================================================================================

              AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION
                              ON NOVEMBER 18, 2002

                        REGISTRATION  NO.  333-________

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

                         TORCHMAIL COMMUNICATIONS, INC.
             (Exact Name of Registrant as Specified in Its Charter)

                     DELAWARE                         95-2312900
         (State or Other Jurisdiction of           (I.R.S. Employer
          Incorporation or Organization)         Identification Number)

                             2899 AGOURA ROAD, #168
                       WESTLAKE VILLAGE, CALIFORNIA 91367
                                  818-991-6020
              (Address, Including Zip Code, and Telephone Number,
            Including Area Code, of Registrant's Executive Offices)

                             Consulting Agreements

                                  GERARD NOLAN
                     PRESIDENT AND CHIEF EXECUTIVE OFFICER
                         TORCHMAIL COMMUNICATIONS, INC.
                             2899 AGOURA ROAD, #168
                       WESTLAKE VILLAGE, CALIFORNIA 91367
                                  818-991-6020
           (Name, Address, Including Zip Code, and Telephone Number,
                   Including Area Code, of Agent for Service)
                            -----------------------
                                    COPY TO:
                             CATHRYN S. GAWNE, ESQ.
                            SILICON VALLEY LAW GROUP
                       152 NORTH THIRD STREET, SUITE 900
                           SAN JOSE, CALIFORNIA 95112
                                 (408) 286-6100

================================================================================

If   any  of  the securities being registered on this Form are being  offered
on a delayed or continuous basis  pursuant  to Rule 415 under the Securities
ActSecurities Act of 1933, check the  following  box.  [X]

+------------------------------------------------------------------------------+
|                         CALCULATION OF REGISTRATION FEE                      |
+------------------------------------------------------------------------------+
|                   |              |  Proposed   |  Proposed    |              |
| Title of          |              |  maximum    |  maximum     |              |
| each class        | Amount       |  offering   |  aggregate   | Amount of    |
| of securities     | to be        |  price per  |  offering    | registration |
| to be registered  | registered(2)|  share(1)   |  price       | fee(3)       |
|-------------------|--------------|-------------|--------------|--------------|
| Common Stock(1)   |   800,000    |    $0.35    |  $ 280,000   | $ 25.76      |
|                   |              |             |              |              |
+-------------------|--------------|-------------|--------------|--------------+


(1)  Estimated solely for the purpose of computing the amount of the
      registration fee pursuant to Rule 457(c).

                             PART I

      INFORMATION REQUIRED IN THE SECTION 10(A) PROSPECTUS

      The documents containing the information specified in this Part I are
being separately provided to the Registrant's consultants as specified by Rule
428(b)(1) promulgated  under the Securities Act of 1933, as amended.

                             PART II

       INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.   INCORPORATION OF DOCUMENTS BY REFERENCE.

      The  following documents filed by the Registrant  with  the Securities and
Exchange Commission are hereby  incorporated  by reference in this registration
statement:

     (a)  The Registrant's Annual Report on Form 10-KSB for the year ended March
          31,  2002, filed with the Securities  and  Exchange Commission;

     (b)  The Registrant's Quarterly Reports on Form 10-QSB for the quarterly
          period's ended June 30, 2002 and September 30, 2002 filed with the
          Securities and Exchange Commission;

     (c)  All other documents filed by the Company pursuant to Section 13(a),
          13(c), 14 or 15(d) of the Securities Exchange Act of 1934, as  amended
          (the "Exchange Act") since the end of the fiscal year covered by the
          Annual Report referred to in (a) above.

ITEM 4.   DESCRIPTION OF SECURITIES.

     The Registrant's common stock is registered under Section 12 of  the
Securities Exchange Act "the "Exchange  Act");  however, there  is  no  current
registration statement  filed  under  the Exchange Act containing a description
of such common stock.   The following describes the Registrant's common stock:

     Subject to the rights of holders of any series of preferred stock that may
from time to time be issued, holders  of common stock are entitled to one vote
per share on matters  acted upon  at  any  stockholders' meeting, including the
election  of directors, and to dividends when, as and if declared by the Board
of Directors out of funds legally available therefor. There is no cumulative
voting and the common stock is not redeemable. In  the event  of  any
liquidation, dissolution or  winding  up  of  the Registrant,  each  holder of
common stock is  entitled  to  share ratably  in  all  assets of the Registrant
remaining  after  the payment  of  liabilities and any amounts required to be
paid  to holders of preferred stock, if any. Holders of common stock  have no
preemptive or conversion rights and are not subject to further calls  or
assessments. All shares of common stock now outstanding are fully paid and
nonassessable.

ITEM 5.   INTERESTS OF NAMED EXPERTS AND COUNSEL.

     Not applicable.

ITEM 6.   INDEMNIFICATION OF DIRECTORS AND OFFICERS.

     The Registrant's Bylaws require the Registrant to indemnify, to  the
fullest extent allowed by applicable law, any person  who serves  or who has
served at any time as a director or an officer of the Registrant, and any
director or officer who, at the request of us, serves or at any time has served
as a director  or officer,  employee,  or agent of another  corporation, or of
a partnership,  joint  venture,  trust,  enterprise  or  nonprofit entity,
including service with respect to employee benefit plans, against  any and all
liabilities and loss suffered and reasonable expenses incurred in connection
with any claim, action, suit,  or proceeding to which such director or officer
is made a party,  or which  may  be  asserted against him, because  he  is  or
was  a director or an officer.

     Section 145  of  the  Delaware  General  Corporations  Law authorizes the
indemnification of directors and officers  against liability  incurred  by
reason of  being  a  director, officer, employee  or  agent  and  against
expenses (including  attorney's fees),  judgements, fines and amounts paid in
settlement actually and  reasonably  incurred  in  connection  with  any
threatened, pending, or completed action, suit or proceeding, whether  civil,
criminal,  administrative or investigative.  Unless an action  is brought   by,
or   in  the  right  of  the  corporation,   this indemnification applies where
the indemnified party acted in good faith  and  in a manner he reasonably
believed to be  in  or  not opposed    to    the   best   interests   of   the
corporation. Indemnification in criminal actions or proceedings  is  available
where  the officer or director had no reasonable cause to believe his conduct
was unlawful.

     The above  discussion of the Registrant's Bylaws  and  the Delaware
General  Corporations Law is  only  a  summary  and  is qualified  in  its
entirety by the full  text of each of the foregoing.

ITEM 8.   EXHIBITS.

     The following Exhibits are filed as part of this registration statement:

Exhibit Number      Description of Exhibit

 5.1   Opinion of Silicon Valley Law Group.

23.1   Consent of Silicon  Valley  Law Group (included  in  Exhibit 5.1).

23.2   Consent of Jones Simkins LLP

99.01  Consulting  Agreement, dated September 1, 2001, by and between Byzantium,
       Inc. and the Registrant.

99.02  Business Plan Consulting Agreement, dated September 27, 2002, by and
       between Crescent Fund, Inc. and  the Registrant

ITEM 9.   UNDERTAKINGS.

     (a)  The  undersigned  Registrant  hereby  undertakes:

          (1)  To file, during any period in which offers or sales are being
               made,  a  post-effective amendment  to  this  registration
               statement to include any material information with respect to the
               plan of distribution not previously disclosed in the registration
               statement or any  material change to such information in the
               registration statement.

          (2)  That, for the purpose of determining  any  liability under  the
               Securities Act of 1933, each post-effective amendment shall  be
               deemed to be a new registration statement relating to the
               securities  offered  therein,  and  the  offering  of  such
               securities  at that time shall be deemed to be the initial bona
               fide offering thereof.

          (3)  To remove  from registration by  means  of  a  post- effective
               amendment any of the securities being registered  which remain
               unsold at the termination of the offering.

     (b)  The undersigned registrant hereby undertakes that, for purposes of
          determining any liability under the Securities Act 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 registration  statement
          shall be deemed to be a new  registration statement relating to the
          securities offered  therein,  and  the offering  of such securities at
          that time shall be deemed  to  be the initial bona fide offering
          thereof.

     (c)  Insofar  as indemnification for liabilities  arising under  the
          Securities Act of 1933 may be permitted to directors, officers  and
          controlling persons of the registrant  pursuant to the provisions
          described under Item 6 above, 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
          Securities  Act  of  1933  and  is, therefore, unenforceable.  In  the
          event  that  a   claim   for indemnification against such liabilities
          (other than the  payment by  the  registrant of expenses incurred or
          paid by  a  director, officer or controlling person of the registrant
          in the successful defense  of any action, suit or proceeding) is
          asserted  by  such director,  officer or controlling person in
          connection  with the securities being registered, the registrant will,
          unless  in  the opinion of its counsel the matter has been settled by
          controlling precedent,  submit  to  a court of appropriate
          jurisdiction  the question  whether  such indemnification by it is
          against  public policy  as  expressed in the Securities Act of 1933
          and  will  be governed by the final adjudication of such issue.

                                   SIGNATURES

     Pursuant to the requirements of the Securities ActSecurities Act of 1933 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 Westlake Village, State of California,
on November 18, 2002.


                                    TORCHMAIL COMMUNICATIONS, INC.

                                    By: /s/ Gerard Nolan
                                            --------------
                                            Gerard Nolan
                                            Chief Executive Officer


      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/ Gerard Nolan              Chief Executive Officer        November 18, 2002
    ------------------        and a Director
    Gerard Nolan


/s/ Catherine Thompson        Chief Financial Officer        November 18, 2002
    ------------------        and a Director
    Catherine Thompson


/s/ David Cronshaw            Director                       November 18, 2002
    ------------------
    David Cronshaw


/s/ Michael Avatar            Director                       November 18, 2002
    ------------------
    Michael Avatar


                          EXHIBIT INDEX


Exhibit Number   Description of Exhibit
--------------   ------------------------------------
       5.1       Opinion of Silicon Valley Law Group.

      23.1       Consent of Silicon Valley Law Group (included in Exhibit 5.1).

      23.2       Consent of Jones Simkins LLP

      99.01      Consulting  Agreement,  dated  September 1, 2001, by and
                 between Byzantium, Inc. and the Registrant.

      99.02      Business  Plan Consulting Agreement, dated September 27, 2002,
                 by and between Crescent Fund, Inc. and the Registrant


================================================================================
[{"type": "S-8", "sequence": "1", "filename": "torchmail021112_s8.txt", "description": "REGISTRATION STATEMENT", "secsgml_size_bytes": 14350}]
{"company-data": {"conformed-name": "TORCHMAIL COMMUNICATIONS INC", "cik": "0000030966", "assigned-sic": "7389", "irs-number": "952312900", "state-of-incorporation": "DE", "fiscal-year-end": "0331"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-101275", "film-number": "02831632"}, "business-address": {"street1": "268 WEST 400 SOUTH SUITE 300", "city": "SALT LAKE CITY", "state": "X1", "zip": "84101", "phone": "801-575-8073"}, "mail-address": {"street1": "268 WEST 400 SOUTH SUITE 300", "city": "SALT LAKE CITY", "state": "X1", "zip": "84101"}, "former-company": [{"former-conformed-name": "EARLY CALIFORNIA FOODS INC", "date-changed": "19700114"}, {"former-conformed-name": "EARLY CALIFORNIA INDUSTRIES INC", "date-changed": "19851202"}, {"former-conformed-name": "ERLY INDUSTRIES INC", "date-changed": "19920703"}]}
================================================================================

              AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION
                              ON NOVEMBER 18, 2002

                        REGISTRATION  NO.  333-________

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

                         TORCHMAIL COMMUNICATIONS, INC.
             (Exact Name of Registrant as Specified in Its Charter)

                     DELAWARE                         95-2312900
         (State or Other Jurisdiction of           (I.R.S. Employer
          Incorporation or Organization)         Identification Number)

                             2899 AGOURA ROAD, #168
                       WESTLAKE VILLAGE, CALIFORNIA 91367
                                  818-991-6020
              (Address, Including Zip Code, and Telephone Number,
            Including Area Code, of Registrant's Executive Offices)

                             Consulting Agreements

                                  GERARD NOLAN
                     PRESIDENT AND CHIEF EXECUTIVE OFFICER
                         TORCHMAIL COMMUNICATIONS, INC.
                             2899 AGOURA ROAD, #168
                       WESTLAKE VILLAGE, CALIFORNIA 91367
                                  818-991-6020
           (Name, Address, Including Zip Code, and Telephone Number,
                   Including Area Code, of Agent for Service)
                            -----------------------
                                    COPY TO:
                             CATHRYN S. GAWNE, ESQ.
                            SILICON VALLEY LAW GROUP
                       152 NORTH THIRD STREET, SUITE 900
                           SAN JOSE, CALIFORNIA 95112
                                 (408) 286-6100

================================================================================

If   any  of  the securities being registered on this Form are being  offered
on a delayed or continuous basis  pursuant  to Rule 415 under the Securities
ActSecurities Act of 1933, check the  following  box.  [X]

+------------------------------------------------------------------------------+
|                         CALCULATION OF REGISTRATION FEE                      |
+------------------------------------------------------------------------------+
|                   |              |  Proposed   |  Proposed    |              |
| Title of          |              |  maximum    |  maximum     |              |
| each class        | Amount       |  offering   |  aggregate   | Amount of    |
| of securities     | to be        |  price per  |  offering    | registration |
| to be registered  | registered(2)|  share(1)   |  price       | fee(3)       |
|-------------------|--------------|-------------|--------------|--------------|
| Common Stock(1)   |   800,000    |    $0.35    |  $ 280,000   | $ 25.76      |
|                   |              |             |              |              |
+-------------------|--------------|-------------|--------------|--------------+

(1)  Estimated solely for the purpose of computing the amount of the
      registration fee pursuant to Rule 457(c).

                             PART I

      INFORMATION REQUIRED IN THE SECTION 10(A) PROSPECTUS

      The documents containing the information specified in this Part I are
being separately provided to the Registrant's consultants as specified by Rule
428(b)(1) promulgated  under the Securities Act of 1933, as amended.

                             PART II

       INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.   INCORPORATION OF DOCUMENTS BY REFERENCE.

      The  following documents filed by the Registrant  with  the Securities and
Exchange Commission are hereby  incorporated  by reference in this registration
statement:

     (a)  The Registrant's Annual Report on Form 10-KSB for the year ended March
          31,  2002, filed with the Securities  and  Exchange Commission;

     (b)  The Registrant's Quarterly Reports on Form 10-QSB for the quarterly
          period's ended June 30, 2002 and September 30, 2002 filed with the
          Securities and Exchange Commission;

     (c)  All other documents filed by the Company pursuant to Section 13(a),
          13(c), 14 or 15(d) of the Securities Exchange Act of 1934, as  amended
          (the "Exchange Act") since the end of the fiscal year covered by the
          Annual Report referred to in (a) above.

ITEM 4.   DESCRIPTION OF SECURITIES.

     The Registrant's common stock is registered under Section 12 of  the
Securities Exchange Act "the "Exchange  Act");  however, there  is  no  current
registration statement  filed  under  the Exchange Act containing a description
of such common stock.   The following describes the Registrant's common stock:

     Subject to the rights of holders of any series of preferred stock that may
from time to time be issued, holders  of common stock are entitled to one vote
per share on matters  acted upon  at  any  stockholders' meeting, including the
election  of directors, and to dividends when, as and if declared by the Board
of Directors out of funds legally available therefor. There is no cumulative
voting and the common stock is not redeemable. In  the event  of  any
liquidation, dissolution or  winding  up  of  the Registrant,  each  holder of
common stock is  entitled  to  share ratably  in  all  assets of the Registrant
remaining  after  the payment  of  liabilities and any amounts required to be
paid  to holders of preferred stock, if any. Holders of common stock  have no
preemptive or conversion rights and are not subject to further calls  or
assessments. All shares of common stock now outstanding are fully paid and
nonassessable.

ITEM 5.   INTERESTS OF NAMED EXPERTS AND COUNSEL.

     Not applicable.

ITEM 6.   INDEMNIFICATION OF DIRECTORS AND OFFICERS.

     The Registrant's Bylaws require the Registrant to indemnify, to  the
fullest extent allowed by applicable law, any person  who serves  or who has
served at any time as a director or an officer of the Registrant, and any
director or officer who, at the request of us, serves or at any time has served
as a director  or officer,  employee,  or agent of another  corporation, or of
a partnership,  joint  venture,  trust,  enterprise  or  nonprofit entity,
including service with respect to employee benefit plans, against  any and all
liabilities and loss suffered and reasonable expenses incurred in connection
with any claim, action, suit,  or proceeding to which such director or officer
is made a party,  or which  may  be  asserted against him, because  he  is  or
was  a director or an officer.

     Section 145  of  the  Delaware  General  Corporations  Law authorizes the
indemnification of directors and officers  against liability  incurred  by
reason of  being  a  director, officer, employee  or  agent  and  against
expenses (including  attorney's fees),  judgements, fines and amounts paid in
settlement actually and  reasonably  incurred  in  connection  with  any
threatened, pending, or completed action, suit or proceeding, whether  civil,
criminal,  administrative or investigative.  Unless an action  is brought   by,
or   in  the  right  of  the  corporation,   this indemnification applies where
the indemnified party acted in good faith  and  in a manner he reasonably
believed to be  in  or  not opposed    to    the   best   interests   of   the
corporation. Indemnification in criminal actions or proceedings  is  available
where  the officer or director had no reasonable cause to believe his conduct
was unlawful.

     The above  discussion of the Registrant's Bylaws  and  the Delaware
General  Corporations Law is  only  a  summary  and  is qualified  in  its
entirety by the full  text of each of the foregoing.

ITEM 8.   EXHIBITS.

     The following Exhibits are filed as part of this registration statement:

Exhibit Number      Description of Exhibit

 5.1   Opinion of Silicon Valley Law Group.

23.1   Consent of Silicon  Valley  Law Group (included  in  Exhibit 5.1).

23.2   Consent of Jones Simkins LLP

99.01  Consulting  Agreement, dated September 1, 2001, by and between Byzantium,
       Inc. and the Registrant.

99.02  Business Plan Consulting Agreement, dated September 27, 2002, by and
       between Crescent Fund, Inc. and  the Registrant

ITEM 9.   UNDERTAKINGS.

     (a)  The  undersigned  Registrant  hereby  undertakes:

          (1)  To file, during any period in which offers or sales are being
               made,  a  post-effective amendment  to  this  registration
               statement to include any material information with respect to the
               plan of distribution not previously disclosed in the registration
               statement or any  material change to such information in the
               registration statement.

          (2)  That, for the purpose of determining  any  liability under  the
               Securities Act of 1933, each post-effective amendment shall  be
               deemed to be a new registration statement relating to the
               securities  offered  therein,  and  the  offering  of  such
               securities  at that time shall be deemed to be the initial bona
               fide offering thereof.

          (3)  To remove  from registration by  means  of  a  post- effective
               amendment any of the securities being registered  which remain
               unsold at the termination of the offering.

     (b)  The undersigned registrant hereby undertakes that, for purposes of
          determining any liability under the Securities Act 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 registration  statement
          shall be deemed to be a new  registration statement relating to the
          securities offered  therein,  and  the offering  of such securities at
          that time shall be deemed  to  be the initial bona fide offering
          thereof.

     (c)  Insofar  as indemnification for liabilities  arising under  the
          Securities Act of 1933 may be permitted to directors, officers  and
          controlling persons of the registrant  pursuant to the provisions
          described under Item 6 above, 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
          Securities  Act  of  1933  and  is, therefore, unenforceable.  In  the
          event  that  a   claim   for indemnification against such liabilities
          (other than the  payment by  the  registrant of expenses incurred or
          paid by  a  director, officer or controlling person of the registrant
          in the successful defense  of any action, suit or proceeding) is
          asserted  by  such director,  officer or controlling person in
          connection  with the securities being registered, the registrant will,
          unless  in  the opinion of its counsel the matter has been settled by
          controlling precedent,  submit  to  a court of appropriate
          jurisdiction  the question  whether  such indemnification by it is
          against  public policy  as  expressed in the Securities Act of 1933
          and  will  be governed by the final adjudication of such issue.

                                   SIGNATURES

     Pursuant to the requirements of the Securities ActSecurities Act of 1933 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 Westlake Village, State of California,
on November 18, 2002.

                                    TORCHMAIL COMMUNICATIONS, INC.

                                    By: /s/ Gerard Nolan
                                            --------------
                                            Gerard Nolan
                                            Chief Executive Officer

      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/ Gerard Nolan              Chief Executive Officer        November 18, 2002
    ------------------        and a Director
    Gerard Nolan

/s/ Catherine Thompson        Chief Financial Officer        November 18, 2002
    ------------------        and a Director
    Catherine Thompson

/s/ David Cronshaw            Director                       November 18, 2002
    ------------------
    David Cronshaw

/s/ Michael Avatar            Director                       November 18, 2002
    ------------------
    Michael Avatar

                          EXHIBIT INDEX

Exhibit Number   Description of Exhibit
--------------   ------------------------------------
       5.1       Opinion of Silicon Valley Law Group.

      23.1       Consent of Silicon Valley Law Group (included in Exhibit 5.1).

      23.2       Consent of Jones Simkins LLP

      99.01      Consulting  Agreement,  dated  September 1, 2001, by and
                 between Byzantium, Inc. and the Registrant.

      99.02      Business  Plan Consulting Agreement, dated September 27, 2002,
                 by and between Crescent Fund, Inc. and the Registrant

================================================================================