  is being filed to  deregister  unsold  shares of common stock of the
Registrant,  Paradigm  Medical  Industries,  Inc.  The  previous  Post-Effective
Amendment No. 1 to the  Registration  Statement was filed with the Commission on
June 29, 2005. This Post-Effective Amendment No. 2 to the Registration Statement
is being filed to deregister,  as of the  effectiveness  of this  post-effective
amendment,  18,448,006  shares of common stock, the sale of which was registered
under the  Registration  Statement,  that were not sold  under the  Registration
Statement.  The Registrant  registered  18,448,006 shares in the offering. As of
June 16, 2006, the  Registrant  sold no shares in the offering and, as a result,
18,448,006  shares that were  registered in the offering remain unsold as of the
offering termination date.

         In  accordance  with the  undertaking  contained  in Item  512(a)(3) of
Regulation S-B of the General Rules and Regulations  under the Securities Act of
1933,  as  amended,  we  are  filing  this  Post-Effective  Amendment  No.  2 to
deregister  the shares that were not sold in the offering.  This  Post-Effective
Amendment No. 2 deregisters  18,448,006 shares of our common stock, which remain
unsold as of the offering termination date on June 16, 2006.

                                        2


                                   SIGNATURES

         In accordance  with the  requirements of the Securities Act of 1933, as
amended, the Registrant certifies that it has reasonable grounds to believe that
it meets all of the  requirements  of filing on Form SB-2,  and has duly  caused
this Post- Effective Amendment No. 2 to the Registration  Statement to be signed
on its behalf by the undersigned,  thereunto duly authorized, in Salt Lake City,
State of Utah, this 16th day of June, 2006.

                                      PARADIGM MEDICAL INDUSTRIES, INC.



                                      By:/s/ Raymond P.L. Cannefax
                                         -------------------------
                                         Raymond P.L. Cannefax

                                      Its: President and Chief Executive Officer

         Pursuant to the requirements of the Securities Act of 1933, as amended,
this  Post-Effective  Amendment  No. 2 to the  Registration  Statement  has been
signed below by the  following  persons on behalf of the  Registrant  and in the
capacities and on the dates indicated: Signature Title Date

 /s/ Raymond P.L. Cannefax      President and Chief                June 16, 2006
--------------------------      Executive Officer
Raymond P.L. Cannefax           (Principal Executive
                                Officer)



 /s/ Randall A. Mackey          Chairman of the Board              June 16, 2006
----------------------
Randall A. Mackey



 /s/ David M. Silver            Director                           June 16, 2006
--------------------
David M. Silver



 /s/ Keith D. Ignotz            Director                           June 16, 2006
--------------------
Keith D. Ignotz



 /s/ John C. Pingree            Director                           June 16, 2006
--------------------
John C. Pingree



 /s/ Luis A. Mostacero          Vice President of Finance,         June 16, 2006
----------------------          Treasurer and Secretary
Luis A. Mostacero               (Principal Financial and
                                Accounting Officer)






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