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<p align="center">                     As filed with the Securities and Exchange Commission on September 14, 2001   Reg. No. 33

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<p align="center"><strong>SECURITIES AND EXCHANGE COMMISSION</strong>

<p align="center"><strong>Washington, D.C. 20549</strong>

<p align="center"><strong>_________________________________________</strong>

<p align="center">FORM S-8

<p align="center">REGISTRATION STATEMENT

<p align="center">UNDER

<p align="center">THE SECURITIES ACT OF 1933

<p align="center">___________________________________

<p align="center"><strong>NEWSGURUS.COM INC.</strong>

<p align="center"><strong>(</strong>Exact name of registrant as specified in its charter)<strong></strong>

<p>	Nevada								98-0204280

<p>(State or other jurisdiction of						            (I.R.S. Employer

<p>incorporation or organization)					            identification No.)

<br wp="br1"><br wp="br2">
<p align="center">5774 Deadpine Drive

<p align="center">Kelowna, British Columbia

<p align="center">V1P 1A3

<p align="center">(250) 765-6424

<p align="center">(Address of principal executive offices)

<p align="center">________________________________________________

<br wp="br1"><br wp="br2">
<p align="center">CONSULTING AGREEMENTS

<p align="center">(FULL TITLE OF THE PLAN)

<p align="center">________________________________

<br wp="br1"><br wp="br2">
<p align="center">Chris Bunka

<p align="center">President

<p align="center">5774 Deadpine Drive

<p align="center">Kelowna, British Columbia

<p align="center">V1P 1A3

<p align="center"> (Name and address of agent for service)

<p align="center">(250) 765-6424

<p align="center">(Telephone number, including area code of agent for service)

<br wp="br1"><br wp="br2">
<p align="center">Copy to:

<p align="center">Owen Naccarato, Esq.

<p align="center">19600 Fairchild, Suite 260

<p align="center">Irvine, CA 92612

<p align="center">(949) 851-9261

<br wp="br1"><br wp="br2">
<p align="center">CALCULATION OF REGISTRATION FEE

<table  width="94%">
<tr valign="top"><td width="19%">
<br wp="br1"><br wp="br2">Title of securities

<p>to be registered</td>
<td width="20%">
<br wp="br1"><br wp="br2">Amount to be

<p>Registered</td>
<td width="20%">Proposed maximum

<p>offering price

<p>per share</td>
<td width="20%">Proposed maximum

<p>Aggregate offering

<p>Price</td>
<td width="20%">
<br wp="br1"><br wp="br2">Amount of

<p>Registration fee</td></tr>
<tr valign="top"><td>
<br wp="br1"><br wp="br2">Common Stock

<p>($.001 par value)</td>
<td>
<br wp="br1"><br wp="br2">    940,000

<p>    </td>
<td>
<br wp="br1"><br wp="br2">         $0.20

<p>         </td>
<td>
<br wp="br1"><br wp="br2">       $188,000

<p>       </td>
<td>
<br wp="br1"><br wp="br2">     $47.00</td></tr></table>

<p align="center">Estimated solely for purposes of calculating the filing fees and calculated pursuant to Rule 457(c) under the Securities
Act based upon the average of the bid and asked price as of September 10, 2001.

<p align="center">.

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<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p align="center">EXPLANATORY NOTE

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<p>         This registration statement registers offers and sales of shares of common stock, issuable upon the
exercise of options granted pursuant to consulting agreement, that may include shares that constitute
"control securities" under General Instruction C to Form S-8. These control securities may be offered and
sold on a continuous or delayed basis in the future under Rule 415 of the Securities Act of 1933, as amended
(the "Securities Act").

<br wp="br1"><br wp="br2">
<p>         This registration statement contains two parts. The first part contains an "offer prospectus" prepared in
accordance with Part I of Form S-3 (in accordance with Instruction C of Form S-8). The second part
contains information required in the registration statement pursuant to Part II of Form S-8.

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p align="center">OFFER PROSPECTUS

<br wp="br1"><br wp="br2">
<p align="center">NewsGurus Com Inc.

<br wp="br1"><br wp="br2">
<p align="center">940,000 Shares of Common Stock

<p align="center">pursuant to consulting agreements

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p>         The shares we are registering are either currently held by or will be issued to certain
of our stockholders upon the exercise of stock options granted pursuant to certain
consulting agreements. We will pay the expenses of registering the shares.

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p>         Our common stock is quoted on the Nasdaq Over-The-Counter Bulletin Board
under the symbol "NGUR." The last reported sale price of the common stock on the
Nasdaq Over-The-Counter Bulletin Board on September 10, 2001 was $.20 per share.

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p>         You should carefully consider the "Risks Factors" section beginning on page 8 of
this Offer Prospectus.

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p>         These shares have not been approved by the Securities and Exchange Commission
or any state securities commission nor have these organizations determined whether this
Prospectus is complete or accurate. Any representation to the contrary is a criminal
offense.

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p align="center">            The date of this Offer Prospectus is September 14, 2001.

<br wp="br1"><br wp="br2">
<p>TABLE OF CONTENTS

<p>

<p>ABOUT NewsGurus Com Inc.. .............  5

<p>RISK FACTORS....................................................  6

<p>PROCEEDS FROM SALE OF THE SHARES ................................. 13

<p>SELLING STOCKHOLDERS ............................................... 14

<p>HOW THE SHARES MAY BE DISTRIBUTED....................................... 15

<p>LEGAL ........................................................... 16

<p>EXPERTS ........................................................... 16

<p>WHERE YOU CAN FIND MORE INFORMATION................................ 16

<p>INCORPORATION OF CERTAIN INFORMATION BY REFERENCE......... 16

<p>INDEMNIFICATION OF DIRECTORS AND DIRECTORS....................... 17

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<br wp="br1"><br wp="br2">
<p>PROSPECTUS SUMMARY

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<p>         This is only a summary and does not contain all of the information that may be important to you. You
should read the more detailed information contained in this prospectus and all other information, including
the financial information and statements with notes, referred to in this prospectus as discussed in the "Where
You Can Find More Information" section of this prospectus.

<br wp="br1"><br wp="br2">
<p><strong>The Company</strong>

<p><strong></strong>

<p>We were incorporated under the provisions of the General  Corporation Act of the State of Nevada on May
16, 1997 as Annex Business Resources, Inc. We changed our name to  Newsgurus.com,  Inc.  on February
4, 2000.  We have not  undergone  any bankruptcy,  receivership  or  similar  proceedings.  Until our
acquisition  of Newsgurus.com,  we were a blank check company and had not conducted business. We

<p>became a reporting company under the Securities Exchange Act of 1934 on November 20, 1999.

<p>

<p>As directors of a blank check  company,  it was former  management's  mandate to seek out a business
merger or acquisition.  Our former  directors,  Mr. Devinder Randhawa and Mr. Ron Schlitt  approached the
principals of Gurus  International Corp., a private  Nevada  company,  to  investigate  the potential for a
merger. After reviewing the business plan for Gurus International Corp. and interviewing Mr. Chris Bunka
and Mr. Sudhir Khanna,  our management  decided to acquire Gurus International  Corp.  Mr. Bunka and
Mr. Khanna were  appointed  directors of our company on November  20, 1999.  Both Mr.  Khanna and Mr.
Bunka  abstained  from voting  on  the   resolution   by  our  board  of  directors  to  acquire  Gurus
International  Corp. In consideration for selling us all of the issued shares of Gurus  International  Corp., Mr.
Bunka and Mr. Khanna received  3,500,000 of our common shares. The primary assets we acquired are the
URL  www.newsgurus.com and the Newsgurus business plan. We acquired no liabilities.

<p>

<p>The acquisition of Gurus  International  Corp.  fulfilled our mandate as a blank check  company and will
eventually  give Mr. Bunka and Mr. Khanna access to the public  markets to finance the  development  of the
Newsgurus  business plan. No independent  fairness opinion was obtained in connection with the acquisition
of Gurus  International  Corp. The  negotiations  were conducted on an arm's length

<p>basis and resulted in the previous owners of Gurus International Corp. acquiring approximately 33.3% of
our issued share capital.

<p>

<p>Our Principal Products, Services and Markets

<p>

<p>NewsGurus.com  is a source of customized  information  and opinion  delivered by experts in their fields.
The  NewsGurus.com  website will feature  continuously updated,   user-customized   and  exclusive
content  from  writers,   authors, celebrities, and analysts. Members will have extensive opportunities to
purchase goods and services as future website modules are completed, including the health and wellness
store that will offer over 14,000  products from over 150 different manufacturers.  In the future, we intend
to offer additional  content,  products and services as we implement additional modules under our lifestyles
section.

<p>

<p>NewsGurus is a software and technology provider and reseller in the fields of knowledge management,
business intelligence, and marketing. It offers Enterprise Resource Management software; data-mining email
management software; and knowledge-based marketing services.

<p>

<p>The NewsGurus website   is  an   internet-based   consumer   network   that   includes   the customer-focused interactive website www.NewsGurus.com. The network now provides users with trusted content in
the investment sector and plans to offer additional content in the areas of health and lifestyles.  Tools and
services  to empower  users to manage  their  every-day  needs will also be provided through  partnerships
that enhance our brand.  Network  affiliates will include other Internet  portals,  on-line  e-commerce  sites,
service  oriented websites  and  traditional   sources  of  news.

<p>

<p>Money,  health,  and entertainment  decisions are made by individuals on a daily basis.  NewsGurus.com  has
evolved  from the need to  build a  community  where members  can  express  their  changing  information
needs and have these  needs addressed by  recognized  experts.  NewsGurus  will empower and educate
through interactive,  thought  provoking,  timely content.  Rich content will provide an

<p>effective link between customers from various broadcast mediums and e-commerce.

<p>

<p>With experts as contributors, we anticipate that NewsGurus.com will be a leading source of customized,
concise, objective analysis of important events affecting everyday lives. Independent writers, authors,
celebrities, and analysts will be recruited to become active  contributors and shareholders,  and to interact
with members.   The  NewsGurus.com   website  will  feature   continuously   updated, user-customized and
exclusive content from these content providers.

<p>

<p>NewsGurus.com  intends  to  become  a  leading  provider  of  exclusive  content available  over the  Internet
by  capitalizing  on the  celebrity  status of its writers. According to International Data Corp, at the end of
1998 there were 142 million  Internet  users  around  the  world.  By June 2000  there were over 170 million
Internet users in Canada and the USA.  International  Data Corp. further projects that, in 2002,  there will be
260 million people shopping for goods and services over the Internet and they will spend US $1.3 trillion.
Demand for high quality content will remain strong. "Americans will spend $663.3 U.S. billion on media by
2003 - making this sixth  largest  industry in the United States larger

<p>than the food industry." (Veronis, Suhler &amp; Associates)

<p>

<p>NewsGurus.com  plans to provide  experts  in  several  fields who are well known through prior business
success in other media including the newsletter industry, book  publishing  and other print,  audio and video
media.  The public,  already familiar  with  these  established  writers  in  traditional  media,  should  be
comfortable interacting with such writers and journalists on the Internet.

<p>

<p>A unique aspect of NewsGurus.com is that many contributing  writers will have an equity  position in our
company.  Traditional  media  journalists  are not well compensated.  Through  equity  ownership,
NewsGurus.com  expects to entice many well-known writers to produce exclusive content.

<p>

<p>Not every  writer is  required to provide  exclusive  content.  The strategy of  exclusive content ensures that
NewsGurus.com  will always remain a unique site. Writers are encouraged to provide reprints of their
existing  publications  at the NewsGurus site, and to charge a pay-per-view  fee to members to access such
content.  This helps  preserve  the subscription  value  of  publications  to  subscribers  who are not  members
of NewsGurus.

<p>

<p>The  quantity of  reprinted  content at  NewsGurus  is not expected to equal the quantity  of new  content.
Our  database now consists of over  2500  archived articles, over 90% of which are free articles and the
balance of which are pay-per-view  articles.  As the  health,  wellness,  and lifestyle  modules  begin
contributing  content  to  the  site,  the  ratio  of restricted content is not expected to increase.

<p>

<p>New content provided to NewsGurus will include commentary  on all sectors in which NewsGurus is or will
be active including investing and finance; health and wellness; and lifestyles.

<p>

<p>Unlike other Internet sites that serve as de-facto archival sites of previously published  work,
NewsGurus.com  will not  function  as a  repository  for stale content.  These other Internet sites are good
examples of how not to function on the Internet.  Writers post their  earlier-printed  material to Internet
users, offering little new value.

<p>

<p>Successful  Internet media companies are those that provide  content  especially crafted for the Internet
audience, and where applicable,  designed to complement e-commerce.  Internet  users need to be given
reasons to return  frequently to a content site. NewsGurus.com intends to publish new content on a continual
basis. Although  NewsGurus.com will accept previously published material as an archival

<p>service to its subscribers,  it is new and exclusive  material that will attract readers to NewsGurus.com.

<p>

<p>Writers  providing  content  in  the  your  money  segment  will  be  successful investment  newsletter editors
and business journalists from well-known business and financial newspapers.  Authors of best-selling books
will also be invited to contribute  regular articles.  Corporate  executives will offer valuable insight into their
industries.  Staff journalists employed by NewsGurus.com will provide

<p>members with financial market update  information  every 30 or 60 minutes during

<p>regular business hours.

<p>

<p>Distribution Methods of our Products and Services and Website Development.

<p>

<p>The goal of our website  interface is to enable  NewsGurus  to  cost-effectively distribute useful information
to a broad range of users. Achieving effectiveness requires a strategy.  Part of our strategy is to provide
users with a rich menu of products and services.

<p>

<p>With  the  Internet,   there  are  no  more  captive  customers.  The effective organization  will be one that
develops a structure  focused on the needs of its customers. It is the challenge of our website developers to
bring this structure to life.

<p>

<p>NewsGurus  is  establishing  a web  presence as quickly as  possible.  This will assist us to attract partners,
members and content providers. It will also help us build  revenue  streams.  The NewsGurus  Website is
being  developed in three stages, beta version, stage one, and stage two.

<p>

<p>The site was  originally launched  in May, 2000.  Users can become members for no fee.  Notification of
further site developments will be provided through e-mail. NewsGurus has not yet widely advertised or
marketed the site although it is operational.

<p>

<p>Our content is categorized,  searchable,  and database driven.  Our site has the capability  to  advertise,
interact  with users,  and accept  credit  cards for subscription-based  services,  pay-per-view  articles,  or
other product  sales. Credit card clearing is achieved through the Bank of America.  Our site is fully

<p>operational  though it lacks the advanced features planned for later development.  There have been roughly
30,000 visitors to the site since it was launched and the site currently receives about 100,000 hits per week.

<p>

<p>Earlier expectations to pursue opportunities in the field of health and wellness have not been fulfilled due to
the uncertain economic climate surrounding that business sector and its use of the Internet.

<p>

<p>Instead the Company has slowly strengthened its existing website with additional content and features
focused on the financial industry. These include free software downloads and enhanced technical capabilities
and data feeds.

<p>

<p>Additional stages of development are planned but are not currently being carried out due to the challenging
business environment. Additional development is required to fully  execute the  NewsGurus  business plan.
The Company would like to use the basic content modules already built and integrate them with powerful
back-office  and data  management  systems to offer complete user personalization. Personalization will
allow our users to order and use only  that  content  that is of  particular  importance  to them.  NewsGurus
members  will be able to build  individual  user  profiles  that will  allow our systems to construct  personal
on-line and even traditional hard copy magazines with content relevant to their needs.  Advertising will be
targeted specifically at the  requested  content.  A key  component  planned development will be the
implementation  of  wireless  technology  allowing  users  remote  access to our content and e-commerce
opportunities.  Extensive interactive capabilities are an integral part  of  personalization,  and as  such  the
site  will  offer  many opportunities for members to self-publish their comments and discussions, and t
interact with our content  providers.  The features and services provided by the site will continue to grow
with users' needs.

<p>

<p>www.newsgurus.com is an informative,  dynamic, and fun Website to visit and use. Our guru-supplied
content ensures that each visit will be informative.  The site will be dynamic because it will  encourage
interactivity.  Many sites do not recognize that the Internet is a two-way medium.

<p>

<p>Most of the content  available at our Website is free to all registered users in return for their  provision  of
nothing more than simple  personal  information. While the no-cost  content is designed to draw people to
the Website,  important value-added  content is available to help the company generate  revenue.  As the

<p>site develops through  subsequent  phases,  we will include written,  audio, and video content.

<p>

<p>The no charge  content   will   include   articles   in  all  of  the  major NewsGurus-focused sectors: your
money, your health, and your life. Staff writers will provide  content on current  headlines and trends.
Corporate news releases will be available as will articles produced by guest Gurus. All registered users

<p>will also be able to access the categorized  NewsGurus archives,  containing the full wealth of information
previously posted at NewsGurus.

<p>

<p>NewsGurus.com Inc. is also pursuing several relationships in the software industry that complement its early
corporate focus on media management. The Company believes that data and media management lead
inevitably towards business intelligence and knowledge management services and is therefore pursuing
opportunities in these sectors. These include re-seller relationships with Nebular Research and Development
for its Ntrant<sup>TM</sup> Enterprise Resource Management software systems and with DLL Communications for its
data-mining email management software system. In all cases, management of data, media, and knowledge is
the central thread.

<p>

<p>How Our Business Will Generate Revenue.

<p>

<p>If and as the web site experiences additional development there will be opportunities to offer services
available only to paying members. These will be offered primarily through a subscription service.
Contemplated offerings might resemble the following:

<p>

<p>For $9.95 per month,  users will have unlimited  access to otherwise  restricted Website  content  provided
to NewsGurus  from the your money content  providers. They will also eventually  receive a print
subscription to the NewsGurus monthly magazine.

<p>

<p>For $19.95 per month,  users will enjoy  benefits  beyond those  provided at the $9.95 monthly  level.  Most
of these  benefits  will not be available  until the implementation  of stage one and stage two site
development is complete.  These will include free e-mail  delivery of  previously  selected news stories as
they are posted on the  Website  and the  creation  and  delivery  of a  personalized newsletter  or  magazine.
Users will also receive  special  offers from on-line merchandisers  and discounts off the price of
merchandise at the NewsGurus site as well as at any affiliate Website.

<p>

<p>Members can also elect,  with the current  website,  to simply  purchase guru points for use with any  pay-per-view  articles or for the purchase of products.  With the guru point  system,  members are not prompted
to make a financial transaction every time they read an article. This would inhibit e-commerce and severely
impact  NewsGurus'  profitability due to the effect that credit card transaction fees have on micro
transactions of just $0.50, $1.00, or $2.00.

<p>

<p>The  guru  point  system  was  developed  to meet the  challenge  posed by these concerns.  Guru  points are
purchased  less  frequently,  in  minimum  purchase quantities of $20.00 (2000 points).  The financial
transaction is made with the credit-card  clearing  company for $20.00.  The points are then stored in a data
bank accessible only by each individual  user. These points are used to purchase individual  articles  or entire
pay-per-view  newsletters.  When the guru point  balance reaches zero, another purchase of points is
required.  Those members who become regular users are expected to adopt a monthly  membership  plan
that will reward them with bonus points.

<p>

<p>The NewsGurus e-commerce system and credit card verification system was designed by and is operated by
the Bank of America.

<p>

<p>The subscription  and  pay-per-view  revenue stream is expected to be one of the smallest revenue streams at
NewsGurus. The value in Internet content lies not in its individual resale value, but in the value realized
when it is leveraged.

<p>

<p>NewsGurus intends to leverage its content to produce revenue in several ways.

<p>

<p>First,  content will be amalgamated and offered in bulk for syndication to other websites.  We are producing
original,  exclusive  content or otherwise  gaining rights to individually  produced  content.  Part of the value
of content lies in its exclusivity.  NewsGurus will identify other websites wishing to purchase our content in
bulk rather than trying to produce their own.  Examples might include on-line financial   services   firms  or
financial   websites  that  wish  to differentiate  themselves  from others in a competitive  market sector.  One
way they can do this is by offering content that is not widely available.  NewsGurus will attempt to sell bulk
content in each of the fields in which it operates, as it builds the respective modules at its website.

<p>

<p>In the course of providing content to members,  NewsGurus will gradually build a large database of users.
This will be leveraged to provide  additional  revenue streams that are expected to become the  largest
sources  of our  revenue  over time.  The best  example of this is through direct  marketing and advertising.
Partnered  vendors who wish to reach our members may provide  those members with  information  on their
own products. NewsGurus intends to become a marketing company that collects a fee from product vendors
who are reaching a targeted audience.

<p>

<p>Another specific  source of revenue  arising out of the your money section will come from  companies who
become  corporate  members of NewsGurus.  For an annual fee,  these  companies  will  gain  unlimited
access to the  NewsGurus  content database.  This  excludes  third party  newsletter  content  reserved for
paying  subscribers.  Corporate  members will enjoy the  benefits of offering  NewsGurus members easy
access  through the URL to the corporate  information  available at their website.

<p>

<p>Another  form of  marketing  revenue  arises from the assembly of a large member database  at  NewsGurus.
Any company  can engage  NewsGurus  to conduct a large traditional  marketing  campaign where
NewsGurus can provide access to specified target markets.  NewsGurus will never sell access to its member
lists. NewsGurus will administer access to its lists and deliver corporate  messages on behalf of

<p>paying corporate  customers.  This ensures that only those messages  screened by NewsGurus  are  delivered
to members and further  ensures that such messages are appropriate for the users.  Eventually,  as the
NewsGurus  magazine is launched, NewsGurus will construct customized hardcopy magazines that are
relevant to each user demographic.  This allows our subscribers to receive only content they wish

<p>to receive,  and further allows NewsGurus to achieve higher advertising  revenue rates from those companies
participating in targeted delivery of their messages to our user base.

<p>

<p>The Company is also actively pursuing relationships with software companies whose products complement
corporate media and marketing relationships NewsGurus' is currently trying to form. These include
Enterprise Resource Management software; data-mining email management software; and additional systems
as may be identified. NewsGurus intends to act as a reseller, and/or to build a reseller network with the
expectation of collecting sales fees for the distribution of such software.

<p>

<p>We believe that our creation of a  media-centered  website complete with revenue from e-commerce,
marketing, content syndication and business intelligence products and services will enable us to compete
effectively within a growing market.

<p>

<p>Competitive Business Conditions and Our Competitive Position in the Industry

<p>

<p>

<p>There are various  services  available  on the  Internet  that act  primarily as content    directories.    An
example    is    newsletteraccess.com.    While newsletteraccess.com  boasts over 5,000 newsletters available,
it provides very little new content.  Almost all material  available at these sites is restricted

<p>to paying customers. What is available for free view to all is limited in scope.

<p>

<p>Sites such as  newsletteraccess.com  are not competitors as they are not content providers.  They are more
accurately  distributors  of existing  content usually produced for print media.

<p>

<p>Many competitors exist for our web site and our areas of focus.

<p>

<p>These competitors  include  TheStreet.com, Stockgroup.com, and  MarketWatch.com (and others) when
compared to the NewsGurus web site. These companies are far ahead of NewsGurus.com in terms of
developing their own  on-line  brand  and in  acquiring  readers  or  subscribers.  Each of these companies is
an Internet content provider.

<p>

<p>"There are over 3.6 million websites around the world,  with more than 4,400 new sites added every day. 2.2
million sites offer publicly available  content,  but only 850,000 of these are  classified  as active sites.
Finally,  only a little less than 8,000 or 0.2% of the universe of 3.6 million sites  received  paid-for

<p>advertising   on  a  regular   basis  and   therefore   could  be  described  as 'ad-supported'."  (eMarketer,
2000;  OCLC Office of Research,  1999.) There are obviously a limited number of active,  content-producing
websites that make use of all available revenue streams.

<p>

<p>There are different types of competitors to NewsGurus.com.

<p>

<p>Some are small private companies that have no operations other than a website. These are smaller sites with
a tight focus on a micro-segment of a larger market. They generally have a limited subscriber  base,  limited
financial  resources,  little original  material and little  growth  opportunity  outside of their market  niche.
Unless backed by a corporate parent or by venture  capitalists  these private  companies may not be able to
raise the funds  required  to  effectively  compete in the  marketplace. These are the most common  types of
site on the  Internet  but they are not true competitors  to  NewsGurus.com.  Newsletteraccess.com  is one
of many  examples. There is little brand awareness.

<p>

<p>The second  group are public  company  stock.com  sites.  These are the smallest niche-focused  sites that
enjoy the benefits of being  public.  A typical  focus might be on  several  micro-segments  of the  financial
markets.  For  example, resource,  technology, and internet stocks might be the focus of one site. These

<p>sites  generally have a relatively  small but loyal user group and offer limited original content. The public
company has limited revenue streams. Stockscape.com and Stockgroup.com are good examples.
Stockscape.com had revenue of $1.2 million in 1999.  Stockgroup.com  had revenue of $1.9 million in 1999
(Source:  Edgar). These companies are beginning to build their brands.

<p>

<p>Competitors of these first two types do not generally compete against NewsGurus' other operations such as
software and technology products and services.

<p>

<p>Further, it is  expected  that  private  companies  wanting to  duplicate  the  NewsGurus business  model will
face a  competitive  disadvantage  as NewsGurus  has  already  secured  contracts  with  some of the
available established content providers. As NewsGurus signs exclusive contracts with more feature writers,
its potential competition diminishes.  There is a finite group of celebrity-style writers from which to develop
media sites.

<p>

<p>Most  importantly,  these  competitors  do  not  share  our  business  model  of amalgamating users with
varying interests. NewsGurus will attempt to reach a far broader  audience  than the  stock.com  sites
through its eventual expansion into health &amp; wellness and lifestyles  sectors.  These  broader  modules  are
expected to attract a wider audience and enable the  implementation of several revenue streams not available
to sites with a narrower focus. We believe this is a crucial distinction.

<p>

<p>The  third  group  are  public  company  specific-media  sites.  These are large companies  that have been
successful in raising  capital and have built varying degrees of brand  recognition.  These sites have a broader
focus and reach. Much of the content is original and not found at other sites.  These  companies enjoy
diverse revenue streams derived in large part from  advertising  revenue as well as user fees.  Examples here
include  TheStreet.com and CNET.com. Other  examples  include  sites  spawned  from  traditional  media
sites such as MarketWatch.com,  CNNfn.com and  Bloomberg.com.  Substantial brand awareness has been
achieved.

<p>

<p>Some  competitors,  such as TheStreet.com, originally required all  subscribers to pay a fee to view most of
the content provided.  This strategy is now seen as flawed and that competitor has subsequently changed its
business model.  Recent employee  layoffs  in the  industry  "show the  financial  strain  in  producing original
content for the Web." (New York Times,  June 9, 2000) We believe  that the business plans of some of our
competitors are  demonstrably  weaker than our business plan.

<p>

<p>Our business plan recognizes pay for content  problems and our business model is built around  primarily
free content to registered  members.  The  registration process provides NewsGurus.com with valuable
marketing information that supports other revenue streams.

<p>

<p>NewsGurus.com  does face serious  competition  from this sector.  The  companies within this sector are
often  well-capitalized  or are  subsidiary  companies of traditional media companies. They often have
substantial brand-name recognition. NewsGurus.com  will rely in part on the  motivation of  contributing
writers to help it entice other writers from some of these competitors.

<p>

<p>The fourth group are public company  general media sites.  These are the largest content providers on the
Internet. These companies have successfully amalgamated content   previously   focused  on  several  market
sectors  such  as  finance, investment,  technology,  health, news, sports, community news and others. Their
dominance as the most active  websites prove that the largest  subscriber  bases can only be supported by
diverse content.

<p>

<p>Revenue  at  these  sites  is  diverse  and  includes  banner  ads,   marketing, business-to-business
agreements,  co-branding,  links,  user fees,  and others. Content  is  almost  always  exclusive  and is
designed  to  foster  a sense of community  among  subscribers.  These early  competitors now have
dominant brand recognition.  If  NewsGurus  is capable of  penetrating  into the general  media

<p>category it will face stiff competition.

<p>

<p>NewsGurus also faces competitive threats in its proposed offering of technology products and services from
companies such as PeopleSoft, Microsoft, and many others. It will be difficult to achieve widespread
acceptance of new product offerings within an already crowded technology marketplace. NewsGurus
believes that through offering widely-appropriate products at competitive prices, it is capable of meeting
these competitive challenges.

<p>

<p>In many important  ways,  including the diverse revenue streams and the reliance on exclusive  content
leveraged to support  those revenue  streams,  management feels  the  NewsGurus   business  plan  most
closely   resembles  these  larger competitors.

<p>

<p>Competitive Analysis

<p>

<p>NewsGurus  believes  it is well  positioned  as a budding  specific-media  site. NewsGurus management
believes that, if internet participation  increases in line with independent  forecasts,  there is room for two or
three additional  general media sites in North America before the Internet is fully developed.

<p>

<p>We believe we can aggressively compete against much larger companies because few competitors  have
built  their  business  based on a model in which many of the content  producers  are owners in the  company.
We can place  staff  writers on equity  incentive  programs in the future,  expanding  our  business  plan as
we attract  journalists  and writers.  These  writers may  currently be working for

<p>NewsGurus competitors as well as for the traditional media.

<p>

<p>NewsGurus  aggregates  content from a wide variety of writers,  and has original content  produced for it at
low cost.  We believe this plan will help us compete against larger,  more established  companies.  The
aggregation of content at low cost is the key.

<p>

<p>Existing  financial  and  media  sites  have  ignored  the  natural  competitive instincts shared by all successful
people.  Newsletter  writers and journalists who have a choice of  contributing  to an effort  that offers
strong  financial incentives should abandon other, less rewarding efforts.

<p>

<p>We intend to  establish an editorial  advisory  board that  enforces the highest ethical  and  professional
standards.  The board will also have the  ability to submit presentations to NewsGurus management and to
our Board of Directors, thus influencing our strategic  vision.  This is why we have  established a corporate
structure that places great power and responsibility in the hands of our content providers.  The advisory
board is designed to give NewsGurus  content  providers control over their own destiny.  This advantage is
one that few public companies have been willing to grant.

<p>

<p>Names and Credentials of Principal Suppliers of Content on Our Website

<p>

<p>The list of people who have agreed to provide  content to our site is constantly changing.   Writers  will
continually  be  recruited  and  are  asked  to  sign non-disclosure  agreements.  A major effort to attract
new writers has not yet been made as we believe it is  necessary  to undergo further development in order to


<p>make participation compelling.

<p>

<p>The  contributing  writers  to our  website  are  exempt  from  registration  as investment  advisors in the
United  States under section  80(b)-2(11)(d)  of the Investment  Advisors  Act by  virtue  of  them  being
publishers  of  financial publications of general and regular  circulation.  The contributing  writers are

<p>also exempt under Canadian securities regulation from registration as investment advisors  also by  virtue of
the fact that they are  publishers  or  writers  of financial publications of general and regular paid circulation.
The company does not endorse the views of those who contribute content.

<p>

<p>Our  contributing  writers each have individual relationships with the Company. Many are under four year
contracts  to provide  exclusive and/or non-exclusive  articles for our website. Some of our contributing
writers has subscribed and paid for units of our company consisting of common shares and warrants.  The
units were purchased through private placements  under  Regulation S at prices  ranging from $0.05 per
share to $1.00 per share.  All warrants for additional  common shares are  exercisable at $1.00 per share.
The  contributing  writers who are  currently  under  contract  will receive no other compensation during the
terms of their agreements with us other than the seed stock which they have already purchased.

<p>

<p>There are other contributing writers who participate at the NewsGurus website who have not purchased
stock in the company and those persons are not listed here due to their more casual relationships.

<p>

<p>Only those writers who have entered long-term contracts with the Company and have purchased stock in the
Company are listed here:

<p>

<p>        Chris Bunka

<p>

<p>Mr. Bunka is the founder and  President of  NewsGurus.com,  Inc. He has been the editor of Outsider's
Overture  newsletter since 1996 and has been widely quoted in The Globe and Mail, The Financial Post,
Canadian  Business,  The Prospector, Planning For Profits, Stox Magazine,  Bull &amp; Bear and other
periodicals.  He has appeared  on  television  on the  CBC  network,  Global's  Prime  network  and a

<p>syndication of over 100 US local stations.  He gives weekly radio  commentary on CKWX radio in
Vancouver and previously on CKNW radio. Mr. Bunka is the author of the book,  "The Outsider's  Guide to
Speculative  Stocks," and has been a public speaker in every major city in Canada.

<p>

<p>      CanStock

<p>

<p>CanStock publishes four newsletters which are the most widely-read independently owned newsletters in
Canada. Senior Editor Al Budai is a CGA. These publications have been widely  quoted in the Canadian
Press.  Mr. Budai has also served as a radio  talk-show host  specializing in the area of investing and has
appeared on national and local television.

<p>

<p>        Eric Dany

<p>

<p>Mr. Dany has an MBA and has been  investing  for over 30 years.  He is editor of The Prospector newsletter,
a publication focused on mutual fund investing.

<p>

<p>       Andrew Davlin

<p>

<p>Mr. Davlin was former  Research  Partner at Tucker Anthony and Hambrecht &amp; Quist and was also an
analyst/investment  banker  at New York  Securities,  Inc.  Mr. Davlin has been a member of The New York
Society of Security   Analysts for over 30 years and is a longtime member of the  Association for Investment
Management and Research.  He has followed  aquaculture for 18 years.  Mr. Davlin is founder and editor of
The Davlin Report, first published in 1990.

<p>

<p> Sudhir Khanna,  P. Eng.

<p>

<p>Mr.  Khanna is our VP of  Information  Technology  and a  director.  Mr.  Khanna graduated in Systems
Design Engineering in 1989 from the University of Waterloo. He has completed work for IBM and Proctor
&amp; Gamble.  Mr. Khanna is the editor of eKhanna  and has been  quoted  in The  Prospector  and  consulted
by  reporters regarding various resource-related  stories. He has been invited to speak at the

<p>Prospectors and Developers Association and at investment conferences. Mr. Khanna is a Professional
Engineer.

<p>

<p>        Vivian Lewis

<p>

<p>Vivian Lewis enjoys a distinguished  career as a freelance business  journalist.  She  graduated  from Harvard
magna cum laude.  She became  bureau chief for the Brussels bureau of Business Week before working for
The Economist and the Sunday Times of London. She worked in Washington first for the Joint Economic
Committee and then for the Senate Foreign Relations Committee before taking positions with Euromoney
and the  Institutional  Investor.  In 1992 she founded and remains the editor for Global Investing,  a monthly
publication  designed to help Americans with  their  international  investments.  Global  Investing  has been
quoted in Barrons; Forbes; Connoisseur; Money: International Herald Tribune (Paris); Asian Wall St.
Journal; and, many other publications.

<p>

<p>        Robert McAllister

<p>

<p>Mr.  Macallister  has been the editor of Investors First since 1996 and has been quoted in  Investors  Digest
of  Canada,  The  Prospector,  Bull &amp; Bear and Dick Davis.

<p>

<p>        Jay Taylor

<p>

<p>Mr.  Taylor holds an MBA. He began working for Barclays  Bank  International  in 1973. In 1981 he began
publishing North American Gold Mining Stocks,  one of the longest  published  newsletters  in North
America and one that has evolved to be known today as J Taylor's Gold &amp; Technology stocks. Mr. Taylor
resigned from the mining and metals  department in the New York office of ING - Bearings in August 1997
to work full-time as a consultant and journalist. He has been widely quoted throughout North America and is
an international speaker.

<p>

<p>

<p>        Don Wilcox

<p>

<p>Mr. Wilcox is currently employed in New York City as a currency trader.

<p>

<p>        William Thomson

<p>

<p>Mr. Thomson is Chairman of the Siam Recovery Fund and Momentum Asia Ltd. He is a consultant to asset
management  companies and a writer on Asia economic trends. Mr. Thomson is former Vice  president of
Asian  Development  Bank,  former Board Member Asian Development Bank and a former US Treasury
official

<p>

<p>We currently have more than 25 writers who have contributed content to our web site.  Over 2500 articles
are available within the NewsGurus  archives. Approximately 35 additional articles are presently posted each
week.

<p>

<p>Estimate  of the  Amount  Spent  During  Each of the Two  Last  Fiscal  Years on

<p>Research and Development Activities

<p>

<p>We had no material expenses in the fiscal years ending June 30, 1998 or June 30, 1999. Since June 30, 1999,
we have incurred  expenses of approximately  $104,000 in the development of our website and business plan.


<p>

<p>Number of Total Employees and Number of Full Time Employees

<p>

<p>On April 1, 2000,  we engaged  Chris Bunka and Sudhir  Khanna as full-time  paid consultants. Mr. Bunka
worked on the Newsgurus project without compensation from May, 1999 to March 31, 2000.  Mr.  Khanna
worked  full-time  on the  Newsgurus project without compensation from July, 1999 to March 31, 2000.

<p>

<p>Beginning  in  November,  1999,  the  Company  engaged  the  services of Nebular Research and
Development Co. of Toronto, Canada. Nebular was chosen to construct the Newsgurus  website under the
direction of Sudhir Khanna.  Nebular  typically has four full-time persons devoted to the Newsgurus project.
There are no other direct or indirect employees of the Company.

<p>

<p>Over  the  next 12  months,  we  expect  to hire as many as  twelve  persons  in positions of direct
employment,  sub-contractual  relationships,  and full-time consultants.  These  positions  will  include but
will not be limited to;  Chief Operating Officer, computer programmers,  secretarial and back-office
personnel, editors and copy writers. All such positions are entirely dependent upon our ability to raise
additional capital.

<br wp="br1"><br wp="br2">
<p><strong>Risk Factors</strong>

<p><strong></strong>

<p><strong><em>An investment in shares of NewsGurus.com Inc.  common stock  involves a high degree of risk.
In addition to the other information contained in this Prospectus, you should carefully consider the
following risk factors before purchasing any NewsGurus.com Inc.  shares.</strong></em>

<p><strong><em>Except for historical information, the information contained in this Prospectus and in our SEC
reports are "forward-looking" statements.  Our actual results could differ materially from those
projected or implied in such forward-looking statements.  The risks described below address some of the
factors that may affect our future operating results and financial performance.</strong></em>

<p><strong><em></strong><u>Our financial statements have been prepared using generally accepted accounting</em></u>

<p><em><u>principles applicable to a going concern.</em></u>

<p>- --------------------------------------------------------------------------------

<p>We will not remain a going concern without additional capital. This accounting treatment contemplates the
realization of assets and liquidation of liabilities in the normal course of our business. However, we have
minimal current sources of revenue. Without additional capital, it is unlikely that we will be able to

<p>continue as a going concern.

<p>

<p><em><u>We have a very limited operating history upon which you can evaluate our</em></u>

<p><em><u>business.</u></em>

<p><em></em>- --------------------------------------------------------------------------------

<p>We have never before operated a website for the purposes of soliciting e-commerce and our financial
statements reflect a short operating history. There is no operational track record for you to use as guidance
in determining whether our shares are a good investment.

<p>

<p><em><u>We may be unable to attract enough contributing writers to provide content for</em></u>

<p><em><u>our website</em></u>.

<p>- --------------------------------------------------------------------------------

<p>Our possible inability to develop exclusive content on our website could have a negative impact on our
profitability. Exclusive content on our website will be a key selling feature. If we fail to develop exclusive
content, we may not be able to attract enough subscribers or advertisers to make our website profitable.

<p>

<p><em><u>The ownership of our common shares is  concentrated  in the hands of management</em></u>

<p><em><u>and in the hands of  contributing  editors.</em></u>

<p>- --------------------------------------------------------------------------------

<p>This concentration gives current management strong control over our affairs and business decisions.
Management may encourage corporate decisions which are in management's best interests and not
necessarily in the best interests of minority shareholders.

<p>

<p><em><u>Certain content on our website is available in other formats or at other</em></u>

<p><em><u>websites.</em></u>

<p><em></em>- --------------------------------------------------------------------------------

<p>We believe that exclusive content at our website from our contributing editors will prove to be attractive to
advertisers and subscribers who will be our primary sources of revenue. However, some of the content at
our website will be available elsewhere free of charge and we may be unable to attract subscribers

<p>to our site.

<p>

<p><em><u>We are competing with larger established sites</em></u>.

<p>- -----------------------------------------------

<p>Our competition includes websites such as the Street.com, Stockgroup.com, CNBC.com and Reuters.com.
These websites which provide primarily investment advice may have contributing writers with greater
experience or name recognition than our contributing editors and writers. We may not be able to attract

<p>sufficient subscribers or advertisers to generate a profit if our contributing writers are not as well recognized
as those of our competitors.

<p>

<p><em><u>Many of our competitors have established collaborative relationships with other</em></u>

<p><em><u>web content providers</em></u>.

<p>- --------------------------------------------------------------------------------

<p>We have not yet established any significant collaborative relationships with other web content providers.
Accordingly, our competitors receive links and referrals from many websites which we may not be able to
access as a result of the existing relationships. This could have a negative effect on our ability to

<p>grow our revenues.

<p>

<p><em><u>We are not computer or telecommunication experts and rely on third parties for</em></u>

<p><em><u>service and assistance.</em></u>

<p><em></em>- --------------------------------------------------------------------------------

<p>We have a limited ability to trouble shoot problems with our website or our in house computer system. In
the event of serious technical problems with the functioning of our website, we will need to rely on third
party service providers which may result in unacceptable time delays and the loss of long term

<p>revenue from our website.

<p>

<p><em><u>Our chosen areas of providing expert advice are subject to frequent changes</em></u>.

<p>- ----------------------------------------------------------------------------

<p>Expert opinion on the areas of money, health and lifestyle are subject to changes in consumer tastes and
changing economic factors. The ability of our contributing editors to accurately judge trends and changes in
consumer tastes will have a strong influence on our ability to develop a loyal clientele and to

<p>generate revenues.

<p>

<p><em><u>We are a start up company and are more susceptible to capital shortfalls than</em></u>

<p><em><u>more established companies.</em></u>

<p><em></em>- --------------------------------------------------------------------------------

<p>Because we are a start up company, our failure to quickly generate significant revenue or to attract
additional equity investment could result in the sudden failure of our business. More established businesses
are often granted leniency and larger payment times by suppliers and trade creditors. Start up ventures are
often given very unflexible terms on which to do business which can result in critical conditions arising
quickly and without remedy.

<p>

<p><em><u>Our success is dependent on our ability to retain key personnel.</em></u>

<p><em></em>- ----------------------------------------------------------------

<p>Our business plan has been developed by our President. Our success is dependent on our ability to retain his
services. Our President is the driving force behind the development of our business plan. The loss of our
President's services would severely impact our ability to execute our business plan and would likely result in
the failure of our business.

<p>

<p><strong>Information About Forward-Looking Statements:</strong>

<p><strong></strong>

<p>This prospectus contains certain forward-looking statements, which involve substantial risks and
uncertainties. These forward-looking statements can generally be identified because the context of the
statement includes words such as "may," "will," "except," "anticipate," "intend," "estimate," "continue,"
"believe," or other similar words.  Similarly, this prospectus also contains forward-looking statements about
our future. Forward-looking statements include statements about our Plans, Objectives, Goals, Strategies,
Expectations for the future, Future performance and events, Underlying assumptions for all of the above, and
other statements which are not statements of historical facts.

<br wp="br1"><br wp="br2">
<p>These forward-looking statements involve risks and uncertainties, which could cause our actual results to
materially differ from our forward-looking statements.  We make these forward-looking statements based on
our analysis of internal and external historical trends, but there can be no assurance that we will achieve the
results set forth in these forward-looking statements. Our forward-looking statements are expressed in good
faith and we believe that there is a reasonable basis for us to make them.

<br wp="br1"><br wp="br2">
<p>In addition to other factors discussed in this prospectus, the following are important factors that could cause
our actual results to materially differ from our forward-looking statements:

<p>-  our ability to respond to changes in the marketplace

<p>-  competitive factors

<p>-  the availability of financing on terms and conditions acceptable to us

<p>-  the availability of personnel with the appropriate technical skills

<br wp="br1"><br wp="br2">
<p>We have no obligation to update or revise these forward-looking statements to reflect future events.


<p>

<br wp="br1"><br wp="br2">
<p align="center">PROCEEDS FROM SALE OF THE SHARES

<br wp="br1"><br wp="br2">
<p>         All of the shares of common stock in this Offer Prospectus are being offered by the selling
stockholders. We will not receive any proceeds from the sale of the shares of common stock.  Any funds
received from the exercise of the options will be used for continuing operations.

<br wp="br1"><br wp="br2">
<p align="center">SELLING STOCKHOLDERS

<br wp="br1"><br wp="br2">
<p>         The shares offered under our Offer Prospectus are being registered for Offers and Sales by selling
stockholders who have or may in the future acquire their shares of our common stock by exercising options
granted to them pursuant to certain consulting agreements. The selling stockholders named in the following
table may resell all, a portion, or none of these shares of our common stock. There is no assurance that any
of the selling stockholders will sell any or all of the shares of our common stock offered by them.

<p>

<p>         Participants, pursuant to the certain consulting agreements are deemed to be "affiliates" of the
Company who acquire shares of our common stock may be added to the selling stockholders listed below
from time to time by use of a prospectus supplement filed pursuant to Rule 424(b) under the Securities Act
of 1933, as amended.

<br wp="br1"><br wp="br2">
<p>         The following table sets forth certain information concerning the Affiliated selling stockholders as of
the date of this Offer Prospectus, and as adjusted to reflect the sale by the affiliated selling stockholders of
the shares of our common stock offered, assuming sale of all of the shares offered:

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p>                                                                                        Number of Shares

<p>                                            Shares Beneficially               Offered by the                  Shares Beneficially

<p>                                            owned prior to Offering (1)   Prospectus(2)(3)              Owned After Offering

<p>     Name                              Number          Percent           Number    Percent(4)

<p>                                            -------              ------              ------           -------

<br wp="br1"><br wp="br2">
<p>Chris Bunka

<p>President and Director	3,075,000	33.1%          400,000			3,475,000

<br wp="br1"><br wp="br2">
<p>Sudhir Khanna

<p>Secretary and Director	1,025,000	11.03%	      200,000			1,225,000

<br wp="br1"><br wp="br2">
<p>Darrell Woronchak

<p>Consultant		       -0-			      100,000			   100,000

<br wp="br1"><br wp="br2">
<p>Steven Encarnacao

<p>Consultant		       -0-			        70,000			     70,000

<br wp="br1"><br wp="br2">
<p>Owen Naccarato

<p>Consultant		       -0-			        20,000			     20,000

<br wp="br1"><br wp="br2">
<p>(1) Represents shares beneficially owned by the named individual, including shares that such person has the
right to acquire within 60 days of the date of this Offer Prospectus. Unless otherwise noted, all persons
referred to above have sole voting and sole investment power.

<br wp="br1"><br wp="br2">
<p>(2) Includes all Shares issued to such named individuals upon the exercise of options granted pursuant to the
consulting agreements.

<br wp="br1"><br wp="br2">
<p>(3) Does not constitute a commitment to sell any or all of the stated number of shares of common stock. The
number of shares of common stock offered shall be determined from time to time by each selling stockholder
in his or her sole discretion.

<br wp="br1"><br wp="br2">
<p>(4) Based upon 9,815,000 Shares outstanding as of September 14, 2001.

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p align="center">HOW THE SHARES MAY BE DISTRIBUTED

<br wp="br1"><br wp="br2">
<p>     The selling stockholders may sell shares of our common stock in various ways and at various prices.
Some of the methods by which the selling stockholders may sell their shares of common stock include:

<br wp="br1"><br wp="br2">
<p>         -        ordinary brokerage transactions and transactions in which the broker solicits purchasers;

<br wp="br1"><br wp="br2">
<p>         -        privately negotiated transactions;

<br wp="br1"><br wp="br2">
<p>         -        block trades in which the broker or dealer will attempt to sell the shares of common stock as
agent but may position and resell a portion of the block as principal to facilitate the transaction;

<br wp="br1"><br wp="br2">
<p>         -        purchases by a broker or dealer as principal and resale by that broker or dealer for the selling
stockholder's account under this Offer Prospectus;

<br wp="br1"><br wp="br2">
<p>         -        sales under Rule 144 rather than by using this Offer Prospectus;

<br wp="br1"><br wp="br2">
<p>         -        a combination of any of these methods of sale; and

<br wp="br1"><br wp="br2">
<p>         -        any other legally permitted method.

<br wp="br1"><br wp="br2">
<p>         The applicable sales price may be affected by the type of transaction.

<br wp="br1"><br wp="br2">
<p>         The selling stockholders may also pledge their shares of common stock as collateral for a margin loan
under their customer agreements with their brokers. If there is a default by the selling stockholders, the
brokers may offer and sell the pledged shares of common stock.

<br wp="br1"><br wp="br2">
<p>         Brokers or dealers may receive commissions or discounts from the selling stockholders (or, if the
broker-dealer acts as agent for the purchaser of the shares of common stock, from that purchaser) in
amounts to be negotiated. These commissions are not expected to exceed those customary in the types of
transactions involved.

<br wp="br1"><br wp="br2">
<p>         We cannot estimate at the present time the amount of commissions or discounts, if any, that will be
paid by the selling stockholders in connection with sales of the shares of common stock.

<br wp="br1"><br wp="br2">
<p>         Any broker-dealers or agents that participate with the selling stockholders in sales of the shares of
common stock may be deemed to be "underwriters" within the meaning of the Securities Act of 1933, as
amended, in connection with such sales. In that event, any commissions received by broker-dealers or agents
and any profit on the resale of the shares of common stock purchased by them may be deemed to be
underwriting commissions or discounts under the Securities Act of 1933.

<br wp="br1"><br wp="br2">
<p>         Under the securities laws of certain states, the shares of common stock may be sold in those states only
through registered or licensed broker-dealers. In addition, the shares of common stock may not be sold
unless they have been registered or qualified for sale in the relevant state or unless the shares of common
stock qualify for an exemption from registration or qualification.

<br wp="br1"><br wp="br2">
<p>         We have agreed to pay all fees and expenses incident to the registration of the shares of common
stock..

<br wp="br1"><br wp="br2">
<p>         The selling stockholders and other persons participating in the distribution of the shares of common
stock offered under this Offer Prospectus are subject to the applicable requirements of Regulation M
promulgated under the Securities Exchange Act of 1934, in connection with sales of the shares of common
stock.

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p align="center">LEGAL OPINION

<br wp="br1"><br wp="br2">
<p>         Owen Naccarato, Esq., has advised us with respect to the validity of the securities offered by this
prospectus.

<br wp="br1"><br wp="br2">
<p align="center">EXPERTS

<br wp="br1"><br wp="br2">
<p>         The financial statements included in our annual report on Form 10-KSB incorporated by reference in
this Offer Prospectus have been audited by Davidson &amp; Company, independent chartered accountants, to the
extent and for the periods set forth in their report incorporated herein by reference, and are incorporated
herein in reliance upon such report given upon the authority of said firm as experts in auditing and
accounting.

<br wp="br1"><br wp="br2">
<p align="center">WHERE YOU CAN FIND MORE INFORMATION

<br wp="br1"><br wp="br2">
<p>         We file annual, quarterly and current reports, proxy statements and other information with the
Securities and Exchange Commission. You may read and copy any report or document we file at the public
reference facilities maintained by the Securities and Exchange Commission at 450 Fifth Street, N.W.,Room
1024, Washington, D.C. 20549 and at the Securities and Exchange Commission's regional offices located at
Seven World Trade Center, Suite 1300, New York, New York 10048, and 500 West Madison Street, Suite
1400, Chicago, Illinois 60661. Please call the SEC at 1-800-SEC-0880 for more information about the
public reference rooms. Our Securities and Exchange Commission filings are also available from the
Securities and Exchange Commission's website located at HTTP://WWW.SEC.GOV.

<br wp="br1"><br wp="br2">
<p>         Quotations for the prices of our common stock appear on the OTC Bulletin Board, and reports, proxy
statements and other information about us can also be inspected at the offices of the National Association of
Securities Dealers, Inc., 1735 K Street, N.W., Washington, D.C. 20006.

<br wp="br1"><br wp="br2">
<p align="center">INCORPORATION OF CERTAIN INFORMATION BY REFERENCE

<br wp="br1"><br wp="br2">
<p>         The Securities and Exchange Commission allows us to "incorporate by reference" the information we
file with it, which means that we can disclose important information to you by referring you to those
documents. The information incorporated by reference is considered to be part of this Offer Prospectus, and
later information that we file with the Securities and Exchange Commission will automatically update and
supersede this information.

<br wp="br1"><br wp="br2">
<p>         We incorporate by reference the following filings and any future filings made with the Securities and
Exchange Commission under Sections 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934:

<br wp="br1"><br wp="br2">
<p>	(a) the Company's annual report on Form 10-KSB for the fiscal year ended June 30, 2000 and June
30, 1999;

<br wp="br1"><br wp="br2">
<p>(b) all other reports filed by the Company pursuant to Section 13(a) or Section 15 (d) of the
Securities Exchange Act of 1934, as amended (the "Exchange Act"), since June 30, 2000 through the date
hereof;

<br wp="br1"><br wp="br2">
<p>	(c) the Registrant's Form 10SB12G filed on September 21, 1999 pursuant to Section 12 of the
Exchange Act, in which there is described the terms, rights and provisions applicable to the Registrant's
outstanding Common Stock, and

<br wp="br1"><br wp="br2">
<p>(d) any document filed by the Company with the Commission pursuant to Sections 13(a), 13( c), 14
or 15(d) of the Exchange Act subsequent to the date hereof, but prior to the filing of a post-effective
amendment to this Registration Statement which Indicates that all shares of Common Stock registered
hereunder have been sold or that deregisters all such shares of common Stock then remaining unsold, such
documents being deemed to be incorporated by reference herein and to be part hereof from the date of filing
of such documents.

<br wp="br1"><br wp="br2">
<p>This Offer Prospectus, which is a part of the registration statement, does not contain all the
information set forth in, or annexed as exhibits to, the registration statement, as permitted by the SEC's rules
and regulations. For further information with respect to us and the common stock offered under this Offer
Prospectus, please refer to the registration statement, including the exhibits, copies of which may be obtained
from the locations described a bove. Statements concerning any document filed as an exhibit are not
necessarily complete and, in each instance, we refer you to the copy of the document filed as an exhibit to
the registration statement.

<br wp="br1"><br wp="br2">
<p>         You may request, at no cost, a copy of any or all of the information incorporated by reference by
writing or telephoning us at:  NewsGurus.Com, Inc., 5774 Deadpine Drive, Kellowna British, Columbia,
V1P 1A3,  Phone  (250) 765-6424.

<br wp="br1"><br wp="br2">
<p>         You should only rely on the information incorporated by reference or provided in this Offer Prospectus
or any supplement. We have not authorized anyone else to provide you with different information. Our
common stock is not being offered in any state where the offer is not permitted. You should not assume that
the information in this Offer Prospectus or any supplement is accurate as of any date other than the date on
the front of those documents.

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p align="center">INDEMNIFICATION OF DIRECTORS AND OFFICERS

<p align="center">

<p>Our Articles of  Incorporation  incorporate the provisions of the Nevada Revised Statutes  providing for the
indemnification of officers and directors and other persons  against  expenses,  judgments,  fines and amounts
paid in settlement in connection with  threatened,  pending or completed suits or proceedings  against such
persons by reason of serving or having served as officers,  directors or in other  capacities,  except in
relation  to matters  with  respect to which such persons  shall be  determined  not to have  acted in good
faith and in the best interests of our  company.  With respect to matters as to which our officers and directors
and others are  determined to be liable for  misconduct or negligence, including gross  negligence in the
performance of their duties to us, Nevada law provides  for  indemnification  only to the  extent  that the
court in which the action or suit is brought  determines  that such person is fairly and reasonably entitled to
indemnification for such expenses which the court deems proper.

<p>

<p>Insofar as  indemnification  for  liabilities  arising under the 1933 Act may be permitted  to  officers,
directors  or  persons  controlling  us,  we have been informed that in the opinion of the U.S. Securities and
Exchange Commission such indemnification  is against  public  policy as expressed in the 1933 Act, and is
therefore unenforceable.

<p>

<p>

<p>

<p>

<p>

<p>

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p>

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p align="center"><strong>PART II</strong>

<br wp="br1"><br wp="br2">
<p align="center">INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

<br wp="br1"><br wp="br2">
<p>Item 3. Incorporation of Documents by Reference

<br wp="br1"><br wp="br2">
<p>	The following documents filed by NewsGurus.com, Inc (the "Company") with the Securities and
Exchange Commission (the "Commission") are incorporated by reference herein:

<br wp="br1"><br wp="br2">
<p>	(a) the Company's annual report on Form 10-KSB for the fiscal year ended June 30, 2000 and June
30, 1999;

<br wp="br1"><br wp="br2">
<p>(b) all other reports filed by the Company pursuant to Section 13(a) or Section 15 (d) of the
Securities Exchange Act of 1934, as amended (the "Exchange Act"), since June 30, 2000 through the date
hereof;

<br wp="br1"><br wp="br2">
<p>	(c) the Registrant's Form 10SB12G filed on September 21, 1999 pursuant to Section 12 of the
Exchange Act, in which there is described the terms, rights and provisions applicable to the Registrant's
outstanding Common Stock, and

<br wp="br1"><br wp="br2">
<p>(d) any document filed by the Company with the Commission pursuant to Sections 13(a), 13( c), 14
or 15(d) of the Exchange Act subsequent to the date hereof, but prior to the filing of a post-effective
amendment to this Registration Statement which Indicates that all shares of Common Stock registered
hereunder have been sold or that deregisters all such shares of common Stock then remaining unsold, such
documents being deemed to be incorporated by reference herein and to be part hereof from the date of filing
of such documents.

<br wp="br1"><br wp="br2">
<p>Item 4. Description of Securities

<br wp="br1"><br wp="br2">
<p>	Not applicable.

<br wp="br1"><br wp="br2">
<p>Item 5. Interests of Named Experts and Counsel

<br wp="br1"><br wp="br2">
<p>	Not applicable.

<br wp="br1"><br wp="br2">
<p>Item 6. Indemnification of Directors and Officers

<br wp="br1"><br wp="br2">
<p>Our Articles of  Incorporation  incorporate the provisions of the Nevada Revised Statutes  providing for the
indemnification of officers and directors and other persons  against  expenses,  judgments,  fines and amounts
paid in settlement in connection with  threatened,  pending or completed suits or proceedings  against such
persons by reason of serving or having served as officers,  directors or in other  capacities,  except in
relation  to matters  with  respect to which such persons  shall be  determined  not to have  acted in good
faith and in the best interests of our  company.  With respect to matters as to which our officers and directors
and others are  determined to be liable for  misconduct or negligence, including gross  negligence in the
performance of their duties to us, Nevada law provides  for  indemnification  only to the  extent  that the
court in which the action or suit is brought  determines  that such person is fairly and reasonably entitled to
indemnification for such expenses which the court deems proper.

<p>

<p>Insofar as  indemnification  for  liabilities  arising under the 1933 Act may be permitted  to  officers,
directors  or  persons  controlling  us,  we have been informed that in the opinion of the U.S. Securities and
Exchange Commission such indemnification  is against  public  policy as expressed in the 1933 Act, and is
therefore unenforceable.

<br wp="br1"><br wp="br2">
<p>Item 7. Exemption from Registration Claimed

<p>

<p>Not applicable.

<br wp="br1"><br wp="br2">
<p>Item 8.	Exhibits

<br wp="br1"><br wp="br2">
<p>The Exhibits to this registration statement are listed in the index to Exhibits on page 27.

<br wp="br1"><br wp="br2">
<p>Item 9. Undertakings

<br wp="br1"><br wp="br2">
<p>(a)	The undersigned registrant hereby undertakes::

<br wp="br1"><br wp="br2">
<p>(1)	To file during any period in which offers or sales are being made, a post-effective
amendment to this Registration Statement:

<br wp="br1"><br wp="br2">
<p>		(i)	To include any prospectus required by Section 10(a)(3) of the securities Act
1933:

<br wp="br1"><br wp="br2">
<p>(ii) 		To reflect in the prospectus any facts or events arising after the effective date of
this 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 this Registration Statement:

<br wp="br1"><br wp="br2">
<p>		(iii)	To include any material information with respect to the plan of distribution not
previously disclosed in this Registration Statement or any material change to such information in this
Registration Statement; <em>provided, however</em>, that paragraph (1)(i) and (1)(ii) do not apply if the information
required to be included in a post-effective amendment by those paragraph 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 this Registration Statement.

<br wp="br1"><br wp="br2">
<p>(2)	That for the purpose of determining any liability under the Securities Act of 1933, each
such post-effective amendments 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.

<br wp="br1"><br wp="br2">
<p>(3)	To remove from registration by mean of a post-effective amendment any of the securities
being registered hereunder that remain unsold at the termination of the offering.

<p>

<p>(b)	The undersigned Company hereby undertakes that for purposes of determining any liability under
the Securities Act of 1933, each filing of the company's annual report pursuant to Section 13 (a) or Section
15 (d) of the Securities and Exchange Act of 1934 (and, where applicable, each filing of an employee benefit
plan's annual report pursuant to Section 15(d) of the Securities Exchange Act of 1934) that is incorporated
by reference in the Registration Statement shall be deemed to be a new registration statement relating to the
securities offered therein and the offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

<br wp="br1"><br wp="br2">
<p>(c)	Insofar as indemnification for liabilities arising under the Securities Act of 1933  may be permitted
to directors, officers and controlling persons of the Company pursuant to the above-described provisions or
otherwise, the Company has been advised that in the opinion of the Commission such indemnification is
against public policy as expressed in the Securities act of 1933 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 of 1933 and will be governed
by the final adjudication of such issue.

<p align="center"><strong>SIGNATURES</strong>

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p>	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 a 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 Kelowna, Province of British Columbia on September 14, 2001.

<br wp="br1"><br wp="br2">
<table  width="94%">
<tr valign="top"><td width="50%"></td>
<td width="50%">NewsGurus.Com, Inc.

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2"></td></tr>
<tr valign="top"><td></td>
<td>By   /s/ Chris Bunka</td></tr>
<tr valign="top"><td></td>
<td>Chris Bunka, President &amp; Chief Financial
Officer and Director</td></tr></table>

<br wp="br1"><br wp="br2">
<p>POWER OF ATTORNEY

<br wp="br1"><br wp="br2">
<p>	KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
below constitutes and appoints Chris Bunka, acting individually as his attorney-in-fact, each with
full power of substitution and resubstitution, for him in any and all capacities, to sign any and all
amendments to this Registration Statement, and to file the same, with exhibits thereto and other
documents in connection therewith, with the Securities and Exchange Commission, granting unto
said attorney-in-fact 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 al intents and purposes as he
might or could do in person, hereby ratifying and confirming all that said attorney-in-fact, or their
substitute or substitutes, may lawfully do or cause to be done by virtue hereof.

<br wp="br1"><br wp="br2">
<p>	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 dates indicated.

<br wp="br1"><br wp="br2">
<p><u>Signature	</u>		<u>Title			</u>		<u>Date           </u>

<br wp="br1"><br wp="br2">
<p><u>/s/Chris Bunka</u>			President, C.F.O. and director		September  12, 2001

<p>Chris Bunka

<p>

<p><u>/s/ Sudhir Khanna</u>		Secretary and Director			September 14, 2001

<p>Sudhir Khanna

<p><strong>INDEX TO EXHIBITS</strong>

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<table  width="86%">
<tr valign="top"><td width="33%"><strong><u></u>Exhibit</strong>

<p><strong><u>NO.</strong></u></td>
<td width="33%"><strong><u></strong></u>
<br wp="br1"><br wp="br2">Description</td>
<td width="33%"><strong><u></u>Sequentially</strong>

<p><strong><u>Numbered Pages</strong></u></td></tr></table>

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p>3.1	Consulting Agreement with Chris Bunka

<p>3.2	Consulting Agreement with Sudhir Khanna

<p>3.3	Consulting Agreement with Darrell Woronchak

<p>3.4	Consulting Agreement with Scott Gallagher

<p>5.1	Opinion of Counsel, regarding the legality of the securities registered
hereunder.

<p>	23.1	Consent of Davidson &amp; Company

<p>23.2 	    Consent of Counsel (included as part of Exhibit 5.1)

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p align="right"><strong><u></strong></u>Exhibit 4.1

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p><strong>CONSULTING AGREEMENT</strong>

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p><strong>THIS AGREEMENT</strong> made as of the 20th day of March, 2000.

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p><strong>BETWEEN:</strong>

<br wp="br1"><br wp="br2">
<p>	<strong>NEWSGURUS.COM, INC.</strong>, a corporate body duly incorporated pursuant to the Laws of the
State of Nevada (and/or any of Newsgurus' subsidiary Company's):

<br wp="br1"><br wp="br2">
<p><strong>	</strong>C/O G.R. Tuskey Personal Law Corp.

<p><strong>	</strong>1000 &#173; 409 Granville Street

<p>	Vancouver BC V6B 1P1

<br wp="br1"><br wp="br2">
<p>	(hereinafter referred to as the "Company")

<p>		<strong>OF THE FIRST PART</strong>

<br wp="br1"><br wp="br2">
<p><strong>AND:</strong>

<br wp="br1"><br wp="br2">
<p>	CHRIS BUNKA

<p>	(C.A.B. Financial Services Ltd.)

<p>	5774 Deadpine Drive

<p>	Kelowna, BC Canada V10 1A3

<p>

<p>	(hereinafter referred to as the "Consultant")

<p>		<strong>OF THE SECOND PART</strong>

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p><strong>WHEREAS </strong>the Company<strong> </strong>is engaged in Internet and Media operations;

<br wp="br1"><br wp="br2">
<p><strong>AND WHEREAS</strong> the Company wishes to engage the Consultant;

<br wp="br1"><br wp="br2">
<p><strong>AND WHEREAS </strong>the parties hereto are desirous of entering into this Agreement for the purpose of
fixing the compensation and terms applicable of the Consultant during the period hereinafter set out;

<br wp="br1"><br wp="br2">
<p><strong>NOW THEREFORE THIS AGREEMENT WITNESSES </strong>that the parties hereto, in consideration
of the premises and of the respective covenants and agreements on the part of each of them herein
contained, do hereby covenant and agree each with the other as follows:

<br wp="br1"><br wp="br2">
<p>The Company hereby engages the Consultant as President and the Consultant hereby accepts such
services, upon the terms and conditions hereinafter set out.

<br wp="br1"><br wp="br2">
<p>This Agreement will commence on April 01, 2000 (the "Commencement Date") and will remain
in full force and effect for the term of this Agreement, subject to earlier termination as hereinafter
provided.

<br wp="br1"><br wp="br2">
<p>The term of this Agreement is for three years and shall begin as of April 01, 2000.

<br wp="br1"><br wp="br2">
<p>Consultant's primary duties will consist of those as may be reasonably determined by the Board
of Directors and as are generally consistent with the duties of a President of the Company. The Board
of Directors will assist and work with the Consultant in the performance of his duties.

<br wp="br1"><br wp="br2">
<p>The Consultant's services hereunder shall be full-time and exclusively for the benefit of the
Company.

<br wp="br1"><br wp="br2">
<p>In consideration for the services to be performed by the Consultant hereunder:

<br wp="br1"><br wp="br2">
<p>c.	The Company will initially pay the Consultant the sum of US$2,500 per month
commencing April 15, 2000.

<p>d.	At such time as the Company has raised a cumulative total of US$1,000,000 in equity
financing for itself and/or its subsidiaries; including actual payment or signed obligations for
staged payments; the Company will then pay the Consultant the sum of US$5,000 per month for
the remainder of the term of the Agreement. This additional compensation is not retroactive.
Monthly payments are subject, however, to any increase(s) as determined by the Board of
Directors. Payment shall be payable no less often than once each month, on the fifteenth day of
each month.

<br wp="br1"><br wp="br2">
<p>The Company will reimburse the Consultant for any and all reasonable and documented expenses
actually and necessarily incurred by him in connection with the performance of his duties under this
Agreement.  The Consultant will furnish the Company with an itemized account of his expenses in
such form or forms as may reasonably be required by the Company and at such times or intervals as
may be required by the Company.

<br wp="br1"><br wp="br2">
<p>Subject to the approval of the SEC, the NASD, the Canadian Venture Exchange and any other
regulatory securities bodies having jurisdiction over the Company (the "Regulatory Authorities"), the
Board of Directors shall also grant four hundred thousand (400,000) incentive stock options to the
Consultant for a term of ten (10) years.

<br wp="br1"><br wp="br2">
<p>The options granted to the Consultant pursuant to paragraph 8 shall be vested in whole or in part
commencing thirty (30) days from the date when the Company is publicly quoted on any North
American Stock Exchange and be freely exercisable as to no more than ten thousand (10,000) shares
per month at an exercise price to be determined and approved by the Regulatory Authorities. Such
options to expire ten (10) years from the date of issue.

<br wp="br1"><br wp="br2">
<p>Termination. Other provisions of this Agreement notwithstanding, this Agreement shall terminate
upon the occurrence of any one or more of the following:

<p>a.	Death of Chris Bunka;

<p>b.	Inability of Chris Bunka to perform his duties for a period of 60 consecutive days due
to sickness, disability or any other cause, unless he is granted a leave of absence by the Company;
or

<p>c.	For cause as defined in sections 11.a or 11.b or 11.c.

<br wp="br1"><br wp="br2">
<p>10.1	Termination by the Consultant. Termination by the Consultant must be preceded by a minimum of a
sixty (60) days written notice of such termination to the Company. Consultant shall be entitled to compensation
earned through to the date of termination. Consultant shall be entitled to no further compensation or share
options not theretofore vested as of and from the date of such breach.

<br wp="br1"><br wp="br2">
<p>10.2	Termination by the Company. Termination of this contract by the Company must be preceded
by a minimum of a sixty (60) days' prior written notice of such termination to Consultant. The period of non-competition of Consultant shall be reduced to 180 days following breach by the Company. In the event of
termination by the Company, then the effective date of the foregoing share options shall be advanced to the date
of any such breach, and such options shall remain in effect until breach is effected, and all remaining monetary
compensation otherwise to be received over the term of this Agreement shall be payable without deduction,
including no deduction for federal income, social security, social insurance, provincial or state income taxes.

<br wp="br1"><br wp="br2">
<p>Breach. Consultant is in breach of this Agreement  when, from actions or inactions of the
Consultant the following limited events occur:

<br wp="br1"><br wp="br2">
<p>d.	Repeated failure or refusal to carry out the reasonable directions of the Company,
provided such directions are consistent with the duties and obligations herein set forth to be
performed by Consultant;

<p>e.	Willful violation of a provincial, state or federal law involving the commission of (1)
a crime against the Company materially adversely affecting the Company or (2) a felony of any
kind; or

<p>f.	Any material breach by Consultant of this Agreement or the falsity of any material
representation or warranty of Consultant hereof.

<br wp="br1"><br wp="br2">
<p>11.1 Company is in breach of the Agreement when, from actions or inactions of the Company the
following limited events occur:

<br wp="br1"><br wp="br2">
<p>a.	Failure or refusal to pay to Consultant the fees as noted in 6 (a) and 6 (b), within 30
days of the due date of each such payment.

<p>b.	Any material breach by Company of this Agreement.

<br wp="br1"><br wp="br2">
<p>Remedy of breach. Whenever a breach of this Agreement by either party is relied upon as a
justification for any action taken by the other party pursuant to any provision of this Agreement
(including without limitation termination hereof), before such action is taken, the party asserting the
breach shall give the other party written notice of the existence and nature of the breach and such other
party shall have the opportunity to correct such breach during the thirty (30) day period following such
notice. If such cure is effected, then a breach shall not be a basis for the party intending to rely thereon

<br wp="br1"><br wp="br2">
<p>Non-Competition. Non-Competition. During the term of Consultant's retention by Company and
for a period of one year thereafter, Consultant shall not, directly or indirectly, be employed by, own,
manage, operate, join, control or participate in the ownership, management, operation or control of or
be connected in any manner within the direct competitive field of Internet commentary online business
intended for or actually operated by the Company, with any other company, person, or entity not
specifically approved in writing by the board of directors of the Company. Consultant shall be deemed
to be connected with such a business if such business is carried on by a partnership in which it/he is a
general or limited partner, consultant or employee, or a corporation or association of which it/he is a
shareholder, officer, director, employee, member, consultant or agent; provided, however, that nothing
herein shall prevent the purchase or ownership by Consultant of shares of less than 2% of the
outstanding shares of a publicly or privately held company. Nothing herein shall prevent Consultant
from continuing to conduct his historical business, including the newsletter business and public
commentary, or such other endeavors that are non-competitive to the Company and do not interfere
with the Consultant's ability to deliver full-time services each month to the Company.

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p>Independent Contractor. It is expressly agreed that Consultant is acting as an independent
contractor in performing services hereunder. Company shall carry no Worker's Compensation or
similar insurance to cover Consultant. Company shall not pay any contributions to Social Security,
unemployment insurance, federal, provincial, or state withholding taxes, nor provide any other
contributions or benefits, which might be expected in an employer-employee relationship.

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p>No amendment to or variation of the terms of the Agreement will be effective or binding upon the
parties hereto unless made in writing and signed by both of the parties hereto.

<br wp="br1"><br wp="br2">
<p>In the event that any provision in this Agreement shall be deemed void or invalid by a Court of
Competent Jurisdiction, the remaining provisions shall be and remain in full force and effect.

<br wp="br1"><br wp="br2">
<p>This Agreement constitutes the entire Agreement between the parties hereto with respect to the
services of the Consultant and any and all previous agreements, written or oral, express or implied
between the parties or on their behalf relating to the employment of the Consultant by the Company
are terminated and cancelled and each of the parties releases and forever discharges the other of and
from all manner of action, causes of action, claims or demands under or in respect of any Agreement.

<br wp="br1"><br wp="br2">
<p><strong><u></strong></u>Matters for Arbitration.   The Parties agree that all questions or matters in dispute with respect to
this Agreement shall be submitted to arbitration pursuant to the terms hereof in the Province of British
Columbia.

<br wp="br1"><br wp="br2">
<p><strong><u></strong></u>Notice.   It shall be a condition precedent to the right of any Party to submit any matter to arbitration
pursuant to the provisions hereof, that any Party intending to refer any matter to arbitration
shall have given not less than ten (10) calendar days' prior written notice of its intention to do
so to the other Party together with particulars of the matter in dispute.  On the expiration of
such ten days the Party who gave such notice may proceed to refer the dispute to arbitration as
provided in section 18.2 herein below.

<br wp="br1"><br wp="br2">
<p>18.2	Appointments.   The Party desiring arbitration shall appoint one arbitrator, and shall notify the
other Party of such appointment, and the other Party shall, within 15 calendar days after
receiving such notice, appoint an arbitrator, and the two arbitrators so named, before
proceeding to act, shall, within 30 calendar days of the appointment of the last appointed
arbitrator, unanimously agree on the appointment of a third arbitrator, to act with them and be
chairman of the arbitration herein provided for.  If the other Party shall fail to appoint an
arbitrator within 15 calendar days after receiving notice of the appointment of the first
arbitrator, and if the two arbitrators appointed by the Parties shall be unable to agree on the
appointment of the chairman, the chairman shall be appointed under the provisions of the
<em>Commercial Arbitration Act</em> of the Province of British Columbia (the "<em>Arbitration Act</em>").
Except as specifically otherwise provided in this section, the arbitration herein provided for
shall be conducted in accordance with such Arbitration Act.  The chairman, or in the case
where only one arbitrator is appointed, the single arbitrator, shall fix a time and place for the
purpose of hearing the evidence and representations of the Parties, and he shall preside over
the arbitration and determine all questions of procedure not provided for under such
Arbitration Act or this section.  After hearing any evidence and representations that the Parties
may submit, the single arbitrator, or the arbitrators, as the case may be, shall make an award
and reduce the same to writing, and deliver one copy thereof to each of the Parties.  The
expense of the arbitration shall be paid as specified in the award.

<br wp="br1"><br wp="br2">
<p>18.3	Award.   The Parties agree that the award of a majority of the arbitrators, or in the case of a
single arbitrator, of such arbitrator, shall be final and binding upon each of them.

<p>3

<br wp="br1"><br wp="br2">
<p>Neither party shall have the right to assign this Agreement or any interest therein without the prior
written consent of the other party.

<br wp="br1"><br wp="br2">
<p>Notice. Instructions and other documents hand-delivered under this Agreement shall be valid if (I)
hand-delivered, (II) sent by registered or certified mail, return receipt requested, or (III) sent by
Federal Express or other reliable overnight courier service. If to Company: NewsGurus.com, Inc. C/O
G.R. Tuskey Personal Law Corp. 1000 &#173; 409 Granville Street Vancouver BC V6B 1P1  604-681-9588  If to Consultant: CAB Financial Services Ltd. 5774 Deadpine Drive, Kelowna BC V1P 1A3:
Chris Bunka Phone: (250) 765-6424 Each communication which shall be given or made in the manner
described above shall be deemed sufficiently given or made at such time as it is delivered to the
addressee in the case of personal delivery or registered or certified mail, or one (1) business day
following the courier if sent by Federal Express or other reliable overnight courier..

<br wp="br1"><br wp="br2">
<p>Waiver of Breach. The waiver by either party of any breach of any provision of this Agreement
shall not operate or be construed as a waiver of any subsequent breach.

<br wp="br1"><br wp="br2">
<p>This Agreement shall be governed by and construed in accordance with the laws of the Province
of British Columbia.

<br wp="br1"><br wp="br2">
<p>The Consultant agrees to keep the affairs of the Company, financial and otherwise, strictly
confidential and shall not disclose the same to any person, company or firm, directly or indirectly,
during or after his services by the Company except within his jurisdiction of acting as a senior officer
of the Company or as otherwise authorized in writing by the Board.  The Consultant agrees not to use
such information, directly or indirectly, for his own interests, or any interests of the Company during
or after his services by the Company.  The Consultant acknowledges and agrees that all information
relating to the Company, whether financial, technical or otherwise shall, upon execution of this
Agreement and thereafter, as the case may be, be the sole property of the Company, whether arising
before or after the execution of this Agreement.  The Consultant agrees not to divulge any of the
foregoing to any person, partnership, corporation or other legal entity or to assist in the disclosure or
divulging of any such information, directly or indirectly, except as required by law or as otherwise
authorized in writing by the Board.

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p><strong>IN WITNESS WHEREOF</strong> the parties hereto have duly executed this agreement as of the first above
written date.

<br wp="br1"><br wp="br2">
<p><strong>NEWSGURUS.COM, INC.</strong>

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p>Per:	<u>	/s/ Dev Randhawa						</u>

<p>	Dev Randhawa, Director.



<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p>Per:	<u>							</u>

<p>	Sudhir Khanna, Director.

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p><strong>SIGNED BY THE CONSULTANT </strong>

<p><strong>IN THE PRESENCE OF:</strong>

<br wp="br1"><br wp="br2">
<p>________________________________________

<p>Name

<p>_________________________________________    /s/ Chris Bunka__________________

<p>Address					        Chris Bunka, for C.A.B. Financial Services Ltd.

<p>________________________________________<strong></strong>

<p>Occupation

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p>Exhibit 4.2

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p><strong>CONSULTING AGREEMENT</strong>

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p><strong>THIS AGREEMENT</strong> made as of the 20th day of March, 2000.

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p><strong>BETWEEN:</strong>

<br wp="br1"><br wp="br2">
<p>	<strong>NEWSGURUS.COM, INC.</strong>, a corporate body duly incorporated pursuant to the Laws of the
State of Nevada (and/or any of Newsgurus' subsidiary Company's):

<br wp="br1"><br wp="br2">
<p><strong>	</strong>C/O G.R. Tuskey Personal Law Corp.

<p><strong>	</strong>1000 &#173; 409 Granville Street

<p>	Vancouver BC V6B 1P1

<br wp="br1"><br wp="br2">
<p>	(hereinafter referred to as the "Company")

<p>		<strong>OF THE FIRST PART</strong>

<br wp="br1"><br wp="br2">
<p><strong>AND:</strong>

<br wp="br1"><br wp="br2">
<p>	SUDHIR KHANNA

<p>	S. K. Services Ltd.

<p>	73 Widdicombe Hill Blvd, Suite 808

<p>	Etobicoke ON M9R 4B3

<br wp="br1"><br wp="br2">
<p>

<p>	(hereinafter referred to as the "Consultant")

<p>		<strong>OF THE SECOND PART</strong>

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p><strong>WHEREAS </strong>the Company<strong> </strong>is engaged in Internet and Media operations;

<br wp="br1"><br wp="br2">
<p><strong>AND WHEREAS</strong> the Company wishes to engage the Consultant;

<br wp="br1"><br wp="br2">
<p><strong>AND WHEREAS </strong>the parties hereto are desirous of entering into this Agreement for the purpose of
fixing the compensation and terms applicable of the Consultant during the period hereinafter set out;

<br wp="br1"><br wp="br2">
<p><strong>NOW THEREFORE THIS AGREEMENT WITNESSES </strong>that the parties hereto, in consideration
of the premises and of the respective covenants and agreements on the part of each of them herein
contained, do hereby covenant and agree each with the other as follows:

<br wp="br1"><br wp="br2">
<p>The Company hereby engages the Consultant as V.P. Information Technology and the Consultant
hereby accepts such services, upon the terms and conditions hereinafter set out.

<br wp="br1"><br wp="br2">
<p>This Agreement will commence on April 01, 2000 (the "Commencement Date") and will remain
in full force and effect for the term of this Agreement, subject to earlier termination as hereinafter
provided.

<br wp="br1"><br wp="br2">
<p>The term of this Agreement is for three years and shall begin as of April 01, 2000.

<br wp="br1"><br wp="br2">
<p>Consultant's primary duties will consist of those as may be reasonably determined by the Board
of Directors and as are generally consistent with the duties of a V.P. Information Technology of the
Company. The Board of Directors will assist and work with the Consultant in the performance of his
duties.

<br wp="br1"><br wp="br2">
<p>The Consultant's services hereunder shall be full-time and exclusively for the benefit of the
Company.

<br wp="br1"><br wp="br2">
<p>In consideration for the services to be performed by the Consultant hereunder:

<br wp="br1"><br wp="br2">
<p>d.	The Company will initially pay the Consultant the sum of US$1,750 per month
commencing April 15, 2000.

<p>e.	At such time as the Company has raised a cumulative total of US$1,000,000 in equity
financing for itself and/or its subsidiaries; including actual payment or signed obligations for
staged payments; the Company will then pay the Consultant the sum of US$3,500 per month for
the remainder of the term of the Agreement. This additional compensation is not retroactive.
Monthly payments are subject, however, to any increase(s) as determined by the Board of
Directors. Payment shall be payable no less often than once each month, on the fifteenth day of
each month.

<br wp="br1"><br wp="br2">
<p>The Company will reimburse the Consultant for any and all reasonable and documented expenses
actually and necessarily incurred by him in connection with the performance of his duties under this
Agreement.  The Consultant will furnish the Company with an itemized account of his expenses in
such form or forms as may reasonably be required by the Company and at such times or intervals as
may be required by the Company.

<br wp="br1"><br wp="br2">
<p>Subject to the approval of the SEC, the NASD, the Canadian Venture Exchange and any other
regulatory securities bodies having jurisdiction over the Company (the "Regulatory Authorities"), the
Board of Directors shall also grant two hundred thousand (200,000) incentive stock options to the
Consultant for a term of ten (10) years.

<br wp="br1"><br wp="br2">
<p>The options granted to the Consultant pursuant to paragraph 8 shall be vested in whole or in part
commencing thirty (30) days from the date when the Company is publicly quoted on any North
American Stock Exchange and be freely exercisable as to no more than five thousand (5,000) shares
per month at an exercise price to be determined and approved by the Regulatory Authorities. Such
options to expire ten (10) years from the date of issue.

<br wp="br1"><br wp="br2">
<p>Termination. Other provisions of this Agreement notwithstanding, this Agreement shall terminate
upon the occurrence of any one or more of the following:

<p>f.	Death of Sudhir Khanna;

<p>g.	Inability of Sudhir Khanna to perform his duties for a period of 60 consecutive days
due to sickness, disability or any other cause, unless he is granted a leave of absence by the
Company; or

<p>h.	For cause as defined in sections 11.a or 11.b or 11.c.

<br wp="br1"><br wp="br2">
<p>10.1	Termination by the Consultant. Termination by the Consultant must be preceded by a minimum of a
sixty (60) days written notice of such termination to the Company. Consultant shall be entitled to compensation
earned through to the date of termination. Consultant shall be entitled to no further compensation or share
options not theretofore vested as of and from the date of such breach.

<br wp="br1"><br wp="br2">
<p>10.2	Termination by the Company. Termination of this contract by the Company must be preceded
by a minimum of a sixty (60) days' prior written notice of such termination to Consultant. The period of non-competition of Consultant shall be reduced to 180 days following breach by the Company. In the event of
termination by the Company, then the effective date of the foregoing share options shall be advanced to the date
of any such breach, and such options shall remain in effect until breach is effected, and all remaining monetary
compensation otherwise to be received over the term of this Agreement shall be payable without deduction,
including no deduction for federal income, social security, social insurance, provincial or state income taxes.

<br wp="br1"><br wp="br2">
<p>Breach. Consultant is in breach of this Agreement  when, from actions or inactions of the
Consultant the following limited events occur:

<br wp="br1"><br wp="br2">
<p>i.	Repeated failure or refusal to carry out the reasonable directions of the Company,
provided such directions are consistent with the duties and obligations herein set forth to be
performed by Consultant;

<p>j.	Willful violation of a provincial, state or federal law involving the commission of (1)
a crime against the Company materially adversely affecting the Company or (2) a felony of any
kind; or

<p>k.	Any material breach by Consultant of this Agreement or the falsity of any material
representation or warranty of Consultant hereof.

<br wp="br1"><br wp="br2">
<p>11.1 Company is in breach of the Agreement when, from actions or inactions of the Company the
following limited events occur:

<br wp="br1"><br wp="br2">
<p>l.	Failure or refusal to pay to Consultant the fees as noted in 6 (a) and 6 (b), within 30
days of the due date of each such payment.

<p>m.	Any material breach by Company of this Agreement.

<br wp="br1"><br wp="br2">
<p>Remedy of breach. Whenever a breach of this Agreement by either party is relied upon as a
justification for any action taken by the other party pursuant to any provision of this Agreement
(including without limitation termination hereof), before such action is taken, the party asserting the
breach shall give the other party written notice of the existence and nature of the breach and such other
party shall have the opportunity to correct such breach during the thirty (30) day period following such
notice. If such cure is effected, then a breach shall not be a basis for the party intending to rely thereon

<br wp="br1"><br wp="br2">
<p>Non-Competition. During the term of Consultant's retention by Company and for a period of one
year thereafter, Consultant shall not, directly or indirectly, be employed by, own, manage, operate,
join, control or participate in the ownership, management, operation or control of or be connected in
any manner within the direct competitive field of Internet commentary online business intended for or
actually operated by the Company, with any other company, person, or entity not specifically
approved in writing by the board of directors of the Company. Consultant shall be deemed to be
connected with such a business if such business is carried on by a partnership in which it/he is a
general or limited partner, consultant or employee, or a corporation or association of which it/he is a
shareholder, officer, director, employee, member, consultant or agent; provided, however, that nothing
herein shall prevent the purchase or ownership by Consultant of shares of less than 2% of the
outstanding shares of a publicly or privately held company. Nothing herein shall prevent Consultant
from continuing to conduct his historical business, including the newsletter business and public
commentary, or such other endeavors that are non-competitive to the Company and do not interfere
with the Consultant's ability to deliver full-time services each month to the Company.

<br wp="br1"><br wp="br2">
<p>Independent Contractor. It is expressly agreed that Consultant is acting as an independent
contractor in performing services hereunder. Company shall carry no Worker's Compensation or
similar insurance to cover Consultant. Company shall not pay any contributions to Social Security,
unemployment insurance, federal, provincial, or state withholding taxes, nor provide any other
contributions or benefits, which might be expected in an employer-employee relationship.

<br wp="br1"><br wp="br2">
<p>No amendment to or variation of the terms of the Agreement will be effective or binding upon the
parties hereto unless made in writing and signed by both of the parties hereto.

<br wp="br1"><br wp="br2">
<p>In the event that any provision in this Agreement shall be deemed void or invalid by a Court of
Competent Jurisdiction, the remaining provisions shall be and remain in full force and effect.

<br wp="br1"><br wp="br2">
<p>This Agreement constitutes the entire Agreement between the parties hereto with respect to the
services of the Consultant and any and all previous agreements, written or oral, express or implied
between the parties or on their behalf relating to the employment of the Consultant by the Company
are terminated and cancelled and each of the parties releases and forever discharges the other of and
from all manner of action, causes of action, claims or demands under or in respect of any Agreement.

<br wp="br1"><br wp="br2">
<p><strong><u></strong></u>Matters for Arbitration.   The Parties agree that all questions or matters in dispute with respect to
this Agreement shall be submitted to arbitration pursuant to the terms hereof in the Province of British
Columbia.

<br wp="br1"><br wp="br2">
<p><strong><u></strong></u>Notice.   It shall be a condition precedent to the right of any Party to submit any matter to arbitration
pursuant to the provisions hereof, that any Party intending to refer any matter to arbitration
shall have given not less than ten (10) calendar days' prior written notice of its intention to do
so to the other Party together with particulars of the matter in dispute.  On the expiration of
such ten days the Party who gave such notice may proceed to refer the dispute to arbitration as
provided in section 18.2 herein below.

<br wp="br1"><br wp="br2">
<p>18.2	Appointments.   The Party desiring arbitration shall appoint one arbitrator, and shall notify the
other Party of such appointment, and the other Party shall, within 15 calendar days after
receiving such notice, appoint an arbitrator, and the two arbitrators so named, before
proceeding to act, shall, within 30 calendar days of the appointment of the last appointed
arbitrator, unanimously agree on the appointment of a third arbitrator, to act with them and be
chairman of the arbitration herein provided for.  If the other Party shall fail to appoint an
arbitrator within 15 calendar days after receiving notice of the appointment of the first
arbitrator, and if the two arbitrators appointed by the Parties shall be unable to agree on the
appointment of the chairman, the chairman shall be appointed under the provisions of the
<em>Commercial Arbitration Act</em> of the Province of British Columbia (the "<em>Arbitration Act</em>").
Except as specifically otherwise provided in this section, the arbitration herein provided for
shall be conducted in accordance with such Arbitration Act.  The chairman, or in the case
where only one arbitrator is appointed, the single arbitrator, shall fix a time and place for the
purpose of hearing the evidence and representations of the Parties, and he shall preside over
the arbitration and determine all questions of procedure not provided for under such
Arbitration Act or this section.  After hearing any evidence and representations that the Parties
may submit, the single arbitrator, or the arbitrators, as the case may be, shall make an award
and reduce the same to writing, and deliver one copy thereof to each of the Parties.  The
expense of the arbitration shall be paid as specified in the award.

<br wp="br1"><br wp="br2">
<p>18.3	Award.   The Parties agree that the award of a majority of the arbitrators, or in the case of a
single arbitrator, of such arbitrator, shall be final and binding upon each of them.

<p>14

<br wp="br1"><br wp="br2">
<p>Neither party shall have the right to assign this Agreement or any interest therein without the prior
written consent of the other party.

<br wp="br1"><br wp="br2">
<p>Notice. Instructions and other documents hand-delivered under this Agreement shall be valid if (I)
hand-delivered, (II) sent by registered or certified mail, return receipt requested, or (III) sent by
Federal Express or other reliable overnight courier service. If to Company: NewsGurus.com, Inc. C/O
G.R. Tuskey Personal Law Corp. 1000 &#173; 409 Granville Street Vancouver BC V6B 1P1  604-681-9588  If to Consultant: 73 Widdicombe Hill Blvd. Suite 808, Etobicoke, ON M9R 4B3: Sudhir
Khanna Phone: (416) 247-2815 Each communication which shall be given or made in the manner
described above shall be deemed sufficiently given or made at such time as it is delivered to the
addressee in the case of personal delivery or registered or certified mail, or one (1) business day
following the courier if sent by Federal Express or other reliable overnight courier..

<br wp="br1"><br wp="br2">
<p>Waiver of Breach. The waiver by either party of any breach of any provision of this Agreement
shall not operate or be construed as a waiver of any subsequent breach.

<br wp="br1"><br wp="br2">
<p>This Agreement shall be governed by and construed in accordance with the laws of the Province
of British Columbia.

<br wp="br1"><br wp="br2">
<p>The Consultant agrees to keep the affairs of the Company, financial and otherwise, strictly
confidential and shall not disclose the same to any person, company or firm, directly or indirectly,
during or after his services by the Company except within his jurisdiction of acting as a senior officer
of the Company or as otherwise authorized in writing by the Board.  The Consultant agrees not to use
such information, directly or indirectly, for his own interests, or any interests of the Company during
or after his services by the Company.  The Consultant acknowledges and agrees that all information
relating to the Company, whether financial, technical or otherwise shall, upon execution of this
Agreement and thereafter, as the case may be, be the sole property of the Company, whether arising
before or after the execution of this Agreement.  The Consultant agrees not to divulge any of the
foregoing to any person, partnership, corporation or other legal entity or to assist in the disclosure or
divulging of any such information, directly or indirectly, except as required by law or as otherwise
authorized in writing by the Board.

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p><strong>IN WITNESS WHEREOF</strong> the parties hereto have duly executed this agreement as of the first above
written date.

<br wp="br1"><br wp="br2">
<p><strong>NEWSGURUS.COM, INC.</strong>

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p>Per:	/s/ Dev Randhava<u>	</u>

<p>	Dev Randhawa, Director.

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p>Per:	/s/ Chris Bunka _____

<p>	Chris Bunka, Director.

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p><strong>SIGNED BY THE CONSULTANT </strong>

<p><strong>IN THE PRESENCE OF:</strong>



<p><u>________Sujata Puri</u>_______________________

<p>Name

<p>_<u>73 Widdicombe Hill Blvd., Suite 808</u>_________        ________________________________

<p>Address					          Sudhir Khanna, for S. K. Services Ltd.

<p>_<u>Customer Service, Travel Insurance</u>__________<strong></strong>

<p>Occupation

<br wp="br1"><br wp="br2">
<p>Exhibit 4.3

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p><strong>CONSULTING AGREEMENT</strong>

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p><strong>THIS AGREEMENT</strong> made as of the 4th day of January, 2001.

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p><strong>BETWEEN:</strong>

<br wp="br1"><br wp="br2">
<p>	<strong>NEWSGURUS.COM, INC.</strong>, a corporate body duly incorporated pursuant to the Laws of the
State of Nevada (and/or any of Newsgurus' subsidiary Company's):

<br wp="br1"><br wp="br2">
<p><strong>	</strong>C/O G.R. Tuskey Personal Law Corp.

<p><strong>	</strong>1000 &#173; 409 Granville Street

<p>	Vancouver BC V6B 1P1

<br wp="br1"><br wp="br2">
<p>	(hereinafter referred to as the "Company")

<p>

<br wp="br1"><br wp="br2">
<p><strong>AND:</strong>

<br wp="br1"><br wp="br2">
<p>DARRELL WORONCHAK

<p>DW Consulting

<p>15239 92<sup>nd</sup> Avenue

<p>Surrey BC V3R 0A8

<p><strong>Tel:  604.585.8316</strong>

<br wp="br1"><br wp="br2">
<p>	(hereinafter referred to as the "Consultant")

<p>

<br wp="br1"><br wp="br2">
<p>	<strong></strong>

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p><strong>WHEREAS </strong>the Company<strong> </strong>is engaged in Internet and Media operations;

<br wp="br1"><br wp="br2">
<p><strong>AND WHEREAS</strong> the Company wishes to engage the Consultant;

<br wp="br1"><br wp="br2">
<p><strong>NOW THEREFORE THIS AGREEMENT WITNESSES </strong>that the parties hereto, in consideration
of the premises and of the respective covenants and agreements on the part of each of them herein
contained, do hereby covenant and agree each with the other as follows:

<br wp="br1"><br wp="br2">
<p>1	The Company hereby engages the Consultant as Vice President, Operations and the
Consultant hereby accepts such services, upon the terms and conditions hereinafter set out.

<br wp="br1"><br wp="br2">
<p>2	This Agreement will commence on January 4, 2001. (the "Commencement Date")
and will remain in full force and effect for the term of this Agreement, subject to earlier
termination as hereinafter provided.

<br wp="br1"><br wp="br2">
<p>3	The term of this Agreement is for two years and shall begin as of January 4, 2001.

<br wp="br1"><br wp="br2">
<p>4	The Consultant's primary duties will consist of those as may be reasonably
determined by the Board of Directors or by the President and as are generally consistent with the
duties of a Vice President of the Company. The Board of Directors and the President will assist
and work with the Consultant in the performance of his duties.

<br wp="br1"><br wp="br2">
<p>5	The Consultant's services hereunder shall be full-time (minimum 40 hours per week)
and exclusively for the benefit of the Company.

<br wp="br1"><br wp="br2">
<p>6	In consideration for the services to be performed by the Consultant compensation is
as follows:

<br wp="br1"><br wp="br2">
<p>g.	The Company will initially pay the Consultant the sum of US$2,500 per month
commencing January 4, 2001, subject to the terms and conditions within this agreement.

<p>h.	Payments of all kinds are to be made no later than the 15<sup>th</sup> day of the month
subsequent to the month when it was earned.

<p>i.	The Consultant is responsible for generating sales revenue. The Consultant has agreed
to forfeit his monthly fee unless he generates US$1,000 per month in revenue received by the
Company that month. The Consultant will then receive, dollar for dollar, payment from the
Company exactly matching the next US$2,500 per month in sales revenue that the Consultant
generates for and is received by the Company that month. The Consultant will receive an
additional payment of 5% of revenue generated for and received by the Company each month
over and above the US$3,500 revenue described herein. The 5% commission is not applicable to
revenue amounts under US$3,500 per month.

<p>j.	At such time subsequent to January 1, 2001 as the Company has raised US$200,000
in equity financing for itself and/or its subsidiaries, including actual payment of such; then in lieu
of the payments as noted above in 6 (a), (b), and (c), the Company will instead pay the Consultant
the sum of US$4,000 per month with a review after six months, such payment NOT contingent
upon the Consultant meeting minimum monthly sales targets. This additional compensation is not
retroactive. Monthly payments are subject, however, to any increase(s) as determined by the
Board of Directors.

<p>k.	If and when payment commences as noted in 6 (d), the consultant will continue to
collect a 5% sales commission on all sales revenue personally generated, including from prior
work in progress.

<p>l.	The Company will reimburse the Consultant for any and all reasonable and
documented expenses actually and necessarily incurred by him in connection with the
performance of his duties under this Agreement.  The Consultant will furnish the Company with
an itemized account of his expenses in such form or forms as may reasonably be required by the
Company every month as required by the Company. Company agrees to forward such payment as
per 6 (b), above.

<br wp="br1"><br wp="br2">
<p>13	Retroactive Payments. If unpaid in whole or in part due to insufficient sales revenue,
the Consultant's monthly US$2,500 fee can be paid retroactively for a maximum of six months
subsequent to the end of the month in which it could originally have been earned. Retroactive
payments are subject to the payment of the $1,000 per month fee first retained by the Company.

<br wp="br1"><br wp="br2">
<p>a.	The Consultant agrees to furnish the Company with an itemized record of his sales contacts at
each month-end. The Consultant agrees that these records of sales contacts shall form the basis
upon which the retroactivity is recorded. Company sales revenue that is realized six months or
more after the date of initial contact, as registered in this itemized record, is not eligible for
retroactive payments though it remains eligible for commission revenue and the current-month
$2,500 fee.

<p>b.	Company products and services that are delivered to clients during a 30-day interval or less are to
be recorded as a single sale regardless of dollar amount or actual date(s) of delivery. Company
products and services delivered over a 31-60 day interval are to be recorded over a two-month
period, and so on. Products and services delivered during time periods of more than 30 days can
be applied retroactively against more than a single month's payment.

<br wp="br1"><br wp="br2">
<p>3	Subject to the approval of the SEC, the NASD, the Canadian Venture Exchange and
any other regulatory securities bodies having jurisdiction over the Company (the "Regulatory
Authorities"), the Board of Directors shall also grant one hundred thousand (100,000) incentive
stock options with an exercise price of US$1.00 each, to the Consultant for a term of five (5)
years.

<br wp="br1"><br wp="br2">
<p>4	The options granted to the Consultant pursuant to paragraph 8 shall vest and be freely
exercisable in whole or in part commencing thirty (30) days from the date when the Company is
publicly quoted on any North American Stock Exchange and be as to one (1) share for each two
dollars (US$2.00) in sales revenue, calculated quarterly, generated by the Consultant on behalf of
the Company at an exercise price to be determined and approved by the Regulatory Authorities.
Management of the Company has the exclusive right to waive, in whole or in part, the requirement
for sales revenue to be generated in order for the options to exercised. A maximum of twenty-five
thousand (25,000) options can be exercised in any three-month period. Such options to expire five
(5) years from the date of issue.

<br wp="br1"><br wp="br2">
<p>5	Termination. Other provisions of this Agreement notwithstanding, this Agreement
shall terminate upon the occurrence of any one or more of the following:

<p>f.	Death of Darrell Woronchak;

<p>g.	Inability of Darrell Woronchak to perform his duties for a period of 120 consecutive
days due to sickness, disability or any other cause, unless he is granted a leave of absence by the
Company; or

<p>h.	For cause as defined in sections 15 (a) or 15 (b) or 15 (c).

<br wp="br1"><br wp="br2">
<p>9	Termination by the Consultant. Termination by the Consultant may be effected by a minimum
of a sixty (60) days written notice of such termination to the Company. The Consultant shall be entitled to
compensation earned through to the date of termination. The Consultant shall be entitled to no further
compensation or share options not theretofore vested as of and from the date of such termination.

<p>

<p>10	Termination by the Company. Termination of this contract by the Company may be effected by
a minimum of a sixty (60) days' prior written notice of such termination to the Consultant. In the event of
termination by the Company, any remaining options that have been earned by the Consultant but not issued
would vest immediately with the provision that they must be exercised within 60 days of termination and all
remaining monetary compensation otherwise to be received over the term of this Agreement shall be payable
without deduction, including no deduction for federal income, social security, social insurance, provincial or
state income taxes.

<p>

<p>11	Breach. The Consultant is in breach of this Agreement  when, from actions or inactions of the
Consultant the following limited events occur:

<br wp="br1"><br wp="br2">
<p>l.	Repeated failure or refusal to carry out the reasonable directions of the Company,
provided such directions are consistent with the duties and obligations herein set forth to be
performed by the Consultant;

<p>m.	Willful violation of a provincial, state or federal law involving the commission of (1)
a crime against the Company materially adversely affecting the Company or (2) a felony of any
kind; or

<p>n.	Any material breach by the Consultant of this Agreement or the falsity of any material
representation or warranty of the Consultant hereof.

<br wp="br1"><br wp="br2">
<p>15  Company is in breach of the Agreement when, from actions or inactions of the Company the
following limited events occur:

<br wp="br1"><br wp="br2">
<p>o.	Failure or refusal to pay to the Consultant the fees as noted in 6 (a); 6 (b); 6 (c); 6 (d);
6 (e), and, 6 (f) within 30 days of the due date of each such payment.

<p>p.	Any material breach by Company of this Agreement.

<p>q.	If the company is in breach, any remaining options that have been earned by the
Consultant but not issued would vest immediately with the provision that they must be
exercised within 60 days of breach.

<p>r.	The period of non-competition of the Consultant shall be reduced to 120 days
following breach by the Company.

<p>

<p>16  Remedy of breach. Whenever a breach of this Agreement by either party is relied upon as a
justification for any action taken by the other party pursuant to any provision of this Agreement
(including without limitation termination hereof), before such action is taken, the party asserting the
breach shall give the other party written notice of the existence and nature of the breach and such other
party shall have the opportunity to correct such breach during the thirty (30) day period following such
notice. If such cure is effected, then a breach shall not be a basis for the party intending to rely thereon

<br wp="br1"><br wp="br2">
<p>Non-Competition. During the term of the Consultant's retention by Company and for a period of
one year thereafter, the Consultant shall not, directly or indirectly, be employed by, own, manage,
operate, join, control or participate in the ownership, management, operation or control of or be
connected in any manner within the direct competitive field of Internet commentary online business
intended for or actually operated by the Company, with any other company, person, or entity not
specifically approved in writing by the board of directors of the Company. The Consultant shall be
deemed to be connected with such a business if such business is carried on by a partnership in which
it/he is a general or limited partner, consultant or employee, or a corporation or association of which
it/he is a shareholder, officer, director, employee, member, consultant or agent; provided, however,
that nothing herein shall prevent the purchase or ownership by the Consultant of shares of less than
2% of the outstanding shares of a publicly or privately held company.

<br wp="br1"><br wp="br2">
<p>Conduct. The Consultant agrees to conduct the business of the Company on the highest of ethical
and legal levels. Any behavior on behalf of the Consultant that would reasonably be expected to be
illegal or unethical can result in the termination of this agreement without further compensation to the
Consultant.

<br wp="br1"><br wp="br2">
<p>Independent Contractor. It is expressly agreed that the Consultant is acting as an independent
contractor in performing services hereunder. Company shall carry no Worker's Compensation or
similar insurance to cover the Consultant. Company shall not pay any contributions to Social Security,
unemployment insurance, federal, provincial, or state withholding taxes, nor provide any other
contributions or benefits, which might be expected in an employer-employee relationship.

<br wp="br1"><br wp="br2">
<p>No amendment to or variation of the terms of the Agreement will be effective or binding upon the
parties hereto unless made in writing and signed by both of the parties hereto.

<br wp="br1"><br wp="br2">
<p>In the event that any provision in this Agreement shall be deemed void or invalid by a Court of
Competent Jurisdiction, the remaining provisions shall be and remain in full force and effect.

<br wp="br1"><br wp="br2">
<p>This Agreement constitutes the entire Agreement between the parties hereto with respect to the
services of the Consultant and any and all previous agreements, written or oral, express or implied
between the parties or on their behalf relating to the employment of the Consultant by the Company
are terminated and cancelled and each of the parties releases and forever discharges the other of and
from all manner of action, causes of action, claims or demands under or in respect of any Agreement.

<br wp="br1"><br wp="br2">
<p>Matters for Arbitration.   The Parties agree that all questions or matters in dispute with respect to
this Agreement shall be submitted to arbitration pursuant to the terms of the Commercial Arbitration
Act of British Columbia. The Parties agree that the award of a majority of the arbitrators, or in the
case of a single arbitrator, of such arbitrator, shall be final and binding upon each of them.

<p>Neither party shall have the right to assign this Agreement or any interest therein without the prior
written consent of the other party.

<br wp="br1"><br wp="br2">
<p>Notice. Instructions and other documents hand-delivered under this Agreement shall be valid if (I)
hand-delivered, (II) sent by registered or certified mail, return receipt requested, or (III) sent by
Federal Express or other reliable overnight courier service. If to Company: NewsGurus.com, Inc. C/O
G.R. Tuskey Personal Law Corp. 1000 &#173; 409 Granville Street Vancouver BC V6B 1P1  604-681-9588  If to the Consultant: Mr. Darrell Woronchak, 15239 92<sup>nd</sup> Avenue, Surrey BC V3R 0A8. Each
communication which shall be given or made in the manner described above shall be deemed
sufficiently given or made at such time as it is delivered to the addressee in the case of personal
delivery or registered or certified mail, or one (1) business day following the courier if sent by Federal
Express or other reliable overnight courier..

<br wp="br1"><br wp="br2">
<p>Waiver of Breach. The waiver by either party of any breach of any provision of this Agreement
shall not operate or be construed as a waiver of any subsequent breach.

<br wp="br1"><br wp="br2">
<p>This Agreement shall be governed by and construed in accordance with the laws of the Province
of British Columbia.

<br wp="br1"><br wp="br2">
<p>Confidentiality. The Consultant agrees to keep the affairs of the Company, financial and
otherwise, strictly confidential and shall not disclose the same to any person, company or firm,
directly or indirectly, during or after his services by the Company except within his jurisdiction of
acting as a senior officer of the Company or as otherwise authorized in writing by the Board.  The
Consultant agrees not to use such information or his position with the Company, directly or indirectly,
for his own interests during or after this agreement with the Company.  The Consultant acknowledges
and agrees that all information relating to the Company, whether financial, technical or otherwise
shall, upon execution of this Agreement and thereafter, as the case may be, be the sole property of the
Company, whether arising before or after the execution of this Agreement.  The Consultant agrees not
to divulge any of the foregoing to any person, partnership, corporation or other legal entity or to assist
in the disclosure or divulging of any such information, directly or indirectly, except as required by law
or as otherwise authorized in writing by the Board. The Consultant shall not copy; forward;
communicate; or in any way use any of the proprietary property that belongs to the Company without
Company's express written permission. Proprietary property includes but is not limited to: data,
correspondence, databases, records, customer lists, contact information, user lists and information,
operational data, fee structures, and any other data or information that can reasonably be expected to
be of use in Company's continued operations. All such data and information remains the exclusive
property of the Company.

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p><strong>IN WITNESS WHEREOF</strong> the parties hereto have duly executed this agreement as of the first above
written date.

<br wp="br1"><br wp="br2">
<p><strong>NEWSGURUS.COM, INC.</strong>

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p>Per:	/s/ Chris Bunka<u>		</u>

<p>	Chris Bunka, Director.



<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p>Per:	<u>							</u>

<p>	Sudhir Khanna, Director.

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p><strong>SIGNED BY THE CONSULTANT </strong>

<p><strong>IN THE PRESENCE OF:</strong>

<br wp="br1"><br wp="br2">
<p>________________________________________

<p>Name

<p>________________________________________       <u>/s/ Darrell Woronchak</u>

<p>Address					         Darrell Woronchak for DW Consulting

<p>________________________________________<strong></strong>

<p>Occupation

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p>

<p align="right">Exhibit 5.1

<br wp="br1"><br wp="br2">
<p><strong></strong>Owen M. Naccarato

<p>Attorney at Law

<p align="center">19600 Fairchild, Suite 260

<p align="center">Irvine, CA 91612

<p align="center">Office: (949) 851-9261 Fax: (949) 851-9262



<br wp="br1"><br wp="br2">
<p>September 14, 2001

<br wp="br1"><br wp="br2">
<p>NewsGurus.com Inc.

<br wp="br1"><br wp="br2">
<p>Re:	Opinion of Counsel - Registration Statement on Form S-8

<br wp="br1"><br wp="br2">
<p>Gentleman:

<br wp="br1"><br wp="br2">
<p>	I have acted as counsel for Newsgurus.com. Inc. (the "Company"), in connection with the
preparation and filing of the Company's Registration statement on Form S-8 under the Securities Act of
1933, as amended, (the "Registration Statement"), relating to 940,000 shares of the Company's common
stock, $.001 par value, (the "common stock"), issuable pursuant to the Amended 2001 Employee
Compensation Plan.

<br wp="br1"><br wp="br2">
<p>	I have examined the Certificate of Incorporation, as amended, and the By-Laws of the company and
all amendments thereto, the Registration Statement and originals, or copies certified to my satisfaction, of
such records and meetings, written actions in lieu of meetings, or resolutions adopted at meetings, of the
directors of the Company, and such other documents and instruments as in my judgement are necessary or
appropriate to enable me to render the opinions expressed below.

<br wp="br1"><br wp="br2">
<p>	Based on the foregoing examination, I am of the opinion that the shares of Common Stock issuable
with the Plan are duly authorized and, when issued in accordance with the Plan, will be validly issued, fully
paid and nonassessable.

<br wp="br1"><br wp="br2">
<p>	Further, I consent to the filing of this opinion as an exhibit to the Registration Statement.

<p>

<p>Very truly yours,

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p>		<u>/s/ Owen Naccarato</u>

<p>Owen Naccarato, Esq.

<p>

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p>

<p align="center">Exhibit 23.1

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p>CONSENT OF INDEPENDENT CHARTERED ACCOUNTANTS

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p>We consent to the incorporation by reference in this Registration Statement of
Newsgurus.com, Inc. on Form S-8 of our report dated August 17, 2000, appearing in and
incorporated by reference in the Annual Report on Form 10-KSB of Newsgurus.com, Inc.
for the year ended June 30, 2000.

<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<br wp="br1"><br wp="br2">
<p><strong><u>/s/ "DAVIDSON &amp; COMPANY"</u></strong>

<p>Vancouver, Canada

<p>Chartered Accountants

<p>September 14, 2001

<br wp="br1"><br wp="br2">
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<br wp="br1"><br wp="br2">


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</body>
</html>
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As filed with the Securities and Exchange Commission on September 14, 2001   Reg. No. 33
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________________________________
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
___________________________________
NEWSGURUS.COM INC.
(
Exact name of registrant as specified in its charter)
Nevada								98-0204280
(State or other jurisdiction of						            (I.R.S. Employer
incorporation or organization)					            identification No.)
5774 Deadpine Drive
Kelowna, British Columbia
V1P 1A3
(250) 765-6424
(Address of principal executive offices)
________________________________________________
CONSULTING AGREEMENTS
(FULL TITLE OF THE PLAN)
________________________________
Chris Bunka
President
5774 Deadpine Drive
Kelowna, British Columbia
V1P 1A3
(Name and address of agent for service)
(250) 765-6424
(Telephone number, including area code of agent for service)
Copy to:
Owen Naccarato, Esq.
19600 Fairchild, Suite 260
Irvine, CA 92612
(949) 851-9261
CALCULATION OF REGISTRATION FEE
Title of securities
to be registered
Amount to be
Registered
Proposed maximum
offering price
per share
Proposed maximum
Aggregate offering
Price
Amount of
Registration fee
Common Stock
($.001 par value)
940,000
$0.20
$188,000
$47.00
Estimated solely for purposes of calculating the filing fees and calculated pursuant to Rule 457(c) under the Securities
Act based upon the average of the bid and asked price as of September 10, 2001.
.
EXPLANATORY NOTE
This registration statement registers offers and sales of shares of common stock, issuable upon the
exercise of options granted pursuant to consulting agreement, that may include shares that constitute
"control securities" under General Instruction C to Form S-8. These control securities may be offered and
sold on a continuous or delayed basis in the future under Rule 415 of the Securities Act of 1933, as amended
(the "Securities Act").
This registration statement contains two parts. The first part contains an "offer prospectus" prepared in
accordance with Part I of Form S-3 (in accordance with Instruction C of Form S-8). The second part
contains information required in the registration statement pursuant to Part II of Form S-8.
OFFER PROSPECTUS
NewsGurus Com Inc.
940,000 Shares of Common Stock
pursuant to consulting agreements
The shares we are registering are either currently held by or will be issued to certain
of our stockholders upon the exercise of stock options granted pursuant to certain
consulting agreements. We will pay the expenses of registering the shares.
Our common stock is quoted on the Nasdaq Over-The-Counter Bulletin Board
under the symbol "NGUR." The last reported sale price of the common stock on the
Nasdaq Over-The-Counter Bulletin Board on September 10, 2001 was $.20 per share.
You should carefully consider the "Risks Factors" section beginning on page 8 of
this Offer Prospectus.
These shares have not been approved by the Securities and Exchange Commission
or any state securities commission nor have these organizations determined whether this
Prospectus is complete or accurate. Any representation to the contrary is a criminal
offense.
The date of this Offer Prospectus is September 14, 2001.
TABLE OF CONTENTS
ABOUT NewsGurus Com Inc.. .............  5
RISK FACTORS....................................................  6
PROCEEDS FROM SALE OF THE SHARES ................................. 13
SELLING STOCKHOLDERS ............................................... 14
HOW THE SHARES MAY BE DISTRIBUTED....................................... 15
LEGAL ........................................................... 16
EXPERTS ........................................................... 16
WHERE YOU CAN FIND MORE INFORMATION................................ 16
INCORPORATION OF CERTAIN INFORMATION BY REFERENCE......... 16
INDEMNIFICATION OF DIRECTORS AND DIRECTORS....................... 17
PROSPECTUS SUMMARY
This is only a summary and does not contain all of the information that may be important to you. You
should read the more detailed information contained in this prospectus and all other information, including
the financial information and statements with notes, referred to in this prospectus as discussed in the "Where
You Can Find More Information" section of this prospectus.
The Company
We were incorporated under the provisions of the General  Corporation Act of the State of Nevada on May
16, 1997 as Annex Business Resources, Inc. We changed our name to  Newsgurus.com,  Inc.  on February
4, 2000.  We have not  undergone  any bankruptcy,  receivership  or  similar  proceedings.  Until our
acquisition  of Newsgurus.com,  we were a blank check company and had not conducted business. We
became a reporting company under the Securities Exchange Act of 1934 on November 20, 1999.
As directors of a blank check  company,  it was former  management's  mandate to seek out a business
merger or acquisition.  Our former  directors,  Mr. Devinder Randhawa and Mr. Ron Schlitt  approached the
principals of Gurus  International Corp., a private  Nevada  company,  to  investigate  the potential for a
merger. After reviewing the business plan for Gurus International Corp. and interviewing Mr. Chris Bunka
and Mr. Sudhir Khanna,  our management  decided to acquire Gurus International  Corp.  Mr. Bunka and
Mr. Khanna were  appointed  directors of our company on November  20, 1999.  Both Mr.  Khanna and Mr.
Bunka  abstained  from voting  on  the   resolution   by  our  board  of  directors  to  acquire  Gurus
International  Corp. In consideration for selling us all of the issued shares of Gurus  International  Corp., Mr.
Bunka and Mr. Khanna received  3,500,000 of our common shares. The primary assets we acquired are the
URL  www.newsgurus.com and the Newsgurus business plan. We acquired no liabilities.
The acquisition of Gurus  International  Corp.  fulfilled our mandate as a blank check  company and will
eventually  give Mr. Bunka and Mr. Khanna access to the public  markets to finance the  development  of the
Newsgurus  business plan. No independent  fairness opinion was obtained in connection with the acquisition
of Gurus  International  Corp. The  negotiations  were conducted on an arm's length
basis and resulted in the previous owners of Gurus International Corp. acquiring approximately 33.3% of
our issued share capital.
Our Principal Products, Services and Markets
NewsGurus.com  is a source of customized  information  and opinion  delivered by experts in their fields.
The  NewsGurus.com  website will feature  continuously updated,   user-customized   and  exclusive
content  from  writers,   authors, celebrities, and analysts. Members will have extensive opportunities to
purchase goods and services as future website modules are completed, including the health and wellness
store that will offer over 14,000  products from over 150 different manufacturers.  In the future, we intend
to offer additional  content,  products and services as we implement additional modules under our lifestyles
section.
NewsGurus is a software and technology provider and reseller in the fields of knowledge management,
business intelligence, and marketing. It offers Enterprise Resource Management software; data-mining email
management software; and knowledge-based marketing services.
The NewsGurus website   is  an   internet-based   consumer   network   that   includes   the customer-focused interactive website www.NewsGurus.com. The network now provides users with trusted content in
the investment sector and plans to offer additional content in the areas of health and lifestyles.  Tools and
services  to empower  users to manage  their  every-day  needs will also be provided through  partnerships
that enhance our brand.  Network  affiliates will include other Internet  portals,  on-line  e-commerce  sites,
service  oriented websites  and  traditional   sources  of  news.
Money,  health,  and entertainment  decisions are made by individuals on a daily basis.  NewsGurus.com  has
evolved  from the need to  build a  community  where members  can  express  their  changing  information
needs and have these  needs addressed by  recognized  experts.  NewsGurus  will empower and educate
through interactive,  thought  provoking,  timely content.  Rich content will provide an
effective link between customers from various broadcast mediums and e-commerce.
With experts as contributors, we anticipate that NewsGurus.com will be a leading source of customized,
concise, objective analysis of important events affecting everyday lives. Independent writers, authors,
celebrities, and analysts will be recruited to become active  contributors and shareholders,  and to interact
with members.   The  NewsGurus.com   website  will  feature   continuously   updated, user-customized and
exclusive content from these content providers.
NewsGurus.com  intends  to  become  a  leading  provider  of  exclusive  content available  over the  Internet
by  capitalizing  on the  celebrity  status of its writers. According to International Data Corp, at the end of
1998 there were 142 million  Internet  users  around  the  world.  By June 2000  there were over 170 million
Internet users in Canada and the USA.  International  Data Corp. further projects that, in 2002,  there will be
260 million people shopping for goods and services over the Internet and they will spend US $1.3 trillion.
Demand for high quality content will remain strong. "Americans will spend $663.3 U.S. billion on media by
2003 - making this sixth  largest  industry in the United States larger
than the food industry." (Veronis, Suhler & Associates)
NewsGurus.com  plans to provide  experts  in  several  fields who are well known through prior business
success in other media including the newsletter industry, book  publishing  and other print,  audio and video
media.  The public,  already familiar  with  these  established  writers  in  traditional  media,  should  be
comfortable interacting with such writers and journalists on the Internet.
A unique aspect of NewsGurus.com is that many contributing  writers will have an equity  position in our
company.  Traditional  media  journalists  are not well compensated.  Through  equity  ownership,
NewsGurus.com  expects to entice many well-known writers to produce exclusive content.
Not every  writer is  required to provide  exclusive  content.  The strategy of  exclusive content ensures that
NewsGurus.com  will always remain a unique site. Writers are encouraged to provide reprints of their
existing  publications  at the NewsGurus site, and to charge a pay-per-view  fee to members to access such
content.  This helps  preserve  the subscription  value  of  publications  to  subscribers  who are not  members
of NewsGurus.
The  quantity of  reprinted  content at  NewsGurus  is not expected to equal the quantity  of new  content.
Our  database now consists of over  2500  archived articles, over 90% of which are free articles and the
balance of which are pay-per-view  articles.  As the  health,  wellness,  and lifestyle  modules  begin
contributing  content  to  the  site,  the  ratio  of restricted content is not expected to increase.
New content provided to NewsGurus will include commentary  on all sectors in which NewsGurus is or will
be active including investing and finance; health and wellness; and lifestyles.
Unlike other Internet sites that serve as de-facto archival sites of previously published  work,
NewsGurus.com  will not  function  as a  repository  for stale content.  These other Internet sites are good
examples of how not to function on the Internet.  Writers post their  earlier-printed  material to Internet
users, offering little new value.
Successful  Internet media companies are those that provide  content  especially crafted for the Internet
audience, and where applicable,  designed to complement e-commerce.  Internet  users need to be given
reasons to return  frequently to a content site. NewsGurus.com intends to publish new content on a continual
basis. Although  NewsGurus.com will accept previously published material as an archival
service to its subscribers,  it is new and exclusive  material that will attract readers to NewsGurus.com.
Writers  providing  content  in  the  your  money  segment  will  be  successful investment  newsletter editors
and business journalists from well-known business and financial newspapers.  Authors of best-selling books
will also be invited to contribute  regular articles.  Corporate  executives will offer valuable insight into their
industries.  Staff journalists employed by NewsGurus.com will provide
members with financial market update  information  every 30 or 60 minutes during
regular business hours.
Distribution Methods of our Products and Services and Website Development.
The goal of our website  interface is to enable  NewsGurus  to  cost-effectively distribute useful information
to a broad range of users. Achieving effectiveness requires a strategy.  Part of our strategy is to provide
users with a rich menu of products and services.
With  the  Internet,   there  are  no  more  captive  customers.  The effective organization  will be one that
develops a structure  focused on the needs of its customers. It is the challenge of our website developers to
bring this structure to life.
NewsGurus  is  establishing  a web  presence as quickly as  possible.  This will assist us to attract partners,
members and content providers. It will also help us build  revenue  streams.  The NewsGurus  Website is
being  developed in three stages, beta version, stage one, and stage two.
The site was  originally launched  in May, 2000.  Users can become members for no fee.  Notification of
further site developments will be provided through e-mail. NewsGurus has not yet widely advertised or
marketed the site although it is operational.
Our content is categorized,  searchable,  and database driven.  Our site has the capability  to  advertise,
interact  with users,  and accept  credit  cards for subscription-based  services,  pay-per-view  articles,  or
other product  sales. Credit card clearing is achieved through the Bank of America.  Our site is fully
operational  though it lacks the advanced features planned for later development.  There have been roughly
30,000 visitors to the site since it was launched and the site currently receives about 100,000 hits per week.
Earlier expectations to pursue opportunities in the field of health and wellness have not been fulfilled due to
the uncertain economic climate surrounding that business sector and its use of the Internet.
Instead the Company has slowly strengthened its existing website with additional content and features
focused on the financial industry. These include free software downloads and enhanced technical capabilities
and data feeds.
Additional stages of development are planned but are not currently being carried out due to the challenging
business environment. Additional development is required to fully  execute the  NewsGurus  business plan.
The Company would like to use the basic content modules already built and integrate them with powerful
back-office  and data  management  systems to offer complete user personalization. Personalization will
allow our users to order and use only  that  content  that is of  particular  importance  to them.  NewsGurus
members  will be able to build  individual  user  profiles  that will  allow our systems to construct  personal
on-line and even traditional hard copy magazines with content relevant to their needs.  Advertising will be
targeted specifically at the  requested  content.  A key  component  planned development will be the
implementation  of  wireless  technology  allowing  users  remote  access to our content and e-commerce
opportunities.  Extensive interactive capabilities are an integral part  of  personalization,  and as  such  the
site  will  offer  many opportunities for members to self-publish their comments and discussions, and t
interact with our content  providers.  The features and services provided by the site will continue to grow
with users' needs.
www.newsgurus.com is an informative,  dynamic, and fun Website to visit and use. Our guru-supplied
content ensures that each visit will be informative.  The site will be dynamic because it will  encourage
interactivity.  Many sites do not recognize that the Internet is a two-way medium.
Most of the content  available at our Website is free to all registered users in return for their  provision  of
nothing more than simple  personal  information. While the no-cost  content is designed to draw people to
the Website,  important value-added  content is available to help the company generate  revenue.  As the
site develops through  subsequent  phases,  we will include written,  audio, and video content.
The no charge  content   will   include   articles   in  all  of  the  major NewsGurus-focused sectors: your
money, your health, and your life. Staff writers will provide  content on current  headlines and trends.
Corporate news releases will be available as will articles produced by guest Gurus. All registered users
will also be able to access the categorized  NewsGurus archives,  containing the full wealth of information
previously posted at NewsGurus.
NewsGurus.com Inc. is also pursuing several relationships in the software industry that complement its early
corporate focus on media management. The Company believes that data and media management lead
inevitably towards business intelligence and knowledge management services and is therefore pursuing
opportunities in these sectors. These include re-seller relationships with Nebular Research and Development
for its Ntrant
TM
Enterprise Resource Management software systems and with DLL Communications for its
data-mining email management software system. In all cases, management of data, media, and knowledge is
the central thread.
How Our Business Will Generate Revenue.
If and as the web site experiences additional development there will be opportunities to offer services
available only to paying members. These will be offered primarily through a subscription service.
Contemplated offerings might resemble the following:
For $9.95 per month,  users will have unlimited  access to otherwise  restricted Website  content  provided
to NewsGurus  from the your money content  providers. They will also eventually  receive a print
subscription to the NewsGurus monthly magazine.
For $19.95 per month,  users will enjoy  benefits  beyond those  provided at the $9.95 monthly  level.  Most
of these  benefits  will not be available  until the implementation  of stage one and stage two site
development is complete.  These will include free e-mail  delivery of  previously  selected news stories as
they are posted on the  Website  and the  creation  and  delivery  of a  personalized newsletter  or  magazine.
Users will also receive  special  offers from on-line merchandisers  and discounts off the price of
merchandise at the NewsGurus site as well as at any affiliate Website.
Members can also elect,  with the current  website,  to simply  purchase guru points for use with any  pay-per-view  articles or for the purchase of products.  With the guru point  system,  members are not prompted
to make a financial transaction every time they read an article. This would inhibit e-commerce and severely
impact  NewsGurus'  profitability due to the effect that credit card transaction fees have on micro
transactions of just $0.50, $1.00, or $2.00.
The  guru  point  system  was  developed  to meet the  challenge  posed by these concerns.  Guru  points are
purchased  less  frequently,  in  minimum  purchase quantities of $20.00 (2000 points).  The financial
transaction is made with the credit-card  clearing  company for $20.00.  The points are then stored in a data
bank accessible only by each individual  user. These points are used to purchase individual  articles  or entire
pay-per-view  newsletters.  When the guru point  balance reaches zero, another purchase of points is
required.  Those members who become regular users are expected to adopt a monthly  membership  plan
that will reward them with bonus points.
The NewsGurus e-commerce system and credit card verification system was designed by and is operated by
the Bank of America.
The subscription  and  pay-per-view  revenue stream is expected to be one of the smallest revenue streams at
NewsGurus. The value in Internet content lies not in its individual resale value, but in the value realized
when it is leveraged.
NewsGurus intends to leverage its content to produce revenue in several ways.
First,  content will be amalgamated and offered in bulk for syndication to other websites.  We are producing
original,  exclusive  content or otherwise  gaining rights to individually  produced  content.  Part of the value
of content lies in its exclusivity.  NewsGurus will identify other websites wishing to purchase our content in
bulk rather than trying to produce their own.  Examples might include on-line financial   services   firms  or
financial   websites  that  wish  to differentiate  themselves  from others in a competitive  market sector.  One
way they can do this is by offering content that is not widely available.  NewsGurus will attempt to sell bulk
content in each of the fields in which it operates, as it builds the respective modules at its website.
In the course of providing content to members,  NewsGurus will gradually build a large database of users.
This will be leveraged to provide  additional  revenue streams that are expected to become the  largest
sources  of our  revenue  over time.  The best  example of this is through direct  marketing and advertising.
Partnered  vendors who wish to reach our members may provide  those members with  information  on their
own products. NewsGurus intends to become a marketing company that collects a fee from product vendors
who are reaching a targeted audience.
Another specific  source of revenue  arising out of the your money section will come from  companies who
become  corporate  members of NewsGurus.  For an annual fee,  these  companies  will  gain  unlimited
access to the  NewsGurus  content database.  This  excludes  third party  newsletter  content  reserved for
paying  subscribers.  Corporate  members will enjoy the  benefits of offering  NewsGurus members easy
access  through the URL to the corporate  information  available at their website.
Another  form of  marketing  revenue  arises from the assembly of a large member database  at  NewsGurus.
Any company  can engage  NewsGurus  to conduct a large traditional  marketing  campaign where
NewsGurus can provide access to specified target markets.  NewsGurus will never sell access to its member
lists. NewsGurus will administer access to its lists and deliver corporate  messages on behalf of
paying corporate  customers.  This ensures that only those messages  screened by NewsGurus  are  delivered
to members and further  ensures that such messages are appropriate for the users.  Eventually,  as the
NewsGurus  magazine is launched, NewsGurus will construct customized hardcopy magazines that are
relevant to each user demographic.  This allows our subscribers to receive only content they wish
to receive,  and further allows NewsGurus to achieve higher advertising  revenue rates from those companies
participating in targeted delivery of their messages to our user base.
The Company is also actively pursuing relationships with software companies whose products complement
corporate media and marketing relationships NewsGurus' is currently trying to form. These include
Enterprise Resource Management software; data-mining email management software; and additional systems
as may be identified. NewsGurus intends to act as a reseller, and/or to build a reseller network with the
expectation of collecting sales fees for the distribution of such software.
We believe that our creation of a  media-centered  website complete with revenue from e-commerce,
marketing, content syndication and business intelligence products and services will enable us to compete
effectively within a growing market.
Competitive Business Conditions and Our Competitive Position in the Industry
There are various  services  available  on the  Internet  that act  primarily as content    directories.    An
example    is    newsletteraccess.com.    While newsletteraccess.com  boasts over 5,000 newsletters available,
it provides very little new content.  Almost all material  available at these sites is restricted
to paying customers. What is available for free view to all is limited in scope.
Sites such as  newsletteraccess.com  are not competitors as they are not content providers.  They are more
accurately  distributors  of existing  content usually produced for print media.
Many competitors exist for our web site and our areas of focus.
These competitors  include  TheStreet.com, Stockgroup.com, and  MarketWatch.com (and others) when
compared to the NewsGurus web site. These companies are far ahead of NewsGurus.com in terms of
developing their own  on-line  brand  and in  acquiring  readers  or  subscribers.  Each of these companies is
an Internet content provider.
"There are over 3.6 million websites around the world,  with more than 4,400 new sites added every day. 2.2
million sites offer publicly available  content,  but only 850,000 of these are  classified  as active sites.
Finally,  only a little less than 8,000 or 0.2% of the universe of 3.6 million sites  received  paid-for
advertising   on  a  regular   basis  and   therefore   could  be  described  as 'ad-supported'."  (eMarketer,
2000;  OCLC Office of Research,  1999.) There are obviously a limited number of active,  content-producing
websites that make use of all available revenue streams.
There are different types of competitors to NewsGurus.com.
Some are small private companies that have no operations other than a website. These are smaller sites with
a tight focus on a micro-segment of a larger market. They generally have a limited subscriber  base,  limited
financial  resources,  little original  material and little  growth  opportunity  outside of their market  niche.
Unless backed by a corporate parent or by venture  capitalists  these private  companies may not be able to
raise the funds  required  to  effectively  compete in the  marketplace. These are the most common  types of
site on the  Internet  but they are not true competitors  to  NewsGurus.com.  Newsletteraccess.com  is one
of many  examples. There is little brand awareness.
The second  group are public  company  stock.com  sites.  These are the smallest niche-focused  sites that
enjoy the benefits of being  public.  A typical  focus might be on  several  micro-segments  of the  financial
markets.  For  example, resource,  technology, and internet stocks might be the focus of one site. These
sites  generally have a relatively  small but loyal user group and offer limited original content. The public
company has limited revenue streams. Stockscape.com and Stockgroup.com are good examples.
Stockscape.com had revenue of $1.2 million in 1999.  Stockgroup.com  had revenue of $1.9 million in 1999
(Source:  Edgar). These companies are beginning to build their brands.
Competitors of these first two types do not generally compete against NewsGurus' other operations such as
software and technology products and services.
Further, it is  expected  that  private  companies  wanting to  duplicate  the  NewsGurus business  model will
face a  competitive  disadvantage  as NewsGurus  has  already  secured  contracts  with  some of the
available established content providers. As NewsGurus signs exclusive contracts with more feature writers,
its potential competition diminishes.  There is a finite group of celebrity-style writers from which to develop
media sites.
Most  importantly,  these  competitors  do  not  share  our  business  model  of amalgamating users with
varying interests. NewsGurus will attempt to reach a far broader  audience  than the  stock.com  sites
through its eventual expansion into health & wellness and lifestyles  sectors.  These  broader  modules  are
expected to attract a wider audience and enable the  implementation of several revenue streams not available
to sites with a narrower focus. We believe this is a crucial distinction.
The  third  group  are  public  company  specific-media  sites.  These are large companies  that have been
successful in raising  capital and have built varying degrees of brand  recognition.  These sites have a broader
focus and reach. Much of the content is original and not found at other sites.  These  companies enjoy
diverse revenue streams derived in large part from  advertising  revenue as well as user fees.  Examples here
include  TheStreet.com and CNET.com. Other  examples  include  sites  spawned  from  traditional  media
sites such as MarketWatch.com,  CNNfn.com and  Bloomberg.com.  Substantial brand awareness has been
achieved.
Some  competitors,  such as TheStreet.com, originally required all  subscribers to pay a fee to view most of
the content provided.  This strategy is now seen as flawed and that competitor has subsequently changed its
business model.  Recent employee  layoffs  in the  industry  "show the  financial  strain  in  producing original
content for the Web." (New York Times,  June 9, 2000) We believe  that the business plans of some of our
competitors are  demonstrably  weaker than our business plan.
Our business plan recognizes pay for content  problems and our business model is built around  primarily
free content to registered  members.  The  registration process provides NewsGurus.com with valuable
marketing information that supports other revenue streams.
NewsGurus.com  does face serious  competition  from this sector.  The  companies within this sector are
often  well-capitalized  or are  subsidiary  companies of traditional media companies. They often have
substantial brand-name recognition. NewsGurus.com  will rely in part on the  motivation of  contributing
writers to help it entice other writers from some of these competitors.
The fourth group are public company  general media sites.  These are the largest content providers on the
Internet. These companies have successfully amalgamated content   previously   focused  on  several  market
sectors  such  as  finance, investment,  technology,  health, news, sports, community news and others. Their
dominance as the most active  websites prove that the largest  subscriber  bases can only be supported by
diverse content.
Revenue  at  these  sites  is  diverse  and  includes  banner  ads,   marketing, business-to-business
agreements,  co-branding,  links,  user fees,  and others. Content  is  almost  always  exclusive  and is
designed  to  foster  a sense of community  among  subscribers.  These early  competitors now have
dominant brand recognition.  If  NewsGurus  is capable of  penetrating  into the general  media
category it will face stiff competition.
NewsGurus also faces competitive threats in its proposed offering of technology products and services from
companies such as PeopleSoft, Microsoft, and many others. It will be difficult to achieve widespread
acceptance of new product offerings within an already crowded technology marketplace. NewsGurus
believes that through offering widely-appropriate products at competitive prices, it is capable of meeting
these competitive challenges.
In many important  ways,  including the diverse revenue streams and the reliance on exclusive  content
leveraged to support  those revenue  streams,  management feels  the  NewsGurus   business  plan  most
closely   resembles  these  larger competitors.
Competitive Analysis
NewsGurus  believes  it is well  positioned  as a budding  specific-media  site. NewsGurus management
believes that, if internet participation  increases in line with independent  forecasts,  there is room for two or
three additional  general media sites in North America before the Internet is fully developed.
We believe we can aggressively compete against much larger companies because few competitors  have
built  their  business  based on a model in which many of the content  producers  are owners in the  company.
We can place  staff  writers on equity  incentive  programs in the future,  expanding  our  business  plan as
we attract  journalists  and writers.  These  writers may  currently be working for
NewsGurus competitors as well as for the traditional media.
NewsGurus  aggregates  content from a wide variety of writers,  and has original content  produced for it at
low cost.  We believe this plan will help us compete against larger,  more established  companies.  The
aggregation of content at low cost is the key.
Existing  financial  and  media  sites  have  ignored  the  natural  competitive instincts shared by all successful
people.  Newsletter  writers and journalists who have a choice of  contributing  to an effort  that offers
strong  financial incentives should abandon other, less rewarding efforts.
We intend to  establish an editorial  advisory  board that  enforces the highest ethical  and  professional
standards.  The board will also have the  ability to submit presentations to NewsGurus management and to
our Board of Directors, thus influencing our strategic  vision.  This is why we have  established a corporate
structure that places great power and responsibility in the hands of our content providers.  The advisory
board is designed to give NewsGurus  content  providers control over their own destiny.  This advantage is
one that few public companies have been willing to grant.
Names and Credentials of Principal Suppliers of Content on Our Website
The list of people who have agreed to provide  content to our site is constantly changing.   Writers  will
continually  be  recruited  and  are  asked  to  sign non-disclosure  agreements.  A major effort to attract
new writers has not yet been made as we believe it is  necessary  to undergo further development in order to
make participation compelling.
The  contributing  writers  to our  website  are  exempt  from  registration  as investment  advisors in the
United  States under section  80(b)-2(11)(d)  of the Investment  Advisors  Act by  virtue  of  them  being
publishers  of  financial publications of general and regular  circulation.  The contributing  writers are
also exempt under Canadian securities regulation from registration as investment advisors  also by  virtue of
the fact that they are  publishers  or  writers  of financial publications of general and regular paid circulation.
The company does not endorse the views of those who contribute content.
Our  contributing  writers each have individual relationships with the Company. Many are under four year
contracts  to provide  exclusive and/or non-exclusive  articles for our website. Some of our contributing
writers has subscribed and paid for units of our company consisting of common shares and warrants.  The
units were purchased through private placements  under  Regulation S at prices  ranging from $0.05 per
share to $1.00 per share.  All warrants for additional  common shares are  exercisable at $1.00 per share.
The  contributing  writers who are  currently  under  contract  will receive no other compensation during the
terms of their agreements with us other than the seed stock which they have already purchased.
There are other contributing writers who participate at the NewsGurus website who have not purchased
stock in the company and those persons are not listed here due to their more casual relationships.
Only those writers who have entered long-term contracts with the Company and have purchased stock in the
Company are listed here:
Chris Bunka
Mr. Bunka is the founder and  President of  NewsGurus.com,  Inc. He has been the editor of Outsider's
Overture  newsletter since 1996 and has been widely quoted in The Globe and Mail, The Financial Post,
Canadian  Business,  The Prospector, Planning For Profits, Stox Magazine,  Bull & Bear and other
periodicals.  He has appeared  on  television  on the  CBC  network,  Global's  Prime  network  and a
syndication of over 100 US local stations.  He gives weekly radio  commentary on CKWX radio in
Vancouver and previously on CKNW radio. Mr. Bunka is the author of the book,  "The Outsider's  Guide to
Speculative  Stocks," and has been a public speaker in every major city in Canada.
CanStock
CanStock publishes four newsletters which are the most widely-read independently owned newsletters in
Canada. Senior Editor Al Budai is a CGA. These publications have been widely  quoted in the Canadian
Press.  Mr. Budai has also served as a radio  talk-show host  specializing in the area of investing and has
appeared on national and local television.
Eric Dany
Mr. Dany has an MBA and has been  investing  for over 30 years.  He is editor of The Prospector newsletter,
a publication focused on mutual fund investing.
Andrew Davlin
Mr. Davlin was former  Research  Partner at Tucker Anthony and Hambrecht & Quist and was also an
analyst/investment  banker  at New York  Securities,  Inc.  Mr. Davlin has been a member of The New York
Society of Security   Analysts for over 30 years and is a longtime member of the  Association for Investment
Management and Research.  He has followed  aquaculture for 18 years.  Mr. Davlin is founder and editor of
The Davlin Report, first published in 1990.
Sudhir Khanna,  P. Eng.
Mr.  Khanna is our VP of  Information  Technology  and a  director.  Mr.  Khanna graduated in Systems
Design Engineering in 1989 from the University of Waterloo. He has completed work for IBM and Proctor
& Gamble.  Mr. Khanna is the editor of eKhanna  and has been  quoted  in The  Prospector  and  consulted
by  reporters regarding various resource-related  stories. He has been invited to speak at the
Prospectors and Developers Association and at investment conferences. Mr. Khanna is a Professional
Engineer.
Vivian Lewis
Vivian Lewis enjoys a distinguished  career as a freelance business  journalist.  She  graduated  from Harvard
magna cum laude.  She became  bureau chief for the Brussels bureau of Business Week before working for
The Economist and the Sunday Times of London. She worked in Washington first for the Joint Economic
Committee and then for the Senate Foreign Relations Committee before taking positions with Euromoney
and the  Institutional  Investor.  In 1992 she founded and remains the editor for Global Investing,  a monthly
publication  designed to help Americans with  their  international  investments.  Global  Investing  has been
quoted in Barrons; Forbes; Connoisseur; Money: International Herald Tribune (Paris); Asian Wall St.
Journal; and, many other publications.
Robert McAllister
Mr.  Macallister  has been the editor of Investors First since 1996 and has been quoted in  Investors  Digest
of  Canada,  The  Prospector,  Bull & Bear and Dick Davis.
Jay Taylor
Mr.  Taylor holds an MBA. He began working for Barclays  Bank  International  in 1973. In 1981 he began
publishing North American Gold Mining Stocks,  one of the longest  published  newsletters  in North
America and one that has evolved to be known today as J Taylor's Gold & Technology stocks. Mr. Taylor
resigned from the mining and metals  department in the New York office of ING - Bearings in August 1997
to work full-time as a consultant and journalist. He has been widely quoted throughout North America and is
an international speaker.
Don Wilcox
Mr. Wilcox is currently employed in New York City as a currency trader.
William Thomson
Mr. Thomson is Chairman of the Siam Recovery Fund and Momentum Asia Ltd. He is a consultant to asset
management  companies and a writer on Asia economic trends. Mr. Thomson is former Vice  president of
Asian  Development  Bank,  former Board Member Asian Development Bank and a former US Treasury
official
We currently have more than 25 writers who have contributed content to our web site.  Over 2500 articles
are available within the NewsGurus  archives. Approximately 35 additional articles are presently posted each
week.
Estimate  of the  Amount  Spent  During  Each of the Two  Last  Fiscal  Years on
Research and Development Activities
We had no material expenses in the fiscal years ending June 30, 1998 or June 30, 1999. Since June 30, 1999,
we have incurred  expenses of approximately  $104,000 in the development of our website and business plan.
Number of Total Employees and Number of Full Time Employees
On April 1, 2000,  we engaged  Chris Bunka and Sudhir  Khanna as full-time  paid consultants. Mr. Bunka
worked on the Newsgurus project without compensation from May, 1999 to March 31, 2000.  Mr.  Khanna
worked  full-time  on the  Newsgurus project without compensation from July, 1999 to March 31, 2000.
Beginning  in  November,  1999,  the  Company  engaged  the  services of Nebular Research and
Development Co. of Toronto, Canada. Nebular was chosen to construct the Newsgurus  website under the
direction of Sudhir Khanna.  Nebular  typically has four full-time persons devoted to the Newsgurus project.
There are no other direct or indirect employees of the Company.
Over  the  next 12  months,  we  expect  to hire as many as  twelve  persons  in positions of direct
employment,  sub-contractual  relationships,  and full-time consultants.  These  positions  will  include but
will not be limited to;  Chief Operating Officer, computer programmers,  secretarial and back-office
personnel, editors and copy writers. All such positions are entirely dependent upon our ability to raise
additional capital.
Risk Factors
An investment in shares of NewsGurus.com Inc.  common stock  involves a high degree of risk.
In addition to the other information contained in this Prospectus, you should carefully consider the
following risk factors before purchasing any NewsGurus.com Inc.  shares.
Except for historical information, the information contained in this Prospectus and in our SEC
reports are "forward-looking" statements.  Our actual results could differ materially from those
projected or implied in such forward-looking statements.  The risks described below address some of the
factors that may affect our future operating results and financial performance.
Our financial statements have been prepared using generally accepted accounting
principles applicable to a going concern.
- --------------------------------------------------------------------------------
We will not remain a going concern without additional capital. This accounting treatment contemplates the
realization of assets and liquidation of liabilities in the normal course of our business. However, we have
minimal current sources of revenue. Without additional capital, it is unlikely that we will be able to
continue as a going concern.
We have a very limited operating history upon which you can evaluate our
business.
- --------------------------------------------------------------------------------
We have never before operated a website for the purposes of soliciting e-commerce and our financial
statements reflect a short operating history. There is no operational track record for you to use as guidance
in determining whether our shares are a good investment.
We may be unable to attract enough contributing writers to provide content for
our website
.
- --------------------------------------------------------------------------------
Our possible inability to develop exclusive content on our website could have a negative impact on our
profitability. Exclusive content on our website will be a key selling feature. If we fail to develop exclusive
content, we may not be able to attract enough subscribers or advertisers to make our website profitable.
The ownership of our common shares is  concentrated  in the hands of management
and in the hands of  contributing  editors.
- --------------------------------------------------------------------------------
This concentration gives current management strong control over our affairs and business decisions.
Management may encourage corporate decisions which are in management's best interests and not
necessarily in the best interests of minority shareholders.
Certain content on our website is available in other formats or at other
websites.
- --------------------------------------------------------------------------------
We believe that exclusive content at our website from our contributing editors will prove to be attractive to
advertisers and subscribers who will be our primary sources of revenue. However, some of the content at
our website will be available elsewhere free of charge and we may be unable to attract subscribers
to our site.
We are competing with larger established sites
.
- -----------------------------------------------
Our competition includes websites such as the Street.com, Stockgroup.com, CNBC.com and Reuters.com.
These websites which provide primarily investment advice may have contributing writers with greater
experience or name recognition than our contributing editors and writers. We may not be able to attract
sufficient subscribers or advertisers to generate a profit if our contributing writers are not as well recognized
as those of our competitors.
Many of our competitors have established collaborative relationships with other
web content providers
.
- --------------------------------------------------------------------------------
We have not yet established any significant collaborative relationships with other web content providers.
Accordingly, our competitors receive links and referrals from many websites which we may not be able to
access as a result of the existing relationships. This could have a negative effect on our ability to
grow our revenues.
We are not computer or telecommunication experts and rely on third parties for
service and assistance.
- --------------------------------------------------------------------------------
We have a limited ability to trouble shoot problems with our website or our in house computer system. In
the event of serious technical problems with the functioning of our website, we will need to rely on third
party service providers which may result in unacceptable time delays and the loss of long term
revenue from our website.
Our chosen areas of providing expert advice are subject to frequent changes
.
- ----------------------------------------------------------------------------
Expert opinion on the areas of money, health and lifestyle are subject to changes in consumer tastes and
changing economic factors. The ability of our contributing editors to accurately judge trends and changes in
consumer tastes will have a strong influence on our ability to develop a loyal clientele and to
generate revenues.
We are a start up company and are more susceptible to capital shortfalls than
more established companies.
- --------------------------------------------------------------------------------
Because we are a start up company, our failure to quickly generate significant revenue or to attract
additional equity investment could result in the sudden failure of our business. More established businesses
are often granted leniency and larger payment times by suppliers and trade creditors. Start up ventures are
often given very unflexible terms on which to do business which can result in critical conditions arising
quickly and without remedy.
Our success is dependent on our ability to retain key personnel.
- ----------------------------------------------------------------
Our business plan has been developed by our President. Our success is dependent on our ability to retain his
services. Our President is the driving force behind the development of our business plan. The loss of our
President's services would severely impact our ability to execute our business plan and would likely result in
the failure of our business.
Information About Forward-Looking Statements:
This prospectus contains certain forward-looking statements, which involve substantial risks and
uncertainties. These forward-looking statements can generally be identified because the context of the
statement includes words such as "may," "will," "except," "anticipate," "intend," "estimate," "continue,"
"believe," or other similar words.  Similarly, this prospectus also contains forward-looking statements about
our future. Forward-looking statements include statements about our Plans, Objectives, Goals, Strategies,
Expectations for the future, Future performance and events, Underlying assumptions for all of the above, and
other statements which are not statements of historical facts.
These forward-looking statements involve risks and uncertainties, which could cause our actual results to
materially differ from our forward-looking statements.  We make these forward-looking statements based on
our analysis of internal and external historical trends, but there can be no assurance that we will achieve the
results set forth in these forward-looking statements. Our forward-looking statements are expressed in good
faith and we believe that there is a reasonable basis for us to make them.
In addition to other factors discussed in this prospectus, the following are important factors that could cause
our actual results to materially differ from our forward-looking statements:
-  our ability to respond to changes in the marketplace
-  competitive factors
-  the availability of financing on terms and conditions acceptable to us
-  the availability of personnel with the appropriate technical skills
We have no obligation to update or revise these forward-looking statements to reflect future events.
PROCEEDS FROM SALE OF THE SHARES
All of the shares of common stock in this Offer Prospectus are being offered by the selling
stockholders. We will not receive any proceeds from the sale of the shares of common stock.  Any funds
received from the exercise of the options will be used for continuing operations.
SELLING STOCKHOLDERS
The shares offered under our Offer Prospectus are being registered for Offers and Sales by selling
stockholders who have or may in the future acquire their shares of our common stock by exercising options
granted to them pursuant to certain consulting agreements. The selling stockholders named in the following
table may resell all, a portion, or none of these shares of our common stock. There is no assurance that any
of the selling stockholders will sell any or all of the shares of our common stock offered by them.
Participants, pursuant to the certain consulting agreements are deemed to be "affiliates" of the
Company who acquire shares of our common stock may be added to the selling stockholders listed below
from time to time by use of a prospectus supplement filed pursuant to Rule 424(b) under the Securities Act
of 1933, as amended.
The following table sets forth certain information concerning the Affiliated selling stockholders as of
the date of this Offer Prospectus, and as adjusted to reflect the sale by the affiliated selling stockholders of
the shares of our common stock offered, assuming sale of all of the shares offered:
Number of Shares
Shares Beneficially               Offered by the                  Shares Beneficially
owned prior to Offering (1)   Prospectus(2)(3)              Owned After Offering
Name                              Number          Percent           Number    Percent(4)
-------              ------              ------           -------
Chris Bunka
President and Director	3,075,000	33.1%          400,000			3,475,000
Sudhir Khanna
Secretary and Director	1,025,000	11.03%	      200,000			1,225,000
Darrell Woronchak
Consultant		       -0-			      100,000			   100,000
Steven Encarnacao
Consultant		       -0-			        70,000			     70,000
Owen Naccarato
Consultant		       -0-			        20,000			     20,000
(1) Represents shares beneficially owned by the named individual, including shares that such person has the
right to acquire within 60 days of the date of this Offer Prospectus. Unless otherwise noted, all persons
referred to above have sole voting and sole investment power.
(2) Includes all Shares issued to such named individuals upon the exercise of options granted pursuant to the
consulting agreements.
(3) Does not constitute a commitment to sell any or all of the stated number of shares of common stock. The
number of shares of common stock offered shall be determined from time to time by each selling stockholder
in his or her sole discretion.
(4) Based upon 9,815,000 Shares outstanding as of September 14, 2001.
HOW THE SHARES MAY BE DISTRIBUTED
The selling stockholders may sell shares of our common stock in various ways and at various prices.
Some of the methods by which the selling stockholders may sell their shares of common stock include:
-        ordinary brokerage transactions and transactions in which the broker solicits purchasers;
-        privately negotiated transactions;
-        block trades in which the broker or dealer will attempt to sell the shares of common stock as
agent but may position and resell a portion of the block as principal to facilitate the transaction;
-        purchases by a broker or dealer as principal and resale by that broker or dealer for the selling
stockholder's account under this Offer Prospectus;
-        sales under Rule 144 rather than by using this Offer Prospectus;
-        a combination of any of these methods of sale; and
-        any other legally permitted method.
The applicable sales price may be affected by the type of transaction.
The selling stockholders may also pledge their shares of common stock as collateral for a margin loan
under their customer agreements with their brokers. If there is a default by the selling stockholders, the
brokers may offer and sell the pledged shares of common stock.
Brokers or dealers may receive commissions or discounts from the selling stockholders (or, if the
broker-dealer acts as agent for the purchaser of the shares of common stock, from that purchaser) in
amounts to be negotiated. These commissions are not expected to exceed those customary in the types of
transactions involved.
We cannot estimate at the present time the amount of commissions or discounts, if any, that will be
paid by the selling stockholders in connection with sales of the shares of common stock.
Any broker-dealers or agents that participate with the selling stockholders in sales of the shares of
common stock may be deemed to be "underwriters" within the meaning of the Securities Act of 1933, as
amended, in connection with such sales. In that event, any commissions received by broker-dealers or agents
and any profit on the resale of the shares of common stock purchased by them may be deemed to be
underwriting commissions or discounts under the Securities Act of 1933.
Under the securities laws of certain states, the shares of common stock may be sold in those states only
through registered or licensed broker-dealers. In addition, the shares of common stock may not be sold
unless they have been registered or qualified for sale in the relevant state or unless the shares of common
stock qualify for an exemption from registration or qualification.
We have agreed to pay all fees and expenses incident to the registration of the shares of common
stock..
The selling stockholders and other persons participating in the distribution of the shares of common
stock offered under this Offer Prospectus are subject to the applicable requirements of Regulation M
promulgated under the Securities Exchange Act of 1934, in connection with sales of the shares of common
stock.
LEGAL OPINION
Owen Naccarato, Esq., has advised us with respect to the validity of the securities offered by this
prospectus.
EXPERTS
The financial statements included in our annual report on Form 10-KSB incorporated by reference in
this Offer Prospectus have been audited by Davidson & Company, independent chartered accountants, to the
extent and for the periods set forth in their report incorporated herein by reference, and are incorporated
herein in reliance upon such report given upon the authority of said firm as experts in auditing and
accounting.
WHERE YOU CAN FIND MORE INFORMATION
We file annual, quarterly and current reports, proxy statements and other information with the
Securities and Exchange Commission. You may read and copy any report or document we file at the public
reference facilities maintained by the Securities and Exchange Commission at 450 Fifth Street, N.W.,Room
1024, Washington, D.C. 20549 and at the Securities and Exchange Commission's regional offices located at
Seven World Trade Center, Suite 1300, New York, New York 10048, and 500 West Madison Street, Suite
1400, Chicago, Illinois 60661. Please call the SEC at 1-800-SEC-0880 for more information about the
public reference rooms. Our Securities and Exchange Commission filings are also available from the
Securities and Exchange Commission's website located at HTTP://WWW.SEC.GOV.
Quotations for the prices of our common stock appear on the OTC Bulletin Board, and reports, proxy
statements and other information about us can also be inspected at the offices of the National Association of
Securities Dealers, Inc., 1735 K Street, N.W., Washington, D.C. 20006.
INCORPORATION OF CERTAIN INFORMATION BY REFERENCE
The Securities and Exchange Commission allows us to "incorporate by reference" the information we
file with it, which means that we can disclose important information to you by referring you to those
documents. The information incorporated by reference is considered to be part of this Offer Prospectus, and
later information that we file with the Securities and Exchange Commission will automatically update and
supersede this information.
We incorporate by reference the following filings and any future filings made with the Securities and
Exchange Commission under Sections 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934:
(a) the Company's annual report on Form 10-KSB for the fiscal year ended June 30, 2000 and June
30, 1999;
(b) all other reports filed by the Company pursuant to Section 13(a) or Section 15 (d) of the
Securities Exchange Act of 1934, as amended (the "Exchange Act"), since June 30, 2000 through the date
hereof;
(c) the Registrant's Form 10SB12G filed on September 21, 1999 pursuant to Section 12 of the
Exchange Act, in which there is described the terms, rights and provisions applicable to the Registrant's
outstanding Common Stock, and
(d) any document filed by the Company with the Commission pursuant to Sections 13(a), 13( c), 14
or 15(d) of the Exchange Act subsequent to the date hereof, but prior to the filing of a post-effective
amendment to this Registration Statement which Indicates that all shares of Common Stock registered
hereunder have been sold or that deregisters all such shares of common Stock then remaining unsold, such
documents being deemed to be incorporated by reference herein and to be part hereof from the date of filing
of such documents.
This Offer Prospectus, which is a part of the registration statement, does not contain all the
information set forth in, or annexed as exhibits to, the registration statement, as permitted by the SEC's rules
and regulations. For further information with respect to us and the common stock offered under this Offer
Prospectus, please refer to the registration statement, including the exhibits, copies of which may be obtained
from the locations described a bove. Statements concerning any document filed as an exhibit are not
necessarily complete and, in each instance, we refer you to the copy of the document filed as an exhibit to
the registration statement.
You may request, at no cost, a copy of any or all of the information incorporated by reference by
writing or telephoning us at:  NewsGurus.Com, Inc., 5774 Deadpine Drive, Kellowna British, Columbia,
V1P 1A3,  Phone  (250) 765-6424.
You should only rely on the information incorporated by reference or provided in this Offer Prospectus
or any supplement. We have not authorized anyone else to provide you with different information. Our
common stock is not being offered in any state where the offer is not permitted. You should not assume that
the information in this Offer Prospectus or any supplement is accurate as of any date other than the date on
the front of those documents.
INDEMNIFICATION OF DIRECTORS AND OFFICERS
Our Articles of  Incorporation  incorporate the provisions of the Nevada Revised Statutes  providing for the
indemnification of officers and directors and other persons  against  expenses,  judgments,  fines and amounts
paid in settlement in connection with  threatened,  pending or completed suits or proceedings  against such
persons by reason of serving or having served as officers,  directors or in other  capacities,  except in
relation  to matters  with  respect to which such persons  shall be  determined  not to have  acted in good
faith and in the best interests of our  company.  With respect to matters as to which our officers and directors
and others are  determined to be liable for  misconduct or negligence, including gross  negligence in the
performance of their duties to us, Nevada law provides  for  indemnification  only to the  extent  that the
court in which the action or suit is brought  determines  that such person is fairly and reasonably entitled to
indemnification for such expenses which the court deems proper.
Insofar as  indemnification  for  liabilities  arising under the 1933 Act may be permitted  to  officers,
directors  or  persons  controlling  us,  we have been informed that in the opinion of the U.S. Securities and
Exchange Commission such indemnification  is against  public  policy as expressed in the 1933 Act, and is
therefore unenforceable.
PART II
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
Item 3. Incorporation of Documents by Reference
The following documents filed by NewsGurus.com, Inc (the "Company") with the Securities and
Exchange Commission (the "Commission") are incorporated by reference herein:
(a) the Company's annual report on Form 10-KSB for the fiscal year ended June 30, 2000 and June
30, 1999;
(b) all other reports filed by the Company pursuant to Section 13(a) or Section 15 (d) of the
Securities Exchange Act of 1934, as amended (the "Exchange Act"), since June 30, 2000 through the date
hereof;
(c) the Registrant's Form 10SB12G filed on September 21, 1999 pursuant to Section 12 of the
Exchange Act, in which there is described the terms, rights and provisions applicable to the Registrant's
outstanding Common Stock, and
(d) any document filed by the Company with the Commission pursuant to Sections 13(a), 13( c), 14
or 15(d) of the Exchange Act subsequent to the date hereof, but prior to the filing of a post-effective
amendment to this Registration Statement which Indicates that all shares of Common Stock registered
hereunder have been sold or that deregisters all such shares of common Stock then remaining unsold, such
documents being deemed to be incorporated by reference herein and to be part hereof from the date of filing
of such documents.
Item 4. Description of Securities
Not applicable.
Item 5. Interests of Named Experts and Counsel
Not applicable.
Item 6. Indemnification of Directors and Officers
Our Articles of  Incorporation  incorporate the provisions of the Nevada Revised Statutes  providing for the
indemnification of officers and directors and other persons  against  expenses,  judgments,  fines and amounts
paid in settlement in connection with  threatened,  pending or completed suits or proceedings  against such
persons by reason of serving or having served as officers,  directors or in other  capacities,  except in
relation  to matters  with  respect to which such persons  shall be  determined  not to have  acted in good
faith and in the best interests of our  company.  With respect to matters as to which our officers and directors
and others are  determined to be liable for  misconduct or negligence, including gross  negligence in the
performance of their duties to us, Nevada law provides  for  indemnification  only to the  extent  that the
court in which the action or suit is brought  determines  that such person is fairly and reasonably entitled to
indemnification for such expenses which the court deems proper.
Insofar as  indemnification  for  liabilities  arising under the 1933 Act may be permitted  to  officers,
directors  or  persons  controlling  us,  we have been informed that in the opinion of the U.S. Securities and
Exchange Commission such indemnification  is against  public  policy as expressed in the 1933 Act, and is
therefore unenforceable.
Item 7. Exemption from Registration Claimed
Not applicable.
Item 8.	Exhibits
The Exhibits to this registration statement are listed in the index to Exhibits on page 27.
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
1933:
(ii) 		To reflect in the prospectus any facts or events arising after the effective date of
this 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 this Registration Statement:
(iii)	To include any material information with respect to the plan of distribution not
previously disclosed in this Registration Statement or any material change to such information in this
Registration Statement;
provided, however
, that paragraph (1)(i) and (1)(ii) do not apply if the information
required to be included in a post-effective amendment by those paragraph 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 this Registration Statement.
(2)	That for the purpose of determining any liability under the Securities Act of 1933, each
such post-effective amendments 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 mean of a post-effective amendment any of the securities
being registered hereunder that remain unsold at the termination of the offering.
(b)	The undersigned Company hereby undertakes that for purposes of determining any liability under
the Securities Act of 1933, each filing of the company's annual report pursuant to Section 13 (a) or Section
15 (d) of the Securities and Exchange Act of 1934 (and, where applicable, each filing of an employee benefit
plan's annual report pursuant to Section 15(d) of the Securities Exchange Act of 1934) that is incorporated
by reference in the Registration Statement shall be deemed to be a new registration statement relating to the
securities offered therein and the offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.
(c)	Insofar as indemnification for liabilities arising under the Securities Act of 1933  may be permitted
to directors, officers and controlling persons of the Company pursuant to the above-described provisions or
otherwise, the Company has been advised that in the opinion of the Commission such indemnification is
against public policy as expressed in the Securities act of 1933 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 of 1933 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 that it meets all of the requirements for filing a 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 Kelowna, Province of British Columbia on September 14, 2001.
NewsGurus.Com, Inc.
By   /s/ Chris Bunka
Chris Bunka, President & Chief Financial
Officer and Director
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
below constitutes and appoints Chris Bunka, acting individually as his attorney-in-fact, each with
full power of substitution and resubstitution, for him in any and all capacities, to sign any and all
amendments to this Registration Statement, and to file the same, with exhibits thereto and other
documents in connection therewith, with the Securities and Exchange Commission, granting unto
said attorney-in-fact 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 al intents and purposes as he
might or could do in person, hereby ratifying and confirming all that said attorney-in-fact, or their
substitute or substitutes, may lawfully do or cause to be done by virtue hereof.
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 dates indicated.
Signature
Title
Date
/s/Chris Bunka
President, C.F.O. and director		September  12, 2001
Chris Bunka
/s/ Sudhir Khanna
Secretary and Director			September 14, 2001
Sudhir Khanna
INDEX TO EXHIBITS
Exhibit
NO.
Description
Sequentially
Numbered Pages
3.1	Consulting Agreement with Chris Bunka
3.2	Consulting Agreement with Sudhir Khanna
3.3	Consulting Agreement with Darrell Woronchak
3.4	Consulting Agreement with Scott Gallagher
5.1	Opinion of Counsel, regarding the legality of the securities registered
hereunder.
23.1	Consent of Davidson & Company
23.2 	    Consent of Counsel (included as part of Exhibit 5.1)
Exhibit 4.1
CONSULTING AGREEMENT
THIS AGREEMENT
made as of the 20th day of March, 2000.
BETWEEN:
NEWSGURUS.COM, INC.
, a corporate body duly incorporated pursuant to the Laws of the
State of Nevada (and/or any of Newsgurus' subsidiary Company's):
C/O G.R. Tuskey Personal Law Corp.
1000 ­ 409 Granville Street
Vancouver BC V6B 1P1
(hereinafter referred to as the "Company")
OF THE FIRST PART
AND:
CHRIS BUNKA
(C.A.B. Financial Services Ltd.)
5774 Deadpine Drive
Kelowna, BC Canada V10 1A3
(hereinafter referred to as the "Consultant")
OF THE SECOND PART
WHEREAS
the Company
is engaged in Internet and Media operations;
AND WHEREAS
the Company wishes to engage the Consultant;
AND WHEREAS
the parties hereto are desirous of entering into this Agreement for the purpose of
fixing the compensation and terms applicable of the Consultant during the period hereinafter set out;
NOW THEREFORE THIS AGREEMENT WITNESSES
that the parties hereto, in consideration
of the premises and of the respective covenants and agreements on the part of each of them herein
contained, do hereby covenant and agree each with the other as follows:
The Company hereby engages the Consultant as President and the Consultant hereby accepts such
services, upon the terms and conditions hereinafter set out.
This Agreement will commence on April 01, 2000 (the "Commencement Date") and will remain
in full force and effect for the term of this Agreement, subject to earlier termination as hereinafter
provided.
The term of this Agreement is for three years and shall begin as of April 01, 2000.
Consultant's primary duties will consist of those as may be reasonably determined by the Board
of Directors and as are generally consistent with the duties of a President of the Company. The Board
of Directors will assist and work with the Consultant in the performance of his duties.
The Consultant's services hereunder shall be full-time and exclusively for the benefit of the
Company.
In consideration for the services to be performed by the Consultant hereunder:
c.	The Company will initially pay the Consultant the sum of US$2,500 per month
commencing April 15, 2000.
d.	At such time as the Company has raised a cumulative total of US$1,000,000 in equity
financing for itself and/or its subsidiaries; including actual payment or signed obligations for
staged payments; the Company will then pay the Consultant the sum of US$5,000 per month for
the remainder of the term of the Agreement. This additional compensation is not retroactive.
Monthly payments are subject, however, to any increase(s) as determined by the Board of
Directors. Payment shall be payable no less often than once each month, on the fifteenth day of
each month.
The Company will reimburse the Consultant for any and all reasonable and documented expenses
actually and necessarily incurred by him in connection with the performance of his duties under this
Agreement.  The Consultant will furnish the Company with an itemized account of his expenses in
such form or forms as may reasonably be required by the Company and at such times or intervals as
may be required by the Company.
Subject to the approval of the SEC, the NASD, the Canadian Venture Exchange and any other
regulatory securities bodies having jurisdiction over the Company (the "Regulatory Authorities"), the
Board of Directors shall also grant four hundred thousand (400,000) incentive stock options to the
Consultant for a term of ten (10) years.
The options granted to the Consultant pursuant to paragraph 8 shall be vested in whole or in part
commencing thirty (30) days from the date when the Company is publicly quoted on any North
American Stock Exchange and be freely exercisable as to no more than ten thousand (10,000) shares
per month at an exercise price to be determined and approved by the Regulatory Authorities. Such
options to expire ten (10) years from the date of issue.
Termination. Other provisions of this Agreement notwithstanding, this Agreement shall terminate
upon the occurrence of any one or more of the following:
a.	Death of Chris Bunka;
b.	Inability of Chris Bunka to perform his duties for a period of 60 consecutive days due
to sickness, disability or any other cause, unless he is granted a leave of absence by the Company;
or
c.	For cause as defined in sections 11.a or 11.b or 11.c.
10.1	Termination by the Consultant. Termination by the Consultant must be preceded by a minimum of a
sixty (60) days written notice of such termination to the Company. Consultant shall be entitled to compensation
earned through to the date of termination. Consultant shall be entitled to no further compensation or share
options not theretofore vested as of and from the date of such breach.
10.2	Termination by the Company. Termination of this contract by the Company must be preceded
by a minimum of a sixty (60) days' prior written notice of such termination to Consultant. The period of non-competition of Consultant shall be reduced to 180 days following breach by the Company. In the event of
termination by the Company, then the effective date of the foregoing share options shall be advanced to the date
of any such breach, and such options shall remain in effect until breach is effected, and all remaining monetary
compensation otherwise to be received over the term of this Agreement shall be payable without deduction,
including no deduction for federal income, social security, social insurance, provincial or state income taxes.
Breach. Consultant is in breach of this Agreement  when, from actions or inactions of the
Consultant the following limited events occur:
d.	Repeated failure or refusal to carry out the reasonable directions of the Company,
provided such directions are consistent with the duties and obligations herein set forth to be
performed by Consultant;
e.	Willful violation of a provincial, state or federal law involving the commission of (1)
a crime against the Company materially adversely affecting the Company or (2) a felony of any
kind; or
f.	Any material breach by Consultant of this Agreement or the falsity of any material
representation or warranty of Consultant hereof.
11.1 Company is in breach of the Agreement when, from actions or inactions of the Company the
following limited events occur:
a.	Failure or refusal to pay to Consultant the fees as noted in 6 (a) and 6 (b), within 30
days of the due date of each such payment.
b.	Any material breach by Company of this Agreement.
Remedy of breach. Whenever a breach of this Agreement by either party is relied upon as a
justification for any action taken by the other party pursuant to any provision of this Agreement
(including without limitation termination hereof), before such action is taken, the party asserting the
breach shall give the other party written notice of the existence and nature of the breach and such other
party shall have the opportunity to correct such breach during the thirty (30) day period following such
notice. If such cure is effected, then a breach shall not be a basis for the party intending to rely thereon
Non-Competition. Non-Competition. During the term of Consultant's retention by Company and
for a period of one year thereafter, Consultant shall not, directly or indirectly, be employed by, own,
manage, operate, join, control or participate in the ownership, management, operation or control of or
be connected in any manner within the direct competitive field of Internet commentary online business
intended for or actually operated by the Company, with any other company, person, or entity not
specifically approved in writing by the board of directors of the Company. Consultant shall be deemed
to be connected with such a business if such business is carried on by a partnership in which it/he is a
general or limited partner, consultant or employee, or a corporation or association of which it/he is a
shareholder, officer, director, employee, member, consultant or agent; provided, however, that nothing
herein shall prevent the purchase or ownership by Consultant of shares of less than 2% of the
outstanding shares of a publicly or privately held company. Nothing herein shall prevent Consultant
from continuing to conduct his historical business, including the newsletter business and public
commentary, or such other endeavors that are non-competitive to the Company and do not interfere
with the Consultant's ability to deliver full-time services each month to the Company.
Independent Contractor. It is expressly agreed that Consultant is acting as an independent
contractor in performing services hereunder. Company shall carry no Worker's Compensation or
similar insurance to cover Consultant. Company shall not pay any contributions to Social Security,
unemployment insurance, federal, provincial, or state withholding taxes, nor provide any other
contributions or benefits, which might be expected in an employer-employee relationship.
No amendment to or variation of the terms of the Agreement will be effective or binding upon the
parties hereto unless made in writing and signed by both of the parties hereto.
In the event that any provision in this Agreement shall be deemed void or invalid by a Court of
Competent Jurisdiction, the remaining provisions shall be and remain in full force and effect.
This Agreement constitutes the entire Agreement between the parties hereto with respect to the
services of the Consultant and any and all previous agreements, written or oral, express or implied
between the parties or on their behalf relating to the employment of the Consultant by the Company
are terminated and cancelled and each of the parties releases and forever discharges the other of and
from all manner of action, causes of action, claims or demands under or in respect of any Agreement.
Matters for Arbitration.   The Parties agree that all questions or matters in dispute with respect to
this Agreement shall be submitted to arbitration pursuant to the terms hereof in the Province of British
Columbia.
Notice.   It shall be a condition precedent to the right of any Party to submit any matter to arbitration
pursuant to the provisions hereof, that any Party intending to refer any matter to arbitration
shall have given not less than ten (10) calendar days' prior written notice of its intention to do
so to the other Party together with particulars of the matter in dispute.  On the expiration of
such ten days the Party who gave such notice may proceed to refer the dispute to arbitration as
provided in section 18.2 herein below.
18.2	Appointments.   The Party desiring arbitration shall appoint one arbitrator, and shall notify the
other Party of such appointment, and the other Party shall, within 15 calendar days after
receiving such notice, appoint an arbitrator, and the two arbitrators so named, before
proceeding to act, shall, within 30 calendar days of the appointment of the last appointed
arbitrator, unanimously agree on the appointment of a third arbitrator, to act with them and be
chairman of the arbitration herein provided for.  If the other Party shall fail to appoint an
arbitrator within 15 calendar days after receiving notice of the appointment of the first
arbitrator, and if the two arbitrators appointed by the Parties shall be unable to agree on the
appointment of the chairman, the chairman shall be appointed under the provisions of the
Commercial Arbitration Act
of the Province of British Columbia (the "
Arbitration Act
").
Except as specifically otherwise provided in this section, the arbitration herein provided for
shall be conducted in accordance with such Arbitration Act.  The chairman, or in the case
where only one arbitrator is appointed, the single arbitrator, shall fix a time and place for the
purpose of hearing the evidence and representations of the Parties, and he shall preside over
the arbitration and determine all questions of procedure not provided for under such
Arbitration Act or this section.  After hearing any evidence and representations that the Parties
may submit, the single arbitrator, or the arbitrators, as the case may be, shall make an award
and reduce the same to writing, and deliver one copy thereof to each of the Parties.  The
expense of the arbitration shall be paid as specified in the award.
18.3	Award.   The Parties agree that the award of a majority of the arbitrators, or in the case of a
single arbitrator, of such arbitrator, shall be final and binding upon each of them.
3
Neither party shall have the right to assign this Agreement or any interest therein without the prior
written consent of the other party.
Notice. Instructions and other documents hand-delivered under this Agreement shall be valid if (I)
hand-delivered, (II) sent by registered or certified mail, return receipt requested, or (III) sent by
Federal Express or other reliable overnight courier service. If to Company: NewsGurus.com, Inc. C/O
G.R. Tuskey Personal Law Corp. 1000 ­ 409 Granville Street Vancouver BC V6B 1P1  604-681-9588  If to Consultant: CAB Financial Services Ltd. 5774 Deadpine Drive, Kelowna BC V1P 1A3:
Chris Bunka Phone: (250) 765-6424 Each communication which shall be given or made in the manner
described above shall be deemed sufficiently given or made at such time as it is delivered to the
addressee in the case of personal delivery or registered or certified mail, or one (1) business day
following the courier if sent by Federal Express or other reliable overnight courier..
Waiver of Breach. The waiver by either party of any breach of any provision of this Agreement
shall not operate or be construed as a waiver of any subsequent breach.
This Agreement shall be governed by and construed in accordance with the laws of the Province
of British Columbia.
The Consultant agrees to keep the affairs of the Company, financial and otherwise, strictly
confidential and shall not disclose the same to any person, company or firm, directly or indirectly,
during or after his services by the Company except within his jurisdiction of acting as a senior officer
of the Company or as otherwise authorized in writing by the Board.  The Consultant agrees not to use
such information, directly or indirectly, for his own interests, or any interests of the Company during
or after his services by the Company.  The Consultant acknowledges and agrees that all information
relating to the Company, whether financial, technical or otherwise shall, upon execution of this
Agreement and thereafter, as the case may be, be the sole property of the Company, whether arising
before or after the execution of this Agreement.  The Consultant agrees not to divulge any of the
foregoing to any person, partnership, corporation or other legal entity or to assist in the disclosure or
divulging of any such information, directly or indirectly, except as required by law or as otherwise
authorized in writing by the Board.
IN WITNESS WHEREOF
the parties hereto have duly executed this agreement as of the first above
written date.
NEWSGURUS.COM, INC.
Per:
/s/ Dev Randhawa
Dev Randhawa, Director.
Per:
Sudhir Khanna, Director.
SIGNED BY THE CONSULTANT
IN THE PRESENCE OF:
________________________________________
Name
_________________________________________    /s/ Chris Bunka__________________
Address					        Chris Bunka, for C.A.B. Financial Services Ltd.
________________________________________
Occupation
Exhibit 4.2
CONSULTING AGREEMENT
THIS AGREEMENT
made as of the 20th day of March, 2000.
BETWEEN:
NEWSGURUS.COM, INC.
, a corporate body duly incorporated pursuant to the Laws of the
State of Nevada (and/or any of Newsgurus' subsidiary Company's):
C/O G.R. Tuskey Personal Law Corp.
1000 ­ 409 Granville Street
Vancouver BC V6B 1P1
(hereinafter referred to as the "Company")
OF THE FIRST PART
AND:
SUDHIR KHANNA
S. K. Services Ltd.
73 Widdicombe Hill Blvd, Suite 808
Etobicoke ON M9R 4B3
(hereinafter referred to as the "Consultant")
OF THE SECOND PART
WHEREAS
the Company
is engaged in Internet and Media operations;
AND WHEREAS
the Company wishes to engage the Consultant;
AND WHEREAS
the parties hereto are desirous of entering into this Agreement for the purpose of
fixing the compensation and terms applicable of the Consultant during the period hereinafter set out;
NOW THEREFORE THIS AGREEMENT WITNESSES
that the parties hereto, in consideration
of the premises and of the respective covenants and agreements on the part of each of them herein
contained, do hereby covenant and agree each with the other as follows:
The Company hereby engages the Consultant as V.P. Information Technology and the Consultant
hereby accepts such services, upon the terms and conditions hereinafter set out.
This Agreement will commence on April 01, 2000 (the "Commencement Date") and will remain
in full force and effect for the term of this Agreement, subject to earlier termination as hereinafter
provided.
The term of this Agreement is for three years and shall begin as of April 01, 2000.
Consultant's primary duties will consist of those as may be reasonably determined by the Board
of Directors and as are generally consistent with the duties of a V.P. Information Technology of the
Company. The Board of Directors will assist and work with the Consultant in the performance of his
duties.
The Consultant's services hereunder shall be full-time and exclusively for the benefit of the
Company.
In consideration for the services to be performed by the Consultant hereunder:
d.	The Company will initially pay the Consultant the sum of US$1,750 per month
commencing April 15, 2000.
e.	At such time as the Company has raised a cumulative total of US$1,000,000 in equity
financing for itself and/or its subsidiaries; including actual payment or signed obligations for
staged payments; the Company will then pay the Consultant the sum of US$3,500 per month for
the remainder of the term of the Agreement. This additional compensation is not retroactive.
Monthly payments are subject, however, to any increase(s) as determined by the Board of
Directors. Payment shall be payable no less often than once each month, on the fifteenth day of
each month.
The Company will reimburse the Consultant for any and all reasonable and documented expenses
actually and necessarily incurred by him in connection with the performance of his duties under this
Agreement.  The Consultant will furnish the Company with an itemized account of his expenses in
such form or forms as may reasonably be required by the Company and at such times or intervals as
may be required by the Company.
Subject to the approval of the SEC, the NASD, the Canadian Venture Exchange and any other
regulatory securities bodies having jurisdiction over the Company (the "Regulatory Authorities"), the
Board of Directors shall also grant two hundred thousand (200,000) incentive stock options to the
Consultant for a term of ten (10) years.
The options granted to the Consultant pursuant to paragraph 8 shall be vested in whole or in part
commencing thirty (30) days from the date when the Company is publicly quoted on any North
American Stock Exchange and be freely exercisable as to no more than five thousand (5,000) shares
per month at an exercise price to be determined and approved by the Regulatory Authorities. Such
options to expire ten (10) years from the date of issue.
Termination. Other provisions of this Agreement notwithstanding, this Agreement shall terminate
upon the occurrence of any one or more of the following:
f.	Death of Sudhir Khanna;
g.	Inability of Sudhir Khanna to perform his duties for a period of 60 consecutive days
due to sickness, disability or any other cause, unless he is granted a leave of absence by the
Company; or
h.	For cause as defined in sections 11.a or 11.b or 11.c.
10.1	Termination by the Consultant. Termination by the Consultant must be preceded by a minimum of a
sixty (60) days written notice of such termination to the Company. Consultant shall be entitled to compensation
earned through to the date of termination. Consultant shall be entitled to no further compensation or share
options not theretofore vested as of and from the date of such breach.
10.2	Termination by the Company. Termination of this contract by the Company must be preceded
by a minimum of a sixty (60) days' prior written notice of such termination to Consultant. The period of non-competition of Consultant shall be reduced to 180 days following breach by the Company. In the event of
termination by the Company, then the effective date of the foregoing share options shall be advanced to the date
of any such breach, and such options shall remain in effect until breach is effected, and all remaining monetary
compensation otherwise to be received over the term of this Agreement shall be payable without deduction,
including no deduction for federal income, social security, social insurance, provincial or state income taxes.
Breach. Consultant is in breach of this Agreement  when, from actions or inactions of the
Consultant the following limited events occur:
i.	Repeated failure or refusal to carry out the reasonable directions of the Company,
provided such directions are consistent with the duties and obligations herein set forth to be
performed by Consultant;
j.	Willful violation of a provincial, state or federal law involving the commission of (1)
a crime against the Company materially adversely affecting the Company or (2) a felony of any
kind; or
k.	Any material breach by Consultant of this Agreement or the falsity of any material
representation or warranty of Consultant hereof.
11.1 Company is in breach of the Agreement when, from actions or inactions of the Company the
following limited events occur:
l.	Failure or refusal to pay to Consultant the fees as noted in 6 (a) and 6 (b), within 30
days of the due date of each such payment.
m.	Any material breach by Company of this Agreement.
Remedy of breach. Whenever a breach of this Agreement by either party is relied upon as a
justification for any action taken by the other party pursuant to any provision of this Agreement
(including without limitation termination hereof), before such action is taken, the party asserting the
breach shall give the other party written notice of the existence and nature of the breach and such other
party shall have the opportunity to correct such breach during the thirty (30) day period following such
notice. If such cure is effected, then a breach shall not be a basis for the party intending to rely thereon
Non-Competition. During the term of Consultant's retention by Company and for a period of one
year thereafter, Consultant shall not, directly or indirectly, be employed by, own, manage, operate,
join, control or participate in the ownership, management, operation or control of or be connected in
any manner within the direct competitive field of Internet commentary online business intended for or
actually operated by the Company, with any other company, person, or entity not specifically
approved in writing by the board of directors of the Company. Consultant shall be deemed to be
connected with such a business if such business is carried on by a partnership in which it/he is a
general or limited partner, consultant or employee, or a corporation or association of which it/he is a
shareholder, officer, director, employee, member, consultant or agent; provided, however, that nothing
herein shall prevent the purchase or ownership by Consultant of shares of less than 2% of the
outstanding shares of a publicly or privately held company. Nothing herein shall prevent Consultant
from continuing to conduct his historical business, including the newsletter business and public
commentary, or such other endeavors that are non-competitive to the Company and do not interfere
with the Consultant's ability to deliver full-time services each month to the Company.
Independent Contractor. It is expressly agreed that Consultant is acting as an independent
contractor in performing services hereunder. Company shall carry no Worker's Compensation or
similar insurance to cover Consultant. Company shall not pay any contributions to Social Security,
unemployment insurance, federal, provincial, or state withholding taxes, nor provide any other
contributions or benefits, which might be expected in an employer-employee relationship.
No amendment to or variation of the terms of the Agreement will be effective or binding upon the
parties hereto unless made in writing and signed by both of the parties hereto.
In the event that any provision in this Agreement shall be deemed void or invalid by a Court of
Competent Jurisdiction, the remaining provisions shall be and remain in full force and effect.
This Agreement constitutes the entire Agreement between the parties hereto with respect to the
services of the Consultant and any and all previous agreements, written or oral, express or implied
between the parties or on their behalf relating to the employment of the Consultant by the Company
are terminated and cancelled and each of the parties releases and forever discharges the other of and
from all manner of action, causes of action, claims or demands under or in respect of any Agreement.
Matters for Arbitration.   The Parties agree that all questions or matters in dispute with respect to
this Agreement shall be submitted to arbitration pursuant to the terms hereof in the Province of British
Columbia.
Notice.   It shall be a condition precedent to the right of any Party to submit any matter to arbitration
pursuant to the provisions hereof, that any Party intending to refer any matter to arbitration
shall have given not less than ten (10) calendar days' prior written notice of its intention to do
so to the other Party together with particulars of the matter in dispute.  On the expiration of
such ten days the Party who gave such notice may proceed to refer the dispute to arbitration as
provided in section 18.2 herein below.
18.2	Appointments.   The Party desiring arbitration shall appoint one arbitrator, and shall notify the
other Party of such appointment, and the other Party shall, within 15 calendar days after
receiving such notice, appoint an arbitrator, and the two arbitrators so named, before
proceeding to act, shall, within 30 calendar days of the appointment of the last appointed
arbitrator, unanimously agree on the appointment of a third arbitrator, to act with them and be
chairman of the arbitration herein provided for.  If the other Party shall fail to appoint an
arbitrator within 15 calendar days after receiving notice of the appointment of the first
arbitrator, and if the two arbitrators appointed by the Parties shall be unable to agree on the
appointment of the chairman, the chairman shall be appointed under the provisions of the
Commercial Arbitration Act
of the Province of British Columbia (the "
Arbitration Act
").
Except as specifically otherwise provided in this section, the arbitration herein provided for
shall be conducted in accordance with such Arbitration Act.  The chairman, or in the case
where only one arbitrator is appointed, the single arbitrator, shall fix a time and place for the
purpose of hearing the evidence and representations of the Parties, and he shall preside over
the arbitration and determine all questions of procedure not provided for under such
Arbitration Act or this section.  After hearing any evidence and representations that the Parties
may submit, the single arbitrator, or the arbitrators, as the case may be, shall make an award
and reduce the same to writing, and deliver one copy thereof to each of the Parties.  The
expense of the arbitration shall be paid as specified in the award.
18.3	Award.   The Parties agree that the award of a majority of the arbitrators, or in the case of a
single arbitrator, of such arbitrator, shall be final and binding upon each of them.
14
Neither party shall have the right to assign this Agreement or any interest therein without the prior
written consent of the other party.
Notice. Instructions and other documents hand-delivered under this Agreement shall be valid if (I)
hand-delivered, (II) sent by registered or certified mail, return receipt requested, or (III) sent by
Federal Express or other reliable overnight courier service. If to Company: NewsGurus.com, Inc. C/O
G.R. Tuskey Personal Law Corp. 1000 ­ 409 Granville Street Vancouver BC V6B 1P1  604-681-9588  If to Consultant: 73 Widdicombe Hill Blvd. Suite 808, Etobicoke, ON M9R 4B3: Sudhir
Khanna Phone: (416) 247-2815 Each communication which shall be given or made in the manner
described above shall be deemed sufficiently given or made at such time as it is delivered to the
addressee in the case of personal delivery or registered or certified mail, or one (1) business day
following the courier if sent by Federal Express or other reliable overnight courier..
Waiver of Breach. The waiver by either party of any breach of any provision of this Agreement
shall not operate or be construed as a waiver of any subsequent breach.
This Agreement shall be governed by and construed in accordance with the laws of the Province
of British Columbia.
The Consultant agrees to keep the affairs of the Company, financial and otherwise, strictly
confidential and shall not disclose the same to any person, company or firm, directly or indirectly,
during or after his services by the Company except within his jurisdiction of acting as a senior officer
of the Company or as otherwise authorized in writing by the Board.  The Consultant agrees not to use
such information, directly or indirectly, for his own interests, or any interests of the Company during
or after his services by the Company.  The Consultant acknowledges and agrees that all information
relating to the Company, whether financial, technical or otherwise shall, upon execution of this
Agreement and thereafter, as the case may be, be the sole property of the Company, whether arising
before or after the execution of this Agreement.  The Consultant agrees not to divulge any of the
foregoing to any person, partnership, corporation or other legal entity or to assist in the disclosure or
divulging of any such information, directly or indirectly, except as required by law or as otherwise
authorized in writing by the Board.
IN WITNESS WHEREOF
the parties hereto have duly executed this agreement as of the first above
written date.
NEWSGURUS.COM, INC.
Per:	/s/ Dev Randhava
Dev Randhawa, Director.
Per:	/s/ Chris Bunka _____
Chris Bunka, Director.
SIGNED BY THE CONSULTANT
IN THE PRESENCE OF:
________Sujata Puri
_______________________
Name
_
73 Widdicombe Hill Blvd., Suite 808
_________        ________________________________
Address					          Sudhir Khanna, for S. K. Services Ltd.
_
Customer Service, Travel Insurance
__________
Occupation
Exhibit 4.3
CONSULTING AGREEMENT
THIS AGREEMENT
made as of the 4th day of January, 2001.
BETWEEN:
NEWSGURUS.COM, INC.
, a corporate body duly incorporated pursuant to the Laws of the
State of Nevada (and/or any of Newsgurus' subsidiary Company's):
C/O G.R. Tuskey Personal Law Corp.
1000 ­ 409 Granville Street
Vancouver BC V6B 1P1
(hereinafter referred to as the "Company")
AND:
DARRELL WORONCHAK
DW Consulting
15239 92
nd
Avenue
Surrey BC V3R 0A8
Tel:  604.585.8316
(hereinafter referred to as the "Consultant")
WHEREAS
the Company
is engaged in Internet and Media operations;
AND WHEREAS
the Company wishes to engage the Consultant;
NOW THEREFORE THIS AGREEMENT WITNESSES
that the parties hereto, in consideration
of the premises and of the respective covenants and agreements on the part of each of them herein
contained, do hereby covenant and agree each with the other as follows:
1	The Company hereby engages the Consultant as Vice President, Operations and the
Consultant hereby accepts such services, upon the terms and conditions hereinafter set out.
2	This Agreement will commence on January 4, 2001. (the "Commencement Date")
and will remain in full force and effect for the term of this Agreement, subject to earlier
termination as hereinafter provided.
3	The term of this Agreement is for two years and shall begin as of January 4, 2001.
4	The Consultant's primary duties will consist of those as may be reasonably
determined by the Board of Directors or by the President and as are generally consistent with the
duties of a Vice President of the Company. The Board of Directors and the President will assist
and work with the Consultant in the performance of his duties.
5	The Consultant's services hereunder shall be full-time (minimum 40 hours per week)
and exclusively for the benefit of the Company.
6	In consideration for the services to be performed by the Consultant compensation is
as follows:
g.	The Company will initially pay the Consultant the sum of US$2,500 per month
commencing January 4, 2001, subject to the terms and conditions within this agreement.
h.	Payments of all kinds are to be made no later than the 15
th
day of the month
subsequent to the month when it was earned.
i.	The Consultant is responsible for generating sales revenue. The Consultant has agreed
to forfeit his monthly fee unless he generates US$1,000 per month in revenue received by the
Company that month. The Consultant will then receive, dollar for dollar, payment from the
Company exactly matching the next US$2,500 per month in sales revenue that the Consultant
generates for and is received by the Company that month. The Consultant will receive an
additional payment of 5% of revenue generated for and received by the Company each month
over and above the US$3,500 revenue described herein. The 5% commission is not applicable to
revenue amounts under US$3,500 per month.
j.	At such time subsequent to January 1, 2001 as the Company has raised US$200,000
in equity financing for itself and/or its subsidiaries, including actual payment of such; then in lieu
of the payments as noted above in 6 (a), (b), and (c), the Company will instead pay the Consultant
the sum of US$4,000 per month with a review after six months, such payment NOT contingent
upon the Consultant meeting minimum monthly sales targets. This additional compensation is not
retroactive. Monthly payments are subject, however, to any increase(s) as determined by the
Board of Directors.
k.	If and when payment commences as noted in 6 (d), the consultant will continue to
collect a 5% sales commission on all sales revenue personally generated, including from prior
work in progress.
l.	The Company will reimburse the Consultant for any and all reasonable and
documented expenses actually and necessarily incurred by him in connection with the
performance of his duties under this Agreement.  The Consultant will furnish the Company with
an itemized account of his expenses in such form or forms as may reasonably be required by the
Company every month as required by the Company. Company agrees to forward such payment as
per 6 (b), above.
13	Retroactive Payments. If unpaid in whole or in part due to insufficient sales revenue,
the Consultant's monthly US$2,500 fee can be paid retroactively for a maximum of six months
subsequent to the end of the month in which it could originally have been earned. Retroactive
payments are subject to the payment of the $1,000 per month fee first retained by the Company.
a.	The Consultant agrees to furnish the Company with an itemized record of his sales contacts at
each month-end. The Consultant agrees that these records of sales contacts shall form the basis
upon which the retroactivity is recorded. Company sales revenue that is realized six months or
more after the date of initial contact, as registered in this itemized record, is not eligible for
retroactive payments though it remains eligible for commission revenue and the current-month
$2,500 fee.
b.	Company products and services that are delivered to clients during a 30-day interval or less are to
be recorded as a single sale regardless of dollar amount or actual date(s) of delivery. Company
products and services delivered over a 31-60 day interval are to be recorded over a two-month
period, and so on. Products and services delivered during time periods of more than 30 days can
be applied retroactively against more than a single month's payment.
3	Subject to the approval of the SEC, the NASD, the Canadian Venture Exchange and
any other regulatory securities bodies having jurisdiction over the Company (the "Regulatory
Authorities"), the Board of Directors shall also grant one hundred thousand (100,000) incentive
stock options with an exercise price of US$1.00 each, to the Consultant for a term of five (5)
years.
4	The options granted to the Consultant pursuant to paragraph 8 shall vest and be freely
exercisable in whole or in part commencing thirty (30) days from the date when the Company is
publicly quoted on any North American Stock Exchange and be as to one (1) share for each two
dollars (US$2.00) in sales revenue, calculated quarterly, generated by the Consultant on behalf of
the Company at an exercise price to be determined and approved by the Regulatory Authorities.
Management of the Company has the exclusive right to waive, in whole or in part, the requirement
for sales revenue to be generated in order for the options to exercised. A maximum of twenty-five
thousand (25,000) options can be exercised in any three-month period. Such options to expire five
(5) years from the date of issue.
5	Termination. Other provisions of this Agreement notwithstanding, this Agreement
shall terminate upon the occurrence of any one or more of the following:
f.	Death of Darrell Woronchak;
g.	Inability of Darrell Woronchak to perform his duties for a period of 120 consecutive
days due to sickness, disability or any other cause, unless he is granted a leave of absence by the
Company; or
h.	For cause as defined in sections 15 (a) or 15 (b) or 15 (c).
9	Termination by the Consultant. Termination by the Consultant may be effected by a minimum
of a sixty (60) days written notice of such termination to the Company. The Consultant shall be entitled to
compensation earned through to the date of termination. The Consultant shall be entitled to no further
compensation or share options not theretofore vested as of and from the date of such termination.
10	Termination by the Company. Termination of this contract by the Company may be effected by
a minimum of a sixty (60) days' prior written notice of such termination to the Consultant. In the event of
termination by the Company, any remaining options that have been earned by the Consultant but not issued
would vest immediately with the provision that they must be exercised within 60 days of termination and all
remaining monetary compensation otherwise to be received over the term of this Agreement shall be payable
without deduction, including no deduction for federal income, social security, social insurance, provincial or
state income taxes.
11	Breach. The Consultant is in breach of this Agreement  when, from actions or inactions of the
Consultant the following limited events occur:
l.	Repeated failure or refusal to carry out the reasonable directions of the Company,
provided such directions are consistent with the duties and obligations herein set forth to be
performed by the Consultant;
m.	Willful violation of a provincial, state or federal law involving the commission of (1)
a crime against the Company materially adversely affecting the Company or (2) a felony of any
kind; or
n.	Any material breach by the Consultant of this Agreement or the falsity of any material
representation or warranty of the Consultant hereof.
15  Company is in breach of the Agreement when, from actions or inactions of the Company the
following limited events occur:
o.	Failure or refusal to pay to the Consultant the fees as noted in 6 (a); 6 (b); 6 (c); 6 (d);
6 (e), and, 6 (f) within 30 days of the due date of each such payment.
p.	Any material breach by Company of this Agreement.
q.	If the company is in breach, any remaining options that have been earned by the
Consultant but not issued would vest immediately with the provision that they must be
exercised within 60 days of breach.
r.	The period of non-competition of the Consultant shall be reduced to 120 days
following breach by the Company.
16  Remedy of breach. Whenever a breach of this Agreement by either party is relied upon as a
justification for any action taken by the other party pursuant to any provision of this Agreement
(including without limitation termination hereof), before such action is taken, the party asserting the
breach shall give the other party written notice of the existence and nature of the breach and such other
party shall have the opportunity to correct such breach during the thirty (30) day period following such
notice. If such cure is effected, then a breach shall not be a basis for the party intending to rely thereon
Non-Competition. During the term of the Consultant's retention by Company and for a period of
one year thereafter, the Consultant shall not, directly or indirectly, be employed by, own, manage,
operate, join, control or participate in the ownership, management, operation or control of or be
connected in any manner within the direct competitive field of Internet commentary online business
intended for or actually operated by the Company, with any other company, person, or entity not
specifically approved in writing by the board of directors of the Company. The Consultant shall be
deemed to be connected with such a business if such business is carried on by a partnership in which
it/he is a general or limited partner, consultant or employee, or a corporation or association of which
it/he is a shareholder, officer, director, employee, member, consultant or agent; provided, however,
that nothing herein shall prevent the purchase or ownership by the Consultant of shares of less than
2% of the outstanding shares of a publicly or privately held company.
Conduct. The Consultant agrees to conduct the business of the Company on the highest of ethical
and legal levels. Any behavior on behalf of the Consultant that would reasonably be expected to be
illegal or unethical can result in the termination of this agreement without further compensation to the
Consultant.
Independent Contractor. It is expressly agreed that the Consultant is acting as an independent
contractor in performing services hereunder. Company shall carry no Worker's Compensation or
similar insurance to cover the Consultant. Company shall not pay any contributions to Social Security,
unemployment insurance, federal, provincial, or state withholding taxes, nor provide any other
contributions or benefits, which might be expected in an employer-employee relationship.
No amendment to or variation of the terms of the Agreement will be effective or binding upon the
parties hereto unless made in writing and signed by both of the parties hereto.
In the event that any provision in this Agreement shall be deemed void or invalid by a Court of
Competent Jurisdiction, the remaining provisions shall be and remain in full force and effect.
This Agreement constitutes the entire Agreement between the parties hereto with respect to the
services of the Consultant and any and all previous agreements, written or oral, express or implied
between the parties or on their behalf relating to the employment of the Consultant by the Company
are terminated and cancelled and each of the parties releases and forever discharges the other of and
from all manner of action, causes of action, claims or demands under or in respect of any Agreement.
Matters for Arbitration.   The Parties agree that all questions or matters in dispute with respect to
this Agreement shall be submitted to arbitration pursuant to the terms of the Commercial Arbitration
Act of British Columbia. The Parties agree that the award of a majority of the arbitrators, or in the
case of a single arbitrator, of such arbitrator, shall be final and binding upon each of them.
Neither party shall have the right to assign this Agreement or any interest therein without the prior
written consent of the other party.
Notice. Instructions and other documents hand-delivered under this Agreement shall be valid if (I)
hand-delivered, (II) sent by registered or certified mail, return receipt requested, or (III) sent by
Federal Express or other reliable overnight courier service. If to Company: NewsGurus.com, Inc. C/O
G.R. Tuskey Personal Law Corp. 1000 ­ 409 Granville Street Vancouver BC V6B 1P1  604-681-9588  If to the Consultant: Mr. Darrell Woronchak, 15239 92
nd
Avenue, Surrey BC V3R 0A8. Each
communication which shall be given or made in the manner described above shall be deemed
sufficiently given or made at such time as it is delivered to the addressee in the case of personal
delivery or registered or certified mail, or one (1) business day following the courier if sent by Federal
Express or other reliable overnight courier..
Waiver of Breach. The waiver by either party of any breach of any provision of this Agreement
shall not operate or be construed as a waiver of any subsequent breach.
This Agreement shall be governed by and construed in accordance with the laws of the Province
of British Columbia.
Confidentiality. The Consultant agrees to keep the affairs of the Company, financial and
otherwise, strictly confidential and shall not disclose the same to any person, company or firm,
directly or indirectly, during or after his services by the Company except within his jurisdiction of
acting as a senior officer of the Company or as otherwise authorized in writing by the Board.  The
Consultant agrees not to use such information or his position with the Company, directly or indirectly,
for his own interests during or after this agreement with the Company.  The Consultant acknowledges
and agrees that all information relating to the Company, whether financial, technical or otherwise
shall, upon execution of this Agreement and thereafter, as the case may be, be the sole property of the
Company, whether arising before or after the execution of this Agreement.  The Consultant agrees not
to divulge any of the foregoing to any person, partnership, corporation or other legal entity or to assist
in the disclosure or divulging of any such information, directly or indirectly, except as required by law
or as otherwise authorized in writing by the Board. The Consultant shall not copy; forward;
communicate; or in any way use any of the proprietary property that belongs to the Company without
Company's express written permission. Proprietary property includes but is not limited to: data,
correspondence, databases, records, customer lists, contact information, user lists and information,
operational data, fee structures, and any other data or information that can reasonably be expected to
be of use in Company's continued operations. All such data and information remains the exclusive
property of the Company.
IN WITNESS WHEREOF
the parties hereto have duly executed this agreement as of the first above
written date.
NEWSGURUS.COM, INC.
Per:	/s/ Chris Bunka
Chris Bunka, Director.
Per:
Sudhir Khanna, Director.
SIGNED BY THE CONSULTANT
IN THE PRESENCE OF:
________________________________________
Name
________________________________________
/s/ Darrell Woronchak
Address					         Darrell Woronchak for DW Consulting
________________________________________
Occupation
Exhibit 5.1
Owen M. Naccarato
Attorney at Law
19600 Fairchild, Suite 260
Irvine, CA 91612
Office: (949) 851-9261 Fax: (949) 851-9262
September 14, 2001
NewsGurus.com Inc.
Re:	Opinion of Counsel - Registration Statement on Form S-8
Gentleman:
I have acted as counsel for Newsgurus.com. Inc. (the "Company"), in connection with the
preparation and filing of the Company's Registration statement on Form S-8 under the Securities Act of
1933, as amended, (the "Registration Statement"), relating to 940,000 shares of the Company's common
stock, $.001 par value, (the "common stock"), issuable pursuant to the Amended 2001 Employee
Compensation Plan.
I have examined the Certificate of Incorporation, as amended, and the By-Laws of the company and
all amendments thereto, the Registration Statement and originals, or copies certified to my satisfaction, of
such records and meetings, written actions in lieu of meetings, or resolutions adopted at meetings, of the
directors of the Company, and such other documents and instruments as in my judgement are necessary or
appropriate to enable me to render the opinions expressed below.
Based on the foregoing examination, I am of the opinion that the shares of Common Stock issuable
with the Plan are duly authorized and, when issued in accordance with the Plan, will be validly issued, fully
paid and nonassessable.
Further, I consent to the filing of this opinion as an exhibit to the Registration Statement.
Very truly yours,
/s/ Owen Naccarato
Owen Naccarato, Esq.
Exhibit 23.1
CONSENT OF INDEPENDENT CHARTERED ACCOUNTANTS
We consent to the incorporation by reference in this Registration Statement of
Newsgurus.com, Inc. on Form S-8 of our report dated August 17, 2000, appearing in and
incorporated by reference in the Annual Report on Form 10-KSB of Newsgurus.com, Inc.
for the year ended June 30, 2000.
/s/ "DAVIDSON & COMPANY"
Vancouver, Canada
Chartered Accountants
September 14, 2001