Registration Statement No. ____________

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

                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549


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




                                   DTOMI, INC.
                                   -----------
             (Exact name of registrant as specified in its charter)

               Nevada                                         98-0207554
(State or other jurisdiction of                       (I.R.S. Employer ID. No.)
 incorporation or organization)


                             200 Ninth Avenue North
                    Suite 220, Safety Harbor, Florida, 34965
                                 (727) 723-8664
                    (Address of Principal Executive Offices)

                       ---------------------------------
                       DTOMI, INC. 2001 STOCK OPTION PLAN
                              (Full Title of Plan)

                      NON-QUALIFIED STOCK OPTION AGREEMENT
                              (Full Title of Plan)

                               David M. Otto, Esq.
                            The Otto Law Group, PLLC
                          900 Fourth Avenue, Suite 3140
                            Seattle, Washington 98164
                                 (206) 262-9545
      (Name, Address and Telephone Number of Agent for Service of Process)

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

  If any of the Securities being registered on this Form S-8 are to be offered
  on a delayed or continuous basis pursuant to Rule 415 under the Securities Act
  of 1933, as amended, other than securities offered only in connection with
  dividend or interest reinvestment plans, check the following box. [X]









<PAGE>
<TABLE>
<CAPTION>
                         CALCULATION OF REGISTRATION FEE

  Title of                                        Proposed Maximum           Proposed Maximum
  Securities               Amount to be           Offering Price Per         Aggregate Offering         Amount
  to be Registered         Registered*            Share**                    Price**                    of Fee
------------------------ ---------------------- -------------------------- -------------------------- --------------
<S>                        <C>                    <C>                         <C>                       <C>
  Common Stock,            2,000,000              $0.10                       $200,000                  $18.40
  $0.001 par value
</TABLE>
  * The Dtomi, Inc. 2001 Stock Option Plan (the "Plan") authorizes the directors
  to fix the maximum number of shares of common stock of Dtomi, Inc. (the
  "Company" or the "Registrant"), par value $0.001 per share ("Common Stock") to
  be issued under the Plan. The directors have fixed 2,000,000 shares as the
  maximum number to be issued under the Plan, all of which are being registered
  hereunder. As of August 27, 2002, options to purchase 600,000 shares of common
  stock have been granted under the Plan pursuant to a Non-Qualified Stock
  Option Agreement dated August 27, 2002, by and between the Company and The
  Otto Law Group, PLLC; no shares of common stock have been issued pursuant to
  the exercise of options granted under the Plan; and a total of 2,000,000
  shares are available for the exercise of options granted under the Plan in the
  future. There are also registered, pursuant to Rule 415, such additional
  indeterminate number of shares as may be issued as a result of the
  anti-dilution provision of the Plan.

  ** Estimated solely for the purposes of determining the registration fee
  pursuant to Rule 457. On August 27, 2002, the fair market value of Dtomi, Inc.
  Common Stock, determined from its closing price on the Over-the-Counter
  Bulletin Board was $0.10 per share. On this basis, the maximum aggregate
  offering price for the shares being registered hereunder is $200,000, and this
  is the basis for computing the filing fee in accordance with Rule 457(h) and
  at a rate of the aggregate offering price multiplied by .000092.

  ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE

  The following documents, which have been filed with the Securities and
  Exchange Commission (the "Commission") by the Registrant are incorporated by
  reference in this registration statement: (i) the Company's Annual Report on
  Form 10-KSB and Form 10-KSB, as amended, for the fiscal year ended April 30,
  2001, and (ii) the Company's Quarterly Reports on Form 10-QSB and Form 10-QSB,
  as amended, for the quarter ended June 30, 2002, March 31, 2002, October 31,
  2001, July 31, 2001 (iii) the Company's Reports on Forms 8-K and Forms 8-K, as
  amended, filed April 5, 2002, March 21, 2002, March 6, 2002, January 29, 2002,
  November 7, 2001, and October 11, 2001. All documents subsequently filed by
  the Registrant pursuant to Sections 13(a), 13(c), 14 and 15(d) of the
  Securities Exchange Act of 1934, prior to the filing of a post-effective
  amendment which indicates that all securities offered have been sold or which
  deregisters all securities then remaining unsold, shall be deemed to be
  incorporated by reference in this registration statement and to be part hereof
  from the date of the filing of such documents.

  ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL

  The Otto Law Group, PLLC, who has prepared this Registration Statement and the
  opinion regarding the authorization, issuance and fully-paid and
  non-assessable status of the securities covered by this Registration
  Statement, has represented the Registrant in the past on certain legal
  matters. David M. Otto is the 100% beneficial owner of securities of The Otto
  Law Group, PLLC. Mr. Otto is also Chairman of the Board of Directors of the
  Registrant and the beneficial owner of 190,193 shares of common stock of the
  Company and an option (the "Option") to purchase 600,000 shares of common
  stock of the Company. The 600,000 shares of common stock underlying the Option
  are being registered under this Registration Statement. There are no
  arrangements or understandings which would in any way cause Mr. Otto to be
  deemed an affiliate of the Registrant or a person associated with an affiliate
  of the Registrant.
                                       2
<PAGE>
  ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS

  Section 78.751 of the Nevada General Corporation Law generally allows the
  Registrant to indemnify any person who was or is threatened to be made a party
  to any threatened, pending or completed action, suit or proceeding by reason
  of the fact that he or she is or was a director, officer, employee or agent of
  the Registrant or is or was serving at the request of the Registrant as a
  director, officer, employee or agent of any corporation, partnership, joint
  venture, trust or other enterprise. The Registrant may advance expenses in
  connection with defending any such proceeding, provided the indemnitee
  undertakes to pay any such amounts if it is later determined that such person
  was not entitled to be indemnified by the Registrant.

  ITEM 8.  EXHIBITS

  The Exhibits required to be filed as part of this Registration Statement are
  listed in the attached Index to Exhibits.

  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:

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

                             (ii) To reflect in the prospectus any facts or
  events arising after the effective date of the registration statement (or the
  most recent post-effective amendment thereof) which, individually or in the
  aggregate, represent a fundamental change in the information set forth in the
  registration statement. Notwithstanding the foregoing, any increase or
  decrease in volume of securities offered (if the total dollar value of
  securities offered would not exceed that which was registered) and any
  deviation from the low or high and of the estimated maximum offering range may
  be reflected in the form of prospectus filed with the Commission pursuant to
  Rule 424(b) if, in the aggregate, the change in volume and price represents no
  more than 20% change in the maximum aggregate offering price set forth in the
  "Calculation of Registration Fee" table in the effective 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;

  provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if
  the information required to be included in a post-effective amendment by those
  paragraphs is contained in periodic reports filed with or furnished to the
  Commission by the Registrant 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 which remain unsold at the
  termination of the offering.

                                      3

<PAGE>
           (b) The undersigned Registrant hereby undertakes that, for purposes
  of determining any liability under the Securities Act, each filing of the
  Registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
  Exchange Act, (and, where applicable, each filing of an employee benefit
  plan's annual report pursuant to section 15(d) of the Exchange Act) 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.

           (h) 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 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
  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 of
  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.


                                       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 Safety Harbor, Florida, on this 19th day of
  August, 2002.

                                      DTOMI, INC.
                                      --------------------
                                      (Name of Registrant)



  Date:  August 27, 2002              By: /s/ John "JT" Thatch
                                          ---------------------------------
                                          John "JT" Thatch, Chief Executive
                                          Officer, President, Secretary
                                          and Treasurer

                                POWER OF ATTORNEY

           Each person whose signature appears below constitutes and appoints
  John "JT" Thatch his or her attorney-in-fact, with the power of substitution,
  for them in any and all capacities, to sign any amendments to this
  registration statement, and to file the same, with exhibits thereto and other
  documents in connection therewith, with the Securities and Exchange
  Commission, hereby ratifying and confirming all that said attorneys-in-fact,
  or their substitute or substitutes, may do or cause to be done by virtue
  hereof.

           Pursuant to the requirements of the Securities Act of 1933, as
  amended, this registration statement has been signed by the following persons
  in the capacities and on the date indicated.
<TABLE>
<CAPTION>
      Signature                      Title                                               Date
      ---------                      -----                                               ----
<S>                                <C>                                                 <C>
  /s/ John "JT" Thatch             Chief Executive Officer, President, Secretary       August 27, 2002
  -------------------------        Treasurer, and Director
  John "JT" Thatch


  /s/ David M. Otto                Chairman of the Board of Directors                  August 27, 2002
  -------------------------
  David M. Otto


  /s/ Parnell Clitus               Director                                            August 27, 2002
  -------------------------
  Parnell Clitus
</TABLE>


                                       5
<PAGE>
                                INDEX TO EXHIBITS


  Number               Description
  ------               -----------

    4.1          Dtomi, Inc. 2001 Stock Option Plan (1)
    4.2          Non-Qualified Stock Option Agreement
      5          Opinion of The Otto Law Group PLLC
   23.1          Consent of The Otto Law Group, PLLC (contained in exhibit 5)
   23.2          Consent of Salberg & Co, P.A.

(1) Incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report
    on Form 10-QSB, filed on December 18, 2001.















                                       6
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{"company-data": {"conformed-name": "DTOMI INC", "cik": "0001083721", "assigned-sic": "1000", "irs-number": "980207554", "state-of-incorporation": "NV", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-98883", "film-number": "02751678"}, "business-address": {"street1": "200 9TH AVENUE, SUITE 220", "city": "SAFETY HARBOR", "state": "FL", "zip": "34965", "phone": "(727) 723-8664"}, "mail-address": {"street1": "200 9TH AVENUE, SUITE 220", "city": "SAFETY HARBOR", "state": "FL", "zip": "34965"}, "former-company": [{"former-conformed-name": "RECON RUBBER CORP", "date-changed": "19990823"}, {"former-conformed-name": "COPPER VALLEY MINERALS LTD", "date-changed": "19990823"}]}
Registration Statement No. ____________

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

                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

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

                                   DTOMI, INC.
                                   -----------
             (Exact name of registrant as specified in its charter)

               Nevada                                         98-0207554
(State or other jurisdiction of                       (I.R.S. Employer ID. No.)
 incorporation or organization)

                             200 Ninth Avenue North
                    Suite 220, Safety Harbor, Florida, 34965
                                 (727) 723-8664
                    (Address of Principal Executive Offices)

                       ---------------------------------
                       DTOMI, INC. 2001 STOCK OPTION PLAN
                              (Full Title of Plan)

                      NON-QUALIFIED STOCK OPTION AGREEMENT
                              (Full Title of Plan)

                               David M. Otto, Esq.
                            The Otto Law Group, PLLC
                          900 Fourth Avenue, Suite 3140
                            Seattle, Washington 98164
                                 (206) 262-9545
      (Name, Address and Telephone Number of Agent for Service of Process)

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

  If any of the Securities being registered on this Form S-8 are to be offered
  on a delayed or continuous basis pursuant to Rule 415 under the Securities Act
  of 1933, as amended, other than securities offered only in connection with
  dividend or interest reinvestment plans, check the following box. [X]
CALCULATION OF REGISTRATION FEE

  Title of                                        Proposed Maximum           Proposed Maximum
  Securities               Amount to be           Offering Price Per         Aggregate Offering         Amount
  to be Registered         Registered*            Share**                    Price**                    of Fee
------------------------ ---------------------- -------------------------- -------------------------- --------------
Common Stock,            2,000,000              $0.10                       $200,000                  $18.40
  $0.001 par value
* The Dtomi, Inc. 2001 Stock Option Plan (the "Plan") authorizes the directors
  to fix the maximum number of shares of common stock of Dtomi, Inc. (the
  "Company" or the "Registrant"), par value $0.001 per share ("Common Stock") to
  be issued under the Plan. The directors have fixed 2,000,000 shares as the
  maximum number to be issued under the Plan, all of which are being registered
  hereunder. As of August 27, 2002, options to purchase 600,000 shares of common
  stock have been granted under the Plan pursuant to a Non-Qualified Stock
  Option Agreement dated August 27, 2002, by and between the Company and The
  Otto Law Group, PLLC; no shares of common stock have been issued pursuant to
  the exercise of options granted under the Plan; and a total of 2,000,000
  shares are available for the exercise of options granted under the Plan in the
  future. There are also registered, pursuant to Rule 415, such additional
  indeterminate number of shares as may be issued as a result of the
  anti-dilution provision of the Plan.

  ** Estimated solely for the purposes of determining the registration fee
  pursuant to Rule 457. On August 27, 2002, the fair market value of Dtomi, Inc.
  Common Stock, determined from its closing price on the Over-the-Counter
  Bulletin Board was $0.10 per share. On this basis, the maximum aggregate
  offering price for the shares being registered hereunder is $200,000, and this
  is the basis for computing the filing fee in accordance with Rule 457(h) and
  at a rate of the aggregate offering price multiplied by .000092.

  ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE

  The following documents, which have been filed with the Securities and
  Exchange Commission (the "Commission") by the Registrant are incorporated by
  reference in this registration statement: (i) the Company's Annual Report on
  Form 10-KSB and Form 10-KSB, as amended, for the fiscal year ended April 30,
  2001, and (ii) the Company's Quarterly Reports on Form 10-QSB and Form 10-QSB,
  as amended, for the quarter ended June 30, 2002, March 31, 2002, October 31,
  2001, July 31, 2001 (iii) the Company's Reports on Forms 8-K and Forms 8-K, as
  amended, filed April 5, 2002, March 21, 2002, March 6, 2002, January 29, 2002,
  November 7, 2001, and October 11, 2001. All documents subsequently filed by
  the Registrant pursuant to Sections 13(a), 13(c), 14 and 15(d) of the
  Securities Exchange Act of 1934, prior to the filing of a post-effective
  amendment which indicates that all securities offered have been sold or which
  deregisters all securities then remaining unsold, shall be deemed to be
  incorporated by reference in this registration statement and to be part hereof
  from the date of the filing of such documents.

  ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL

  The Otto Law Group, PLLC, who has prepared this Registration Statement and the
  opinion regarding the authorization, issuance and fully-paid and
  non-assessable status of the securities covered by this Registration
  Statement, has represented the Registrant in the past on certain legal
  matters. David M. Otto is the 100% beneficial owner of securities of The Otto
  Law Group, PLLC. Mr. Otto is also Chairman of the Board of Directors of the
  Registrant and the beneficial owner of 190,193 shares of common stock of the
  Company and an option (the "Option") to purchase 600,000 shares of common
  stock of the Company. The 600,000 shares of common stock underlying the Option
  are being registered under this Registration Statement. There are no
  arrangements or understandings which would in any way cause Mr. Otto to be
  deemed an affiliate of the Registrant or a person associated with an affiliate
  of the Registrant.
                                       2
ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS

  Section 78.751 of the Nevada General Corporation Law generally allows the
  Registrant to indemnify any person who was or is threatened to be made a party
  to any threatened, pending or completed action, suit or proceeding by reason
  of the fact that he or she is or was a director, officer, employee or agent of
  the Registrant or is or was serving at the request of the Registrant as a
  director, officer, employee or agent of any corporation, partnership, joint
  venture, trust or other enterprise. The Registrant may advance expenses in
  connection with defending any such proceeding, provided the indemnitee
  undertakes to pay any such amounts if it is later determined that such person
  was not entitled to be indemnified by the Registrant.

  ITEM 8.  EXHIBITS

  The Exhibits required to be filed as part of this Registration Statement are
  listed in the attached Index to Exhibits.

  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:

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

                             (ii) To reflect in the prospectus any facts or
  events arising after the effective date of the registration statement (or the
  most recent post-effective amendment thereof) which, individually or in the
  aggregate, represent a fundamental change in the information set forth in the
  registration statement. Notwithstanding the foregoing, any increase or
  decrease in volume of securities offered (if the total dollar value of
  securities offered would not exceed that which was registered) and any
  deviation from the low or high and of the estimated maximum offering range may
  be reflected in the form of prospectus filed with the Commission pursuant to
  Rule 424(b) if, in the aggregate, the change in volume and price represents no
  more than 20% change in the maximum aggregate offering price set forth in the
  "Calculation of Registration Fee" table in the effective 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;

  provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if
  the information required to be included in a post-effective amendment by those
  paragraphs is contained in periodic reports filed with or furnished to the
  Commission by the Registrant 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 which remain unsold at the
  termination of the offering.

                                      3
(b) The undersigned Registrant hereby undertakes that, for purposes
  of determining any liability under the Securities Act, each filing of the
  Registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
  Exchange Act, (and, where applicable, each filing of an employee benefit
  plan's annual report pursuant to section 15(d) of the Exchange Act) 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.

           (h) 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 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
  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 of
  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.

                                       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 Safety Harbor, Florida, on this 19th day of
  August, 2002.

                                      DTOMI, INC.
                                      --------------------
                                      (Name of Registrant)

  Date:  August 27, 2002              By: /s/ John "JT" Thatch
                                          ---------------------------------
                                          John "JT" Thatch, Chief Executive
                                          Officer, President, Secretary
                                          and Treasurer

                                POWER OF ATTORNEY

           Each person whose signature appears below constitutes and appoints
  John "JT" Thatch his or her attorney-in-fact, with the power of substitution,
  for them in any and all capacities, to sign any amendments to this
  registration statement, and to file the same, with exhibits thereto and other
  documents in connection therewith, with the Securities and Exchange
  Commission, hereby ratifying and confirming all that said attorneys-in-fact,
  or their substitute or substitutes, may do or cause to be done by virtue
  hereof.

           Pursuant to the requirements of the Securities Act of 1933, as
  amended, this registration statement has been signed by the following persons
  in the capacities and on the date indicated.
Signature                      Title                                               Date
      ---------                      -----                                               ----
/s/ John "JT" Thatch             Chief Executive Officer, President, Secretary       August 27, 2002
  -------------------------        Treasurer, and Director
  John "JT" Thatch

  /s/ David M. Otto                Chairman of the Board of Directors                  August 27, 2002
  -------------------------
  David M. Otto

  /s/ Parnell Clitus               Director                                            August 27, 2002
  -------------------------
  Parnell Clitus
5
INDEX TO EXHIBITS

  Number               Description
  ------               -----------

    4.1          Dtomi, Inc. 2001 Stock Option Plan (1)
    4.2          Non-Qualified Stock Option Agreement
      5          Opinion of The Otto Law Group PLLC
   23.1          Consent of The Otto Law Group, PLLC (contained in exhibit 5)
   23.2          Consent of Salberg & Co, P.A.

(1) Incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report
    on Form 10-QSB, filed on December 18, 2001.

                                       6