================================================================================
                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                  -------------
                                    FORM S-8
                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933

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

                DELAWARE                                13-4127624
(State or other jurisdiction of            (I.R.S. Employer Identification No.)
 incorporation or organization)

                               40 Marquette Drive
                            Smithtown, New York 11787
               (Address of Principal Executive Office) (Zip Code)

                         Commission File No.: 000-29462

                        Restricted Stock Award Agreement
                             dated November 17, 2003
                            (Full title of the plan)

                               Andrew J. Schenker.
                               40 Marquette Drive
                            Smithtown, New York 11787
                     (Name and address of agent for service)

                                 (631) 724-1643
          (Telephone number, including area code, of agent for service)

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

                         CALCULATION OF REGISTRATION FEE

<TABLE>
<CAPTION>
============================================================================================
                                         Proposed         Proposed
Title of                    Amount       Maximum          Maximum               Amount of
Securities to               to be        Offering Price   Aggregate             Registration
Be Registered               Registered   Per Share (1)    Offering Price (1)    Fee
----------------            ----------   -------------    ------------------    ------------
<S>                        <C>               <C>             <C>                   <C>
Common Stock,              100,000,000       $0.01           $1,000,000            $92.00
par value $.001
per share
</TABLE>

-----------------------------------------------------------------------------
(1)  Estimated  solely  for  the  purpose  of  calculating  the  amount  of  the
registration  fee pursuant to Rule 457, based on the closing price of the Common
Stock, as reported by the OTC Bulletin Board, on December 10, 2003.
================================================================================


<PAGE>

                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(A) PROSPECTUS


ITEM 1.  PLAN INFORMATION*


ITEM 2.  INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION*

         *This Registration Statement relates to the registration of 100,000,000
shares of Common  Stock,  $0.001  par value per share,  of  Dominix,  Inc.  (the
"Registrant")  which can be issued and  delivered to 16 recipients of Restricted
Stock  Awards  pursuant  to a form of  Restricted  Stock Award  Agreement  dated
November 17, 2003.  Documents  containing the information  required by Part I of
this Registration Statement will be sent or given to participants in the Plan as
specified by Rule  428(b)(1).  Such  documents are not filed with the Securities
and Exchange  Commission (the "Commission")  either as part of this Registration
Statement or as prospectuses or prospectus  supplements pursuant to Rule 424, in
reliance on Rule 428.

         The  shares to be issued  pursuant  to the  Corporation's  2003  Equity
Incentive Plan to the eligible participates,  aggregating  100,000,000 shares of
common  stock of the  Corporation,  and equal to 500,000  shares of post reverse
split  common  stock,  shall not be issued  pursuant to this filing on Form S-8,
until the effectiveness of the reverse split of the common stock of the Company.

         Registrant will provide without charge to each person to whom a copy of
a Section  10(a)  Prospectus  hereunder is  delivered,  upon the oral or written
request of such person, a copy of any document incorporated in this Registration
Statement  by  reference.  Requests for such  information  should be directed to
Andrew J. Schenker, Director, 40 Marquette Drive, Smithtown, New York 11787.


<PAGE>


                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


ITEM 3.  INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE.

         The following  documents  previously filed with the Commission pursuant
to the 1934 Act are hereby incorporated in this prospectus by reference:

         1.  Dominix,  Inc.'s  Annual  Report on Form  10-KSB for the year ended
December 31, 2002;

         2.  Dominix,  Inc.'s  Quarterly  Report on Form  10-QSB for the quarter
ended September 30, 2003; and

         3. All reports filed by  Registrant  pursuant to Section 13(a) or 15(d)
of the Exchange Act since September 5, 1997.

         All documents filed by Dominix, Inc., pursuant to Section 13(a), 13(c),
14 or 15(d) of the 1934 Act subsequent to the date of this  prospectus and prior
to the  termination  of this  offering,  shall be deemed to be  incorporated  by
reference into this prospectus.  Any information incorporated by reference shall
be modified or superseded by any information  contained in this prospectus or in
any other document filed later with the Commission, which modifies or supersedes
such information.  Any information that is modified or superseded shall become a
part of this prospectus as the information has been so modified or superseded.

         We will provide  without  charge to each person to whom a prospectus is
delivered, upon written or oral request of such person, a copy of any and all of
the  information  that has been  incorporated  by reference  in this  prospectus
(excluding  exhibits  unless such  exhibits  are  specifically  incorporated  by
reference  into such  documents).  Please  direct such requests to Mr. Andrew J.
Schenker, Director, 40 Marquette Drive, Smithtown, New York 11787

         All  documents  filed by the Company  with the  Commission  pursuant to
Sections  13(a),  13(c),  14 or 15(d) of the Exchange Act after the date of this
Registration  Statement and prior to the time a  post-effective  amendment which
indicates that the securities offered hereby have been sold or which deregisters
all securities  then remaining  unsold,  shall be deemed to be  incorporated  by
reference into this Registration Statement and to be a part hereof from the date
of filing of such documents.

         Any statement  contained in any 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 modified or  superseded,  to  constitute  a part of this  Registration
Statement.


                                       3
<PAGE>

ITEM 4.  DESCRIPTION OF SECURITIES

         Not  applicable.  The class of  securities  to be offered is registered
under Section 12 of the Exchange Act.


ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL

         Michael S. Krome,  Esq., 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.  Mr. Krome
is the recipient of a Restricted Stock Award of 1,000,000 shares of Common Stock
of the Registrant which are included in this Registration Statement.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

         The Company is a Delaware corporation. Reference is made to Section 145
of the Delaware  General  Corporation  Law (the "DGCL"),  which  provides that a
corporation may indemnify any person,  including an officer or director, who is,
or is threatened to be made, party to any threatened, pending or completed legal
action,  suit  or  proceeding,   whether  civil,  criminal,   administrative  or
investigative (other than an action by or in the right of such corporation),  by
reason of the fact that such person is or was an officer, director, employee, or
agent  of  such  corporation  or is or  was  serving  at  the  request  of  such
corporation as an officer,  director,  employee, or agent of another corporation
or enterprise.  The indemnity may include expenses (including  attorneys' fees),
judgments, fines and amounts paid in settlement actually and reasonably incurred
by such person in connection with such action, suit or proceeding, provided such
officer,  director,  employee,  or agent  acted in good faith and in a manner he
reasonably  believed to be in or not opposed to the corporation's best interests
and, with respect to criminal  proceedings,  had no reasonable  cause to believe
that his conduct was unlawful.  Section 145 of the DGCL provides  further that a
Delaware  corporation may indemnify officers and directors in an action by or in
the  right  of the  corporation  under  the  same  conditions,  except  that  no
indemnification  is  permitted  without  judicial  approval  if the  officer  or
director  is  adjudged  to be liable to the  corporation.  Where an  officer  or
director is  successful  on the merits or otherwise in the defense of any action
referred to above or any claim  therein,  the  corporation  must  indemnify  him
against the  expenses  that such  officer or director  actually  and  reasonably
incurred.   The  certificate  of  incorporation  of  the  Company  provides  for
indemnification  of its officers and  directors to the full extent  permitted by
the DGCL.

         The  certificate of  incorporation  also provides that directors of the
Company  will not be  personally  liable for  monetary  damages  for breach of a
director's fiduciary duty as a director, except for liability (i) for any breach
of the director's duty of loyalty to the Company or its  shareholders,  (ii) for
acts or omissions not in good faith or which involve intentional misconduct or a
knowing  violation of law,  (iii) for unlawful  payment of dividends or unlawful
stock repurchases or redemptions as provided in Section 174 of the DGCL, or (iv)
for any  transaction  from  which the  director  derived  an  improper  personal
benefit.




                                       4
<PAGE>

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

         Not applicable


ITEM 8.  EXHIBITS.

3.1      Articles of Incorporation of the Company, as amended (1)
3.2      By-laws of the Company, as amended (1)
4.1      Form of Restricted Stock Award Agreement dated November 17, 2003
5.1      Opinion of Michael S. Krome, Esq. (2)
23.1     Consent of MARCUM & KLIEGMAN LLP, Independent Auditor (2)
24.1     Consent of Michael S. Krome (included in Exhibit 5.1)

         (1)      Incorporated by reference from the Company's Amended Report on
                  Form 10-SB,  filed with the  Commission  on September 5, 1997,
                  and  as  amended   thereafter,   and  incorporated  herein  by
                  reference.

         (2)      Filed herewith


ITEM 9.  UNDERTAKINGS.

         The undersigned the Company hereby undertakes:

         (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 of 1933 (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,
represents a fundamental change in the information set forth 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.

                  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 by the
Company  pursuant to Section 13 or Section  15(d) of the  Exchange  Act that are
incorporated by reference in the 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.


                                       5
<PAGE>

                  (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 the Company hereby undertakes that, for purposes of
determining any liability under the Securities Act, each filing of the Company'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.

         (c)  Insofar  as  indemnification  for  liabilities  arising  under the
Securities Act may be permitted to directors,  officers and controlling  persons
of the Company pursuant to the foregoing provisions,  or otherwise,  the Company
has been advised that in the opinion of the Securities  and Exchange  Commission
such  indemnification  is against  pubic  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 Company of expenses incurred or
paid  by a  director,  officer  or  controlling  person  of the  Company  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 Company  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 and will be  governed by the final
adjudication of such issue.



                                       6
<PAGE>

                                   SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, as amended,
the Company  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,  hereunto
duly  authorized,  in the County of Suffolk,  State of New York on December  17,
2003.

                                        Dominix, Inc.


                                        By: /s/ Raymond Barton
                                            ----------------------------------
                                            Raymond Barton, CEO


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

Signature                        Title                         Date
---------                        -----                         ----

Principal Executives

/s/ Raymond Barton               Chief Executive Officer       December 17, 2003
------------------
Raymond Barton


/s/ Timothy Schmidt              President                     December 17, 2003
-------------------
Timothy Schmidt

/s/ Andrew J. Schenker           Sole Director and CFO         December 17, 2003
----------------------
Andrew J. Schenker





                                       7
<PAGE>

                                  EXHIBIT INDEX
EXHIBIT
NUMBER          DESCRIPTION
-------         -----------

3.3             Articles of Incorporation of the Company, as amended (1)
3.4             By-laws of the Company, as amended (1)
4.1             Form of Restricted Stock Award Agreement dated November 17, 2003
5.1             Opinion of Michael S. Krome, Esq. (2)
23.1            Consent of MARCUM & KLIEGMAN LLP, Independent Auditor (2)
24.2            Consent of Michael S. Krome (included in Exhibit 5.1)

(1)      Incorporated  by reference  from the Company's  Amended  Report on Form
         10-SB,  filed with the  Commission on September 5, 1997, and as amended
         thereafter, and incorporated herein by reference.
(2)      Filed herewith


                                       8
[{"type": "S-8", "sequence": "1", "filename": "forms8.txt", "secsgml_size_bytes": 17749}]
{"company-data": {"conformed-name": "DOMINIX INC", "cik": "0000824104", "assigned-sic": "4899", "irs-number": "134127624", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-111301", "film-number": "031061827"}, "business-address": {"street1": "C/O BOOKDIGITAL.COM, INC.", "street2": "142 WEST 38TH STREET 2ND FLOOR", "city": "NEW YORK", "state": "NY", "zip": "10018", "phone": "2124806380"}, "mail-address": {"street1": "5459 SOUTH IRIS STREET", "city": "LITTLETON", "state": "CO", "zip": "80123"}, "former-company": [{"former-conformed-name": "MEDICAL MANAGEMENT SYSTEMS INC", "date-changed": "19970814"}, {"former-conformed-name": "DOG WORLD INC", "date-changed": "19920703"}, {"former-conformed-name": "APACHE INVESTMENTS INC", "date-changed": "19911006"}]}
================================================================================
                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                  -------------
                                    FORM S-8
                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933

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

                DELAWARE                                13-4127624
(State or other jurisdiction of            (I.R.S. Employer Identification No.)
 incorporation or organization)

                               40 Marquette Drive
                            Smithtown, New York 11787
               (Address of Principal Executive Office) (Zip Code)

                         Commission File No.: 000-29462

                        Restricted Stock Award Agreement
                             dated November 17, 2003
                            (Full title of the plan)

                               Andrew J. Schenker.
                               40 Marquette Drive
                            Smithtown, New York 11787
                     (Name and address of agent for service)

                                 (631) 724-1643
          (Telephone number, including area code, of agent for service)

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

                         CALCULATION OF REGISTRATION FEE
============================================================================================
                                         Proposed         Proposed
Title of                    Amount       Maximum          Maximum               Amount of
Securities to               to be        Offering Price   Aggregate             Registration
Be Registered               Registered   Per Share (1)    Offering Price (1)    Fee
----------------            ----------   -------------    ------------------    ------------
Common Stock,              100,000,000       $0.01           $1,000,000            $92.00
par value $.001
per share
-----------------------------------------------------------------------------
(1)  Estimated  solely  for  the  purpose  of  calculating  the  amount  of  the
registration  fee pursuant to Rule 457, based on the closing price of the Common
Stock, as reported by the OTC Bulletin Board, on December 10, 2003.
================================================================================
PART I

              INFORMATION REQUIRED IN THE SECTION 10(A) PROSPECTUS

ITEM 1.  PLAN INFORMATION*

ITEM 2.  INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION*

         *This Registration Statement relates to the registration of 100,000,000
shares of Common  Stock,  $0.001  par value per share,  of  Dominix,  Inc.  (the
"Registrant")  which can be issued and  delivered to 16 recipients of Restricted
Stock  Awards  pursuant  to a form of  Restricted  Stock Award  Agreement  dated
November 17, 2003.  Documents  containing the information  required by Part I of
this Registration Statement will be sent or given to participants in the Plan as
specified by Rule  428(b)(1).  Such  documents are not filed with the Securities
and Exchange  Commission (the "Commission")  either as part of this Registration
Statement or as prospectuses or prospectus  supplements pursuant to Rule 424, in
reliance on Rule 428.

         The  shares to be issued  pursuant  to the  Corporation's  2003  Equity
Incentive Plan to the eligible participates,  aggregating  100,000,000 shares of
common  stock of the  Corporation,  and equal to 500,000  shares of post reverse
split  common  stock,  shall not be issued  pursuant to this filing on Form S-8,
until the effectiveness of the reverse split of the common stock of the Company.

         Registrant will provide without charge to each person to whom a copy of
a Section  10(a)  Prospectus  hereunder is  delivered,  upon the oral or written
request of such person, a copy of any document incorporated in this Registration
Statement  by  reference.  Requests for such  information  should be directed to
Andrew J. Schenker, Director, 40 Marquette Drive, Smithtown, New York 11787.
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE.

         The following  documents  previously filed with the Commission pursuant
to the 1934 Act are hereby incorporated in this prospectus by reference:

         1.  Dominix,  Inc.'s  Annual  Report on Form  10-KSB for the year ended
December 31, 2002;

         2.  Dominix,  Inc.'s  Quarterly  Report on Form  10-QSB for the quarter
ended September 30, 2003; and

         3. All reports filed by  Registrant  pursuant to Section 13(a) or 15(d)
of the Exchange Act since September 5, 1997.

         All documents filed by Dominix, Inc., pursuant to Section 13(a), 13(c),
14 or 15(d) of the 1934 Act subsequent to the date of this  prospectus and prior
to the  termination  of this  offering,  shall be deemed to be  incorporated  by
reference into this prospectus.  Any information incorporated by reference shall
be modified or superseded by any information  contained in this prospectus or in
any other document filed later with the Commission, which modifies or supersedes
such information.  Any information that is modified or superseded shall become a
part of this prospectus as the information has been so modified or superseded.

         We will provide  without  charge to each person to whom a prospectus is
delivered, upon written or oral request of such person, a copy of any and all of
the  information  that has been  incorporated  by reference  in this  prospectus
(excluding  exhibits  unless such  exhibits  are  specifically  incorporated  by
reference  into such  documents).  Please  direct such requests to Mr. Andrew J.
Schenker, Director, 40 Marquette Drive, Smithtown, New York 11787

         All  documents  filed by the Company  with the  Commission  pursuant to
Sections  13(a),  13(c),  14 or 15(d) of the Exchange Act after the date of this
Registration  Statement and prior to the time a  post-effective  amendment which
indicates that the securities offered hereby have been sold or which deregisters
all securities  then remaining  unsold,  shall be deemed to be  incorporated  by
reference into this Registration Statement and to be a part hereof from the date
of filing of such documents.

         Any statement  contained in any 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 modified or  superseded,  to  constitute  a part of this  Registration
Statement.

                                       3
ITEM 4.  DESCRIPTION OF SECURITIES

         Not  applicable.  The class of  securities  to be offered is registered
under Section 12 of the Exchange Act.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL

         Michael S. Krome,  Esq., 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.  Mr. Krome
is the recipient of a Restricted Stock Award of 1,000,000 shares of Common Stock
of the Registrant which are included in this Registration Statement.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

         The Company is a Delaware corporation. Reference is made to Section 145
of the Delaware  General  Corporation  Law (the "DGCL"),  which  provides that a
corporation may indemnify any person,  including an officer or director, who is,
or is threatened to be made, party to any threatened, pending or completed legal
action,  suit  or  proceeding,   whether  civil,  criminal,   administrative  or
investigative (other than an action by or in the right of such corporation),  by
reason of the fact that such person is or was an officer, director, employee, or
agent  of  such  corporation  or is or  was  serving  at  the  request  of  such
corporation as an officer,  director,  employee, or agent of another corporation
or enterprise.  The indemnity may include expenses (including  attorneys' fees),
judgments, fines and amounts paid in settlement actually and reasonably incurred
by such person in connection with such action, suit or proceeding, provided such
officer,  director,  employee,  or agent  acted in good faith and in a manner he
reasonably  believed to be in or not opposed to the corporation's best interests
and, with respect to criminal  proceedings,  had no reasonable  cause to believe
that his conduct was unlawful.  Section 145 of the DGCL provides  further that a
Delaware  corporation may indemnify officers and directors in an action by or in
the  right  of the  corporation  under  the  same  conditions,  except  that  no
indemnification  is  permitted  without  judicial  approval  if the  officer  or
director  is  adjudged  to be liable to the  corporation.  Where an  officer  or
director is  successful  on the merits or otherwise in the defense of any action
referred to above or any claim  therein,  the  corporation  must  indemnify  him
against the  expenses  that such  officer or director  actually  and  reasonably
incurred.   The  certificate  of  incorporation  of  the  Company  provides  for
indemnification  of its officers and  directors to the full extent  permitted by
the DGCL.

         The  certificate of  incorporation  also provides that directors of the
Company  will not be  personally  liable for  monetary  damages  for breach of a
director's fiduciary duty as a director, except for liability (i) for any breach
of the director's duty of loyalty to the Company or its  shareholders,  (ii) for
acts or omissions not in good faith or which involve intentional misconduct or a
knowing  violation of law,  (iii) for unlawful  payment of dividends or unlawful
stock repurchases or redemptions as provided in Section 174 of the DGCL, or (iv)
for any  transaction  from  which the  director  derived  an  improper  personal
benefit.

                                       4
ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

         Not applicable

ITEM 8.  EXHIBITS.

3.1      Articles of Incorporation of the Company, as amended (1)
3.2      By-laws of the Company, as amended (1)
4.1      Form of Restricted Stock Award Agreement dated November 17, 2003
5.1      Opinion of Michael S. Krome, Esq. (2)
23.1     Consent of MARCUM & KLIEGMAN LLP, Independent Auditor (2)
24.1     Consent of Michael S. Krome (included in Exhibit 5.1)

         (1)      Incorporated by reference from the Company's Amended Report on
                  Form 10-SB,  filed with the  Commission  on September 5, 1997,
                  and  as  amended   thereafter,   and  incorporated  herein  by
                  reference.

         (2)      Filed herewith

ITEM 9.  UNDERTAKINGS.

         The undersigned the Company hereby undertakes:

         (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 of 1933 (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,
represents a fundamental change in the information set forth 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.

                  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 by the
Company  pursuant to Section 13 or Section  15(d) of the  Exchange  Act that are
incorporated by reference in the 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.

                                       5
(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 the Company hereby undertakes that, for purposes of
determining any liability under the Securities Act, each filing of the Company'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.

         (c)  Insofar  as  indemnification  for  liabilities  arising  under the
Securities Act may be permitted to directors,  officers and controlling  persons
of the Company pursuant to the foregoing provisions,  or otherwise,  the Company
has been advised that in the opinion of the Securities  and Exchange  Commission
such  indemnification  is against  pubic  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 Company of expenses incurred or
paid  by a  director,  officer  or  controlling  person  of the  Company  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 Company  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 and will be  governed by the final
adjudication of such issue.

                                       6
SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, as amended,
the Company  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,  hereunto
duly  authorized,  in the County of Suffolk,  State of New York on December  17,
2003.

                                        Dominix, Inc.

                                        By: /s/ Raymond Barton
                                            ----------------------------------
                                            Raymond Barton, CEO

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

Signature                        Title                         Date
---------                        -----                         ----

Principal Executives

/s/ Raymond Barton               Chief Executive Officer       December 17, 2003
------------------
Raymond Barton

/s/ Timothy Schmidt              President                     December 17, 2003
-------------------
Timothy Schmidt

/s/ Andrew J. Schenker           Sole Director and CFO         December 17, 2003
----------------------
Andrew J. Schenker

                                       7
EXHIBIT INDEX
EXHIBIT
NUMBER          DESCRIPTION
-------         -----------

3.3             Articles of Incorporation of the Company, as amended (1)
3.4             By-laws of the Company, as amended (1)
4.1             Form of Restricted Stock Award Agreement dated November 17, 2003
5.1             Opinion of Michael S. Krome, Esq. (2)
23.1            Consent of MARCUM & KLIEGMAN LLP, Independent Auditor (2)
24.2            Consent of Michael S. Krome (included in Exhibit 5.1)

(1)      Incorporated  by reference  from the Company's  Amended  Report on Form
         10-SB,  filed with the  Commission on September 5, 1997, and as amended
         thereafter, and incorporated herein by reference.
(2)      Filed herewith

                                       8