<PAGE>

                      SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

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

                                     NEVADA
         (State or Other Jurisdiction of Incorporation or Organization)

                                   65-0887846
                 (I.R.S. Employer Identification No.)      77076
             (Address of Principal Executive Offices)    (Zip Code)

                    2003 Consultants Stock Compensation Plan
                            (Full Title of the Plan)

                                  Mark Gifford
                      President and Chief Executive Officer
               2400 Augusta Drive, Ste. 425, Houston, Texas  77057
                     (Name and Address of Agent for Service)

(888)  340-9715  (Telephone  Number,  Including Area Code, of Agent for Service)
===============================================================================
<TABLE>
<CAPTION>
<S>  <C>
                           Calculation  of  Registration  Fee
===============================================================================
Proposed  Maximum  amount  of  Securities  to  be  registered:  250,000

Amount  of      Title  of  Securities   Amount  To  Be       Offering          Fee
Aggregate       To  Be  Registered      Registered(1)    Price Per Share(2)
Registration

$190,000      Common Par Value, $.001     250,000            $.76             $17.48

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

1        In  addition, pursuant to Rule 416(c) under the Securities Act of 1933,
         this  registration  statement  also  covers  an indeterminate amount of
         interests  to  be  offered or sold pursuant to the employee and benefit
         plans  described  herein.

2        Estimated  solely  for  the purpose of calculating the registration fee
         pursuant  to  Rule  457(c)  based on the twenty day average of the high
         and  low  prices  reported  on  the  OTC-BB,  which was $.76 per share.

<PAGE>
                                     PART I

                INFORMATION REQUIRED IN SECTION 10(A) PROSPECTUS

ITEM  1.  PLAN  INFORMATION.

Concentrax,  Inc.,  Inc.  ("The  Company",  "we",  "us"  or the "Registrant") is
offering  a  total  of  250,000  shares of its Common Stock to professionals and
consultants  for  service  including  legal,  administrative  other  consulting
services,  including  computer  software, and marketing consulting services. The
issuance  of  shares  is  being  made  pursuant  to  the  2003 Consultants Stock
Compensation  Plan  (the  "Plan")  adopted by the Board of Directors on or about
February 7, 2003. The 250,000 shares will cover the costs of previously rendered
services as well as ongoing services to the Company. A copy of the Plan has been
distributed to all eligible professionals and consultants. Each professional and
consultant  has agreed to accept shares under the Plan in lieu of a cash payment
for  its services. The shares issued hereunder will not be subject to any resale
restrictions.  The Plan is not qualified under ERISA, nor is this Plan qualified
under  Section  401(a)  of  the  Internal  Revenue  Code.

There are no ongoing reporting obligations of the professionals and consultants,
nor  are  there  any  ongoing contributions from the Registrant.  The purpose of
this  Registration of securities on Form S-8 is to compensate individuals and/or
entities that have performed and continue to perform services to the Registrant.
The Board has authorized this registration statement and has written the Plan to
satisfy  present  and  future  compensation  obligations  to  professionals  and
consultants.  This registration is limited to 150,000 shares.  The professionals
and  consultants  that are eligible for shares under the Plan have performed, or
will  perform  in  the  future,  services  or activities for which shares may be
issued  under  a  Form  S-8.  Consultants  may  contact  Mark  Gifford, the Plan
Administrator  and  CEO  of the Registrant, with any questions at (888) 340-9715

ITEM  2.  REGISTRANT  INFORMATION  AND  EMPLOYEE  PLAN  ANNUAL.

In  addition  to  receiving  a  copy of the Plan, each eligible professional and
consultant shall have access, upon oral or written request, to any documentation
regarding  the  Plan  that  may  not be included in this Registration Statement.


                                     PART II

ITEM  3.  INCORPORATION  OF  DOCUMENTS  BY  REFERENCE.

     The following documents, which are on file with the Securities and Exchange
Commission,  are  incorporated  herein  by  reference:

<PAGE>

(a)  The  Company's  most  recent  annual  report,  filed on Form 10-KSB for the
     fiscal  year  2001,  pursuant  to  Section 13(a) or 15(d) of the Securities
     Exchange  Act  of  1934,  as  amended  (the  "Exchange  Act"), which report
     contains  audited financial statements for the Company's latest fiscal year
     for which such statements have been filed. The description of the Company's
     Common  Stock  is  contained  in that amended annual report incorporated by
     reference  herein.  This  report  was  filed  on  April  30,  2002.

(b)  The  Company's recent quarterly reports, filed on Form 10-QSB; filed on May
     15,  2002,  August  15,  2002 and November 19, 2002.

ITEM  4.  Description  of  Securities.

Not  Applicable.

ITEM  5.  Interest  of  Named  Experts  and  Counsel.

Not  Applicable.

ITEM  6.  INDEMNIFICATION  OF  OFFICERS  AND  DIRECTORS.

Nevada corporations are authorized to indemnify against liability any person who
is  a party to any legal proceeding because such person is a director or officer
of  the  corporation.  The  officer  or director must act in good faith and in a
manner  reasonably  believed to be in the best interests of the corporation and,
with  respect  to any criminal action or proceeding, have no reasonable cause to
believe  the conduct was unlawful. Nevada law does not allow indemnification for
an  act  or omission that involves intentional misconduct or a knowing violation
of  a  law.  In  the  case  of  an  action  by  or  on  behalf of a corporation,
indemnification  may  not be made if the person seeking indemnification is found
liable, unless the court in which such action was brought determines such person
is  fairly  and  reasonably  entitled  to  indemnification.  Indemnification  is
required  if  a  director  or  officer  has  been  successful  on  the  merits.

The  indemnification  authorized  under  Nevada  law  is not exclusive and is in
addition  to  any  other rights granted to officers and directors. A corporation
may  purchase  and maintain insurance or furnish similar protection on behalf of
any  officer  or  director.

Our  articles  of incorporation provide for the indemnification of directors and
executive  officers  to  the  maximum extent permitted by Nevada law. Insofar as
indemnification  for  liabilities  arising  under  the  Securities  Act  may  be
permitted  to  our  directors,  officers  or controlling persons pursuant to the
foregoing  provisions  or otherwise, we have 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.
There  is  no  pending  litigation or proceeding involving any of our directors,
officers,  employees  or  agents  where  indemnification  would  be  required or
permitted.  We  are  not  aware  of any threatened litigation or proceeding that
would  result  in  a  claim  for  such  indemnification.

<PAGE>

ITEM  7.  EXEMPTION  FROM  REGISTRATION  CLAIMED.

Not  applicable.

ITEM  8.  EXHIBITS.

Exhibits.

Copies  of the following documents are included as exhibits to this registration
statement  pursuant  to  Item  601  of  regulation  S-B.

SEC


Exhibit
No.        Description
-------------------------------------------------------------------------------

5.02      Letter  opinion,  including  consent  of  Law  Office  of  Andrea
          Cataneo  Ltd.  regarding  legality  of  Common  Stock  to  be  issued
          pursuant  to  the  2003 Consultants  Stock Compensation  Plan.

10.8      2003 Consultants  Stock Compensation  Plan


23.2      Consent  of  Law  Office  of  Andrea  Cataneo  Ltd.  (included  in
          Opinion  in  Exhibit  5.2).

23.03     Consent  of,  Malone  &  Bailey  CPA,  P.C.,  Houston,  Texas
          independent  certified  public  accountants.


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



<PAGE>

ITEM  9.  UNDERTAKINGS.

(a)  The  undersigned  registrant  hereby  undertakes:

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

(2)  That, for the purpose of determining any liability under the Securities Act
of  1933,  each  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)  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 a claim for indemnification against
such  liabilities (other than the payment by the registrant of expenses incurred
or  paid  by  a director, officer or controlling person of the registrant in the
successful  defense  of  any  action,  suit  or  proceeding) is asserted by such
director,  officer or controlling person in connection with the securities being
registered, the registrant will, unless in the opinion of its counsel the matter
has  been  settled  by  controlling  precedent, submit to a court of appropriate
jurisdiction  the  question whether such indemnification by it is against public
policy as expressed in the Act and will be governed by the final adjudication of
such  issue.

                                   SIGNATURES

Pursuant  to  the  requirements  of  the  Securities Act of 1933, the Registrant
certifies  that  it  has  reasonable  grounds  to  believe  it  meets  all  the
requirements  for  filing  on  Form  S-8  and  has duly caused this registration
statement  to  be  signed  on  its  behalf  by  the  undersigned, thereunto duly
authorized,  in  the  City  of Houston Texas, on this 12th day of February 2003.

                             CONCENTRAX, INC., INC.

                             By: /s/ Mark Gifford
                             -----------------------
                             Mark  Gifford,  President  and
                             Chief  Executive  Officer

<PAGE>


                                POWER OF ATTORNEY

KNOW  ALL  MEN BY THESE PRESENTS, that each person whose signature appears below
constitutes and appoints Mark Gifford , his true and lawful attorney-in-fact and
agent,  with full power of substitution and revocation, for him and in his name,
place  and  stead,  in  any  and  all capacities, to sign any and all amendments
(including  post-effective  amendments)  to  this Registration Statement on Form
S-8,  and  to  file  the same, with all exhibits thereto, and other documents in
connection therewith, with the Securities and Exchange Commission, granting unto
said attorneys-in-fact and agents, and each of them, full power and authority to
do  and  perform each and every act and thing requisite and necessary to be done
in  connection  therewith,  as  fully to all intents and purposes as he might or
could  do  in  person,  hereby  ratifying  and  confirming  all  that  said
attorneys-in-fact  and agents, or either of them, may lawfully do or cause to be
done.

Pursuant  to  the  requirements of the Securities Act of 1933, this Registration
Statement  has  been  signed  by  the following persons as of the date indicated
below.



SIGNATURE                                                   DATE

                                            February 12, 2003
/s/ Mark Gifford
------------------------
Mark  Gifford
President, Chief Executive Officer

                                            February 12, 2003

------------------------
Paul  Smith
Treasurer  and  Director





<PAGE>
[{"type": "S-8", "sequence": "1", "filename": "doc1.txt", "secsgml_size_bytes": 13361}]
{"company-data": {"conformed-name": "CONCENTRAX INC", "cik": "0001136917", "assigned-sic": "3663", "irs-number": "650887846", "state-of-incorporation": "NV", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-103295", "film-number": "03571877"}, "business-address": {"street1": "817 OAK GLEN", "city": "HOUSTON", "state": "TX", "zip": "77076", "phone": "8883409715"}, "mail-address": {"street1": "817 OAK GLEN", "city": "HOUSTON", "state": "TX", "zip": "77076"}}
SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

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

                                     NEVADA
         (State or Other Jurisdiction of Incorporation or Organization)

                                   65-0887846
                 (I.R.S. Employer Identification No.)      77076
             (Address of Principal Executive Offices)    (Zip Code)

                    2003 Consultants Stock Compensation Plan
                            (Full Title of the Plan)

                                  Mark Gifford
                      President and Chief Executive Officer
               2400 Augusta Drive, Ste. 425, Houston, Texas  77057
                     (Name and Address of Agent for Service)

(888)  340-9715  (Telephone  Number,  Including Area Code, of Agent for Service)
===============================================================================
Calculation  of  Registration  Fee
===============================================================================
Proposed  Maximum  amount  of  Securities  to  be  registered:  250,000

Amount  of      Title  of  Securities   Amount  To  Be       Offering          Fee
Aggregate       To  Be  Registered      Registered(1)    Price Per Share(2)
Registration

$190,000      Common Par Value, $.001     250,000            $.76             $17.48

===============================================================================
1        In  addition, pursuant to Rule 416(c) under the Securities Act of 1933,
         this  registration  statement  also  covers  an indeterminate amount of
         interests  to  be  offered or sold pursuant to the employee and benefit
         plans  described  herein.

2        Estimated  solely  for  the purpose of calculating the registration fee
         pursuant  to  Rule  457(c)  based on the twenty day average of the high
         and  low  prices  reported  on  the  OTC-BB,  which was $.76 per share.
PART I

                INFORMATION REQUIRED IN SECTION 10(A) PROSPECTUS

ITEM  1.  PLAN  INFORMATION.

Concentrax,  Inc.,  Inc.  ("The  Company",  "we",  "us"  or the "Registrant") is
offering  a  total  of  250,000  shares of its Common Stock to professionals and
consultants  for  service  including  legal,  administrative  other  consulting
services,  including  computer  software, and marketing consulting services. The
issuance  of  shares  is  being  made  pursuant  to  the  2003 Consultants Stock
Compensation  Plan  (the  "Plan")  adopted by the Board of Directors on or about
February 7, 2003. The 250,000 shares will cover the costs of previously rendered
services as well as ongoing services to the Company. A copy of the Plan has been
distributed to all eligible professionals and consultants. Each professional and
consultant  has agreed to accept shares under the Plan in lieu of a cash payment
for  its services. The shares issued hereunder will not be subject to any resale
restrictions.  The Plan is not qualified under ERISA, nor is this Plan qualified
under  Section  401(a)  of  the  Internal  Revenue  Code.

There are no ongoing reporting obligations of the professionals and consultants,
nor  are  there  any  ongoing contributions from the Registrant.  The purpose of
this  Registration of securities on Form S-8 is to compensate individuals and/or
entities that have performed and continue to perform services to the Registrant.
The Board has authorized this registration statement and has written the Plan to
satisfy  present  and  future  compensation  obligations  to  professionals  and
consultants.  This registration is limited to 150,000 shares.  The professionals
and  consultants  that are eligible for shares under the Plan have performed, or
will  perform  in  the  future,  services  or activities for which shares may be
issued  under  a  Form  S-8.  Consultants  may  contact  Mark  Gifford, the Plan
Administrator  and  CEO  of the Registrant, with any questions at (888) 340-9715

ITEM  2.  REGISTRANT  INFORMATION  AND  EMPLOYEE  PLAN  ANNUAL.

In  addition  to  receiving  a  copy of the Plan, each eligible professional and
consultant shall have access, upon oral or written request, to any documentation
regarding  the  Plan  that  may  not be included in this Registration Statement.

                                     PART II

ITEM  3.  INCORPORATION  OF  DOCUMENTS  BY  REFERENCE.

     The following documents, which are on file with the Securities and Exchange
Commission,  are  incorporated  herein  by  reference:
(a)  The  Company's  most  recent  annual  report,  filed on Form 10-KSB for the
     fiscal  year  2001,  pursuant  to  Section 13(a) or 15(d) of the Securities
     Exchange  Act  of  1934,  as  amended  (the  "Exchange  Act"), which report
     contains  audited financial statements for the Company's latest fiscal year
     for which such statements have been filed. The description of the Company's
     Common  Stock  is  contained  in that amended annual report incorporated by
     reference  herein.  This  report  was  filed  on  April  30,  2002.

(b)  The  Company's recent quarterly reports, filed on Form 10-QSB; filed on May
     15,  2002,  August  15,  2002 and November 19, 2002.

ITEM  4.  Description  of  Securities.

Not  Applicable.

ITEM  5.  Interest  of  Named  Experts  and  Counsel.

Not  Applicable.

ITEM  6.  INDEMNIFICATION  OF  OFFICERS  AND  DIRECTORS.

Nevada corporations are authorized to indemnify against liability any person who
is  a party to any legal proceeding because such person is a director or officer
of  the  corporation.  The  officer  or director must act in good faith and in a
manner  reasonably  believed to be in the best interests of the corporation and,
with  respect  to any criminal action or proceeding, have no reasonable cause to
believe  the conduct was unlawful. Nevada law does not allow indemnification for
an  act  or omission that involves intentional misconduct or a knowing violation
of  a  law.  In  the  case  of  an  action  by  or  on  behalf of a corporation,
indemnification  may  not be made if the person seeking indemnification is found
liable, unless the court in which such action was brought determines such person
is  fairly  and  reasonably  entitled  to  indemnification.  Indemnification  is
required  if  a  director  or  officer  has  been  successful  on  the  merits.

The  indemnification  authorized  under  Nevada  law  is not exclusive and is in
addition  to  any  other rights granted to officers and directors. A corporation
may  purchase  and maintain insurance or furnish similar protection on behalf of
any  officer  or  director.

Our  articles  of incorporation provide for the indemnification of directors and
executive  officers  to  the  maximum extent permitted by Nevada law. Insofar as
indemnification  for  liabilities  arising  under  the  Securities  Act  may  be
permitted  to  our  directors,  officers  or controlling persons pursuant to the
foregoing  provisions  or otherwise, we have 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.
There  is  no  pending  litigation or proceeding involving any of our directors,
officers,  employees  or  agents  where  indemnification  would  be  required or
permitted.  We  are  not  aware  of any threatened litigation or proceeding that
would  result  in  a  claim  for  such  indemnification.
ITEM  7.  EXEMPTION  FROM  REGISTRATION  CLAIMED.

Not  applicable.

ITEM  8.  EXHIBITS.

Exhibits.

Copies  of the following documents are included as exhibits to this registration
statement  pursuant  to  Item  601  of  regulation  S-B.

SEC

Exhibit
No.        Description
-------------------------------------------------------------------------------

5.02      Letter  opinion,  including  consent  of  Law  Office  of  Andrea
          Cataneo  Ltd.  regarding  legality  of  Common  Stock  to  be  issued
          pursuant  to  the  2003 Consultants  Stock Compensation  Plan.

10.8      2003 Consultants  Stock Compensation  Plan

23.2      Consent  of  Law  Office  of  Andrea  Cataneo  Ltd.  (included  in
          Opinion  in  Exhibit  5.2).

23.03     Consent  of,  Malone  &  Bailey  CPA,  P.C.,  Houston,  Texas
          independent  certified  public  accountants.

-------------------------------------------------------------------------------
ITEM  9.  UNDERTAKINGS.

(a)  The  undersigned  registrant  hereby  undertakes:

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

(2)  That, for the purpose of determining any liability under the Securities Act
of  1933,  each  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)  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 a claim for indemnification against
such  liabilities (other than the payment by the registrant of expenses incurred
or  paid  by  a director, officer or controlling person of the registrant in the
successful  defense  of  any  action,  suit  or  proceeding) is asserted by such
director,  officer or controlling person in connection with the securities being
registered, the registrant will, unless in the opinion of its counsel the matter
has  been  settled  by  controlling  precedent, submit to a court of appropriate
jurisdiction  the  question whether such indemnification by it is against public
policy as expressed in the Act and will be governed by the final adjudication of
such  issue.

                                   SIGNATURES

Pursuant  to  the  requirements  of  the  Securities Act of 1933, the Registrant
certifies  that  it  has  reasonable  grounds  to  believe  it  meets  all  the
requirements  for  filing  on  Form  S-8  and  has duly caused this registration
statement  to  be  signed  on  its  behalf  by  the  undersigned, thereunto duly
authorized,  in  the  City  of Houston Texas, on this 12th day of February 2003.

                             CONCENTRAX, INC., INC.

                             By: /s/ Mark Gifford
                             -----------------------
                             Mark  Gifford,  President  and
                             Chief  Executive  Officer
POWER OF ATTORNEY

KNOW  ALL  MEN BY THESE PRESENTS, that each person whose signature appears below
constitutes and appoints Mark Gifford , his true and lawful attorney-in-fact and
agent,  with full power of substitution and revocation, for him and in his name,
place  and  stead,  in  any  and  all capacities, to sign any and all amendments
(including  post-effective  amendments)  to  this Registration Statement on Form
S-8,  and  to  file  the same, with all exhibits thereto, and other documents in
connection therewith, with the Securities and Exchange Commission, granting unto
said attorneys-in-fact and agents, and each of them, full power and authority to
do  and  perform each and every act and thing requisite and necessary to be done
in  connection  therewith,  as  fully to all intents and purposes as he might or
could  do  in  person,  hereby  ratifying  and  confirming  all  that  said
attorneys-in-fact  and agents, or either of them, may lawfully do or cause to be
done.

Pursuant  to  the  requirements of the Securities Act of 1933, this Registration
Statement  has  been  signed  by  the following persons as of the date indicated
below.

SIGNATURE                                                   DATE

                                            February 12, 2003
/s/ Mark Gifford
------------------------
Mark  Gifford
President, Chief Executive Officer

                                            February 12, 2003

------------------------
Paul  Smith
Treasurer  and  Director