<PAGE>



                                         Registration Statement No. ____________



                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549


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



                            MODERN MFG SERVICES, INC.
             (Exact name of registrant as specified in its charter)

                  Nevada                                84-0503585
      (State or other jurisdiction of           (I.R.S. Employer ID. No.)
         incorporation or organization)


                        9119 Richtop Boulevard, Suite 360
                          Silverdale, Washington 98383
                    (Address of Principal Executive Offices)

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

    CONSULTING AGREEMENT BETWEEN MODERN MFG SERVICES, INC., AND ROCKY MCNABB
                              (Full Title of Plan)

   CONSULTING AGREEMENT BETWEEN MODERN MFG SERVICES, INC., AND BRAD GOODSPEED
                              (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)

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


<PAGE>
<TABLE>
<CAPTION>

                         CALCULATION OF REGISTRATION FEE

------------------------ ---------------------- -------------------------- -------------------------- --------------
<S>                         <C>                   <C>                       <C>                      <C>

                                                Proposed Maximum           Proposed Maximum
TItle of Securities to   Amount to be           Offering Price Per         Aggregate Offering
be Registered            Registered(1)          Share(2)                   Price(2)                   Amount OF FEE
------------------------ ---------------------- -------------------------- -------------------------- --------------

Common Stock,            1,500,000              $0.11                       $165,000                  $15.18
$0.001 par value
------------------------ ---------------------- -------------------------- -------------------------- --------------
</TABLE>

(1) The consulting  agreement (the "Consulting  Agreement") between Rocky McNabb
("McNabb")  and Modern MFG Services,  Inc. (the  "Company" or the  "Registrant")
provides for one million (1,000,000) shares of common stock of the Company to be
issued to McNabb in exchange for  consulting  services.  The general  nature and
purpose of the Consulting  Agreement is to provide for  consulting  services for
the  Company  and,  at the same  time,  compensate  McNabb  for said  consulting
services.  The term of the Consulting Agreement is twelve (12) months and may be
renewed for  successive  periods of twelve (12) months  thereafter by the mutual
written agreement of the Parties.  The Consulting Agreement may be terminated by
the Company or McNabb by providing  thirty (30) days written notice to the other
party. The Consulting Agreement qualifies as an Employee Benefit Plan as defined
under Rule 405 of Regulation C.

(1) The consulting agreement (the "Consulting Agreement") between Brad Goodspeed
("Goodspeed")  and the Company  provides  for five  hundred  thousand  (500,000)
shares of common  stock of the Company to be issued to Goodspeed in exchange for
consulting services.  The general nature and purpose of the Consulting Agreement
is to provide for  consulting  services  for the Company  and, at the same time,
compensate  Goodspeed for said consulting  services.  The term of the Consulting
Agreement  is twelve (12) months and may be renewed  for  successive  periods of
twelve (12) months  thereafter by the mutual  written  agreement of the Parties.
The  Consulting  Agreement  may be  terminated  by the Company or  Goodspeed  by
providing  thirty (30) days written  notice to the other party.  The  Consulting
Agreement  qualifies as an Employee  Benefit  Plan as defined  under Rule 405 of
Regulation C.

(2) These figures are estimates made solely for the purpose of  calculating  the
registration  fee  pursuant  to Rule 457 under the  Securities  Act of 1933,  as
amended. The registration fee has been calculated in accordance with Rule 457(h)
based upon the value of the Company's common stock as of March 31, 2003.


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, as
amended,  for the  fiscal  year  ended  June 30,  2002,  and (ii) the  Company's
Quarterly  Reports on Form 10-QSB and Form 10-QSB,  as amended,  for the quarter
ended December 31, 2002,  September 30, 2002, March 31, 2002, December 31, 2001,
September  30, 2001 (iii) the  Company's  Reports on Forms 8-K and Forms 8-K, as
amended,  filed  October  2,  2002,  October 9,  2001,  and July 19,  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

Neither the Registrant's  accountants,  counsel,  nor any other experts named in
the registration statement has any equity or other interest in 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
<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  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.

                                   SIGNATURES

         THE REGISTRANT.  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 Campbell, California, on this 8th day of February, 2003.

                                             MODERN MFG SERVICES, INC.
                                               (Name of Registrant)



  Date:  May 8, 2003                 By:      /S/  KATHY BRIGHT
                                           ---------------------------
                                          Kathleen Bright, President


                                       4
<PAGE>


         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>
<S>                                         <C>                                                    <C>

                 SIGNATURE                    TITLE                                               DATE
--------------------------------------------- --------------------------------------------------- ----------------------

               /S/ KATHY BRIGHT               President, Chief Executive Officer and Director     May 8, 2003
--------------------------------------------- (Principal Executive Officer)
               Kathy Bright


               /S/ ROGER JANSEN               Director                                             May 8, 2003
---------------------------------------------
               Roger Jansen


                /S/ ROY RAINEY                Director                                            May 8, 2003
---------------------------------------------
                Roy Rainey



                                    INDEX TO EXHIBITS
NUMBER                                 DESCRIPTION                              PAGE
------                                 -----------                              ----
   4        Consulting Agreement with Rocky McNabb                                6

  4.1       Consulting Agreement with Brad Goodspeed                             13
   5        Opinion of The Otto Law Group, PLLC                                  20
 23.1       Consent of The Otto Law Group, PLLC (contained in exhibit 5)



</TABLE>

                                       5
<PAGE>
[{"type": "S-8", "sequence": "1", "filename": "doc1.txt", "secsgml_size_bytes": 15099}]
{"company-data": {"conformed-name": "MODERN MFG SERVICES INC", "cik": "0001030984", "assigned-sic": "6500", "irs-number": "840503585", "state-of-incorporation": "CO", "fiscal-year-end": "0630"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-105234", "film-number": "03699876"}, "business-address": {"street1": "4462 RUSSELL ROAD, SUITE 102", "street2": "#102", "city": "MUKILTEO", "state": "WA", "zip": "98275", "phone": "425-315-1772"}, "mail-address": {"street1": "22431 B-160 ANTONIO PARKWAY #415", "street2": "#415", "city": "RANCHO SANTA MARGARI", "state": "CA", "zip": "92688"}, "former-company": [{"former-conformed-name": "MPEG SUPER SITE INC", "date-changed": "19991209"}, {"former-conformed-name": "ROCKY MOUNTAIN POWER CO", "date-changed": "19970117"}]}
Registration Statement No. ____________

                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

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

                            MODERN MFG SERVICES, INC.
             (Exact name of registrant as specified in its charter)

                  Nevada                                84-0503585
      (State or other jurisdiction of           (I.R.S. Employer ID. No.)
         incorporation or organization)

                        9119 Richtop Boulevard, Suite 360
                          Silverdale, Washington 98383
                    (Address of Principal Executive Offices)

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

    CONSULTING AGREEMENT BETWEEN MODERN MFG SERVICES, INC., AND ROCKY MCNABB
                              (Full Title of Plan)

   CONSULTING AGREEMENT BETWEEN MODERN MFG SERVICES, INC., AND BRAD GOODSPEED
                              (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)

        ----------------------------------------------------------------
CALCULATION OF REGISTRATION FEE

------------------------ ---------------------- -------------------------- -------------------------- --------------
Proposed Maximum           Proposed Maximum
TItle of Securities to   Amount to be           Offering Price Per         Aggregate Offering
be Registered            Registered(1)          Share(2)                   Price(2)                   Amount OF FEE
------------------------ ---------------------- -------------------------- -------------------------- --------------

Common Stock,            1,500,000              $0.11                       $165,000                  $15.18
$0.001 par value
------------------------ ---------------------- -------------------------- -------------------------- --------------
(1) The consulting  agreement (the "Consulting  Agreement") between Rocky McNabb
("McNabb")  and Modern MFG Services,  Inc. (the  "Company" or the  "Registrant")
provides for one million (1,000,000) shares of common stock of the Company to be
issued to McNabb in exchange for  consulting  services.  The general  nature and
purpose of the Consulting  Agreement is to provide for  consulting  services for
the  Company  and,  at the same  time,  compensate  McNabb  for said  consulting
services.  The term of the Consulting Agreement is twelve (12) months and may be
renewed for  successive  periods of twelve (12) months  thereafter by the mutual
written agreement of the Parties.  The Consulting Agreement may be terminated by
the Company or McNabb by providing  thirty (30) days written notice to the other
party. The Consulting Agreement qualifies as an Employee Benefit Plan as defined
under Rule 405 of Regulation C.

(1) The consulting agreement (the "Consulting Agreement") between Brad Goodspeed
("Goodspeed")  and the Company  provides  for five  hundred  thousand  (500,000)
shares of common  stock of the Company to be issued to Goodspeed in exchange for
consulting services.  The general nature and purpose of the Consulting Agreement
is to provide for  consulting  services  for the Company  and, at the same time,
compensate  Goodspeed for said consulting  services.  The term of the Consulting
Agreement  is twelve (12) months and may be renewed  for  successive  periods of
twelve (12) months  thereafter by the mutual  written  agreement of the Parties.
The  Consulting  Agreement  may be  terminated  by the Company or  Goodspeed  by
providing  thirty (30) days written  notice to the other party.  The  Consulting
Agreement  qualifies as an Employee  Benefit  Plan as defined  under Rule 405 of
Regulation C.

(2) These figures are estimates made solely for the purpose of  calculating  the
registration  fee  pursuant  to Rule 457 under the  Securities  Act of 1933,  as
amended. The registration fee has been calculated in accordance with Rule 457(h)
based upon the value of the Company's common stock as of March 31, 2003.

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, as
amended,  for the  fiscal  year  ended  June 30,  2002,  and (ii) the  Company's
Quarterly  Reports on Form 10-QSB and Form 10-QSB,  as amended,  for the quarter
ended December 31, 2002,  September 30, 2002, March 31, 2002, December 31, 2001,
September  30, 2001 (iii) the  Company's  Reports on Forms 8-K and Forms 8-K, as
amended,  filed  October  2,  2002,  October 9,  2001,  and July 19,  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

Neither the Registrant's  accountants,  counsel,  nor any other experts named in
the registration statement has any equity or other interest in 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
(3)  To  remove  from   registration  by  means  of  a  post-effective
               amendment any of the  securities  being  registered  which remain
               unsold at the termination of the offering.

     (b)  The undersigned  Registrant  hereby  undertakes  that, for purposes of
          determining any liability under the Securities Act, 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.

                                   SIGNATURES

         THE REGISTRANT.  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 Campbell, California, on this 8th day of February, 2003.

                                             MODERN MFG SERVICES, INC.
                                               (Name of Registrant)

  Date:  May 8, 2003                 By:      /S/  KATHY BRIGHT
                                           ---------------------------
                                          Kathleen Bright, President

                                       4
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/ KATHY BRIGHT               President, Chief Executive Officer and Director     May 8, 2003
--------------------------------------------- (Principal Executive Officer)
               Kathy Bright

               /S/ ROGER JANSEN               Director                                             May 8, 2003
---------------------------------------------
               Roger Jansen

                /S/ ROY RAINEY                Director                                            May 8, 2003
---------------------------------------------
                Roy Rainey

                                    INDEX TO EXHIBITS
NUMBER                                 DESCRIPTION                              PAGE
------                                 -----------                              ----
   4        Consulting Agreement with Rocky McNabb                                6

  4.1       Consulting Agreement with Brad Goodspeed                             13
   5        Opinion of The Otto Law Group, PLLC                                  20
 23.1       Consent of The Otto Law Group, PLLC (contained in exhibit 5)
5