<PAGE>
      As filed with the Securities and Exchange Commission on June 13, 2002
                                                Registration No. 333-___________

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

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

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

                            PAVING STONE CORPORATION
             (Exact Name of Registrant as Specified in Its Charter)
                                  -------------

                                     NEVADA
         (State or Other Jurisdiction of Incorporation or Organization)

                                   88-0443120
                      (I.R.S. Employer Identification No.)


        1760 N.W. 22ND COURT
        POMPANO BEACH, FLORIDA                                        33069
    (Address of Principal Executive Offices)                        (Zip Code)

                 AGREEMENT BETWEEN REGISTRANT AND ROBERT MCCANN
                            (Full Title of the Plan)

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

                               MAURICE F. SIGOUIN
                              1760 N.W. 22ND COURT
                          POMPANO BEACH, FLORIDA 33069
                     (Name and Address of Agent For Service)

                                 (954) 971-3235
          (Telephone Number, Including Area Code, of Agent For Service)

                                    Copy to:

                            EDWARD L. RISTAINO, ESQ.
                       AKERMAN, SENTERFITT & EIDSON, P.A.
                        ONE S.E. THIRD AVENUE, 28TH FLOOR
                              MIAMI, FLORIDA 33131
                                 (305) 374-5600


                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
---------------------------- ------------------- ----------------- --------------------- ---------------------
                                                 PROPOSED
                                                 MAXIMUM           PROPOSED MAXIMUM
TITLE OF SECURITIES          AMOUNT TO BE        OFFERING PRICE    AGGREGATE OFFERING    AMOUNT OF
TO BE REGISTERED             REGISTERED          PER SHARE(1)      PRICE                 REGISTRATION FEE(1)
---------------------------- ------------------- ----------------- --------------------- ---------------------
<S>                          <C>                 <C>               <C>                   <C>
Common Stock,
par value $0.00001 per
share                        300,000 shares      $0.33             $99,000.00            $9.11
---------------------------- ------------------- ----------------- --------------------- ---------------------
</TABLE>

(1)  Calculated solely for the purpose of this offering under Rule 457 of the
     Securities Act of 1933, as amended, on the basis of the average of the high
     and low prices per share of common stock, par value $0.00001 per share, of
     Paving Stone Corporation as reported on the Bulletin Board on June 11,
     2002.


<PAGE>


                                     PART I
              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

         The document(s) containing the information specified in Part I of Form
S-8 will be sent or given to Robert McCann as specified by Rule 428(b)(1) of the
Securities Act of 1933, as amended (the "Securities Act"). Such documents are
not required to be filed with the Securities and Exchange Commission (the
"Commission") either as part of this Registration Statement or as prospectuses
or prospectus supplements pursuant to Rule 424 of the Securities Act. Such
documents and the documents incorporated by reference in this Registration
Statement pursuant to Item 3 of Part II of this Registration Statement
constitute a prospectus that meets the requirements of Section 10(a) of the
Securities Act.

         The documents incorporated by reference in Item 3 of Part II hereof are
available without charge, upon written or oral request by Robert McCann. Such
documents are incorporated by reference in the Section 10(a) prospectus. Other
documents required to be delivered to Robert McCann pursuant to Rule 428(b) of
the Securities Act are also available without charge, upon written or oral
request. Any such requests should be directed to the Registrant's Executive Vice
President - Finance, 1760 N.W. 22nd Court, Pompano Beach, Florida 33069 ((954)
971-3235).

                                     PART II
               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE

         The following documents filed by Paving Stone Corporation (the
"Registrant") with the Commission are incorporated herein by reference:

         (a) The Registrant's Annual Report on Form 10-KSB for the fiscal year
ended December 31, 2001.

         (b) The Registrant's Quarterly Report on Form 10-Q for the quarter
ended March 31, 2002.

         (c) The Registrant's Current Reports on Form 8-K dated January 4, 2002,
on Form 8-K/A dated January 22, 2002 and on Form 8-K/A dated March 28, 2002.

         (d) All other reports, if any, filed by the Registrant pursuant to
Section 13(a) of the Securities Exchange Act of 1934 (the "Exchange Act") since
the end of the fiscal year ended December 31, 2001.

         (e) The description of the Registrant's Common Stock contained in
Registration Statements filed under the Exchange Act, including any amendment or
report filed for the purpose of updating such description.

         All documents filed by the Registrant with the Commission pursuant to
Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act subsequent to the date of
this Registration Statement and prior to the filing of a post-effective
amendment hereto which indicates that all securities offered hereby have been
sold or which deregisters all securities then remaining unsold shall be deemed
to be incorporated by reference into this Registration Statement and to be a
part hereof from the date of filing of such documents. Any statement contained
in a document incorporated or deemed to be incorporated by reference herein
shall be deemed to be modified or superseded for purposes of the Registration
Statement to the extent that a statement contained herein or in any other
subsequently filed document which also is or is deemed to be incorporated by


                                       2
<PAGE>


reference herein modifies or supersedes such statement. Any statement so
modified or superseded shall not be deemed, except as so modified or superseded,
to constitute a part of this Registration Statement.

ITEM 4. DESCRIPTION OF SECURITIES

         Not applicable.

ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL

         Counsel for the Registrant, Akerman, Senterfitt & Eidson, P.A., has
rendered an opinion to the effect that the Common Stock offered hereby, when
issued, will be validly issued, fully paid and non-assessable.

         The audited financial statements incorporated by reference in this
prospectus and elsewhere in this Registration Statement have been audited by
Weinberg & Company, P.A., independent certified public accountants, as indicated
in the reports with respect thereto, and are included herein in reliance upon
the authority of said firm as experts in giving said reports.

ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS

         Nevada Revised Statutes ("NRS") 78.7502 permits a Nevada corporation to
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 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 in connection with the
action, suit or proceeding if he (a) is not liable pursuant to NRS 78.138 or (b)
acted in good faith and in a manner which he 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 conduct
was unlawful. Further, the termination of any action, suit or proceeding by
judgment, order, settlement, conviction or upon a plea of nolo contendere or its
equivalent, does not, of itself, create a presumption that the person is liable
pursuant to NRS 78.138 or did not act in good faith and in a manner which he
reasonably believed to be in or not opposed to the best interests of the
corporation, or that, with respect to any criminal action or proceeding, he had
reasonable cause to believe that his conduct was unlawful.

         Further, NRS 78.7502 permits a Nevada corporation to indemnify any
person who was or is a party or is threatened to be made a party to any
threatened, pending or completed action or suit by or in the right of the
corporation to procure a judgment in its favor by reason of the fact that he 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 amounts paid in settlement and attorneys'
fees actually and reasonably incurred by him in connection with the defense or
settlement of the action if he (a) is not liable pursuant to NRS 78.138 or (b)
acted in good faith and in a manner which he reasonably believed to be in or not
opposed to the best interests of the corporation. Indemnification may not be
made for any claim, issue or matter as to which such a person has been adjudged
by a court of competent jurisdiction, after exhaustion of all appeals therefrom,
to be liable to the corporation or for amounts paid in settlement to the



                                       3
<PAGE>

corporation, unless and only to the extent that the court in which the action or
suit was brought or other court of competent jurisdiction determines upon
application that in view of all the circumstances of the case, the person is
fairly and reasonably entitled to indemnity for such expenses as the court deems
proper.

         Further, NRS 78.7502 provides that to the extent that a director,
officer, employee or agent of a corporation has been successful on the merits or
otherwise in defense of any action, suit or proceeding for which indemnification
is permissible as referenced in NRS 78.7502, or in defense of any claim, issue
or matter therein, the corporation shall indemnify him against expenses,
including attorneys' fees, actually and reasonably incurred by him in connection
with the defense.

         The Registrant's Articles of Incorporation provide that the
Registrant's officers and directors shall have no personal liability to the
corporation or its stockholders for damages for breach of fiduciary duty as an
officer or director, but that the foregoing provision does not eliminate or
limit the liability of an officer or director for acts or omissions which
involve intentional misconduct, fraud or a knowing violation of law or the
payment of distributions in violation of NRS 78.300.

         The Registrant's Articles of Incorporation and Bylaws do not contain
any provision explicitly authorizing or directing the Registrant to indemnify
its officers and directors. However, pursuant to NRS 78.7502, the Registrant is
authorized to indemnify its officers and directors on a case-by-case basis, and
is required to indemnify its officers and directors in any situation in which
the officer or director was the prevailing party.

         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 Nevada General Corporation Law, the Registrant's
Articles of Incorporation, the Registrant's By-Laws or any indemnification
agreements of the Registrant with its directors or officers, the Registrant has
been informed that in the opinion of the Commission such indemnification is
against public policy as expressed in the Securities Act and is therefore
unenforceable.

ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED

         Not applicable.

ITEM 8. EXHIBITS

EXHIBIT NO.       EXHIBITS
-----------       --------

4.1               Agreement between Registrant and Robert McCann dated June 6,
                  2002.

5.1               Opinion of Akerman, Senterfitt & Eidson, P.A. regarding the
                  legality of the Common Stock being registered.

23.1              Consent of Weinberg & Company, P.A. to the use of its opinion
                  included in the Annual Report of the Registrant on Form 10-KSB
                  for the fiscal year ended December 31, 2001.

23.2              Consent of Akerman, Senterfitt & Eidson, P.A. (included in
                  Exhibit 5.1).

ITEM 9. UNDERTAKINGS

(a) The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
registrant's annual report pursuant to section 13(a) or section 15(d) of the
Securities Exchange Act of 1934 (and, where applicable, each filing of an
employee benefit plan's annual report pursuant to section 15(d) of the
Securities Exchange Act of 1934) that is incorporated by reference in the



                                       4
<PAGE>

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.

(b) Insofar as indemnification for liabilities arising under the Securities Act
of 1933 may be permitted to directors, officers and controlling persons of the
registrant pursuant to the foregoing provisions, or otherwise, the registrant
has been advised that in the opinion of the Securities and Exchange Commission
such indemnification is against public policy as expressed in the Act and is,
therefore, unenforceable. In the event that a claim for indemnification against
such liabilities (other than the payment by the registrant of expenses incurred
or paid by a director, officer or controlling person of the registrant in the
successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question 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.



                                       5
<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 Pompano Beach, State of Florida, on this 12th
day of June, 2002.

                                      PAVING STONE CORPORATION

                                      By: /s/ MAURICE F. SIGOUIN
                                        ---------------------------------------
                                        Maurice F. Sigouin, Chairman of the
                                        Board of Directors, Chief Executive
                                        Officer and President


         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.
<TABLE>
<CAPTION>

SIGNATURE                          TITLE                                            DATE
---------                          -----                                            ----
<S>                               <C>                                                <C>
/s/ MAURICE F. SIGOUIN            Chairman of the Board of Directors,            June 12, 2002
------------------------          Chief Executive Officer and President
Maurice F. Sigouin


/s/ JACE SIMMONS                  Executive Vice President - Finance, Chief      June 12, 2002
--------------------------        Financial Officer and Director
Jace Simmons

</TABLE>

                                       6
<PAGE>


                                  EXHIBIT INDEX

EXHIBIT NO.       DESCRIPTION
-----------       -----------

4.1               Agreement between Registrant and Robert McCann dated June 6,
                  2002.

5.1               Opinion of Akerman, Senterfitt & Eidson, P.A. regarding the
                  legality of the Common Stock being registered.

23.1              Consent of Weinberg & Company, P.A. to the use of its opinion
                  included in the Annual Report of the Registrant on Form 10-KSB
                  for the fiscal year ended December 31, 2001.

23.2              Consent of Akerman, Senterfitt & Eidson, P.A. (included in
                  Exhibit 5.1).
[{"type": "S-8", "sequence": "1", "filename": "g76840sv8.txt", "description": "PAVING STONE CORPORATION", "secsgml_size_bytes": 17926}]
{"company-data": {"conformed-name": "PAVING STONE CORP", "cik": "0001109749", "assigned-sic": "7389", "irs-number": "880443120", "state-of-incorporation": "NY", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-90378", "film-number": "02677735"}, "business-address": {"street1": "1760 NW 22ND CT", "city": "POMPANO BEACH", "state": "FL", "zip": "33069", "phone": "9549713235X211"}, "mail-address": {"street1": "1760 NW 22ND CT", "city": "POMPANO BEACH", "state": "FL", "zip": "33069"}, "former-company": {"former-conformed-name": "COTTAGE INVESTMENTS INC", "date-changed": "20010620"}}
As filed with the Securities and Exchange Commission on June 13, 2002
                                                Registration No. 333-___________

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

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

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

                            PAVING STONE CORPORATION
             (Exact Name of Registrant as Specified in Its Charter)
                                  -------------

                                     NEVADA
         (State or Other Jurisdiction of Incorporation or Organization)

                                   88-0443120
                      (I.R.S. Employer Identification No.)

        1760 N.W. 22ND COURT
        POMPANO BEACH, FLORIDA                                        33069
    (Address of Principal Executive Offices)                        (Zip Code)

                 AGREEMENT BETWEEN REGISTRANT AND ROBERT MCCANN
                            (Full Title of the Plan)

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

                               MAURICE F. SIGOUIN
                              1760 N.W. 22ND COURT
                          POMPANO BEACH, FLORIDA 33069
                     (Name and Address of Agent For Service)

                                 (954) 971-3235
          (Telephone Number, Including Area Code, of Agent For Service)

                                    Copy to:

                            EDWARD L. RISTAINO, ESQ.
                       AKERMAN, SENTERFITT & EIDSON, P.A.
                        ONE S.E. THIRD AVENUE, 28TH FLOOR
                              MIAMI, FLORIDA 33131
                                 (305) 374-5600

                         CALCULATION OF REGISTRATION FEE
---------------------------- ------------------- ----------------- --------------------- ---------------------
                                                 PROPOSED
                                                 MAXIMUM           PROPOSED MAXIMUM
TITLE OF SECURITIES          AMOUNT TO BE        OFFERING PRICE    AGGREGATE OFFERING    AMOUNT OF
TO BE REGISTERED             REGISTERED          PER SHARE(1)      PRICE                 REGISTRATION FEE(1)
---------------------------- ------------------- ----------------- --------------------- ---------------------
Common Stock,
par value $0.00001 per
share                        300,000 shares      $0.33             $99,000.00            $9.11
---------------------------- ------------------- ----------------- --------------------- ---------------------
(1)  Calculated solely for the purpose of this offering under Rule 457 of the
     Securities Act of 1933, as amended, on the basis of the average of the high
     and low prices per share of common stock, par value $0.00001 per share, of
     Paving Stone Corporation as reported on the Bulletin Board on June 11,
     2002.
PART I
              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

         The document(s) containing the information specified in Part I of Form
S-8 will be sent or given to Robert McCann as specified by Rule 428(b)(1) of the
Securities Act of 1933, as amended (the "Securities Act"). Such documents are
not required to be filed with the Securities and Exchange Commission (the
"Commission") either as part of this Registration Statement or as prospectuses
or prospectus supplements pursuant to Rule 424 of the Securities Act. Such
documents and the documents incorporated by reference in this Registration
Statement pursuant to Item 3 of Part II of this Registration Statement
constitute a prospectus that meets the requirements of Section 10(a) of the
Securities Act.

         The documents incorporated by reference in Item 3 of Part II hereof are
available without charge, upon written or oral request by Robert McCann. Such
documents are incorporated by reference in the Section 10(a) prospectus. Other
documents required to be delivered to Robert McCann pursuant to Rule 428(b) of
the Securities Act are also available without charge, upon written or oral
request. Any such requests should be directed to the Registrant's Executive Vice
President - Finance, 1760 N.W. 22nd Court, Pompano Beach, Florida 33069 ((954)
971-3235).

                                     PART II
               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE

         The following documents filed by Paving Stone Corporation (the
"Registrant") with the Commission are incorporated herein by reference:

         (a) The Registrant's Annual Report on Form 10-KSB for the fiscal year
ended December 31, 2001.

         (b) The Registrant's Quarterly Report on Form 10-Q for the quarter
ended March 31, 2002.

         (c) The Registrant's Current Reports on Form 8-K dated January 4, 2002,
on Form 8-K/A dated January 22, 2002 and on Form 8-K/A dated March 28, 2002.

         (d) All other reports, if any, filed by the Registrant pursuant to
Section 13(a) of the Securities Exchange Act of 1934 (the "Exchange Act") since
the end of the fiscal year ended December 31, 2001.

         (e) The description of the Registrant's Common Stock contained in
Registration Statements filed under the Exchange Act, including any amendment or
report filed for the purpose of updating such description.

         All documents filed by the Registrant with the Commission pursuant to
Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act subsequent to the date of
this Registration Statement and prior to the filing of a post-effective
amendment hereto which indicates that all securities offered hereby have been
sold or which deregisters all securities then remaining unsold shall be deemed
to be incorporated by reference into this Registration Statement and to be a
part hereof from the date of filing of such documents. Any statement contained
in a document incorporated or deemed to be incorporated by reference herein
shall be deemed to be modified or superseded for purposes of the Registration
Statement to the extent that a statement contained herein or in any other
subsequently filed document which also is or is deemed to be incorporated by

                                       2
reference herein modifies or supersedes such statement. Any statement so
modified or superseded shall not be deemed, except as so modified or superseded,
to constitute a part of this Registration Statement.

ITEM 4. DESCRIPTION OF SECURITIES

         Not applicable.

ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL

         Counsel for the Registrant, Akerman, Senterfitt & Eidson, P.A., has
rendered an opinion to the effect that the Common Stock offered hereby, when
issued, will be validly issued, fully paid and non-assessable.

         The audited financial statements incorporated by reference in this
prospectus and elsewhere in this Registration Statement have been audited by
Weinberg & Company, P.A., independent certified public accountants, as indicated
in the reports with respect thereto, and are included herein in reliance upon
the authority of said firm as experts in giving said reports.

ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS

         Nevada Revised Statutes ("NRS") 78.7502 permits a Nevada corporation to
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 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 in connection with the
action, suit or proceeding if he (a) is not liable pursuant to NRS 78.138 or (b)
acted in good faith and in a manner which he 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 conduct
was unlawful. Further, the termination of any action, suit or proceeding by
judgment, order, settlement, conviction or upon a plea of nolo contendere or its
equivalent, does not, of itself, create a presumption that the person is liable
pursuant to NRS 78.138 or did not act in good faith and in a manner which he
reasonably believed to be in or not opposed to the best interests of the
corporation, or that, with respect to any criminal action or proceeding, he had
reasonable cause to believe that his conduct was unlawful.

         Further, NRS 78.7502 permits a Nevada corporation to indemnify any
person who was or is a party or is threatened to be made a party to any
threatened, pending or completed action or suit by or in the right of the
corporation to procure a judgment in its favor by reason of the fact that he 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 amounts paid in settlement and attorneys'
fees actually and reasonably incurred by him in connection with the defense or
settlement of the action if he (a) is not liable pursuant to NRS 78.138 or (b)
acted in good faith and in a manner which he reasonably believed to be in or not
opposed to the best interests of the corporation. Indemnification may not be
made for any claim, issue or matter as to which such a person has been adjudged
by a court of competent jurisdiction, after exhaustion of all appeals therefrom,
to be liable to the corporation or for amounts paid in settlement to the

                                       3
corporation, unless and only to the extent that the court in which the action or
suit was brought or other court of competent jurisdiction determines upon
application that in view of all the circumstances of the case, the person is
fairly and reasonably entitled to indemnity for such expenses as the court deems
proper.

         Further, NRS 78.7502 provides that to the extent that a director,
officer, employee or agent of a corporation has been successful on the merits or
otherwise in defense of any action, suit or proceeding for which indemnification
is permissible as referenced in NRS 78.7502, or in defense of any claim, issue
or matter therein, the corporation shall indemnify him against expenses,
including attorneys' fees, actually and reasonably incurred by him in connection
with the defense.

         The Registrant's Articles of Incorporation provide that the
Registrant's officers and directors shall have no personal liability to the
corporation or its stockholders for damages for breach of fiduciary duty as an
officer or director, but that the foregoing provision does not eliminate or
limit the liability of an officer or director for acts or omissions which
involve intentional misconduct, fraud or a knowing violation of law or the
payment of distributions in violation of NRS 78.300.

         The Registrant's Articles of Incorporation and Bylaws do not contain
any provision explicitly authorizing or directing the Registrant to indemnify
its officers and directors. However, pursuant to NRS 78.7502, the Registrant is
authorized to indemnify its officers and directors on a case-by-case basis, and
is required to indemnify its officers and directors in any situation in which
the officer or director was the prevailing party.

         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 Nevada General Corporation Law, the Registrant's
Articles of Incorporation, the Registrant's By-Laws or any indemnification
agreements of the Registrant with its directors or officers, the Registrant has
been informed that in the opinion of the Commission such indemnification is
against public policy as expressed in the Securities Act and is therefore
unenforceable.

ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED

         Not applicable.

ITEM 8. EXHIBITS

EXHIBIT NO.       EXHIBITS
-----------       --------

4.1               Agreement between Registrant and Robert McCann dated June 6,
                  2002.

5.1               Opinion of Akerman, Senterfitt & Eidson, P.A. regarding the
                  legality of the Common Stock being registered.

23.1              Consent of Weinberg & Company, P.A. to the use of its opinion
                  included in the Annual Report of the Registrant on Form 10-KSB
                  for the fiscal year ended December 31, 2001.

23.2              Consent of Akerman, Senterfitt & Eidson, P.A. (included in
                  Exhibit 5.1).

ITEM 9. UNDERTAKINGS

(a) The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
registrant's annual report pursuant to section 13(a) or section 15(d) of the
Securities Exchange Act of 1934 (and, where applicable, each filing of an
employee benefit plan's annual report pursuant to section 15(d) of the
Securities Exchange Act of 1934) that is incorporated by reference in the

                                       4
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.

(b) Insofar as indemnification for liabilities arising under the Securities Act
of 1933 may be permitted to directors, officers and controlling persons of the
registrant pursuant to the foregoing provisions, or otherwise, the registrant
has been advised that in the opinion of the Securities and Exchange Commission
such indemnification is against public policy as expressed in the Act and is,
therefore, unenforceable. In the event that a claim for indemnification against
such liabilities (other than the payment by the registrant of expenses incurred
or paid by a director, officer or controlling person of the registrant in the
successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question 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.

                                       5
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 Pompano Beach, State of Florida, on this 12th
day of June, 2002.

                                      PAVING STONE CORPORATION

                                      By: /s/ MAURICE F. SIGOUIN
                                        ---------------------------------------
                                        Maurice F. Sigouin, Chairman of the
                                        Board of Directors, Chief Executive
                                        Officer and President

         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.
SIGNATURE                          TITLE                                            DATE
---------                          -----                                            ----
/s/ MAURICE F. SIGOUIN            Chairman of the Board of Directors,            June 12, 2002
------------------------          Chief Executive Officer and President
Maurice F. Sigouin

/s/ JACE SIMMONS                  Executive Vice President - Finance, Chief      June 12, 2002
--------------------------        Financial Officer and Director
Jace Simmons
6
EXHIBIT INDEX

EXHIBIT NO.       DESCRIPTION
-----------       -----------

4.1               Agreement between Registrant and Robert McCann dated June 6,
                  2002.

5.1               Opinion of Akerman, Senterfitt & Eidson, P.A. regarding the
                  legality of the Common Stock being registered.

23.1              Consent of Weinberg & Company, P.A. to the use of its opinion
                  included in the Annual Report of the Registrant on Form 10-KSB
                  for the fiscal year ended December 31, 2001.

23.2              Consent of Akerman, Senterfitt & Eidson, P.A. (included in
                  Exhibit 5.1).