As filed with the Securities and Exchange Commission on August 7, 2003
                                                          Registration  No. 333-

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

                   ADIRONDACK PURE SPRINGS MT. WATER CO., INC.
             (Exact name of Registrant as specified in its charter)

         New York                                            11-3377469
(State or other jurisdiction                              (I.R.S. employer
of incorporation or organization)                         identification no.)

100 Quentin  Roosevelt  Boulevard,  Garden City, NY            11530
(Address of principal executive offices)                    (Zip Code)




     Consulting Agreement between the Registrant and John R. Harrington, Jr.
        Consulting Agreement between the Registrant and John Lerner, Esq.
     Consulting Agreement between the Registrant and Frank J. Hariton, Esq.
          Consulting Agreement between the Registrant and John Merkent
       Adirondack Pure Springs Mt. Water Co., Inc. 1998 Stock Option Plan
                            (Full title of the plans)

                          Mr. David Sackler, President
                   100 Quentin Roosevelt Boulevard - Suite 404
                              Garden City, NY 11530
                     (Name and address of agent for service)

                                 (516) 222-0100
           Telephone number, including area code, of agent for service
                                    Copy to:
                             Frank J. Hariton, Esq.
                              1065 Dobbs Ferry Road
                          White Plains, New York 10607
                                 (914) 674-4373





                         CALCULATION OF REGISTRATION FEE

  Title of                        Proposed          Proposed         Amount of
Securities to    Amount to       Maximum Price   Maximum Aggregate  Registration
be registered    Registered      Per Share        Offering Price        Fee
=============    ==========     ==============   =================  ============
Common Stock,    3,110,000         $0.22             $684,200          $55.35
 par value
 $.01 per
  share
=============    ===========    ===============  ================= =============






* Calculated pursuant to Rule 457. Average of the closing bid and asked price on
August  4,  2003  ($.22) is  assumed  to be the fair  value of the stock for the
1,500,000  shares  subject to the Stock option plan and all  agreements  fort he
issuance of stock.

** Calculated pursuant to Rule 457(h).




INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3. Incorporation of Documents by Reference.

     The following  documents filed with the Securities and Exchange  Commission
are incorporated herein by reference:

     (a) Adirondack Pure Springs Mt. Water Co.,  Inc.'s (the  "Company")  Annual
Report on Form 10-KSB for the year ended  February 28, 2003,  filed  pursuant to
Section 13(a) or 15(d) of the  Securities  Exchange Act of 1934, as amended (the
"Exchange  Act");  Quarterly Report on Form 10-QSB for the quarter ended May 31,
2003 filed  pursuant to Section  13(a) or 15(d) of the Exchange Act; and Current
Report on Form 8-K filed March 11, 2003, as amended May 16, 2003 filed  pursuant
to Section 13(a) or 15(d) of the Exchange Act.

     (b) All other  reports  filed  pursuant  to  Section  13(a) or 15(d) of the
Exchange Act since the end of the fiscal year  covered by the document  referred
to in (a) above.


     All documents subsequently filed by the Company pursuant to Sections 13(a),
13(c), 14 and 15(d) of the Exchange Act prior to the filing of a  post-effective
amendment  indicating  that all  securities  offered  hereby  have  been sold or
de-registering  all  such  securities  then  unsold,   shall  be  deemed  to  be
incorporated  by reference  into this  registration  statement  and to be a part
hereof from the date of filing of such documents.

Item 4. Description of Securities.

        Not  Applicable.

Item 5. Interests of Named Experts and Counsel.

      Frank J. Hariton, Esq. owns: 119,193 shares of the Company's common stock.

Item 6. Indemnification of Directors and Officers.

     Section 721 of the New York  Business  Corporation  Law  provides  that the
indemnification  and  advancement  of expenses of directors  and officers may be
provided by the  certificate of  incorporation  or by-laws of a corporation,  or
when authorized by the certificate of incorporation or by-laws,  a resolution of
shareholders,   a  resolution  of  directors  or  an  agreement   providing  for
indemnification  (except in cases where a judgment  or other final  adjudication
establishes  that such acts were  committed  in bad faith or were the  result of
active or  deliberate  dishonesty  and were  material  to the cause of action so
adjudicated  or that a person  personally  gained in fact a financial  profit or
other advantage to which he was not legally entitled).

     Section  722 of the New  York  Business  Corporation  Law  provides  that a
corporation  may indemnify any person made, or threatened to be made, a party of
an action or proceeding  other than one by or in the right of the corporation to
procure a judgment in its favor, whether civil or criminal,  including an action
by or in the right of any other corporation,  partnership, joint venture, trust,
employee  benefit  plan or other  entity  which any  director  or officer of the
corporation served in any capacity at the request of the corporation,  by reason
of the fact that he was a director or officer of the  corporation or served such
other corporation,  partnership,  joint venture, trust, employee benefit plan or
other entity in any other capacity,  against judgments,  fines,  amounts paid in
settlement  and reasonable  expenses if such director or officer acted,  in good
faith,  for a purpose which he  reasonably  believed to be in, or in the case of
service for any other corporation,  partnership,  joint venture, trust, employee
benefit  plan or other  enterprise,  not opposed to, the best  interests  of the
corporation and, in criminal acts or proceedings, in addition, had no reasonable
cause to believe that his conduct was unlawful.

     Section  722 of the New York  Business  Corporation  Law also states that a
corporation  may indemnify any person made, or threatened to be made, a party to
an action by or in the right of the  corporation  to procure a  judgment  in its
favor by reason  of the fact  that he is or was a  director  or  officer  of the
corporation  or  any  other  corporation,  partnership,  joint  venture,  trust,
employee benefit plan or other entity at the request of the corporation, against
amounts paid in settlement  and  reasonable  expenses  actually and  necessarily
incurred by him in connection with the defense or settlement of such action,  or
in connection  with an appeal therein if such director or officer acted, in good
faith,  for a purpose which he  reasonably  believed to be in, or in the case of
service for any other corporation,  partnership, joint venture, employee benefit
plan or other  entity,  not opposed to, the best  interests of the  corporation,
except  that no  indemnification  shall be made in  respect to a  threatened  or
pending action which is settled or otherwise disposed of, or any claim, issue or
matter as to which  such  person  shall have been  adjudged  to be liable to the
corporation,  unless the court  determines  the person is fairly and  reasonably
entitled to indemnity for such portion of the settlement  amount and expenses as
the court deems proper.

     Section  726 of the New  York  Business  Corporation  Law  provides  that a
corporation  shall  have the  power  to  purchase  and  maintain  insurance  for
indemnification of directors and officers. However, no insurance may provide for
any  payment,  other than cost of  defense,  to or on behalf of any  director or
officer for a judgment or a final  adjudication  adverse to the insured director
or officer if (i) a judgment or other final  adjudication  establishes  that his
acts of active and  deliberate  dishonesty  were material to the cause of action
adjudicated or that he personally  gained a financial  profit or other advantage
to which he was not legally  entitled or (ii) if prohibited  under the insurance
law of New York.

     Section  724 of  the  New  York  Business  Corporation  Law  provides  that
indemnification  shall be  awarded  by a court to the  extent  authorized  under
Sections   722  and  723  (a)  of  the  New  York   Business   Corporation   Law
notwithstanding  the failure of a corporation  to provide  indemnification,  and
despite any contrary resolution of the board or of the shareholders.

     The By-Laws of the Registrant provide for indemnification as follows:

          The  corporation  shall indemnify any person made, or threatened to be
     made,  a party  to an  action  other  than  one by or in the  right  of the
     corporation  to procure a judgment  in its favor by reason of the fact that
     he or his  testator  or  intestate  is or was a director  or officer of the
     corporation,  or is or was serving at the request of the  corporation  as a
     director or officer of any other corporation of any type or kind,  domestic
     or foreign, of any partnership, joint venture, trust, employee benefit plan
     or other  enterprise,  against  amounts paid in settlement  and  reasonable
     expenses,  including attorneys fees,  actually and necessarily  incurred by
     him in  connection  with the defense or  settlement  of such action,  or in
     connection  with an appeal  therein if such director or officer  acted,  in
     good faith, for a purpose which he reasonably believed to be in, or, in the
     case of  service  for  any  other  corporation  or any  partnership,  joint
     venture, trust, employee benefit plan or other enterprise,  not opposed to,
     the best interests of the corporation, except that no indemnification under
     this  paragraph  shall be made in respect of (1)  threatened  action,  or a
     pending action which is settled or otherwise  disposed of, or (2) any claim
     issue or matter as to which  such  person  shall have been  adjudged  to be
     liable to the corporation,  unless and only to the extent that the court on
     which the action was brought,  or, if no action was  brought,  any court of
     competent  jurisdiction,  determines upon application  that, in view of all
     the circumstances of the case, the person is fairly and reasonably entitled
     to indemnity for such portion of the settlement  amount and expenses as the
     court deems proper.  The  corporation  shall  indemnify any person made, or
     threatened to be made, a party to an action or proceeding other than one by
     or in the right of the  corporation  to  procure a  judgment  in its favor,
     whether  civil or  criminal,  including an action by or in the right of any
     other  corporation  of any  type  or  kind,  domestic  or  foreign,  or any
     partnership,   joint  venture,   trust,  employee  benefit  plan  or  other
     enterprise which any director, or officer, of the corporation served in any
     capacity at the request of the  corporation,  by reason of the fact that he
     or his  testator  or  intestate  is or was a  director  or  officer  of the
     corporation,  or served such other corporation,  or any partnership,  joint
     venture,  trust, employee benefit plan or other enterprise in any capacity,
     against  judgments,  fines,  amounts  paid  in  settlement  and  reasonable
     expenses, including attorneys' fees, actually and necessarily incurred as a
     result  of such  action  or  proceeding,  or any  appeal  therein,  if such
     director or officer acted, in good faith, for a purpose which he reasonably
     believed to be in, or, in the case of service for any other  corporation or
     any  partnership,  joint  venture,  trust,  employee  benefit plan or other
     enterprise,  not opposed to, the best interests of the corporation  and, in
     criminal  actions or proceedings,  in addition,  had no reasonable cause to
     believe   that  his  conduct  was   unlawful.   The   foregoing   right  of
     indemnification  shall not be  exclusive of other rights to which he may be
     entitled as set forth in the Business Corporation Law.

     The Certificate of  Incorporation of the Registrant,  as amended,  provides
for indemnification as follows:

          The personal  liability of the  directors  to the  Corporation  or its
     shareholders  for damages for any breach of duty in such capacity is hereby
     eliminated,   provided,  however,  that,  if  a  judgment  or  other  final
     adjudication  adverse to such director establishes that such directors acts
     or  omissions  were in bad faith or involved  intentional  misconduct  or a
     knowing violation of law, or that such director in fact personally gained a
     financial  profit or other advantage to which such director was not legally
     entitled,  or that such directors acts violate  Section 719 of the Business
     Corporate Law, the elimination of personal liability shall not apply

     The  Company  maintains  insurance  for the  benefit of its  directors  and
officers and the  directors  and  officers of its  subsidiaries,  insuring  such
persons against certain  liabilities,  including  liabilities  arising under the
securities laws.

     Insofar as indemnification for liabilities arising under the Securities Act
of 1933,  may be permitted to  directors,  officers or persons  controlling  the
Company  pursuant to the  foregoing  provisions,  the Company has been  informed
that,  in  the  opinion  of  the  Securities  and  Exchange   Commission,   such
indemnification  is against  public policy as expressed in the Securities Act of
1933 and is therefore unenforceable.  Furthermore, the Company has given certain
undertakings   with  respect  to   indemnification   in  connection   with  this
Registration Statement.

Item 7. Exemption from Registration Claimed.

     No "restricted securities," as defined in the instructions to Form S-8, are
being offered hereby.

Item 8.  Exhibits.

4.l  - Certificate of Incorporation of Registrant.  Incorporated by reference to
     Exhibit 2.1 to the  Company's  Registration  Statement  on Form  10-SB,  as
     amended September 7, 2000 (the "Form 10-SB").

4.2  -  Certificate  of Amendment to the  Certificate  of  Incorporation,  dated
     October 9,  1998.  Incorporated  by  reference  to Exhibit  2.2 to the Form
     10-SB.

4.3- By-laws of Registrant. Incorporated by reference to Exhibit 2.3 to the Form
     10-SB.

4.4  - Specimen Stock  Certificate.  Incorporated by reference to Exhibit 4.4 to
     the  Registration  Statement on Form S-8 filed by the Registrant in January
     2001.

5.1  - Opinion of Frank J. Hariton, Esq.

23.01 - Consent of Frank J. Hariton, Esq. (included in Exhibit 5.01).

23.02 - Consent of Bloom & Co, LLP.

23.02 - Consent of Eric Bolin, C.P.A., P.C.

24.01 - Power of Attorney (contained on signature page)

10.1 -  Adirondack  Pure  Springs Mt.  Water Co.,  Inc.  1998 Stock  Option Plan
     Incorporated by reference to Exhibit 3.1 to the  Registrant's  Registration
     Statement on Form 10-SB.

99.01- Consulting Agreement, dated as of January 2, 2003, between the Registrant
     and John R. Harrington, Jr.

99.02- Consulting Agreement, dated as of January 2, 2003, between the Registrant
     and John Lerner, Esq.

99.03-Consulting Agreement,  dated as of January 2, 2003, between the Registrant
     and Frank J. Hariton, Esq.

Undertakings.
         (a) The undersigned Company hereby undertakes:

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

     (2) That, for the purpose of determining any liability under the Securities
Act of 1933,  each  such  post-effective  amendment  shall be deemed to be a new
Registration  Statement  relating to the  securities  offered  therein,  and the
offering of such  securities at that time shall be deemed to be the initial bona
fide offering thereof.

     (3) To remove from registration by means of a post- effective amendment any
of the securities being registered which remain unsold at the termination of the
offering.

     (b) 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  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 Securities Act
of 1933 may be permitted to directors,  officers, and controlling persons of the
Company pursuant to the foregoing provisions, or otherwise, the Company has been
advised  that in the opinion of the  Securities  and  Exchange  Commission  such
indemnification  is  against  public  policy  as  expressed  in the  Act and is,
therefore,  unenforceable. In the event that a claim for indemnification against
such liabilities (other than payment by the Company of expenses paid or incurred
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 Act and will be governed by the final adjudication of
such issue.


                                   SIGNATURES

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

                                    ADIRONDACK PURE SPRINGS MT. WATER CO., INC.


                                    By: /s/ David Sackler
                                    David Sackler, President


                                POWER OF ATTORNEY

     KNOW ALL  PERSONS  BY THESE  PRESENTS,  that each  person  whose  signature
appears  below  constitutes  and  appoints  David  Sackler,  his true and lawful
attorney-in-fact  and agent, with full power of substitution and resubstitution,
for him and in his name, place and stead, in any and all capacities, to sign any
or all amendments  (including  post-effective  amendments) to this  Registration
Statement,  and to file the same, with all exhibits thereto, and other documents
in connection therewith,  with the Securities and Exchange Commission,  granting
unto said attorney-in-fact and agent, full power and authority to do and perform
each and every act and thing requisite and necessary to be done in and about the
premises,  as  fully  to all  intents  and  purposes  as he might or could do in
person, hereby ratifying and confirming all that said attorney-in-fact and agent
or any of them or  their  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  by  the  following  persons  in  the
capacities and on the dates indicated:

                 Director, Chief Executive Officer and President
                        (Principal Executive, Accounting,
                     and Financial Officer)and Plan Trustee




 /s/ David Sackler                                             August 7, 2003
--------------------
 David Sackler


                             Director and Plan Trustee        August ___, 2003
---------------------
David Miller


 /s/ Ronald Berk             Director and Plan Trustee        August 7, 2003
---------------------
 Ronald Berk


/s/ Nick Namit               Director and Plan Trustee       August 7, 2003
---------------------
 Nick Namit


                                                                    EXHIBIT 5.01

FRANK J. HARITON, ATTORNEY AT LAW

1065 Dobbs Ferry Road, White Plains, New York 10607 TEL (914) 674-4373 FAX (914)
693-2963


                                                                 August 7, 2003

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549

Adirondack Pure Springs Mt. Water Co., Inc. - Registration Statement on Form S-8
--------------------------------------------------------------------------------

Gentlemen:

     I have been requested by Adirondack  Pure Springs Mt. Water Co., Inc, a New
York  corporation  (the  "Company"),  to  furnish  you with my opinion as to the
matters   hereinafter   set  forth  in  connection   with  the   above-captioned
registration  statement (the "Registration  Statement") covering an aggregate of
3,110,000 shares (the "Shares") of the Company's common stock, offered on behalf
of the Company in connection with: Consulting Agreements between the Company and
each of John R. Harrington,  Jr.; John Lerner, Esq., Frank J. Hariton,  Esq. and
John Markent and The  Adirondack  Pure Springs Mt.  Water Co.,  Inc.  1998 Stock
Option Plan (the "Plans").

     In connection with this opinion, I have examined the Registration Statement
and the Company's  Certificate of Incorporation  and By-laws (each as amended to
date), the Plans, copies of the records of corporate proceedings of the Company,
and such other  documents as I have deemed  necessary to enable me to render the
opinion hereinafter expressed.

     Based  upon and  subject to the  foregoing,  I am of the  opinion  that the
Shares, when issued in accordance with the Plans, will be legally issued,  fully
paid and non-assessable.

     I render  no  opinion  as to the laws of any  jurisdiction  other  than the
internal  laws of the State of New  York.  I hereby  consent  to the use of this
opinion as an exhibit to the  Registration  Statement and to the reference to my
name under the caption "Legal Opinions" in the Registration Statement and in the
prospectus  included in the  Registration  Statement.  I confirm that, as of the
date hereof, I own the number of shares and derivative securities of the Company
set forth in the  Registration  Statement under the heading  "Interests of Named
Experts and Counsel".

                                                       Very truly yours,
                                                       /s/ Frank J. Hariton
                                                        Frank J. Hariton





                                                                   EXHIBIT 23.01

                                BLOOM & CO., LLP
                          50 Clinton Street - Suite 502
                            Hempstead, New York 11550

Consent of Independent Certified Public Accountant

As  independent  public  accountants  we hereby consent to all references to the
firm under the headings " Experts" and the  incorporation  of our report,  dated
June 13, 2003, in this  Registration  Statement  (Form S-8) of  Adirondack  Pure
Springs Mt. Water Co., Inc.



/s/ Bloom & Co., LLP.

August 7, 2003



                                                                   EXHIBIT 23.02



                              ERIC BOLIN CPA, P.C.
                         6110 EXECUTIVE BLVD. SUITE 232
                               ROCKVILLE, MD 20852


Consent of Independent Certified Public Accountant



     As independent public accountant, I hereby consent to all references to the
firm under the headings  "Experts" and the incorporation of my report dated, May
14, 2002, in this  Registration  Statement (Form S-8) of Adirondack Pure Springs
Mt. Water Co., Inc.



/s/Eric Bolin CPA, P.C.



August 7, 2003

                                                                   EXHIBIT 99.01

                   ADIRONDACK PURE SPRINGS MT. WATER CO., INC.
                   100 Quentin Roosevelt Boulevard - Suite 404
                              Garden City, NY 11530

August 4, 2003

Mr. John R. Harrington, Jr.
311 South Wacker Drive - Suite 4550
Chicago, IL 60606

Dear Mr. Harrington:

     We acknowledge that you have and will continue to perform valuable services
for us as a consultant  in the areas of general  business  consulting  award you
500,000 shares in recognition of your  assistance to Adirondack Pure Springs Mt.
Water Co., Inc.

     We will make every  effort to promptly  register the shares being issued to
you on a prompt basis.

Very truly yours,
Adirondack Pure Springs Mt. Water Co., Inc.

By:   /s/ David Sackler, President
      David Sackler, President


                                                                   EXHIBIT 99.02


                   ADIRONDACK PURE SPRINGS MT. WATER CO., INC.
                   100 Quentin Roosevelt Boulevard - Suite 404
                              Garden City, NY 11530

August 4, 2003

John Lerner, Esq.
541 Lindener Place
Hempstead, NY 11552

Dear Mr. Lerner:

     We acknowledge that you have and will continue to perform valuable services
for us as a consultant in the general corporate legal services area and that you
have continued to work for us even at times when we could not regularly pay you.
In consideration of your loyal service, we award you 50,000 shares of our common
stock.

     We will make every  effort to promptly  register the shares being issued to
you on a prompt basis.

Very truly yours,
Adirondack Pure Springs Mt. Water Co., Inc.

By:      /s/ David Sackler, President
         ----------------------------
         David Sackler, President






                                                                   EXHIBIT 99.03

                   ADIRONDACK PURE SPRINGS MT. WATER CO., INC.
                   100 Quentin Roosevelt Boulevard - Suite 404
                              Garden City, NY 11530

August 4, 2003

Frank J. Hariton, Esq.
1065 Dobbs Ferry Road
White Plains, NY 10607

Dear Mr. Hariton:

     We acknowledge that you have and will continue to perform valuable services
for us as a consultant in the securities regulation legal services area and that
you have  continued to work for us even at times when we could not regularly pay
you. In consideration  of your loyal service,  we award you 60,000 shares of our
common stock.

     We will make every  effort to promptly  register the shares being issued to
you on a prompt basis.

Very truly yours,
Adirondack Pure Springs Mt. Water Co., Inc.

By:      /s/ David Sackler, President
         David Sackler, President


                                                                   EXHIBIT 99.04
                              CONSULTING AGREEMENT

     This  CONSULTING  AGREEMENT  made as of June 3, 2003,  by and between  John
Merkent, an individual with an address of 281 Smith Road,  Shirley,  N.Y. 11967,
(hereinafter  referred to as "Consultant") and Adirondack Pure Springs Mt. Water
Co.,  Inc.,  a New  York  corporation  with  offices  at 100  Quentin  Roosevelt
Boulevard,  Suite 404, Garden City, New York 11530  (hereinafter  referred to as
the "Company").

     WHEREAS,  the  Company  desires to obtain the  benefit of the  services  of
Consultant  to provide  the  services  hereinafter  set forth  during a two year
period  commencing  June  3,  2003  and  ending  June  2,  2005  at the  rate of
compensation set forth herein; and

     WHEREAS, the Consultant desires to render such services to the Company;

     NOW,  THEREFORE,  in  consideration  of the mutual covenants and conditions
herein contained and the acts herein described, it is agreed between the parties
as follows:

     1. The Company hereby engages and retains  Consultant and Consultant hereby
agrees to render  services  and advice to the  Company for a two (2) year period
commencing June 3, 2003 and ending June 2, 2005

     2. The services to be rendered by Consultant shall consist of giving advice
and opinions to the Company concerning but not limited to marketing, consulting,
strategic planning, corporate organization and structure, expansion of services,
acquisitions and business opportunities, and shall review and advise the Company
regarding  its  overall  progress,  needs and  condition.  Consultant  agrees to
provide on a timely basis the following  enumerated services plus any additional
services contemplated thereby:

     a) The  implementation of short-range and long-term  strategic  planning to
fully enhance the Company's products and services;

     b) The  implementation  of a  marketing  program to enable  the  Company to
broaden the markets  for its  services  and promote the image of the Company and
its products and services;

     Consultant has represented to the Company that the services for which these
shares  are  being  issued  are not in  connection  with  any  offer  or sale of
securities in a capital  raising  transaction..  Consultant  shall have the sole
discretion as to the form, manner, and place in which said advice shall be given
and the amount of time to be devoted to serve under this Agreement.  The Company
will rely on the consultant to work as many hours as may be reasonably necessary
to fulfill  Consultant's  obligations  under this Agreement.  Except as provided
hereinafter,  an  oral  opinion  by the  Consultant  to  the  Company  shall  be
considered  sufficient  compliance  with  the  requirements  of this  paragraph.
Consultant  shall  devote  to the  Company  such  time as  necessary,  and  when
reasonably  requested  by the  Company,  and  shall  not by  this  agreement  be
prevented or barred from rendering  services of the same or similar  nature,  as
herein  described,  or  services  of any nature  whatsoever  for or on behalf of
persons,  firms, or corporations  outside of the beverage  business and beverage
industry, other than the Company. The Company recognizes the Consultant provides
services to other  clients  that are not in the beverage  industry.  The Company
acknowledges that it has already received  substantial  advice and services from
the Consultant.

     3. The Company shall compensate the Consultant as follows:

          (i) The payment of an annual fee $75,000.00 or one initial  payment of
     1,000,000  shares of free  trading  common stock to be  registered  under a
     Registration Statement on Form S-8 or any other available form.

          (ii)  The  Consultant  shall  pay  all  "out-of-pocket"   expenses  in
     connection  with  the  services  rendered  and  shall  not be  entitled  to
     reimbursement  from  the  Company,  including  all  travel  and  associated
     expenses

     4. The Company will not provide support  services,  including  office space
and secretarial services, for the benefit of the Consultant.

     5. The Consultant and the Company recognize that the Consultant's  Services
will include working on various  projects for the Company.  The Consultant shall
obtain the approval of the Company prior to the commencement of a new project.

     6. It is  understood by the parties that the  Consultant is an  independent
contractor  with respect to the Company,  and not an employee.  The Company will
not provide fringe benefits, including health insurance benefits, paid vacation,
or any other employee benefit, for the benefit of the Consultant.

     7. The  Company  recognizes  that  the  Consultant  has and  will  have the
following information:

  7 trade secrets

  8 contact information

and  other  proprietary  information  (collectively,  "Information")  which  are
valuable, special and unique assets of the Company and need to be protected from
improper disclosure. In consideration for the disclosure of the information, the
Consultant  agrees  that the  Consultant  will not at any time or in any manner,
either  directly or indirectly,  use any Information  for the  Consultant's  own
benefit, or divulge,  disclose,  or communicate in any manner any Information to
any third party without the prior written consent of the Company. The Consultant
will protect the Information and treat it as strictly confidential.  A violation
of this paragraph shall be a material violation of this Agreement.

     8. The  confidentiality  provisions of this Agreement  shall remain in full
force and effect after the termination of this Agreement.

     9. Upon  termination of this  Agreement,  The consultant  shall deliver all
records, notes, data, memoranda, models, and equipment of any nature that are in
Consultant's possession or under Consultant's control and that are the Company's
property or relate to the Company's business.

     10. All notices  required or  permitted  under this  Agreement  shall be in
writing and shall be deemed  delivered  when delivered in person or deposited in
the United States mail, postage prepaid, addressed as follows:

      IF for the Company:

               Adirondack Pure Springs Mountain Water Co. Inc.
               Attn.: David Sackler, CEO/President
               100 Quentin Roosevelt Blvd. -  Suite 404
               Garden City, New York 11530

      IF for the Consultant:

               John Merkent
               281 Smith Road
               Shirley, N.Y. 11967

     Such  address may be changed from time to time by either party by providing
     written notice to the other in the manner set forth above.

     11. This instrument contains the entire agreement of the parties. There are
no representations or warranties other than as contained herein, and there shall
not be any  liability  to  Consultant  for any  service  rendered to the Company
pursuant to this  agreement.  No waiver or  modification  hereof  shall be valid
unless executed in writing with the same  formalities as this Agreement.  Waiver
of the breach of any term or condition of this  Agreement  shall not be deemed a
waiver of any other subsequent breach, whether of like or of a different nature.

     12.  Consultant  acknowledges  that the  services  for  which  he  receives
compensation  under the terms of this  agreement are not in connection  with any
offer or sale of the Companies securities in a capital raising transaction.

     13. This agreement shall be construed according to the laws of State of New
York as they are applied to  agreements  executed and to be  performed  entirely
within such State and shall be binding  upon the hereto,  their  successors  and
assigns.

IN WITNESS  WHEREOF,  the parties hereto have caused these presents to be signed
and their  respective  seals to be hereunto affixed the day and year first above
written.

/s/ John Merkent
---------------
John Merkent

Adirondack Pure Springs Mountain Water Co., Inc.
By  /s/ David Sackler
   ------------------
David Sackler, President, CEO
[{"type": "S-8", "sequence": "1", "filename": "s8.txt", "secsgml_size_bytes": 36258}]
{"company-data": {"conformed-name": "ADIRONDACK PURE SPRINGS MT WATER CO INC", "cik": "0001074075", "assigned-sic": "5140", "irs-number": "113377469", "state-of-incorporation": "NY", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-107740", "film-number": "03829031"}, "business-address": {"street1": "125 MICHAEL DR", "street2": "SUITE 101", "city": "SYOSSET", "state": "NY", "zip": "11791", "phone": "5169217288"}, "mail-address": {"street1": "125 MICHAEL DRIVE", "street2": "SUITE 101", "city": "SYOSSET", "state": "NY", "zip": "11791"}}
As filed with the Securities and Exchange Commission on August 7, 2003
                                                          Registration  No. 333-

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

                   ADIRONDACK PURE SPRINGS MT. WATER CO., INC.
             (Exact name of Registrant as specified in its charter)

         New York                                            11-3377469
(State or other jurisdiction                              (I.R.S. employer
of incorporation or organization)                         identification no.)

100 Quentin  Roosevelt  Boulevard,  Garden City, NY            11530
(Address of principal executive offices)                    (Zip Code)

     Consulting Agreement between the Registrant and John R. Harrington, Jr.
        Consulting Agreement between the Registrant and John Lerner, Esq.
     Consulting Agreement between the Registrant and Frank J. Hariton, Esq.
          Consulting Agreement between the Registrant and John Merkent
       Adirondack Pure Springs Mt. Water Co., Inc. 1998 Stock Option Plan
                            (Full title of the plans)

                          Mr. David Sackler, President
                   100 Quentin Roosevelt Boulevard - Suite 404
                              Garden City, NY 11530
                     (Name and address of agent for service)

                                 (516) 222-0100
           Telephone number, including area code, of agent for service
                                    Copy to:
                             Frank J. Hariton, Esq.
                              1065 Dobbs Ferry Road
                          White Plains, New York 10607
                                 (914) 674-4373

                         CALCULATION OF REGISTRATION FEE

  Title of                        Proposed          Proposed         Amount of
Securities to    Amount to       Maximum Price   Maximum Aggregate  Registration
be registered    Registered      Per Share        Offering Price        Fee
=============    ==========     ==============   =================  ============
Common Stock,    3,110,000         $0.22             $684,200          $55.35
 par value
 $.01 per
  share
=============    ===========    ===============  ================= =============

* Calculated pursuant to Rule 457. Average of the closing bid and asked price on
August  4,  2003  ($.22) is  assumed  to be the fair  value of the stock for the
1,500,000  shares  subject to the Stock option plan and all  agreements  fort he
issuance of stock.

** Calculated pursuant to Rule 457(h).

INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3. Incorporation of Documents by Reference.

     The following  documents filed with the Securities and Exchange  Commission
are incorporated herein by reference:

     (a) Adirondack Pure Springs Mt. Water Co.,  Inc.'s (the  "Company")  Annual
Report on Form 10-KSB for the year ended  February 28, 2003,  filed  pursuant to
Section 13(a) or 15(d) of the  Securities  Exchange Act of 1934, as amended (the
"Exchange  Act");  Quarterly Report on Form 10-QSB for the quarter ended May 31,
2003 filed  pursuant to Section  13(a) or 15(d) of the Exchange Act; and Current
Report on Form 8-K filed March 11, 2003, as amended May 16, 2003 filed  pursuant
to Section 13(a) or 15(d) of the Exchange Act.

     (b) All other  reports  filed  pursuant  to  Section  13(a) or 15(d) of the
Exchange Act since the end of the fiscal year  covered by the document  referred
to in (a) above.

     All documents subsequently filed by the Company pursuant to Sections 13(a),
13(c), 14 and 15(d) of the Exchange Act prior to the filing of a  post-effective
amendment  indicating  that all  securities  offered  hereby  have  been sold or
de-registering  all  such  securities  then  unsold,   shall  be  deemed  to  be
incorporated  by reference  into this  registration  statement  and to be a part
hereof from the date of filing of such documents.

Item 4. Description of Securities.

        Not  Applicable.

Item 5. Interests of Named Experts and Counsel.

      Frank J. Hariton, Esq. owns: 119,193 shares of the Company's common stock.

Item 6. Indemnification of Directors and Officers.

     Section 721 of the New York  Business  Corporation  Law  provides  that the
indemnification  and  advancement  of expenses of directors  and officers may be
provided by the  certificate of  incorporation  or by-laws of a corporation,  or
when authorized by the certificate of incorporation or by-laws,  a resolution of
shareholders,   a  resolution  of  directors  or  an  agreement   providing  for
indemnification  (except in cases where a judgment  or other final  adjudication
establishes  that such acts were  committed  in bad faith or were the  result of
active or  deliberate  dishonesty  and were  material  to the cause of action so
adjudicated  or that a person  personally  gained in fact a financial  profit or
other advantage to which he was not legally entitled).

     Section  722 of the New  York  Business  Corporation  Law  provides  that a
corporation  may indemnify any person made, or threatened to be made, a party of
an action or proceeding  other than one by or in the right of the corporation to
procure a judgment in its favor, whether civil or criminal,  including an action
by or in the right of any other corporation,  partnership, joint venture, trust,
employee  benefit  plan or other  entity  which any  director  or officer of the
corporation served in any capacity at the request of the corporation,  by reason
of the fact that he was a director or officer of the  corporation or served such
other corporation,  partnership,  joint venture, trust, employee benefit plan or
other entity in any other capacity,  against judgments,  fines,  amounts paid in
settlement  and reasonable  expenses if such director or officer acted,  in good
faith,  for a purpose which he  reasonably  believed to be in, or in the case of
service for any other corporation,  partnership,  joint venture, trust, employee
benefit  plan or other  enterprise,  not opposed to, the best  interests  of the
corporation and, in criminal acts or proceedings, in addition, had no reasonable
cause to believe that his conduct was unlawful.

     Section  722 of the New York  Business  Corporation  Law also states that a
corporation  may indemnify any person made, or threatened to be made, a party to
an action by or in the right of the  corporation  to procure a  judgment  in its
favor by reason  of the fact  that he is or was a  director  or  officer  of the
corporation  or  any  other  corporation,  partnership,  joint  venture,  trust,
employee benefit plan or other entity at the request of the corporation, against
amounts paid in settlement  and  reasonable  expenses  actually and  necessarily
incurred by him in connection with the defense or settlement of such action,  or
in connection  with an appeal therein if such director or officer acted, in good
faith,  for a purpose which he  reasonably  believed to be in, or in the case of
service for any other corporation,  partnership, joint venture, employee benefit
plan or other  entity,  not opposed to, the best  interests of the  corporation,
except  that no  indemnification  shall be made in  respect to a  threatened  or
pending action which is settled or otherwise disposed of, or any claim, issue or
matter as to which  such  person  shall have been  adjudged  to be liable to the
corporation,  unless the court  determines  the person is fairly and  reasonably
entitled to indemnity for such portion of the settlement  amount and expenses as
the court deems proper.

     Section  726 of the New  York  Business  Corporation  Law  provides  that a
corporation  shall  have the  power  to  purchase  and  maintain  insurance  for
indemnification of directors and officers. However, no insurance may provide for
any  payment,  other than cost of  defense,  to or on behalf of any  director or
officer for a judgment or a final  adjudication  adverse to the insured director
or officer if (i) a judgment or other final  adjudication  establishes  that his
acts of active and  deliberate  dishonesty  were material to the cause of action
adjudicated or that he personally  gained a financial  profit or other advantage
to which he was not legally  entitled or (ii) if prohibited  under the insurance
law of New York.

     Section  724 of  the  New  York  Business  Corporation  Law  provides  that
indemnification  shall be  awarded  by a court to the  extent  authorized  under
Sections   722  and  723  (a)  of  the  New  York   Business   Corporation   Law
notwithstanding  the failure of a corporation  to provide  indemnification,  and
despite any contrary resolution of the board or of the shareholders.

     The By-Laws of the Registrant provide for indemnification as follows:

          The  corporation  shall indemnify any person made, or threatened to be
     made,  a party  to an  action  other  than  one by or in the  right  of the
     corporation  to procure a judgment  in its favor by reason of the fact that
     he or his  testator  or  intestate  is or was a director  or officer of the
     corporation,  or is or was serving at the request of the  corporation  as a
     director or officer of any other corporation of any type or kind,  domestic
     or foreign, of any partnership, joint venture, trust, employee benefit plan
     or other  enterprise,  against  amounts paid in settlement  and  reasonable
     expenses,  including attorneys fees,  actually and necessarily  incurred by
     him in  connection  with the defense or  settlement  of such action,  or in
     connection  with an appeal  therein if such director or officer  acted,  in
     good faith, for a purpose which he reasonably believed to be in, or, in the
     case of  service  for  any  other  corporation  or any  partnership,  joint
     venture, trust, employee benefit plan or other enterprise,  not opposed to,
     the best interests of the corporation, except that no indemnification under
     this  paragraph  shall be made in respect of (1)  threatened  action,  or a
     pending action which is settled or otherwise  disposed of, or (2) any claim
     issue or matter as to which  such  person  shall have been  adjudged  to be
     liable to the corporation,  unless and only to the extent that the court on
     which the action was brought,  or, if no action was  brought,  any court of
     competent  jurisdiction,  determines upon application  that, in view of all
     the circumstances of the case, the person is fairly and reasonably entitled
     to indemnity for such portion of the settlement  amount and expenses as the
     court deems proper.  The  corporation  shall  indemnify any person made, or
     threatened to be made, a party to an action or proceeding other than one by
     or in the right of the  corporation  to  procure a  judgment  in its favor,
     whether  civil or  criminal,  including an action by or in the right of any
     other  corporation  of any  type  or  kind,  domestic  or  foreign,  or any
     partnership,   joint  venture,   trust,  employee  benefit  plan  or  other
     enterprise which any director, or officer, of the corporation served in any
     capacity at the request of the  corporation,  by reason of the fact that he
     or his  testator  or  intestate  is or was a  director  or  officer  of the
     corporation,  or served such other corporation,  or any partnership,  joint
     venture,  trust, employee benefit plan or other enterprise in any capacity,
     against  judgments,  fines,  amounts  paid  in  settlement  and  reasonable
     expenses, including attorneys' fees, actually and necessarily incurred as a
     result  of such  action  or  proceeding,  or any  appeal  therein,  if such
     director or officer acted, in good faith, for a purpose which he reasonably
     believed to be in, or, in the case of service for any other  corporation or
     any  partnership,  joint  venture,  trust,  employee  benefit plan or other
     enterprise,  not opposed to, the best interests of the corporation  and, in
     criminal  actions or proceedings,  in addition,  had no reasonable cause to
     believe   that  his  conduct  was   unlawful.   The   foregoing   right  of
     indemnification  shall not be  exclusive of other rights to which he may be
     entitled as set forth in the Business Corporation Law.

     The Certificate of  Incorporation of the Registrant,  as amended,  provides
for indemnification as follows:

          The personal  liability of the  directors  to the  Corporation  or its
     shareholders  for damages for any breach of duty in such capacity is hereby
     eliminated,   provided,  however,  that,  if  a  judgment  or  other  final
     adjudication  adverse to such director establishes that such directors acts
     or  omissions  were in bad faith or involved  intentional  misconduct  or a
     knowing violation of law, or that such director in fact personally gained a
     financial  profit or other advantage to which such director was not legally
     entitled,  or that such directors acts violate  Section 719 of the Business
     Corporate Law, the elimination of personal liability shall not apply

     The  Company  maintains  insurance  for the  benefit of its  directors  and
officers and the  directors  and  officers of its  subsidiaries,  insuring  such
persons against certain  liabilities,  including  liabilities  arising under the
securities laws.

     Insofar as indemnification for liabilities arising under the Securities Act
of 1933,  may be permitted to  directors,  officers or persons  controlling  the
Company  pursuant to the  foregoing  provisions,  the Company has been  informed
that,  in  the  opinion  of  the  Securities  and  Exchange   Commission,   such
indemnification  is against  public policy as expressed in the Securities Act of
1933 and is therefore unenforceable.  Furthermore, the Company has given certain
undertakings   with  respect  to   indemnification   in  connection   with  this
Registration Statement.

Item 7. Exemption from Registration Claimed.

     No "restricted securities," as defined in the instructions to Form S-8, are
being offered hereby.

Item 8.  Exhibits.

4.l  - Certificate of Incorporation of Registrant.  Incorporated by reference to
     Exhibit 2.1 to the  Company's  Registration  Statement  on Form  10-SB,  as
     amended September 7, 2000 (the "Form 10-SB").

4.2  -  Certificate  of Amendment to the  Certificate  of  Incorporation,  dated
     October 9,  1998.  Incorporated  by  reference  to Exhibit  2.2 to the Form
     10-SB.

4.3- By-laws of Registrant. Incorporated by reference to Exhibit 2.3 to the Form
     10-SB.

4.4  - Specimen Stock  Certificate.  Incorporated by reference to Exhibit 4.4 to
     the  Registration  Statement on Form S-8 filed by the Registrant in January
     2001.

5.1  - Opinion of Frank J. Hariton, Esq.

23.01 - Consent of Frank J. Hariton, Esq. (included in Exhibit 5.01).

23.02 - Consent of Bloom & Co, LLP.

23.02 - Consent of Eric Bolin, C.P.A., P.C.

24.01 - Power of Attorney (contained on signature page)

10.1 -  Adirondack  Pure  Springs Mt.  Water Co.,  Inc.  1998 Stock  Option Plan
     Incorporated by reference to Exhibit 3.1 to the  Registrant's  Registration
     Statement on Form 10-SB.

99.01- Consulting Agreement, dated as of January 2, 2003, between the Registrant
     and John R. Harrington, Jr.

99.02- Consulting Agreement, dated as of January 2, 2003, between the Registrant
     and John Lerner, Esq.

99.03-Consulting Agreement,  dated as of January 2, 2003, between the Registrant
     and Frank J. Hariton, Esq.

Undertakings.
         (a) The undersigned Company hereby undertakes:

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

     (2) That, for the purpose of determining any liability under the Securities
Act of 1933,  each  such  post-effective  amendment  shall be deemed to be a new
Registration  Statement  relating to the  securities  offered  therein,  and the
offering of such  securities at that time shall be deemed to be the initial bona
fide offering thereof.

     (3) To remove from registration by means of a post- effective amendment any
of the securities being registered which remain unsold at the termination of the
offering.

     (b) 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  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 Securities Act
of 1933 may be permitted to directors,  officers, and controlling persons of the
Company pursuant to the foregoing provisions, or otherwise, the Company has been
advised  that in the opinion of the  Securities  and  Exchange  Commission  such
indemnification  is  against  public  policy  as  expressed  in the  Act and is,
therefore,  unenforceable. In the event that a claim for indemnification against
such liabilities (other than payment by the Company of expenses paid or incurred
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 Act and will be governed by the final adjudication of
such issue.

                                   SIGNATURES

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

                                    ADIRONDACK PURE SPRINGS MT. WATER CO., INC.

                                    By: /s/ David Sackler
                                    David Sackler, President

                                POWER OF ATTORNEY

     KNOW ALL  PERSONS  BY THESE  PRESENTS,  that each  person  whose  signature
appears  below  constitutes  and  appoints  David  Sackler,  his true and lawful
attorney-in-fact  and agent, with full power of substitution and resubstitution,
for him and in his name, place and stead, in any and all capacities, to sign any
or all amendments  (including  post-effective  amendments) to this  Registration
Statement,  and to file the same, with all exhibits thereto, and other documents
in connection therewith,  with the Securities and Exchange Commission,  granting
unto said attorney-in-fact and agent, full power and authority to do and perform
each and every act and thing requisite and necessary to be done in and about the
premises,  as  fully  to all  intents  and  purposes  as he might or could do in
person, hereby ratifying and confirming all that said attorney-in-fact and agent
or any of them or  their  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  by  the  following  persons  in  the
capacities and on the dates indicated:

                 Director, Chief Executive Officer and President
                        (Principal Executive, Accounting,
                     and Financial Officer)and Plan Trustee

 /s/ David Sackler                                             August 7, 2003
--------------------
 David Sackler

                             Director and Plan Trustee        August ___, 2003
---------------------
David Miller

 /s/ Ronald Berk             Director and Plan Trustee        August 7, 2003
---------------------
 Ronald Berk

/s/ Nick Namit               Director and Plan Trustee       August 7, 2003
---------------------
 Nick Namit

                                                                    EXHIBIT 5.01

FRANK J. HARITON, ATTORNEY AT LAW

1065 Dobbs Ferry Road, White Plains, New York 10607 TEL (914) 674-4373 FAX (914)
693-2963

                                                                 August 7, 2003

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549

Adirondack Pure Springs Mt. Water Co., Inc. - Registration Statement on Form S-8
--------------------------------------------------------------------------------

Gentlemen:

     I have been requested by Adirondack  Pure Springs Mt. Water Co., Inc, a New
York  corporation  (the  "Company"),  to  furnish  you with my opinion as to the
matters   hereinafter   set  forth  in  connection   with  the   above-captioned
registration  statement (the "Registration  Statement") covering an aggregate of
3,110,000 shares (the "Shares") of the Company's common stock, offered on behalf
of the Company in connection with: Consulting Agreements between the Company and
each of John R. Harrington,  Jr.; John Lerner, Esq., Frank J. Hariton,  Esq. and
John Markent and The  Adirondack  Pure Springs Mt.  Water Co.,  Inc.  1998 Stock
Option Plan (the "Plans").

     In connection with this opinion, I have examined the Registration Statement
and the Company's  Certificate of Incorporation  and By-laws (each as amended to
date), the Plans, copies of the records of corporate proceedings of the Company,
and such other  documents as I have deemed  necessary to enable me to render the
opinion hereinafter expressed.

     Based  upon and  subject to the  foregoing,  I am of the  opinion  that the
Shares, when issued in accordance with the Plans, will be legally issued,  fully
paid and non-assessable.

     I render  no  opinion  as to the laws of any  jurisdiction  other  than the
internal  laws of the State of New  York.  I hereby  consent  to the use of this
opinion as an exhibit to the  Registration  Statement and to the reference to my
name under the caption "Legal Opinions" in the Registration Statement and in the
prospectus  included in the  Registration  Statement.  I confirm that, as of the
date hereof, I own the number of shares and derivative securities of the Company
set forth in the  Registration  Statement under the heading  "Interests of Named
Experts and Counsel".

                                                       Very truly yours,
                                                       /s/ Frank J. Hariton
                                                        Frank J. Hariton

                                                                   EXHIBIT 23.01

                                BLOOM & CO., LLP
                          50 Clinton Street - Suite 502
                            Hempstead, New York 11550

Consent of Independent Certified Public Accountant

As  independent  public  accountants  we hereby consent to all references to the
firm under the headings " Experts" and the  incorporation  of our report,  dated
June 13, 2003, in this  Registration  Statement  (Form S-8) of  Adirondack  Pure
Springs Mt. Water Co., Inc.

/s/ Bloom & Co., LLP.

August 7, 2003

                                                                   EXHIBIT 23.02

                              ERIC BOLIN CPA, P.C.
                         6110 EXECUTIVE BLVD. SUITE 232
                               ROCKVILLE, MD 20852

Consent of Independent Certified Public Accountant

     As independent public accountant, I hereby consent to all references to the
firm under the headings  "Experts" and the incorporation of my report dated, May
14, 2002, in this  Registration  Statement (Form S-8) of Adirondack Pure Springs
Mt. Water Co., Inc.

/s/Eric Bolin CPA, P.C.

August 7, 2003

                                                                   EXHIBIT 99.01

                   ADIRONDACK PURE SPRINGS MT. WATER CO., INC.
                   100 Quentin Roosevelt Boulevard - Suite 404
                              Garden City, NY 11530

August 4, 2003

Mr. John R. Harrington, Jr.
311 South Wacker Drive - Suite 4550
Chicago, IL 60606

Dear Mr. Harrington:

     We acknowledge that you have and will continue to perform valuable services
for us as a consultant  in the areas of general  business  consulting  award you
500,000 shares in recognition of your  assistance to Adirondack Pure Springs Mt.
Water Co., Inc.

     We will make every  effort to promptly  register the shares being issued to
you on a prompt basis.

Very truly yours,
Adirondack Pure Springs Mt. Water Co., Inc.

By:   /s/ David Sackler, President
      David Sackler, President

                                                                   EXHIBIT 99.02

                   ADIRONDACK PURE SPRINGS MT. WATER CO., INC.
                   100 Quentin Roosevelt Boulevard - Suite 404
                              Garden City, NY 11530

August 4, 2003

John Lerner, Esq.
541 Lindener Place
Hempstead, NY 11552

Dear Mr. Lerner:

     We acknowledge that you have and will continue to perform valuable services
for us as a consultant in the general corporate legal services area and that you
have continued to work for us even at times when we could not regularly pay you.
In consideration of your loyal service, we award you 50,000 shares of our common
stock.

     We will make every  effort to promptly  register the shares being issued to
you on a prompt basis.

Very truly yours,
Adirondack Pure Springs Mt. Water Co., Inc.

By:      /s/ David Sackler, President
         ----------------------------
         David Sackler, President

                                                                   EXHIBIT 99.03

                   ADIRONDACK PURE SPRINGS MT. WATER CO., INC.
                   100 Quentin Roosevelt Boulevard - Suite 404
                              Garden City, NY 11530

August 4, 2003

Frank J. Hariton, Esq.
1065 Dobbs Ferry Road
White Plains, NY 10607

Dear Mr. Hariton:

     We acknowledge that you have and will continue to perform valuable services
for us as a consultant in the securities regulation legal services area and that
you have  continued to work for us even at times when we could not regularly pay
you. In consideration  of your loyal service,  we award you 60,000 shares of our
common stock.

     We will make every  effort to promptly  register the shares being issued to
you on a prompt basis.

Very truly yours,
Adirondack Pure Springs Mt. Water Co., Inc.

By:      /s/ David Sackler, President
         David Sackler, President

                                                                   EXHIBIT 99.04
                              CONSULTING AGREEMENT

     This  CONSULTING  AGREEMENT  made as of June 3, 2003,  by and between  John
Merkent, an individual with an address of 281 Smith Road,  Shirley,  N.Y. 11967,
(hereinafter  referred to as "Consultant") and Adirondack Pure Springs Mt. Water
Co.,  Inc.,  a New  York  corporation  with  offices  at 100  Quentin  Roosevelt
Boulevard,  Suite 404, Garden City, New York 11530  (hereinafter  referred to as
the "Company").

     WHEREAS,  the  Company  desires to obtain the  benefit of the  services  of
Consultant  to provide  the  services  hereinafter  set forth  during a two year
period  commencing  June  3,  2003  and  ending  June  2,  2005  at the  rate of
compensation set forth herein; and

     WHEREAS, the Consultant desires to render such services to the Company;

     NOW,  THEREFORE,  in  consideration  of the mutual covenants and conditions
herein contained and the acts herein described, it is agreed between the parties
as follows:

     1. The Company hereby engages and retains  Consultant and Consultant hereby
agrees to render  services  and advice to the  Company for a two (2) year period
commencing June 3, 2003 and ending June 2, 2005

     2. The services to be rendered by Consultant shall consist of giving advice
and opinions to the Company concerning but not limited to marketing, consulting,
strategic planning, corporate organization and structure, expansion of services,
acquisitions and business opportunities, and shall review and advise the Company
regarding  its  overall  progress,  needs and  condition.  Consultant  agrees to
provide on a timely basis the following  enumerated services plus any additional
services contemplated thereby:

     a) The  implementation of short-range and long-term  strategic  planning to
fully enhance the Company's products and services;

     b) The  implementation  of a  marketing  program to enable  the  Company to
broaden the markets  for its  services  and promote the image of the Company and
its products and services;

     Consultant has represented to the Company that the services for which these
shares  are  being  issued  are not in  connection  with  any  offer  or sale of
securities in a capital  raising  transaction..  Consultant  shall have the sole
discretion as to the form, manner, and place in which said advice shall be given
and the amount of time to be devoted to serve under this Agreement.  The Company
will rely on the consultant to work as many hours as may be reasonably necessary
to fulfill  Consultant's  obligations  under this Agreement.  Except as provided
hereinafter,  an  oral  opinion  by the  Consultant  to  the  Company  shall  be
considered  sufficient  compliance  with  the  requirements  of this  paragraph.
Consultant  shall  devote  to the  Company  such  time as  necessary,  and  when
reasonably  requested  by the  Company,  and  shall  not by  this  agreement  be
prevented or barred from rendering  services of the same or similar  nature,  as
herein  described,  or  services  of any nature  whatsoever  for or on behalf of
persons,  firms, or corporations  outside of the beverage  business and beverage
industry, other than the Company. The Company recognizes the Consultant provides
services to other  clients  that are not in the beverage  industry.  The Company
acknowledges that it has already received  substantial  advice and services from
the Consultant.

     3. The Company shall compensate the Consultant as follows:

          (i) The payment of an annual fee $75,000.00 or one initial  payment of
     1,000,000  shares of free  trading  common stock to be  registered  under a
     Registration Statement on Form S-8 or any other available form.

          (ii)  The  Consultant  shall  pay  all  "out-of-pocket"   expenses  in
     connection  with  the  services  rendered  and  shall  not be  entitled  to
     reimbursement  from  the  Company,  including  all  travel  and  associated
     expenses

     4. The Company will not provide support  services,  including  office space
and secretarial services, for the benefit of the Consultant.

     5. The Consultant and the Company recognize that the Consultant's  Services
will include working on various  projects for the Company.  The Consultant shall
obtain the approval of the Company prior to the commencement of a new project.

     6. It is  understood by the parties that the  Consultant is an  independent
contractor  with respect to the Company,  and not an employee.  The Company will
not provide fringe benefits, including health insurance benefits, paid vacation,
or any other employee benefit, for the benefit of the Consultant.

     7. The  Company  recognizes  that  the  Consultant  has and  will  have the
following information:

  7 trade secrets

  8 contact information

and  other  proprietary  information  (collectively,  "Information")  which  are
valuable, special and unique assets of the Company and need to be protected from
improper disclosure. In consideration for the disclosure of the information, the
Consultant  agrees  that the  Consultant  will not at any time or in any manner,
either  directly or indirectly,  use any Information  for the  Consultant's  own
benefit, or divulge,  disclose,  or communicate in any manner any Information to
any third party without the prior written consent of the Company. The Consultant
will protect the Information and treat it as strictly confidential.  A violation
of this paragraph shall be a material violation of this Agreement.

     8. The  confidentiality  provisions of this Agreement  shall remain in full
force and effect after the termination of this Agreement.

     9. Upon  termination of this  Agreement,  The consultant  shall deliver all
records, notes, data, memoranda, models, and equipment of any nature that are in
Consultant's possession or under Consultant's control and that are the Company's
property or relate to the Company's business.

     10. All notices  required or  permitted  under this  Agreement  shall be in
writing and shall be deemed  delivered  when delivered in person or deposited in
the United States mail, postage prepaid, addressed as follows:

      IF for the Company:

               Adirondack Pure Springs Mountain Water Co. Inc.
               Attn.: David Sackler, CEO/President
               100 Quentin Roosevelt Blvd. -  Suite 404
               Garden City, New York 11530

      IF for the Consultant:

               John Merkent
               281 Smith Road
               Shirley, N.Y. 11967

     Such  address may be changed from time to time by either party by providing
     written notice to the other in the manner set forth above.

     11. This instrument contains the entire agreement of the parties. There are
no representations or warranties other than as contained herein, and there shall
not be any  liability  to  Consultant  for any  service  rendered to the Company
pursuant to this  agreement.  No waiver or  modification  hereof  shall be valid
unless executed in writing with the same  formalities as this Agreement.  Waiver
of the breach of any term or condition of this  Agreement  shall not be deemed a
waiver of any other subsequent breach, whether of like or of a different nature.

     12.  Consultant  acknowledges  that the  services  for  which  he  receives
compensation  under the terms of this  agreement are not in connection  with any
offer or sale of the Companies securities in a capital raising transaction.

     13. This agreement shall be construed according to the laws of State of New
York as they are applied to  agreements  executed and to be  performed  entirely
within such State and shall be binding  upon the hereto,  their  successors  and
assigns.

IN WITNESS  WHEREOF,  the parties hereto have caused these presents to be signed
and their  respective  seals to be hereunto affixed the day and year first above
written.

/s/ John Merkent
---------------
John Merkent

Adirondack Pure Springs Mountain Water Co., Inc.
By  /s/ David Sackler
   ------------------
David Sackler, President, CEO