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<TITLE>Form S-8 for Royal Finance Inc</TITLE>
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<PRE>
As filed with the Securities and Exchange Commission on December 17, 2001

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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


                               <B>ROYAL FINANCE, INC.</B>
        -----------------------------------------------------------------
             (Exact Name of Registrant as Specified in its Charter)

           <B>Florida                                              65-0827278</B>
-------------------------------                         ------------------------
(State or other jurisdiction of                                (IRS Employer
incorporation or organization)                            Identification Number)

       <B>1481 South Military Trail, Suite 12, West Palm Beach, Florida 33415</B>
   ---------------------------------------------------------------------------
       (Address of Registrant's principal executive offices and zip code)

       Registrant's telephone number, including area code: <B>(561) 649-3901</B>

                          Employment and Fee Agreement
   ---------------------------------------------------------------------------
                            (Full title of the plans)


                                   Lisa Wilde
                       1481 South Military Trail, Suite 12
                         West Palm Beach, Florida 33415
                                 (561) 649-3901
     -----------------------------------------------------------------------
            (Name, address and telephone number of Agent for service)

                                    Copy to:
                             Richard P. Greene, P.A.
                     2455 East Sunrise Boulevard, Suite 905
                            Fort Lauderdale, FL 33304





<PAGE>




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

Title of                           Proposed        Proposed        Amount
Securities             Amount      Maximum         Maximum         of
to be                  to be       Offering Price  Aggregate       Registration
Registered             Registered  per Share       Offering Price  Fee
--------------------------------------------------------------------------------

Common Stock , $.01 par value:

Richard P. Greene       2,500(1)    $1.00(2)       $2,500          $.60

TOTAL                                                              $.60(3)
--------------------------------------------------------------------------------

(1)  Represents number of shares issuable pursuant to agreement(s) for services
     rendered or to be rendered.
(2)  The price hereof (rounded to the nearest cent) may change prior to the
     effective date of the Registration Statement; therefore, such prices are
     estimated solely for the purposes of computing the registration fee
     pursuant to Rule 457(a).
(3)  Represents the registration filing fee.


<PAGE>

                                     PART I

Item 1.   Plan Information.

Royal Finance, Inc. (the "Registrant"), was organized under the laws of the
State of Florida in April 1998 under the name NetGen2000, Inc., which name was
changed to GoNetgen.com, Inc. in 2000. The Registrant entered into a share
purchase agreement effective October 28, 2000, with Royal Finance, Inc., a
Florida corporation ("Royal") and Royal's shareholders, pursuant to which the
Registrant acquired all of the Royal shares and Royal became a subsidiary of the
Registrant. The Registrant changed its name from GoNetgen.com, Inc. to Royal
Finance, Inc. in connection with the transaction.

The Registrant has agreements and/or arrangements with certain
officers/directors, employees and consultants which provide for the issuance of
shares of the Registrant's common stock for services to the Registrant in lieu
of cash compensation, and for the granting of options under the Registrant's
2001 Stock Option Plan. In consideration for the continuing services rendered
and to be rendered to the Registrant until such time as the Registrant shall
generate sufficient cash flow from operations, if ever, in order to pay cash
compensation to its officers/directors, employees and consultants, the
Registrant has prepared this Form S-8 registration statement to provide for the
issuance of 2,500 shares.

Item 2.   Registrant Information and Employee Plan Annual Information.

Not applicable.

                                     PART II

Item 3.   Incorporation of Documents by Reference.

The Registrant incorporates the following documents filed by the Registrant with
the Securities and Exchange Commission (the "Commission") by reference in this
Registration Statement:

1.   The Registrant's Annual Report on Form 10-KSB for the fiscal years ended
     December 31, 2000 and 1999, which was filed with the Commission on August
     13, 2001;

2.   The Registrant's Quarterly Report on Form 10-QSB for the quarters ended
     September 30, 2001, June 30, 2001, March 31, 2001, September 30, 2000, June
     30, 2000 and March 31, 2000 as filed with the Commission;

3.   The description of the Registrant's common stock set forth in Item 8, Part
     I of the Registrant's Registration Statement on Form 10-SB/12g/A, filed
     with the Commission on August 10, 1999;

4.   All other documents filed by Registrant after the date of this Registration
     Statement under Section 13(a), 13(c), 14 and 15(d) of the Securities
     Exchange Act of 1934, prior to the filing of a post-effective amendment to
     this Registration Statement that registers securities covered hereunder
     that remain unsold.

Item 4.   Description of Securities.

The Registrant's common stock are subject to the reporting requirements of the
Securities Exchange Act of 1934, as amended. The Registrant's authorized
capitalization is 10,000,000 shares of common stock, $.01 par value, of which
approximately 4,703,358 shares of common stock are issued and outstanding.

Holders of the Company's common stock are entitled to one vote per share on each
matter submitted to vote at any meeting of shareholders. Shares of common stock
do not carry cumulative voting rights and therefore, holders of a majority of
the outstanding shares of common stock will be able to elect the entire board of
directors and, if they do so, minority shareholders would not be able to elect
any members to the board of directors. The Company's board of directors has
authority, without action by the Company's shareholders, to issue all or any
portion of the authorized but unissued shares of common stock, which would
reduce the percentage ownership of the Company of its shareholders and which
would dilute the book value of the common stock.

Shareholders of the Company have no preemptive rights to acquire additional
shares of common stock. The common stock is not subject to redemption and
carries no subscription or conversion rights. In the event of liquidation of the
Company, the shares of common stock are entitled to share equally in corporate
assets after the satisfaction of all liabilities. Holders of common stock are
entitled to receive such dividends as the board of directors may from time to
time declare out of funds legally available for the payment of dividends. During
the last two fiscal years the Company has not paid cash dividends on its common
stock and does not anticipate that it will pay cash dividends in the foreseeable
future.

Item 5.   Interests of Named Experts and Counsel.

Not applicable.

Item 6.   Indemnification of Officers and Directors.

The Registrant is a Florida corporation. The Florida Business Corporation Act
(the "Florida Act") provides authority for broad indemnification of directors,
officers, employees and agents. The Registrant's Articles of Incorporation, as
Amended, incorporate the indemnification provisions of the Florida Act to the
fullest extent provided.

The Registrant has entered into indemnification agreements with its Directors
indemnifying them against liability and reasonable costs and expenses incurred
in litigation arising by reason of the fact that he or she is or was a director,
officer, stockholder, employee, or agent of the Registrant, provided that the
director acted in good faith and in a manner reasonably intended to be in or not
opposed to the best interests of the Registrant, and with respect to any
criminal action or proceeding, had no reasonable cause to believe his or her
conduct was unlawful.

Item 7.   Exemption from Registration Claimed.

Not Applicable.

Item 8.   Exhibits

<U>Exhibit</U>          <U>Description</U>

   4             Employee Stock Option Plan 2001 (1)

   5             Opinion of Richard P. Greene, P.A.

 10.1            Form of Corporate Resolution dated December 17, 2001
 10.2            Employment and Fee Agreement with Richard P. Greene,
                 dated December 17, 2001

 23.1            Consent of Richard P. Greene, P.A.
 23.2            Consent of Mark Escoffery, P.A., Public Independent Accountants
---------------------

(1)  Incorporated by reference to our Registration Statement on Form S-8 filed
     on March 7, 2001


Item 9.   Undertakings.

     A. The undersigned Registrant hereby undertakes:

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

        (2) That, for the purpose of determining any liability under the
Securities Act of 1933, each such Post Effective Amendment shall be deemed to be
a new registration statement relating to the securities offered therein, and the
offering of such securities offered at that time shall be deemed to be the
initial bona fide offering thereof.

        (3) To remove from registration by means of a Post Effective Amendment
any of the securities being registered which remain unsold at the termination of
the offering.

     B. The undersigned Registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
Registrant's annual report pursuant to Section 13(a) or 15(d) of the Securities
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 Registrant pursuant to the foregoing provisions, or otherwise, the
Registrant has been advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as expressed in the Act
and is, therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by the Registrant of expenses
incurred or paid by a director, officer, or controlling person of the Registrant
in the successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Act and will be governed by final adjudication of
such issue.




<PAGE>


                                   SIGNATURES


     Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized on this 17th day of December, 2001.

                                           ROYAL FINANCE, INC.
                                           (Registrant)

                                      By:  /s/ Douglas Meyers
                                           -----------------------------------
                                           Douglas Meyers, Chairman and
                                           Chief Executive Officer

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


                                      By:  /s/ Douglas Meyers
                                           -----------------------------------
                                           Douglas Meyers, CEO
                                           (Principal Executive Officer)


                                      By:  /s/ Leon Wilde
                                           -----------------------------------
                                           Leon Wilde, Chief Financial Officer
                                           (Principal Financial Officer)


<PAGE>


                                  EXHIBIT INDEX


Exhibit          Description                                                Page
--------------------------------------------------------------------------------

   4             Employee Stock Option Plan 2001 (1)

   5             Opinion of Richard P. Greene, P.A.

 10.1            Form of Corporate Resolution dated December 17, 2001
 10.2            Employment and Fee Agreement with Richard P. Greene,
                 dated December 17, 2001

 23.1            Consent of Richard P. Greene, P.A.
 23.2            Consent of Mark Escoffery, P.A., Public Independent Accountants
---------------------

(1)  Incorporated by reference to our Registration Statement on Form S-8 filed
     on March 7, 2001




</PRE>
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{"company-data": {"conformed-name": "ROYAL FINANCE INC", "cik": "0001084883", "assigned-sic": "7389", "irs-number": "650873448", "state-of-incorporation": "FL", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-75320", "film-number": "1816170"}, "business-address": {"street1": "1481 S. MILLING TRAIL", "street2": "SUITE 14", "city": "WEST PALM BEACH", "state": "FL", "zip": "33415", "phone": "5616493901"}, "mail-address": {"street1": "1481 S. MILLING TRAIL", "street2": "SUITE 14", "city": "WEST PALM BEACH", "state": "FL", "zip": "33415"}, "former-company": [{"former-conformed-name": "GONETGEN COM INC", "date-changed": "20000711"}, {"former-conformed-name": "NETGEN 2000 INC", "date-changed": "19990602"}]}
Form S-8 for Royal Finance Inc
As filed with the Securities and Exchange Commission on December 17, 2001

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8
             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
ROYAL FINANCE, INC.
-----------------------------------------------------------------
             (Exact Name of Registrant as Specified in its Charter)
Florida                                              65-0827278
-------------------------------                         ------------------------
(State or other jurisdiction of                                (IRS Employer
incorporation or organization)                            Identification Number)
1481 South Military Trail, Suite 12, West Palm Beach, Florida 33415
---------------------------------------------------------------------------
       (Address of Registrant's principal executive offices and zip code)

       Registrant's telephone number, including area code:
(561) 649-3901
Employment and Fee Agreement
   ---------------------------------------------------------------------------
                            (Full title of the plans)

                                   Lisa Wilde
                       1481 South Military Trail, Suite 12
                         West Palm Beach, Florida 33415
                                 (561) 649-3901
     -----------------------------------------------------------------------
            (Name, address and telephone number of Agent for service)

                                    Copy to:
                             Richard P. Greene, P.A.
                     2455 East Sunrise Boulevard, Suite 905
                            Fort Lauderdale, FL 33304
CALCULATION OF REGISTRATION FEE
--------------------------------------------------------------------------------

Title of                           Proposed        Proposed        Amount
Securities             Amount      Maximum         Maximum         of
to be                  to be       Offering Price  Aggregate       Registration
Registered             Registered  per Share       Offering Price  Fee
--------------------------------------------------------------------------------

Common Stock , $.01 par value:

Richard P. Greene       2,500(1)    $1.00(2)       $2,500          $.60

TOTAL                                                              $.60(3)
--------------------------------------------------------------------------------

(1)  Represents number of shares issuable pursuant to agreement(s) for services
     rendered or to be rendered.
(2)  The price hereof (rounded to the nearest cent) may change prior to the
     effective date of the Registration Statement; therefore, such prices are
     estimated solely for the purposes of computing the registration fee
     pursuant to Rule 457(a).
(3)  Represents the registration filing fee.
PART I

Item 1.   Plan Information.

Royal Finance, Inc. (the "Registrant"), was organized under the laws of the
State of Florida in April 1998 under the name NetGen2000, Inc., which name was
changed to GoNetgen.com, Inc. in 2000. The Registrant entered into a share
purchase agreement effective October 28, 2000, with Royal Finance, Inc., a
Florida corporation ("Royal") and Royal's shareholders, pursuant to which the
Registrant acquired all of the Royal shares and Royal became a subsidiary of the
Registrant. The Registrant changed its name from GoNetgen.com, Inc. to Royal
Finance, Inc. in connection with the transaction.

The Registrant has agreements and/or arrangements with certain
officers/directors, employees and consultants which provide for the issuance of
shares of the Registrant's common stock for services to the Registrant in lieu
of cash compensation, and for the granting of options under the Registrant's
2001 Stock Option Plan. In consideration for the continuing services rendered
and to be rendered to the Registrant until such time as the Registrant shall
generate sufficient cash flow from operations, if ever, in order to pay cash
compensation to its officers/directors, employees and consultants, the
Registrant has prepared this Form S-8 registration statement to provide for the
issuance of 2,500 shares.

Item 2.   Registrant Information and Employee Plan Annual Information.

Not applicable.

                                     PART II

Item 3.   Incorporation of Documents by Reference.

The Registrant incorporates the following documents filed by the Registrant with
the Securities and Exchange Commission (the "Commission") by reference in this
Registration Statement:

1.   The Registrant's Annual Report on Form 10-KSB for the fiscal years ended
     December 31, 2000 and 1999, which was filed with the Commission on August
     13, 2001;

2.   The Registrant's Quarterly Report on Form 10-QSB for the quarters ended
     September 30, 2001, June 30, 2001, March 31, 2001, September 30, 2000, June
     30, 2000 and March 31, 2000 as filed with the Commission;

3.   The description of the Registrant's common stock set forth in Item 8, Part
     I of the Registrant's Registration Statement on Form 10-SB/12g/A, filed
     with the Commission on August 10, 1999;

4.   All other documents filed by Registrant after the date of this Registration
     Statement under Section 13(a), 13(c), 14 and 15(d) of the Securities
     Exchange Act of 1934, prior to the filing of a post-effective amendment to
     this Registration Statement that registers securities covered hereunder
     that remain unsold.

Item 4.   Description of Securities.

The Registrant's common stock are subject to the reporting requirements of the
Securities Exchange Act of 1934, as amended. The Registrant's authorized
capitalization is 10,000,000 shares of common stock, $.01 par value, of which
approximately 4,703,358 shares of common stock are issued and outstanding.

Holders of the Company's common stock are entitled to one vote per share on each
matter submitted to vote at any meeting of shareholders. Shares of common stock
do not carry cumulative voting rights and therefore, holders of a majority of
the outstanding shares of common stock will be able to elect the entire board of
directors and, if they do so, minority shareholders would not be able to elect
any members to the board of directors. The Company's board of directors has
authority, without action by the Company's shareholders, to issue all or any
portion of the authorized but unissued shares of common stock, which would
reduce the percentage ownership of the Company of its shareholders and which
would dilute the book value of the common stock.

Shareholders of the Company have no preemptive rights to acquire additional
shares of common stock. The common stock is not subject to redemption and
carries no subscription or conversion rights. In the event of liquidation of the
Company, the shares of common stock are entitled to share equally in corporate
assets after the satisfaction of all liabilities. Holders of common stock are
entitled to receive such dividends as the board of directors may from time to
time declare out of funds legally available for the payment of dividends. During
the last two fiscal years the Company has not paid cash dividends on its common
stock and does not anticipate that it will pay cash dividends in the foreseeable
future.

Item 5.   Interests of Named Experts and Counsel.

Not applicable.

Item 6.   Indemnification of Officers and Directors.

The Registrant is a Florida corporation. The Florida Business Corporation Act
(the "Florida Act") provides authority for broad indemnification of directors,
officers, employees and agents. The Registrant's Articles of Incorporation, as
Amended, incorporate the indemnification provisions of the Florida Act to the
fullest extent provided.

The Registrant has entered into indemnification agreements with its Directors
indemnifying them against liability and reasonable costs and expenses incurred
in litigation arising by reason of the fact that he or she is or was a director,
officer, stockholder, employee, or agent of the Registrant, provided that the
director acted in good faith and in a manner reasonably intended to be in or not
opposed to the best interests of the Registrant, and with respect to any
criminal action or proceeding, had no reasonable cause to believe his or her
conduct was unlawful.

Item 7.   Exemption from Registration Claimed.

Not Applicable.

Item 8.   Exhibits
Exhibit
Description
4             Employee Stock Option Plan 2001 (1)

   5             Opinion of Richard P. Greene, P.A.

 10.1            Form of Corporate Resolution dated December 17, 2001
 10.2            Employment and Fee Agreement with Richard P. Greene,
                 dated December 17, 2001

 23.1            Consent of Richard P. Greene, P.A.
 23.2            Consent of Mark Escoffery, P.A., Public Independent Accountants
---------------------

(1)  Incorporated by reference to our Registration Statement on Form S-8 filed
     on March 7, 2001

Item 9.   Undertakings.

     A. The undersigned Registrant hereby undertakes:

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

        (2) That, for the purpose of determining any liability under the
Securities Act of 1933, each such Post Effective Amendment shall be deemed to be
a new registration statement relating to the securities offered therein, and the
offering of such securities offered at that time shall be deemed to be the
initial bona fide offering thereof.

        (3) To remove from registration by means of a Post Effective Amendment
any of the securities being registered which remain unsold at the termination of
the offering.

     B. The undersigned Registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
Registrant's annual report pursuant to Section 13(a) or 15(d) of the Securities
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 Registrant pursuant to the foregoing provisions, or otherwise, the
Registrant has been advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as expressed in the Act
and is, therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by the Registrant of expenses
incurred or paid by a director, officer, or controlling person of the Registrant
in the successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Act and will be governed by 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 on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized on this 17th day of December, 2001.

                                           ROYAL FINANCE, INC.
                                           (Registrant)

                                      By:  /s/ Douglas Meyers
                                           -----------------------------------
                                           Douglas Meyers, Chairman and
                                           Chief Executive Officer

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

                                      By:  /s/ Douglas Meyers
                                           -----------------------------------
                                           Douglas Meyers, CEO
                                           (Principal Executive Officer)

                                      By:  /s/ Leon Wilde
                                           -----------------------------------
                                           Leon Wilde, Chief Financial Officer
                                           (Principal Financial Officer)
EXHIBIT INDEX

Exhibit          Description                                                Page
--------------------------------------------------------------------------------

   4             Employee Stock Option Plan 2001 (1)

   5             Opinion of Richard P. Greene, P.A.

 10.1            Form of Corporate Resolution dated December 17, 2001
 10.2            Employment and Fee Agreement with Richard P. Greene,
                 dated December 17, 2001

 23.1            Consent of Richard P. Greene, P.A.
 23.2            Consent of Mark Escoffery, P.A., Public Independent Accountants
---------------------

(1)  Incorporated by reference to our Registration Statement on Form S-8 filed
     on March 7, 2001