<PAGE>

    As filed with the Securities and Exchange Commission on July 20, 2000
                                                        Registration No. 333-
================================================================================

                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549
                            ______________________

                                   Form S-8
                            REGISTRATION STATEMENT
                                     UNDER
                          THE SECURITIES ACT OF 1933
                            ______________________

                               Medium4.com, Inc.
            (Exact Name of Registrant as Specified in Its Charter)

          Delaware                                        13-4037641
  (State of Incorporation)                             (I.R.S. Employer
                                                      Identification No.)

                        120 Fifth Avenue, Seventh Floor
                           New York, New York 10011
            (Address of Registrant's Principal Executive Offices)

                            ______________________

                   MEDIUM4.COM, INC. 2000 STOCK OPTION PLAN
                           (Full Title of the Plan)

                                Jonathan Braun
                            Chief Executive Officer
                               Medium4.com, Inc.
                        120 Fifth Avenue, Seventh Floor
                           New York, New York 10011
                                (212) 993-9400
           (Name, Address and Telephone Number of Agent for Service)

                                With a copy to:

                             Ira I. Roxland, Esq.
                Cooperman Levitt Winikoff Lester & Newman, P.C.
                               800 Third Avenue
                           New York, New York 10022
                                (212) 688-7000
                              Fax: (212) 755-2839

<TABLE>
<CAPTION>
                                          CALCULATION OF REGISTRATION FEE
==============================================================================================================================
                                                            Proposed Maximum          Proposed Maximum          Amount of
       Title of Securities              Amount to            Offering Price          Aggregate Offering       Registration
         to be Registered              be Registered            Per Share                   Price                  Fee
------------------------------------------------------------------------------------------------------------------------------
<S>                                  <C>                    <C>                      <C>                      <C>
Common Stock, par value $.01
per share......................      1,000,000 shares           $ 7.188                 $ 7,188,000            $ 1,897.63
==============================================================================================================================

==============================================================================================================================
</TABLE>
<PAGE>

                                    PART II
              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

         The following documents filed by Medium4.com, Inc. (the "Registrant")
with the Securities and Exchange Commission (File No. 1-15863) are incorporated
herein by reference and made a part hereof:

         (a)   Registrant's Annual Report on Form 10-K and Form 10-K/A for the
               fiscal year ended December 31, 1999;

         (b)   Registrant's Quarterly Report on Form 10-Q for the fiscal quarter
               ended March 31, 2000;

         (c)   Registrant's Current Report on Form 8-K dated May 15, 2000; and

         (d)   Registrant's Registration Statement on Form 8-A containing a
               description of Registrant's Common Stock, par value $.01 per
               share (the "Common Stock").

         All documents filed by the Registrant pursuant to Sections 13(a),
13(c), 14 and 15(d) of the Securities Exchange Act of 1934 (the "Exchange Act")
after the date of this Registration Statement and prior to the filing of a post-
effective amendment to this Registration Statement which indicates that all
Common Stock registered hereby has been sold or which deregisters such Common
Stock 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 (such documents, and the documents listed above, being
hereinafter referred to as "Incorporated Documents"). Any statement contained in
an Incorporated Document shall be deemed to be modified or superseded for
purposes of this Registration Statement to the extent that a statement contained
herein or in any other subsequently filed Incorporated Document modifies or
supersedes such statement. Any such 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.

         The Common Stock of the Registrant is registered under Section 12 of
the Exchange Act.


Item 5.  Interests of Named Experts and Counsel.

         Cooperman Levitt Winikoff Lester & Newman, P.C., counsel to the
Registrant, beneficially owns an aggregate of 40,000 shares of Common Stock, as
well as an option to acquire an additional 10,000 shares of Common Stock.


Item 6.  Indemnification of Directors and Officers.

         Except as set forth in this Item 6, there is no statute, charter
provision, by-law, contract or other arrangement under which any controlling
person, director or officer of the Registrant is insured or indemnified in any
manner against liability which he may incur in his capacity as such.

         Article FIFTH of the Restated Certificate of Incorporation, as amended
(the "Restated Certificate of Incorporation"),

                                      II-1
<PAGE>

of the Registrant provides that the Registrant shall indemnify to the fullest
extent permitted by Sections 102(b)(7) and 145 of the Delaware General
Corporation Law, as amended from time to time ("DGCL"), each of its officers and
directors, such right to indemnification being expressed in said Article FIFTH
as a contractual right, and may so indemnify such other persons that such
Sections grant the Registrant the power to indemnify. Article FIFTH of the
Restated Certificate of Incorporation of the Registrant also provides that no
director shall be liable to the corporation or any of its stockholders for
monetary damages for breach of fiduciary duty as a director, except with respect
to (1) a breach of the director's duty of loyalty to the corporation or its
stockholders, (2) acts or omissions not in good faith or which involve
intentional misconduct or a knowing violation of law, (3) liability under
Section 174 of the DGCL or (4) a transaction from which the director derived an
improper personal benefit.

         Section 145 of the DGCL grants the Registrant the power to indemnify
existing and former directors, officers, employees and agents of the Registrant
who are sued or threatened to be sued because they are or were directors,
officers, employees and agents of the Registrant.

         The Registrant maintains a policy of insurance under which its
directors and officers are insured, within the limits and subject to the
limitations of the policy, against certain expenses in connection with the
defense of, and certain liabilities which might be imposed as a result of,
actions, suits or proceedings to which they are parties by reason of being or
having been such directors or officers.


Item 7.  Exemption From Registration Claimed.

         Not Applicable


Item 8.  Exhibits.

         4        Medium4.com, Inc. 2000 Stock Option Plan (1)

         5        Opinion of Cooperman Levitt Winikoff Lester & Newman, P.C.

         23.1     Consent of Radin, Glass & Co., LLP

         23.2     Consent of Cooperman Levitt Winikoff Lester & Newman, P.C.
                  (reference is made to Exhibit 5 herein)

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

(1)      Filed as an exhibit to the Registrant's Proxy Statement for its annual
         meeting of shareholders held on July 7, 2000 and incorporated herein by
         reference.

                                      II-2
<PAGE>

Item 9.  Undertakings.

         (a)   The 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 (the
                           "Securities Act");

                    (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;
                           and

                    (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 the undertakings set forth in
                    paragraphs (i) and (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 by the Registrant pursuant to Section 13 or
                    Section 15(d) of the Exchange Act that are incorporated by
                    reference in this Registration Statement.

               (2)  That, for the purpose of determining any liability under the
                    Securities Act, 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 hereby
                    which remain unsold at the termination of the offering.

         (b)   The Registrant hereby undertakes that, for purposes of
               determining any liability under the Securities Act, each filing
               of Registrant's annual report pursuant to Section 13(a) or
               Section 15(d) of the Exchange Act that is incorporated by
               reference in this Registration Statement shall be deemed to be a
               new registration statement relating to the securities offered
               herein, 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 pursuant to the provisions
               of the Restated Certificate of Incorporation and by-laws of the
               Registrant and the provisions of the Delaware law described under
               Item 6 above, 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 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

                                      II-3
<PAGE>

               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.

                                      II-4
<PAGE>

                                  SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of New York, State of New York, on July 7, 2000.

                                        Medium4.com, Inc.


                                        By: /s/Jonathan Braun
                                            --------------------------------
                                            Jonathan Braun
                                            Chief Executive Officer

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

<TABLE>
<CAPTION>
                 Signature                              Title                                     Date
                 ---------                              -----                                     ----
<S>                                         <C>                                               <C>
/s/ Jonathan Braun                          Chief Executive Officer and Director              July 7, 2000
------------------------------
Jonathan Braun

/s/ Harold I. Berliner                      Treasurer and Principal Financial and             July 7, 2000
------------------------------              Accounting Officer
Harold I. Berliner

/s/ I. William Lane                         Chairman of the Board and Director                July 7, 2000
------------------------------
I. William Lane

/s/ Bruno Finel                             Senior Vice President - International             July 7, 2000
------------------------------              Operations and Director
Bruno Finel

/s/ Marc D. Leve                            Vice President - Legal Affairs, General           July 7, 2000
------------------------------              Counsel, Secretary and Director
Marc D. Leve

                                            Director
------------------------------
Stanley S. Canter

                                            Director
------------------------------
Junichi Watanabe
</TABLE>

                                      II-5
[{"type": "S-8", "sequence": "1", "filename": "0001.txt", "description": "FORM S-8", "secsgml_size_bytes": 15810}]
{"company-data": {"conformed-name": "MEDIUM4 COM INC", "cik": "0001077634", "assigned-sic": "4899", "irs-number": "134037641", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-41786", "film-number": "675624"}, "business-address": {"street1": "120 FIFTH AVE", "street2": "SEVENTH FL", "city": "NEW YORK", "state": "NY", "zip": "10011", "phone": "2122061121"}, "mail-address": {"street1": "120 FIFTH AVE", "street2": "SEVENTH FL", "city": "NEW YORK", "state": "NY", "zip": "10011"}, "former-company": {"former-conformed-name": "FOREIGNTV COM INC", "date-changed": "19990127"}}
As filed with the Securities and Exchange Commission on July 20, 2000
                                                        Registration No. 333-
================================================================================

                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549
                            ______________________

                                   Form S-8
                            REGISTRATION STATEMENT
                                     UNDER
                          THE SECURITIES ACT OF 1933
                            ______________________

                               Medium4.com, Inc.
            (Exact Name of Registrant as Specified in Its Charter)

          Delaware                                        13-4037641
  (State of Incorporation)                             (I.R.S. Employer
                                                      Identification No.)

                        120 Fifth Avenue, Seventh Floor
                           New York, New York 10011
            (Address of Registrant's Principal Executive Offices)

                            ______________________

                   MEDIUM4.COM, INC. 2000 STOCK OPTION PLAN
                           (Full Title of the Plan)

                                Jonathan Braun
                            Chief Executive Officer
                               Medium4.com, Inc.
                        120 Fifth Avenue, Seventh Floor
                           New York, New York 10011
                                (212) 993-9400
           (Name, Address and Telephone Number of Agent for Service)

                                With a copy to:

                             Ira I. Roxland, Esq.
                Cooperman Levitt Winikoff Lester & Newman, P.C.
                               800 Third Avenue
                           New York, New York 10022
                                (212) 688-7000
                              Fax: (212) 755-2839
CALCULATION OF REGISTRATION FEE
==============================================================================================================================
                                                            Proposed Maximum          Proposed Maximum          Amount of
       Title of Securities              Amount to            Offering Price          Aggregate Offering       Registration
         to be Registered              be Registered            Per Share                   Price                  Fee
------------------------------------------------------------------------------------------------------------------------------
Common Stock, par value $.01
per share......................      1,000,000 shares           $ 7.188                 $ 7,188,000            $ 1,897.63
==============================================================================================================================

==============================================================================================================================
PART II
              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

         The following documents filed by Medium4.com, Inc. (the "Registrant")
with the Securities and Exchange Commission (File No. 1-15863) are incorporated
herein by reference and made a part hereof:

         (a)   Registrant's Annual Report on Form 10-K and Form 10-K/A for the
               fiscal year ended December 31, 1999;

         (b)   Registrant's Quarterly Report on Form 10-Q for the fiscal quarter
               ended March 31, 2000;

         (c)   Registrant's Current Report on Form 8-K dated May 15, 2000; and

         (d)   Registrant's Registration Statement on Form 8-A containing a
               description of Registrant's Common Stock, par value $.01 per
               share (the "Common Stock").

         All documents filed by the Registrant pursuant to Sections 13(a),
13(c), 14 and 15(d) of the Securities Exchange Act of 1934 (the "Exchange Act")
after the date of this Registration Statement and prior to the filing of a post-
effective amendment to this Registration Statement which indicates that all
Common Stock registered hereby has been sold or which deregisters such Common
Stock 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 (such documents, and the documents listed above, being
hereinafter referred to as "Incorporated Documents"). Any statement contained in
an Incorporated Document shall be deemed to be modified or superseded for
purposes of this Registration Statement to the extent that a statement contained
herein or in any other subsequently filed Incorporated Document modifies or
supersedes such statement. Any such 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.

         The Common Stock of the Registrant is registered under Section 12 of
the Exchange Act.

Item 5.  Interests of Named Experts and Counsel.

         Cooperman Levitt Winikoff Lester & Newman, P.C., counsel to the
Registrant, beneficially owns an aggregate of 40,000 shares of Common Stock, as
well as an option to acquire an additional 10,000 shares of Common Stock.

Item 6.  Indemnification of Directors and Officers.

         Except as set forth in this Item 6, there is no statute, charter
provision, by-law, contract or other arrangement under which any controlling
person, director or officer of the Registrant is insured or indemnified in any
manner against liability which he may incur in his capacity as such.

         Article FIFTH of the Restated Certificate of Incorporation, as amended
(the "Restated Certificate of Incorporation"),

                                      II-1
of the Registrant provides that the Registrant shall indemnify to the fullest
extent permitted by Sections 102(b)(7) and 145 of the Delaware General
Corporation Law, as amended from time to time ("DGCL"), each of its officers and
directors, such right to indemnification being expressed in said Article FIFTH
as a contractual right, and may so indemnify such other persons that such
Sections grant the Registrant the power to indemnify. Article FIFTH of the
Restated Certificate of Incorporation of the Registrant also provides that no
director shall be liable to the corporation or any of its stockholders for
monetary damages for breach of fiduciary duty as a director, except with respect
to (1) a breach of the director's duty of loyalty to the corporation or its
stockholders, (2) acts or omissions not in good faith or which involve
intentional misconduct or a knowing violation of law, (3) liability under
Section 174 of the DGCL or (4) a transaction from which the director derived an
improper personal benefit.

         Section 145 of the DGCL grants the Registrant the power to indemnify
existing and former directors, officers, employees and agents of the Registrant
who are sued or threatened to be sued because they are or were directors,
officers, employees and agents of the Registrant.

         The Registrant maintains a policy of insurance under which its
directors and officers are insured, within the limits and subject to the
limitations of the policy, against certain expenses in connection with the
defense of, and certain liabilities which might be imposed as a result of,
actions, suits or proceedings to which they are parties by reason of being or
having been such directors or officers.

Item 7.  Exemption From Registration Claimed.

         Not Applicable

Item 8.  Exhibits.

         4        Medium4.com, Inc. 2000 Stock Option Plan (1)

         5        Opinion of Cooperman Levitt Winikoff Lester & Newman, P.C.

         23.1     Consent of Radin, Glass & Co., LLP

         23.2     Consent of Cooperman Levitt Winikoff Lester & Newman, P.C.
                  (reference is made to Exhibit 5 herein)

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

(1)      Filed as an exhibit to the Registrant's Proxy Statement for its annual
         meeting of shareholders held on July 7, 2000 and incorporated herein by
         reference.

                                      II-2
Item 9.  Undertakings.

         (a)   The 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 (the
                           "Securities Act");

                    (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;
                           and

                    (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 the undertakings set forth in
                    paragraphs (i) and (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 by the Registrant pursuant to Section 13 or
                    Section 15(d) of the Exchange Act that are incorporated by
                    reference in this Registration Statement.

               (2)  That, for the purpose of determining any liability under the
                    Securities Act, 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 hereby
                    which remain unsold at the termination of the offering.

         (b)   The Registrant hereby undertakes that, for purposes of
               determining any liability under the Securities Act, each filing
               of Registrant's annual report pursuant to Section 13(a) or
               Section 15(d) of the Exchange Act that is incorporated by
               reference in this Registration Statement shall be deemed to be a
               new registration statement relating to the securities offered
               herein, 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 pursuant to the provisions
               of the Restated Certificate of Incorporation and by-laws of the
               Registrant and the provisions of the Delaware law described under
               Item 6 above, 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 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

                                      II-3
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.

                                      II-4
SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of New York, State of New York, on July 7, 2000.

                                        Medium4.com, Inc.

                                        By: /s/Jonathan Braun
                                            --------------------------------
                                            Jonathan Braun
                                            Chief Executive Officer

         Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities indicated on the dates indicated.
Signature                              Title                                     Date
                 ---------                              -----                                     ----
/s/ Jonathan Braun                          Chief Executive Officer and Director              July 7, 2000
------------------------------
Jonathan Braun

/s/ Harold I. Berliner                      Treasurer and Principal Financial and             July 7, 2000
------------------------------              Accounting Officer
Harold I. Berliner

/s/ I. William Lane                         Chairman of the Board and Director                July 7, 2000
------------------------------
I. William Lane

/s/ Bruno Finel                             Senior Vice President - International             July 7, 2000
------------------------------              Operations and Director
Bruno Finel

/s/ Marc D. Leve                            Vice President - Legal Affairs, General           July 7, 2000
------------------------------              Counsel, Secretary and Director
Marc D. Leve

                                            Director
------------------------------
Stanley S. Canter

                                            Director
------------------------------
Junichi Watanabe
II-5