<PAGE>

     AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MARCH 17, 2004

                           REGISTRATION NO. 333-

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                             ----------------------
                                  FINDWHAT.COM
             (Exact name of registrant as specified in its charter)

                  NEVADA                                88-0348835
     (State or other jurisdiction                     (I.R.S. Employer
     of incorporation or organization)               Identification No.)

                     5220 SUMMERLIN COMMONS BLVD., SUITE 500
                            FORT MYERS, FLORIDA 33907
                                 (239) 561-7229
              (Address of registrant's principal executive offices)

                                  FINDWHAT.COM
                            1999 STOCK INCENTIVE PLAN
                        (AS AMENDED ON DECEMBER 15, 2003)
                            (Full title of the Plan)

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

                    PHILLIP R. THUNE, CHIEF OPERATING OFFICER
                             CHIEF FINANCIAL OFFICER
                                  FINDWHAT.COM
                     5220 SUMMERLIN COMMONS BLVD., SUITE 500
                            FORT MYERS, FLORIDA 33907
                                 (239) 561-7229
            (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)

                                   Copies to:
                           PHILIP S. STAMATAKOS, ESQ.
                                BAKER & MCKENZIE
                              ONE PRUDENTIAL PLAZA
                             130 EAST RANDOLPH DRIVE
                             CHICAGO, ILLINOIS 60601
                                 (312) 861-8000

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


<PAGE>





                         CALCULATION OF REGISTRATION FEE
<Table>
<Caption>
                                      Proposed maximum    Proposed maximum
 Title of Securities   Amount to be       offering           aggregate           Amount of
  to be Registered      registered     price per share     offering price     registration fee
---------------------- -------------- ------------------ ------------------- -------------------
<S>                    <C>            <C>                <C>                 <C>
Common Stock, par
value $.001              2,000,000         $17.67*          $35,340,000            $4,478
---------------------- -------------- ------------------ ------------------- -------------------

*     Estimated solely for the purpose of calculating the registration fee in
      accordance with Rule 457 of the Securities Act of 1933, and is based upon
      the average of the high and low sale prices for the registrant's Common
      Stock reported on The Nasdaq Stock Market, Inc. as quoted for March 15,
      2004.
</TABLE>



                                       1

<PAGE>


                                     PART I.

                     INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

      The documents containing the information concerning the plan listed on the
cover of this Registration Statement have been or will be sent or given to
participants in the plan listed on the cover of this Registration Statement as
specified in Rule 428(b)(1). Such documents are not being filed with the
Commission but constitute (along with the documents incorporated by reference
into the Registration Statement pursuant to Item 3 of Part II hereof) a
prospectus which meets the requirements of Section 10(a) of the Securities Act.

                                    PART II.

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

      We incorporate by reference into this Registration Statement the contents
of the Form S-8 Registration Statements previously filed with the Securities and
Exchange Commission by the Registrant on September 18, 2000 (Registration No.
333-46008) and on August 1, 2001 (Registration No. 333-66434).

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE

      The Securities and Exchange Commission allows us to incorporate by
reference the information we file with it, which means that we can disclose
important information to you by referring you to those documents. The
information incorporated by reference is considered to be part of this
registration statement, and information that we later file with the Commission
will automatically update and supersede this information. Accordingly, we
incorporate by reference the following documents we filed with the Commission
pursuant to the Securities Exchange Act of 1934 (Commission File Number
000-27331):


     -    Our Annual Report on Form 10-K for the year ended December 31, 2003,
          filed on March 5, 2004;

     -    Our Current Reports on Form 8-K filed with the Commission on February
          23, 2004, February 10, 2004, January 9, 2004 and January 6, 2004; and

     -    The description of our common stock which is contained in our
          registration statement on Form 10 (file no. 0-30428) filed with the
          Securities and Exchange Commission pursuant to Section 12 of the
          Securities Exchange Act of 1934, as amended, as updated in any
          amendment or report filed for the purpose of updating such
          description.

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 Articles of Incorporation do not provide for the indemnification of a
present or former director or officer. However, pursuant to Nevada Revised
Statutes Section 78.7502, we may indemnify any person who was or is a party or
is threatened to be made a party to any threatened, pending or completed action,
suit or proceeding, whether civil, criminal, administrative or investigative,
except an action by or in the right of the corporation, by reason of the fact
that he or she is or was a director, officer, employee or agent of the
corporation, or is or was serving at the request of the corporation as a
director, officer, employee or agent of another corporation, partnership, joint
venture, trust or other enterprise, against expenses, including attorneys' fees,
judgments, fines and amounts paid in settlement actually and reasonably incurred
by him or her in



                                       2
<PAGE>


connection with the action, suit or proceeding under certain
circumstances and provided that, among other things, he or she:

     -    did not breach his or her fiduciary duties as a director or officer in
          a manner which involved intentional misconduct, fraud or a knowing
          violation of law; and

     -    acted in good faith and in a manner which he or she reasonably
          believed to be in or not opposed to the best interests of the
          corporation, and, with respect to any criminal action or proceeding,
          had no reasonable cause to believe his or her conduct was unlawful.

     Our By-Laws provide:

      Unless prohibited by Nevada law, we must indemnify any person who is or
was involved in any manner (including, without limitation, as a party or a
witness), or is threatened to be so involved, in any threatened, pending or
completed action, suit or proceeding, whether civil, criminal, administrative,
arbitrative or investigative, including without limitation, any action, suit or
proceeding brought by us or in our right to procure a judgment in our favor, by
reason of the fact that the person is or was our director, officer, employee or
agent, or is or was serving at our request as a director, officer, employee or
agent of another corporation, partnership, joint venture, trust, employee
benefit plan or other entity or enterprise, against all expenses and liabilities
actually and reasonably incurred by such person in connection with any such
action, suit or proceeding. The right to indemnification conferred by our
By-Laws shall be presumed to have been relied upon by our directors, officers,
employees and agents and shall be enforceable as a contract right and inure to
the benefit of heirs, executors and administrators of such individuals.

     Our board of directors is authorized, on our behalf, to enter into, deliver
and perform agreements or other arrangements to provide any indemnitee with
specific rights of indemnification in addition to the rights provided hereunder
to the fullest extent permitted by Nevada Law. Such agreements or arrangements
may provide:

     (i) that the expenses of our officers and directors incurred in defending a
civil or criminal action, suit or proceeding, must be paid by us as they are
incurred and in advance of the final disposition of any such action, suit or
proceeding provided that, if required by Nevada Law at the time of such advance,
the officer or director provides an undertaking to repay such amounts if it is
ultimately determined by a court of competent jurisdiction that such individual
is not entitled to be indemnified against such expenses;

     (ii) that the indemnitee shall be presumed to be entitled to
indemnification under our By-Laws or such agreement or arrangement and we will
have the burden of proof to overcome that presumption;

     (iii) for procedures to be followed by us and the indemnitee in making any
determination of entitlement to indemnification or for appeals therefrom; and

     (iv) for insurance or such other financial arrangements, all as may be
deemed appropriate by the board of directors as the time of execution of such
agreement or arrangement.

     We may, unless prohibited by Nevada Law, purchase and maintain insurance or
make other financial arrangements on behalf of any indemnitee for any liability
asserted against the indemnitee and liability and expenses that he or she
incurred in his or her capacity as a director, officer, employee or agent, or
arising out of his or her status as such, whether or not the corporation has the
authority to indemnify him or her against such liability and expenses. Such
other financial arrangements may include:

     -    the creation of a trust fund;


                                       3

<PAGE>

     -    the establishment of a program of self-insurance;

     -    the securing of our obligation of indemnification by granting a
security interest or other lien on any of our assets; or

     -    the establishment of a letter of credit, guaranty or surety.

     The foregoing By-Law provisions, as well as this provision, may be amended
by our stockholders only by vote of the holders of 66-2/3% of the entire number
of shares of each class, voting separately, of our outstanding capital stock
(even though the right of any class to vote is otherwise restricted or denied),
provided that no amendment or repeal of these By-Law provisions will adversely
affect the indemnification rights of any indemnitee existing at the time such
repeal or amendment becomes effective.

     Insofar as indemnification for liabilities arising under the Securities Act
of 1933, as amended, may be permitted to our directors, officers and controlling
persons pursuant to these provisions or otherwise, we have 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.

     The above discussion of the Company's Articles, By-Laws, and Nevada law is
not intended to be exhaustive and is respectively qualified in its entirety by
such Articles, By-Laws, and applicable Nevada statutes.

ITEM 7. EXEMPTION FROM REGISTRATION

     Not applicable.

ITEM 8. EXHIBITS

<TABLE>
<CAPTION>
Exhibit No.    Description
--------------------------
<S>            <C>

4.1       *    FindWhat.com 1999 Stock Incentive Plan, as amended on December
               15, 2003 (previously filed as Exhibit 10.4 to prior Form 10 (No.
               0-27331) filed with the Securities and Exchange Commission on
               September 14, 1999 and incorporated herein by reference).


4.2            Articles of Incorporation of FindWhat.com (f/k/a Collectibles
               America, Inc.) previously filed as Exhibit 3.1 to prior Form 10
               (No. 0-27331) filed with the Securities and Exchange Commission
               on September 14, 1999 and incorporated herein by reference)


4.3            Amended and Restated By-laws of FindWhat.com previously filed as
               Exhibit 3.2 to Form 8-K (no. 0-30428) filed with the Securities
               and Exchange Commission on January 23, 2002 and incorporated
               herein by reference)


5.1       *    Opinion of Baker & McKenzie

23.1      *    Consent of Grant Thornton LLP

23.2      *    Consent of Ernst & Young LLP
</TABLE>

                                       4

<PAGE>

<TABLE>
<S>            <C>
23.3      *    Consent of Baker & McKenzie (contained in their opinion filed
               as Exhibit 5.1 to this Registration Statement)

24.1      *    Power of Attorney
</TABLE>

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

* Filed herewith


ITEM 9. UNDERTAKINGS

     A.  SUBSEQUENT DISCLOSURE

     The undersigned issuer hereby undertakes:

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

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

         (ii)  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 together, represent a fundamental
change in the information in the registration statement. Notwithstanding the
foregoing, any increase or decrease in volume of securities offered (if the
total dollar value of the securities offered would not exceed what was
registered) and any deviation from the low or high end of the estimated maximum
offering range may be reflected in the form of a prospectus filed with the
Commission pursuant to Rule 424(b) if, in the aggregate, the changes in volume
and price represent no more than a 20 percent change in the maximum aggregate
offering price set forth in the "Calculation of Registration Fee" table in the
effective registration statement;

         (iii) Include any additional or changed material information on the
plan of distribution not previously disclosed in the registration statement or
any material changes to such information in the registration statement;

provided, however, that paragraphs (1)(i) and (1)(ii) above 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 under Section 13 or 15(d) the Securities Exchange
Act of 1934 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 for the securities offered therein, and the offering of
the 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 that remain unsold at the termination of the offering.

     B.  INCORPORATION BY REFERENCE

     The undersigned registration hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
registrant's annual

                                       5

<PAGE>


report pursuant to Section 13(a) or 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.

     We incorporate by reference into this Registration Statement the contents
of the Form S-8 Registration Statement we previously filed with the Securities
and Exchange Commission on August 1, 2001 (Registration No. 333-66434) and the
Form S-8 Registration Statement we previously filed with the Securities and
Exchange Commission on September 18, 2000 (Registration No. 333-46008).

     C.  INDEMNIFICATION

     Insofar as indemnification for liabilities arising under the Securities Act
of 1933 (the "Act") 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 small
business issuer of expenses incurred or paid by a director, officer or
controlling person of the small business issuer 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 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, as amended,
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 Ft. Myers, State of Florida, on March 17, 2004.


                                  FINDWHAT.COM

                                  By:      /s/ Phillip R. Thune
                                  ---------------------------------------------
                                           Chief Operating Officer and
                                           Chief Financial Officer


        Pursuant to the requirements of the Securities Act of 1933, as amended,
this Registration Statement has been signed below by the following persons on
behalf of the Company in the capacities indicated on March 17, 2004.




<TABLE>
<CAPTION>
                          SIGNATURE                                                        TITLE
                          ---------                                                        -----

<S>                                                            <C>
     * Craig A. Pisaris-Henderson                               President, Chief Executive Officer, and Chairman of the
-----------------------------------------------------------     Board of Directors
                  Craig A. Pisaris-Henderson

     /s/ Phillip R. Thune                                       Chief Operating Officer, Chief Financial Officer and
-----------------------------------------------------------     Director
                       Phillip R. Thune

     * Frederick E. Guest II                                    Director
-----------------------------------------------------------
                    Frederick E. Guest II

     * Kenneth E. Christensen                                   Director
-----------------------------------------------------------
                    Kenneth E. Christensen

     * Lee Simonson                                             Director
-----------------------------------------------------------
                         Lee Simonson

     * Daniel B. Brewster, Jr.                                  Director
-----------------------------------------------------------
                   Daniel B. Brewster, Jr.
</TABLE>


                                       7
<PAGE>

<TABLE>
<S>                                                            <C>
     * Jerry Della Femina                                       Director
-----------------------------------------------------------
                      Jerry Della Femina

     * David J. Londoner                                        Director
-----------------------------------------------------------
                      David J. Londoner

By:   /s/ Phillip R. Thune
    -------------------------------------------------------
     Phillip R. Thune, attorney-in-fact for each of
     the persons indicated
</TABLE>


                                 EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit No.                Description
--------------------------------------

<S>              <C>      <C>
4.1               *        FindWhat.com 1999 Stock Incentive Plan, as amended on December 15, 2003
                           (previously filed as Exhibit 10.4 to prior Form 10 (No. 0-27331) filed with the
                           Securities and Exchange Commission on September 14, 1999 and incorporated
                           herein by reference).

4.2                        Articles of Incorporation of FindWhat.com (f/k/a Collectibles America, Inc.)
                                previously filed as Exhibit 3.1 to prior Form 10 (No. 0-27331) filed with the
                                        Securities and Exchange Commission on September 14, 1999 and incorporated
                                                herein by reference)

4.3                        Amended and Restated By-laws of FindWhat.com previously filed as Exhibit 3.2 to
                                Form 8-K (no. 0-30428) filed with the Securities and Exchange Commission
                                        on January 23, 2002 and incorporated herein by reference)

5.1               *        Opinion of Baker & McKenzie

23.1              *        Consent of Grant Thornton LLP

23.2              *        Consent of Ernst & Young LLP

23.3              *        Consent of Baker & McKenzie (contained in their opinion filed as Exhibit 5.1 to
                           this Registration Statement)

24.1              *        Power of Attorney
--------------------
</TABLE>

* Filed herewith



                                       8
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{"company-data": {"conformed-name": "FINDWHAT COM INC", "cik": "0001094808", "assigned-sic": "7389", "irs-number": "880348835", "state-of-incorporation": "NV", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-113692", "film-number": "04676151"}, "business-address": {"street1": "5220 SUMMERLIN COMMONS BLVD", "street2": "N/A", "city": "FORT MYERS", "state": "FL", "zip": "33907", "phone": "(239) 561-7229"}, "mail-address": {"street1": "5220 SUMMERLIN COMMONS BLVD", "street2": "N/A", "city": "FORT MYERS", "state": "FL", "zip": "33907"}}
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MARCH 17, 2004

                           REGISTRATION NO. 333-

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                             ----------------------
                                  FINDWHAT.COM
             (Exact name of registrant as specified in its charter)

                  NEVADA                                88-0348835
     (State or other jurisdiction                     (I.R.S. Employer
     of incorporation or organization)               Identification No.)

                     5220 SUMMERLIN COMMONS BLVD., SUITE 500
                            FORT MYERS, FLORIDA 33907
                                 (239) 561-7229
              (Address of registrant's principal executive offices)

                                  FINDWHAT.COM
                            1999 STOCK INCENTIVE PLAN
                        (AS AMENDED ON DECEMBER 15, 2003)
                            (Full title of the Plan)

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

                    PHILLIP R. THUNE, CHIEF OPERATING OFFICER
                             CHIEF FINANCIAL OFFICER
                                  FINDWHAT.COM
                     5220 SUMMERLIN COMMONS BLVD., SUITE 500
                            FORT MYERS, FLORIDA 33907
                                 (239) 561-7229
            (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)

                                   Copies to:
                           PHILIP S. STAMATAKOS, ESQ.
                                BAKER & MCKENZIE
                              ONE PRUDENTIAL PLAZA
                             130 EAST RANDOLPH DRIVE
                             CHICAGO, ILLINOIS 60601
                                 (312) 861-8000

                             -----------------------
CALCULATION OF REGISTRATION FEE
Proposed maximum    Proposed maximum
 Title of Securities   Amount to be       offering           aggregate           Amount of
  to be Registered      registered     price per share     offering price     registration fee
---------------------- -------------- ------------------ ------------------- -------------------
Common Stock, par
value $.001              2,000,000         $17.67*          $35,340,000            $4,478
---------------------- -------------- ------------------ ------------------- -------------------

*     Estimated solely for the purpose of calculating the registration fee in
      accordance with Rule 457 of the Securities Act of 1933, and is based upon
      the average of the high and low sale prices for the registrant's Common
      Stock reported on The Nasdaq Stock Market, Inc. as quoted for March 15,
      2004.
1
PART I.

                     INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

      The documents containing the information concerning the plan listed on the
cover of this Registration Statement have been or will be sent or given to
participants in the plan listed on the cover of this Registration Statement as
specified in Rule 428(b)(1). Such documents are not being filed with the
Commission but constitute (along with the documents incorporated by reference
into the Registration Statement pursuant to Item 3 of Part II hereof) a
prospectus which meets the requirements of Section 10(a) of the Securities Act.

                                    PART II.

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

      We incorporate by reference into this Registration Statement the contents
of the Form S-8 Registration Statements previously filed with the Securities and
Exchange Commission by the Registrant on September 18, 2000 (Registration No.
333-46008) and on August 1, 2001 (Registration No. 333-66434).

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE

      The Securities and Exchange Commission allows us to incorporate by
reference the information we file with it, which means that we can disclose
important information to you by referring you to those documents. The
information incorporated by reference is considered to be part of this
registration statement, and information that we later file with the Commission
will automatically update and supersede this information. Accordingly, we
incorporate by reference the following documents we filed with the Commission
pursuant to the Securities Exchange Act of 1934 (Commission File Number
000-27331):

     -    Our Annual Report on Form 10-K for the year ended December 31, 2003,
          filed on March 5, 2004;

     -    Our Current Reports on Form 8-K filed with the Commission on February
          23, 2004, February 10, 2004, January 9, 2004 and January 6, 2004; and

     -    The description of our common stock which is contained in our
          registration statement on Form 10 (file no. 0-30428) filed with the
          Securities and Exchange Commission pursuant to Section 12 of the
          Securities Exchange Act of 1934, as amended, as updated in any
          amendment or report filed for the purpose of updating such
          description.

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 Articles of Incorporation do not provide for the indemnification of a
present or former director or officer. However, pursuant to Nevada Revised
Statutes Section 78.7502, we may indemnify any person who was or is a party or
is threatened to be made a party to any threatened, pending or completed action,
suit or proceeding, whether civil, criminal, administrative or investigative,
except an action by or in the right of the corporation, by reason of the fact
that he or she is or was a director, officer, employee or agent of the
corporation, or is or was serving at the request of the corporation as a
director, officer, employee or agent of another corporation, partnership, joint
venture, trust or other enterprise, against expenses, including attorneys' fees,
judgments, fines and amounts paid in settlement actually and reasonably incurred
by him or her in

                                       2
connection with the action, suit or proceeding under certain
circumstances and provided that, among other things, he or she:

     -    did not breach his or her fiduciary duties as a director or officer in
          a manner which involved intentional misconduct, fraud or a knowing
          violation of law; and

     -    acted in good faith and in a manner which he or she reasonably
          believed to be in or not opposed to the best interests of the
          corporation, and, with respect to any criminal action or proceeding,
          had no reasonable cause to believe his or her conduct was unlawful.

     Our By-Laws provide:

      Unless prohibited by Nevada law, we must indemnify any person who is or
was involved in any manner (including, without limitation, as a party or a
witness), or is threatened to be so involved, in any threatened, pending or
completed action, suit or proceeding, whether civil, criminal, administrative,
arbitrative or investigative, including without limitation, any action, suit or
proceeding brought by us or in our right to procure a judgment in our favor, by
reason of the fact that the person is or was our director, officer, employee or
agent, or is or was serving at our request as a director, officer, employee or
agent of another corporation, partnership, joint venture, trust, employee
benefit plan or other entity or enterprise, against all expenses and liabilities
actually and reasonably incurred by such person in connection with any such
action, suit or proceeding. The right to indemnification conferred by our
By-Laws shall be presumed to have been relied upon by our directors, officers,
employees and agents and shall be enforceable as a contract right and inure to
the benefit of heirs, executors and administrators of such individuals.

     Our board of directors is authorized, on our behalf, to enter into, deliver
and perform agreements or other arrangements to provide any indemnitee with
specific rights of indemnification in addition to the rights provided hereunder
to the fullest extent permitted by Nevada Law. Such agreements or arrangements
may provide:

     (i) that the expenses of our officers and directors incurred in defending a
civil or criminal action, suit or proceeding, must be paid by us as they are
incurred and in advance of the final disposition of any such action, suit or
proceeding provided that, if required by Nevada Law at the time of such advance,
the officer or director provides an undertaking to repay such amounts if it is
ultimately determined by a court of competent jurisdiction that such individual
is not entitled to be indemnified against such expenses;

     (ii) that the indemnitee shall be presumed to be entitled to
indemnification under our By-Laws or such agreement or arrangement and we will
have the burden of proof to overcome that presumption;

     (iii) for procedures to be followed by us and the indemnitee in making any
determination of entitlement to indemnification or for appeals therefrom; and

     (iv) for insurance or such other financial arrangements, all as may be
deemed appropriate by the board of directors as the time of execution of such
agreement or arrangement.

     We may, unless prohibited by Nevada Law, purchase and maintain insurance or
make other financial arrangements on behalf of any indemnitee for any liability
asserted against the indemnitee and liability and expenses that he or she
incurred in his or her capacity as a director, officer, employee or agent, or
arising out of his or her status as such, whether or not the corporation has the
authority to indemnify him or her against such liability and expenses. Such
other financial arrangements may include:

     -    the creation of a trust fund;

                                       3
-    the establishment of a program of self-insurance;

     -    the securing of our obligation of indemnification by granting a
security interest or other lien on any of our assets; or

     -    the establishment of a letter of credit, guaranty or surety.

     The foregoing By-Law provisions, as well as this provision, may be amended
by our stockholders only by vote of the holders of 66-2/3% of the entire number
of shares of each class, voting separately, of our outstanding capital stock
(even though the right of any class to vote is otherwise restricted or denied),
provided that no amendment or repeal of these By-Law provisions will adversely
affect the indemnification rights of any indemnitee existing at the time such
repeal or amendment becomes effective.

     Insofar as indemnification for liabilities arising under the Securities Act
of 1933, as amended, may be permitted to our directors, officers and controlling
persons pursuant to these provisions or otherwise, we have 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.

     The above discussion of the Company's Articles, By-Laws, and Nevada law is
not intended to be exhaustive and is respectively qualified in its entirety by
such Articles, By-Laws, and applicable Nevada statutes.

ITEM 7. EXEMPTION FROM REGISTRATION

     Not applicable.

ITEM 8. EXHIBITS
Exhibit No.    Description
--------------------------
4.1       *    FindWhat.com 1999 Stock Incentive Plan, as amended on December
               15, 2003 (previously filed as Exhibit 10.4 to prior Form 10 (No.
               0-27331) filed with the Securities and Exchange Commission on
               September 14, 1999 and incorporated herein by reference).

4.2            Articles of Incorporation of FindWhat.com (f/k/a Collectibles
               America, Inc.) previously filed as Exhibit 3.1 to prior Form 10
               (No. 0-27331) filed with the Securities and Exchange Commission
               on September 14, 1999 and incorporated herein by reference)

4.3            Amended and Restated By-laws of FindWhat.com previously filed as
               Exhibit 3.2 to Form 8-K (no. 0-30428) filed with the Securities
               and Exchange Commission on January 23, 2002 and incorporated
               herein by reference)

5.1       *    Opinion of Baker & McKenzie

23.1      *    Consent of Grant Thornton LLP

23.2      *    Consent of Ernst & Young LLP
4
23.3      *    Consent of Baker & McKenzie (contained in their opinion filed
               as Exhibit 5.1 to this Registration Statement)

24.1      *    Power of Attorney
--------------------

* Filed herewith

ITEM 9. UNDERTAKINGS

     A.  SUBSEQUENT DISCLOSURE

     The undersigned issuer hereby undertakes:

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

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

         (ii)  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 together, represent a fundamental
change in the information in the registration statement. Notwithstanding the
foregoing, any increase or decrease in volume of securities offered (if the
total dollar value of the securities offered would not exceed what was
registered) and any deviation from the low or high end of the estimated maximum
offering range may be reflected in the form of a prospectus filed with the
Commission pursuant to Rule 424(b) if, in the aggregate, the changes in volume
and price represent no more than a 20 percent change in the maximum aggregate
offering price set forth in the "Calculation of Registration Fee" table in the
effective registration statement;

         (iii) Include any additional or changed material information on the
plan of distribution not previously disclosed in the registration statement or
any material changes to such information in the registration statement;

provided, however, that paragraphs (1)(i) and (1)(ii) above 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 under Section 13 or 15(d) the Securities Exchange
Act of 1934 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 for the securities offered therein, and the offering of
the 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 that remain unsold at the termination of the offering.

     B.  INCORPORATION BY REFERENCE

     The undersigned registration hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
registrant's annual

                                       5
report pursuant to Section 13(a) or 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.

     We incorporate by reference into this Registration Statement the contents
of the Form S-8 Registration Statement we previously filed with the Securities
and Exchange Commission on August 1, 2001 (Registration No. 333-66434) and the
Form S-8 Registration Statement we previously filed with the Securities and
Exchange Commission on September 18, 2000 (Registration No. 333-46008).

     C.  INDEMNIFICATION

     Insofar as indemnification for liabilities arising under the Securities Act
of 1933 (the "Act") 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 small
business issuer of expenses incurred or paid by a director, officer or
controlling person of the small business issuer 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 Act and
will be governed by the final adjudication of such issue.

                                       6
SIGNATURES

        Pursuant to 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 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 Ft. Myers, State of Florida, on March 17, 2004.

                                  FINDWHAT.COM

                                  By:      /s/ Phillip R. Thune
                                  ---------------------------------------------
                                           Chief Operating Officer and
                                           Chief Financial Officer

        Pursuant to the requirements of the Securities Act of 1933, as amended,
this Registration Statement has been signed below by the following persons on
behalf of the Company in the capacities indicated on March 17, 2004.
SIGNATURE                                                        TITLE
                          ---------                                                        -----
* Craig A. Pisaris-Henderson                               President, Chief Executive Officer, and Chairman of the
-----------------------------------------------------------     Board of Directors
                  Craig A. Pisaris-Henderson

     /s/ Phillip R. Thune                                       Chief Operating Officer, Chief Financial Officer and
-----------------------------------------------------------     Director
                       Phillip R. Thune

     * Frederick E. Guest II                                    Director
-----------------------------------------------------------
                    Frederick E. Guest II

     * Kenneth E. Christensen                                   Director
-----------------------------------------------------------
                    Kenneth E. Christensen

     * Lee Simonson                                             Director
-----------------------------------------------------------
                         Lee Simonson

     * Daniel B. Brewster, Jr.                                  Director
-----------------------------------------------------------
                   Daniel B. Brewster, Jr.
7
* Jerry Della Femina                                       Director
-----------------------------------------------------------
                      Jerry Della Femina

     * David J. Londoner                                        Director
-----------------------------------------------------------
                      David J. Londoner

By:   /s/ Phillip R. Thune
    -------------------------------------------------------
     Phillip R. Thune, attorney-in-fact for each of
     the persons indicated
EXHIBIT INDEX
Exhibit No.                Description
--------------------------------------
4.1               *        FindWhat.com 1999 Stock Incentive Plan, as amended on December 15, 2003
                           (previously filed as Exhibit 10.4 to prior Form 10 (No. 0-27331) filed with the
                           Securities and Exchange Commission on September 14, 1999 and incorporated
                           herein by reference).

4.2                        Articles of Incorporation of FindWhat.com (f/k/a Collectibles America, Inc.)
                                previously filed as Exhibit 3.1 to prior Form 10 (No. 0-27331) filed with the
                                        Securities and Exchange Commission on September 14, 1999 and incorporated
                                                herein by reference)

4.3                        Amended and Restated By-laws of FindWhat.com previously filed as Exhibit 3.2 to
                                Form 8-K (no. 0-30428) filed with the Securities and Exchange Commission
                                        on January 23, 2002 and incorporated herein by reference)

5.1               *        Opinion of Baker & McKenzie

23.1              *        Consent of Grant Thornton LLP

23.2              *        Consent of Ernst & Young LLP

23.3              *        Consent of Baker & McKenzie (contained in their opinion filed as Exhibit 5.1 to
                           this Registration Statement)

24.1              *        Power of Attorney
--------------------
* Filed herewith

                                       8