UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C. 20549

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




                        EXOTICS.COM, INC.
     (Exact name of registrant as specified in its charter)






Nevada                                            87-0640430
(State of organization) (I.R.S. Employer Identification No.)

209 Richmond St., El Segundo, CA                       90245
(Address of principal executive offices)          (Zip Code)

               Consulting and Legal Services Plan
                    (Full title of the Plan)

                    Chapman & Flanagan, Ltd.,
                777 N. Rainbow Blvd., Suite 390,
                       Las Vegas, NV 89107
             (Name and address of agent for service)

                         (702) 650-5660
  (Telephone number, including area code, of agent for service)

                 Calculation of Registration Fee

 Title of     Amount to     Proposed     Proposed     Amount of
Securities        be        Maximum     Aggregate    Registration
   to be      Registered    Offering     Offering        Fee
Registered                 Price Per      Price
                           Share (1)

Common          90,000       $0.45       $40,500     $9.68
Stock           shares

     (1) The Offering Price is used solely for purposes of
estimating the registration fee pursuant to Rules 457(c) and
457(h) promulgated pursuant to the Securities Act of 1933. The
Offering Price is estimated as the average of the bid and asked
prices on January 17, 2002.

                             PART I
      Information Required in the Section 10(a) Prospectus

Item 1. Plan Information

The Company is offering the shares of its common stock to the
various individuals for their legal and consulting services
performed on the Company's behalf. The issuance of these shares
are being made pursuant to a Consulting and Legal Services Plan
(the "Plan") adopted by the Board of Directors on December 4,
2001. The Board has equated these number of shares to the value
of the legal services provided by these individuals. The shares
issued hereunder to eligible participants who are not affiliates
of the Company as defined in Rule 405 of the Securities Act will
not be subject to any resale restrictions. The Plan is not
qualified under ERISA.

The  services for which these shares are being issued are not  in
connection  with  any offer of sale of securities  in  a  capital
raising  transaction and does not directly or indirectly  promote
or maintain a market for the securities of the Company.

Item   2.   Registrant  Information  and  Employee  Plan   Annual
Information

The participants shall be provided a written statement notifying
them that upon written or oral request they will be provided,
without charge, (i) the documents incorporated by reference in
Item 3 of Part II of the registration statement, and (ii) other
documents required to be delivered pursuant to Rule 428(b). The
statement will inform the participants that these documents are
incorporated by reference in the Section 10(a) prospectus, and
shall include the address (giving title or department) and
telephone number to which the request is to be directed.

                             PART II
       Information Required in the Registration Statement

Item 3. Incorporation of Documents by Reference.

Incorporated by reference into this Registration Statement are
the contents of the Company's Annual Report on Form 10-KSB for
the period ended December 31, 2000, and the Company's Quarterly
Reports on Form 10-QSB for the periods ended March 31, 2001, June
30, 2001, September 30, 2001, and the Company's Current Report on
Form 8-K, filed on July 31, 2001 and the Company's Current
Report, as amended, on Form 8-K/A filed on September 24, 2001.
All documents filed by the Company with the Commission pursuant
to Section 13(a), 13(c), 14 or 15(d) of the Securities Exchange
Act of 1934, as amended, after the date of this Registration
Statement and prior to the termination of the offering 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
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 this
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 reference herein 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.
The Company will provide without charge to each person to whom a
copy of this Registration Statement is delivered, on the written
or oral request of such person, a copy of any or all of the
documents referred to above which have been or may be
incorporated by reference into this Registration Statement, other
than certain exhibits to such documents. Requests for such copies
shall be directed to Shareholder Relations, Exotics.com, Inc.,
209 Richmond St., El Segundo, CA, telephone (310) 205-6400.

Item 4. Description of Securities.

Not applicable

Item 5. Interest of Named Experts and Counsel.

The shares being registered herein are being issued to the
Registrant's attorneys for services provided to the Registrant.
Neither the Registrant's Accountants nor any other experts named
in the registration statement has any equity or other interest in
the Registrant.

Item 6. Indemnification of Directors and Officers.

The Company and its affiliates may not be liable to its
shareholders for errors in judgment or other acts or omissions
not amounting to intentional misconduct, fraud, or a knowing
violation of the law, since provisions have been made in the
Articles of Incorporation and By-laws limiting such liability.
The Articles of Incorporation and By-laws also provide for
indemnification of the officers and directors of the Company in
most cases for any liability suffered by them or arising from
their activities as officers and directors of the Company if they
were not engaged in intentional misconduct, fraud, or a knowing
violation of the law. Therefore, purchasers of these  securities
may have a more limited right of action than they would have
except for this limitation in the Articles of Incorporation and
By-laws.

The officers and directors of the Company are accountable to the
Company as fiduciaries, which means such officers and directors
are required to exercise good faith and integrity in handling the
Company's affairs. A shareholder may be able to institute legal
action on behalf of himself and all others similarly stated
shareholders to recover damages where the Company has failed or
refused to observe the law.

Shareholders may, subject to applicable rules of civil procedure,
be able to bring a class action or derivative suit to enforce
their rights, including rights under certain federal and state
securities laws and regulations. Shareholders who have suffered
losses in connection with the purchase or sale of their interest
in the Company in connection with such sale or purchase,
including the misapplication by any such officer or director of
the proceeds from the sale of these securities, may be able to
recover such losses from the Company.

Item 7. Exemption from Registration Claimed.

Not applicable.

Item 8. Exhibits.

     Exhibit                    Description
     Number

   4.1         The Company's Articles of Incorporation,
               which define the rights of holders of the
               equity securities being registered.
               (Incorporated by reference to Exhibit 3(i)
               to the Registration Statement on Form 10-SB
               filed February 10, 2000).

   4.2         The Company's By-Laws, which define the
               rights of holders of the equity securities
               being registered. (Incorporated by reference
               to Exhibit 3(ii) to the Registration
               Statement on Form 10-SB filed February 10,
               2000).

   5.1         Opinion of Counsel, Chapman & Flanagan, Ltd.
               (Filed herewith.)

   23.1        Consent of Andersen, Andersen and Strong,
               L.L.C., Certified Public Accountants. (Filed
               herewith.)

   23.2        Consent of Counsel. (Included in Exhibit
               5.1.)

Item 9. Undertaking.

The registrant makes the following undertakings:

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

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

          ii)  to reflect any facts or events which, individually
          or together, represent a fundamental change in the
          information in the registration statement;

          iii) 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 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
     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
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 indemnification is permitted to directors, officers
and controlling personas 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 the 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 of such corporation it
is the opinion of the SEC that any such indemnification is
against public policy.

                           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 authorize, in the City
of Vancouver, Province of British Columbia Canada on January 18,
2002.

                 (Registrant) Exotics.com, Inc.



                 By (Signature and Title) /s/ Firoz Jinnah
                                   Firoz Jinnah, Principal
                                   Executive Officer and
                                   Principal Financial and
                                   Accounting 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 date indicated.

        Signature                   Title             Date

/s/ Firoz Jinnah            President, Secretary,   Jan. 18, 2002
Firoz Jinnah                Treasurer, and
                            Director

                            PART III
                        INDEX TO EXHIBITS



   4.1         The Company's Articles of Incorporation,
               which define the rights of holders of the
               equity securities being registered.
               (Incorporated by reference to Exhibit 3(i)
               to the Registration Statement on Form 10-SB
               filed February 10, 2000).

   4.2         The Company's By-Laws, which define the
               rights of holders of the equity securities
               being registered. (Incorporated by reference
               to Exhibit 3(ii) to the Registration
               Statement on Form 10-SB filed February 10,
               2000).

   5.1         Opinion of Counsel, Chapman & Flanagan, Ltd.
               (Filed herewith.)

   23.1        Consent of Andersen, Andersen and Strong,
               L.L.C., Certified Public Accountants. (Filed
               herewith.)

   23.2        Consent of Counsel. (Included in Exhibit
               5.1.)
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{"company-data": {"conformed-name": "EXOTICS COM INC", "cik": "0001104220", "assigned-sic": "9995", "irs-number": "870636386", "state-of-incorporation": "NV", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-77018", "film-number": "2512734"}, "business-address": {"street1": "209 RICHMOND ST.", "street2": "SUITE", "city": "EL SEGUNDO", "state": "CA", "zip": "90245", "phone": "(310) 205-6400"}, "mail-address": {"street1": "209 RICHMOND ST.", "street2": "SUITE", "city": "EL SEGUNDO", "state": "CA", "zip": "90245"}, "former-company": {"former-conformed-name": "HARDROCK MINES INC", "date-changed": "20000126"}}
UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C. 20549

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

                        EXOTICS.COM, INC.
     (Exact name of registrant as specified in its charter)

Nevada                                            87-0640430
(State of organization) (I.R.S. Employer Identification No.)

209 Richmond St., El Segundo, CA                       90245
(Address of principal executive offices)          (Zip Code)

               Consulting and Legal Services Plan
                    (Full title of the Plan)

                    Chapman & Flanagan, Ltd.,
                777 N. Rainbow Blvd., Suite 390,
                       Las Vegas, NV 89107
             (Name and address of agent for service)

                         (702) 650-5660
  (Telephone number, including area code, of agent for service)

                 Calculation of Registration Fee

 Title of     Amount to     Proposed     Proposed     Amount of
Securities        be        Maximum     Aggregate    Registration
   to be      Registered    Offering     Offering        Fee
Registered                 Price Per      Price
                           Share (1)

Common          90,000       $0.45       $40,500     $9.68
Stock           shares

     (1) The Offering Price is used solely for purposes of
estimating the registration fee pursuant to Rules 457(c) and
457(h) promulgated pursuant to the Securities Act of 1933. The
Offering Price is estimated as the average of the bid and asked
prices on January 17, 2002.

                             PART I
      Information Required in the Section 10(a) Prospectus

Item 1. Plan Information

The Company is offering the shares of its common stock to the
various individuals for their legal and consulting services
performed on the Company's behalf. The issuance of these shares
are being made pursuant to a Consulting and Legal Services Plan
(the "Plan") adopted by the Board of Directors on December 4,
2001. The Board has equated these number of shares to the value
of the legal services provided by these individuals. The shares
issued hereunder to eligible participants who are not affiliates
of the Company as defined in Rule 405 of the Securities Act will
not be subject to any resale restrictions. The Plan is not
qualified under ERISA.

The  services for which these shares are being issued are not  in
connection  with  any offer of sale of securities  in  a  capital
raising  transaction and does not directly or indirectly  promote
or maintain a market for the securities of the Company.

Item   2.   Registrant  Information  and  Employee  Plan   Annual
Information

The participants shall be provided a written statement notifying
them that upon written or oral request they will be provided,
without charge, (i) the documents incorporated by reference in
Item 3 of Part II of the registration statement, and (ii) other
documents required to be delivered pursuant to Rule 428(b). The
statement will inform the participants that these documents are
incorporated by reference in the Section 10(a) prospectus, and
shall include the address (giving title or department) and
telephone number to which the request is to be directed.

                             PART II
       Information Required in the Registration Statement

Item 3. Incorporation of Documents by Reference.

Incorporated by reference into this Registration Statement are
the contents of the Company's Annual Report on Form 10-KSB for
the period ended December 31, 2000, and the Company's Quarterly
Reports on Form 10-QSB for the periods ended March 31, 2001, June
30, 2001, September 30, 2001, and the Company's Current Report on
Form 8-K, filed on July 31, 2001 and the Company's Current
Report, as amended, on Form 8-K/A filed on September 24, 2001.
All documents filed by the Company with the Commission pursuant
to Section 13(a), 13(c), 14 or 15(d) of the Securities Exchange
Act of 1934, as amended, after the date of this Registration
Statement and prior to the termination of the offering 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
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 this
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 reference herein 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.
The Company will provide without charge to each person to whom a
copy of this Registration Statement is delivered, on the written
or oral request of such person, a copy of any or all of the
documents referred to above which have been or may be
incorporated by reference into this Registration Statement, other
than certain exhibits to such documents. Requests for such copies
shall be directed to Shareholder Relations, Exotics.com, Inc.,
209 Richmond St., El Segundo, CA, telephone (310) 205-6400.

Item 4. Description of Securities.

Not applicable

Item 5. Interest of Named Experts and Counsel.

The shares being registered herein are being issued to the
Registrant's attorneys for services provided to the Registrant.
Neither the Registrant's Accountants nor any other experts named
in the registration statement has any equity or other interest in
the Registrant.

Item 6. Indemnification of Directors and Officers.

The Company and its affiliates may not be liable to its
shareholders for errors in judgment or other acts or omissions
not amounting to intentional misconduct, fraud, or a knowing
violation of the law, since provisions have been made in the
Articles of Incorporation and By-laws limiting such liability.
The Articles of Incorporation and By-laws also provide for
indemnification of the officers and directors of the Company in
most cases for any liability suffered by them or arising from
their activities as officers and directors of the Company if they
were not engaged in intentional misconduct, fraud, or a knowing
violation of the law. Therefore, purchasers of these  securities
may have a more limited right of action than they would have
except for this limitation in the Articles of Incorporation and
By-laws.

The officers and directors of the Company are accountable to the
Company as fiduciaries, which means such officers and directors
are required to exercise good faith and integrity in handling the
Company's affairs. A shareholder may be able to institute legal
action on behalf of himself and all others similarly stated
shareholders to recover damages where the Company has failed or
refused to observe the law.

Shareholders may, subject to applicable rules of civil procedure,
be able to bring a class action or derivative suit to enforce
their rights, including rights under certain federal and state
securities laws and regulations. Shareholders who have suffered
losses in connection with the purchase or sale of their interest
in the Company in connection with such sale or purchase,
including the misapplication by any such officer or director of
the proceeds from the sale of these securities, may be able to
recover such losses from the Company.

Item 7. Exemption from Registration Claimed.

Not applicable.

Item 8. Exhibits.

     Exhibit                    Description
     Number

   4.1         The Company's Articles of Incorporation,
               which define the rights of holders of the
               equity securities being registered.
               (Incorporated by reference to Exhibit 3(i)
               to the Registration Statement on Form 10-SB
               filed February 10, 2000).

   4.2         The Company's By-Laws, which define the
               rights of holders of the equity securities
               being registered. (Incorporated by reference
               to Exhibit 3(ii) to the Registration
               Statement on Form 10-SB filed February 10,
               2000).

   5.1         Opinion of Counsel, Chapman & Flanagan, Ltd.
               (Filed herewith.)

   23.1        Consent of Andersen, Andersen and Strong,
               L.L.C., Certified Public Accountants. (Filed
               herewith.)

   23.2        Consent of Counsel. (Included in Exhibit
               5.1.)

Item 9. Undertaking.

The registrant makes the following undertakings:

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

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

          ii)  to reflect any facts or events which, individually
          or together, represent a fundamental change in the
          information in the registration statement;

          iii) 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 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
     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
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 indemnification is permitted to directors, officers
and controlling personas 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 the 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 of such corporation it
is the opinion of the SEC that any such indemnification is
against public policy.

                           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 authorize, in the City
of Vancouver, Province of British Columbia Canada on January 18,
2002.

                 (Registrant) Exotics.com, Inc.

                 By (Signature and Title) /s/ Firoz Jinnah
                                   Firoz Jinnah, Principal
                                   Executive Officer and
                                   Principal Financial and
                                   Accounting 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 date indicated.

        Signature                   Title             Date

/s/ Firoz Jinnah            President, Secretary,   Jan. 18, 2002
Firoz Jinnah                Treasurer, and
                            Director

                            PART III
                        INDEX TO EXHIBITS

   4.1         The Company's Articles of Incorporation,
               which define the rights of holders of the
               equity securities being registered.
               (Incorporated by reference to Exhibit 3(i)
               to the Registration Statement on Form 10-SB
               filed February 10, 2000).

   4.2         The Company's By-Laws, which define the
               rights of holders of the equity securities
               being registered. (Incorporated by reference
               to Exhibit 3(ii) to the Registration
               Statement on Form 10-SB filed February 10,
               2000).

   5.1         Opinion of Counsel, Chapman & Flanagan, Ltd.
               (Filed herewith.)

   23.1        Consent of Andersen, Andersen and Strong,
               L.L.C., Certified Public Accountants. (Filed
               herewith.)

   23.2        Consent of Counsel. (Included in Exhibit
               5.1.)