As filed with the Securities and Exchange Commission on March 27, 2001

                                                Registration No. 333-___________


                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549
                                    FORM S-8
                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933

                                   TCPI, INC.
             (Exact name of registrant as specified in its charter)

           Florida                                      65-0308922
   (State or other jurisdiction of          (I.R.S. Employer Identification No.)
   incorporation or organization)


3333 SW 15 Street, Pompano Beach, FL                      33069
Address of Principal Executive Offices                  (Zip Code)

                      Non-Qualified Stock Option Agreement
                 and Consulting and Marketing License Agreement
                         entered into with Mark Neuhaus
                            (Full title of the plan)

                              Jay E. Eckhaus, Esq.
                                   TCPI, Inc.
                              3333 S.W. 15th Street
                             Pompano Beach, FL 33069
                     (Name and address of agent for service)

                                  954-979-0400
          (telephone number including area code, of agent for service)


                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
Title of               Amount               Proposed         Proposed maximum           Amount of
securities             to be                maximum          aggregate offering         registration
to be                  registered (2)       offering         price (3)                  fee (3)
registered (1)                              price per
                                            share (3)
-----------------------------------------------------------------------------------------------------
<S>                      <C>                 <C>            <C>                           <C>
Common                 10,000,000           $.0515           $515,000                   $128.75
Stock, $.001
par value

</TABLE>

1)   Represents shares issuable upon the exercise of options granted under the
     Non-Qualified Stock Option Agreement and Consulting and Marketing License
     Agreement entered into with Mark Neuhaus.
2)   This Registration Statement shall also cover any additional shares of
     common stock which become issuable under these agreements by reason of any
     stock dividend, stock split, recapitalization or similar transactions.
3)   For the purpose of calculating the registration fee only. Pursuant to Rule
     457(c) under the Securities Act of 1933, as amended, the proposed maximum
     offering price per share is based on the average of the bid and asked price
     per share of common stock of TCPI, Inc., as reported on the NASD O.T.C.
     Bulletin Board on March 23, 2001.

<PAGE>

           PART I INFORMATION REQUIRED IN THE SECTION 10(A) PROSPECTUS

         The documents containing the information required to be included in
Part I of this Registration Statement will be given or sent to Mark Neuhaus as
specified by Rule 428.

           PART II INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3. Incorporation of Documents by Reference.

The following Documents filed by the Registrant ("the Company") with the
Securities and Exchange Commission are incorporated by reference into this
Registration Statement:

(1) The Company's Annual Report on Form 10-K for the fiscal year ended December
31, 2000.

(2) The description of the Company's Common Stock contained in Amendment No. 4
to the Company's Registration Statement on Form S-1 filed on April 23, 1996 (No.
333-1272), including any report filed for the purpose of updating such
description.

(3) All other documents filed by the Company after the date of this Registration
Statement under Section 13(a), 13(c), 14 and 15(d) of the Securities Exchange
Act of 1934, after the date hereof and prior to the filing of a post-effective
amendment to the Registration Statement which indicates that all securities
offered have been sold or which deregisters all securities then remaining unsold
in the Registration Statement.

Item 4.  Description of Securities.

Not Applicable.

Item 5.  Interest of Named Experts and Counsel.

Not Applicable.

Item 6.  Indemnification of Directors and Officers.

Section 607.0831 of the Florida Business Corporation Act (the "Florida Business
Act") provides that a director is not personally liable for monetary damages to
the corporation or any person for any statement, vote, decision or failure to
act regarding corporate management or policy by a director, unless: (a) the
director breached or failed to perform his duties as a director; and (b) the
director's breach of, or failure to perform, those duties constitutes: (i) a
violation of criminal law, unless the director had reasonable cause to believe
his conduct was lawful or had no reasonable cause to believe his conduct was
unlawful; (ii) a transaction from which the director derived an improper
personal benefit, either directly or indirectly; (iii) a circumstance under
which the director is liable for an improper distribution under Section 607.0834
of the Florida Business Act are applicable; (iv) in a proceeding by or in the
right of the corporation to procure a judgment in its favor or by or in the
right of a shareholder, conscious disregard for the best interest of the
corporation, or willful misconduct; or (v) in a proceeding by or in the right of
someone other than the corporation or a shareholder, recklessness or an act or
omission which was committed in bad faith or with malicious purpose or in a
manner exhibiting wanton and willful disregard of human rights, safety or
property.

Section 607.0850 of the Florida Business Act provides that a corporation shall
have the power to indemnify any person who was or is a party to any proceeding
(other than an action by, or in the right of, the corporation), by reason of the
fact that he is or was a director, officer or employee or agent of the
corporation or is or was serving at the request of the Corporation as a
director, officer, employee, or agent of another corporation, partnership, joint
venture, trust, or other enterprise against liability incurred in connection
with such proceeding, including any appeal thereof, if he acted in good faith
and in a manner he reasonably believed to be in, or not opposed to, the best
interests of the corporation and, with respect to any criminal action or
proceeding, had no reasonable cause to believe his conduct was unlawful. Section
607.0850 also provides that a corporation shall have the power to indemnify any
person, who was or is a party to any proceeding 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, officer, employee or agent of the corporation or is or was
serving at the request of the Corporation as a director, officer, employee, or
agent of another

                                       2
<PAGE>

corporation, partnership, joint venture, trust, or other enterprise against
expenses and amounts paid in settlement not exceeding, in the judgment of the
board of directors, the estimated expense of litigating the proceeding to
conclusion, actually and reasonably incurred in connection with the defense or
settlement of such proceeding, including any appeal thereof. Section 607.0850
further provides that such indemnification shall be authorized if such person
acted in good faith and in a manner he reasonably believed to be in, or not
opposed to, the best interests of the corporation, except that no
indemnification shall be made under this provision in respect of any claim,
issue, or matter as to which such person shall have been adjudged to be liable
unless, and only to the extent that, the court in which such proceeding was
brought, or any other court of competent jurisdiction, shall determine upon
application that, despite the adjudication of liability, but in view of all
circumstances of the case, such person is fairly and reasonably entitled to
indemnity for such expenses which such court shall deem proper.

Section 607.0850 further provides that to the extent that a director, officer,
employee or agent has been successful on the merits or otherwise in defense of
any of the foregoing proceedings, or in defense of any claim, issue or matter
therein, he shall be indemnified against expenses actually and reasonably
incurred by him in connection therewith. Under Section 607.0850, any
indemnification under the foregoing provisions, unless pursuant to a
determination by a court, shall be made by the corporation only as authorized in
the specific case upon a determination that the indemnification of the director,
officer, employee or agent is proper under the circumstances because he has met
the applicable standard of conduct. Notwithstanding the failure of a corporation
to provide such indemnification or advancement of expenses, or both, and despite
any contrary determination by the Board of Directors or the shareholders of the
corporation in a specific case, a director, officer, employee or agent of the
corporation who is or was a party to a proceeding may apply for indemnification
or advancement of expenses, or both, to the appropriate court and such court may
order indemnification if it determines that such person is entitled to
indemnification under the applicable standard.

Section 607.0850 also provides that a corporation shall have the power to
purchase and maintain insurance on behalf of any person who is or was director,
officer, employee or agent of the corporation or is or was serving at the
request of the corporation as a director, officer, employee, or agent of another
corporation, partnership, joint venture, trust, or other enterprise against any
liability asserted against him and incurred by him in any such capacity or
arising out of his status as such, whether or not the corporation would have the
power to indemnify him against such liability under provisions of Section
607.0850.

The Registrant's Articles of Incorporation provide that it shall indemnify or
advance expenses to, any person made, or threatened to be made, a party to any
action, suit or proceeding by reason of the fact that such person (a) is or was
a director of the Corporation; (b) is or was serving as the request of the
Corporation as a director of another corporation, partnership, joint venture,
trust or other enterprise (collectively, a "Business Entity"); (c) is or was an
officer of the Corporation, provided such person is or was at the time a
director of the Corporation; or (d) is or was serving at the request of the
Corporation as an officer of another Business Entity, provided that such person
is or was at the time a director of the Corporation or a director of such other
Business Entity, serving at the request of the Corporation to the full extent
permitted by the Florida Business Act.

The Registrant's directors and officers are covered by insurance policies up to
the limits specified in such policies indemnifying them against certain
liabilities under the federal securities laws (other than liability under
Section 16(b) of the Exchange Act), which might be incurred by them in such
capacities.

Item 7.  Exemption From Registration Claimed.

Not Applicable.

Item 8.  Exhibits.

Exhibit
Number   Description
-------  -----------

5.1      Opinion and Consent of Jay E. Eckhaus, General Counsel of TCPI, Inc.

10.32    Consulting Agreement, dated March 26, 2001, between the Company and
         Mark Neuhaus.

10.33    Non-Qualified Stock Option Agreement, dated March 26, 2001, between the
         Company and Mark Neuhaus.

23.1     Consent of Ernst & Young LLP, Independent Certified Public Accountants

                                       3
<PAGE>

24.1     Power of Attorney*

*Included on the signature page.

Item 9. Undertakings.

(1) The undersigned Registrant hereby undertakes:

         (a) To file, during any period in which offers or sales are being made,
a post-effective amendment to this Registration Statement:

                  (i) To include any prospectus required by Section 10(a)(3) of
                  the Securities Act of 1933.

                  (ii) To reflect in the prospectus any facts or events arising
                  after the effective date of the Registration Statement (or the
                  most recent post-effective amendment thereof) which,
                  individually or in the aggregate, represent a fundamental
                  change in the information set forth in the Registration
                  Statement; and

                  (iii) To include any material information with respect to the
                  plan of distribution not previously disclosed in the
                  Registration Statement or any material change to such
                  information in the Registration Statement;

         provided, however, that paragraphs (1)(a)(i) and (1)(a)(ii) do not
         apply if the information required to be included in a post-effective
         amendment by those paragraphs is contained in periodic reports filed
         with or furnished to the Commission by the Registrant pursuant to
         Section 13 or Section 15(d) of the Securities Exchange Act of 1934 that
         are incorporated by reference 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) 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 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 Commission such
indemnification is against public policy as expressed in the Securities Act of
1933 and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by the
Registrant of expenses incurred or paid by a director, officer or controlling
person of the Registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the Registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.

                                       4
<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, in the City of Pompano Beach, Florida this 26 day of March, 2001.

                                                  TCPI, INC.
                                                  BY:

                                                  /s/ Elliott Block
                                                  -------------------------
                                                  Elliott Block
                                                  President and
                                                  Chief Executive Officer

         The undersigned directors and officers of TCPI, Inc. hereby constitute
and appoint Elliott Block and Walter V. Usinowicz, Jr., and each of them with
full power to act without the other and with full power of substitution and
resubstitution, our true and lawful attorneys in fact with full power to execute
in our name and behalf in the capacities indicated below this Registration
Statement on Form S-8 and any and all amendments thereto and to file the same,
with all exhibits thereto and other documents in connection therewith, with the
Securities and Exchange Commission and hereby ratify and confirm all that such
attorneys in fact, or any of them, or their substitutes shall lawfully do or
cause to be done by virtue hereof.

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

<TABLE>
<CAPTION>

Signature                          Title                                                Date
---------                          -----                                                ----
<S>                                <C>                                                  <C>
/s/ Elliott Block                  President and Chief Executive Officer                March 26, 2001
------------------------------      (Principal Executive Officer)
Elliott Block

/s/ Martin Gurkin                  Director and                                         March 26, 2001
------------------------------      Chairman of the Board of Directors
Martin Gurkin

/s/Walter V. Usinowicz, Jr.        Vice President, Chief Financial                      March 26, 2001
------------------------------      Officer (Principal Financial Officer and
Walter V. Usinowicz, Jr                Principal Accounting Officer)

/s/ Noel Buterbaugh                Director                                             March 26, 2001
------------------------------
Noel Buterbaugh

/s/ Clayton Rautbord               Director                                             March 26, 2001
------------------------------
Clayton Rautbord

/s/ Stanley Reimer                 Director                                             March 26, 2001
------------------------------
Stanley Reimer
</TABLE>

                                       5
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{"company-data": {"conformed-name": "TCPI INC", "cik": "0000924921", "assigned-sic": "2835", "irs-number": "650308922", "state-of-incorporation": "FL", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-57638", "film-number": "1579546"}, "business-address": {"street1": "3341 SW 15TH STREET", "city": "POMPANO BEACH", "state": "FL", "zip": "33069", "phone": "9549790400"}, "mail-address": {"street1": "3341 SW 15TH STREET", "city": "POMPANO BEACH", "state": "FL", "zip": "33069"}, "former-company": {"former-conformed-name": "TECHNICAL CHEMICALS & PRODUCTS INC", "date-changed": "19941031"}}
As filed with the Securities and Exchange Commission on March 27, 2001

                                                Registration No. 333-___________

                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549
                                    FORM S-8
                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933

                                   TCPI, INC.
             (Exact name of registrant as specified in its charter)

           Florida                                      65-0308922
   (State or other jurisdiction of          (I.R.S. Employer Identification No.)
   incorporation or organization)

3333 SW 15 Street, Pompano Beach, FL                      33069
Address of Principal Executive Offices                  (Zip Code)

                      Non-Qualified Stock Option Agreement
                 and Consulting and Marketing License Agreement
                         entered into with Mark Neuhaus
                            (Full title of the plan)

                              Jay E. Eckhaus, Esq.
                                   TCPI, Inc.
                              3333 S.W. 15th Street
                             Pompano Beach, FL 33069
                     (Name and address of agent for service)

                                  954-979-0400
          (telephone number including area code, of agent for service)

                         CALCULATION OF REGISTRATION FEE
Title of               Amount               Proposed         Proposed maximum           Amount of
securities             to be                maximum          aggregate offering         registration
to be                  registered (2)       offering         price (3)                  fee (3)
registered (1)                              price per
                                            share (3)
-----------------------------------------------------------------------------------------------------
Common                 10,000,000           $.0515           $515,000                   $128.75
Stock, $.001
par value
1)   Represents shares issuable upon the exercise of options granted under the
     Non-Qualified Stock Option Agreement and Consulting and Marketing License
     Agreement entered into with Mark Neuhaus.
2)   This Registration Statement shall also cover any additional shares of
     common stock which become issuable under these agreements by reason of any
     stock dividend, stock split, recapitalization or similar transactions.
3)   For the purpose of calculating the registration fee only. Pursuant to Rule
     457(c) under the Securities Act of 1933, as amended, the proposed maximum
     offering price per share is based on the average of the bid and asked price
     per share of common stock of TCPI, Inc., as reported on the NASD O.T.C.
     Bulletin Board on March 23, 2001.
PART I INFORMATION REQUIRED IN THE SECTION 10(A) PROSPECTUS

         The documents containing the information required to be included in
Part I of this Registration Statement will be given or sent to Mark Neuhaus as
specified by Rule 428.

           PART II INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3. Incorporation of Documents by Reference.

The following Documents filed by the Registrant ("the Company") with the
Securities and Exchange Commission are incorporated by reference into this
Registration Statement:

(1) The Company's Annual Report on Form 10-K for the fiscal year ended December
31, 2000.

(2) The description of the Company's Common Stock contained in Amendment No. 4
to the Company's Registration Statement on Form S-1 filed on April 23, 1996 (No.
333-1272), including any report filed for the purpose of updating such
description.

(3) All other documents filed by the Company after the date of this Registration
Statement under Section 13(a), 13(c), 14 and 15(d) of the Securities Exchange
Act of 1934, after the date hereof and prior to the filing of a post-effective
amendment to the Registration Statement which indicates that all securities
offered have been sold or which deregisters all securities then remaining unsold
in the Registration Statement.

Item 4.  Description of Securities.

Not Applicable.

Item 5.  Interest of Named Experts and Counsel.

Not Applicable.

Item 6.  Indemnification of Directors and Officers.

Section 607.0831 of the Florida Business Corporation Act (the "Florida Business
Act") provides that a director is not personally liable for monetary damages to
the corporation or any person for any statement, vote, decision or failure to
act regarding corporate management or policy by a director, unless: (a) the
director breached or failed to perform his duties as a director; and (b) the
director's breach of, or failure to perform, those duties constitutes: (i) a
violation of criminal law, unless the director had reasonable cause to believe
his conduct was lawful or had no reasonable cause to believe his conduct was
unlawful; (ii) a transaction from which the director derived an improper
personal benefit, either directly or indirectly; (iii) a circumstance under
which the director is liable for an improper distribution under Section 607.0834
of the Florida Business Act are applicable; (iv) in a proceeding by or in the
right of the corporation to procure a judgment in its favor or by or in the
right of a shareholder, conscious disregard for the best interest of the
corporation, or willful misconduct; or (v) in a proceeding by or in the right of
someone other than the corporation or a shareholder, recklessness or an act or
omission which was committed in bad faith or with malicious purpose or in a
manner exhibiting wanton and willful disregard of human rights, safety or
property.

Section 607.0850 of the Florida Business Act provides that a corporation shall
have the power to indemnify any person who was or is a party to any proceeding
(other than an action by, or in the right of, the corporation), by reason of the
fact that he is or was a director, officer or employee or agent of the
corporation or is or was serving at the request of the Corporation as a
director, officer, employee, or agent of another corporation, partnership, joint
venture, trust, or other enterprise against liability incurred in connection
with such proceeding, including any appeal thereof, if he acted in good faith
and in a manner he reasonably believed to be in, or not opposed to, the best
interests of the corporation and, with respect to any criminal action or
proceeding, had no reasonable cause to believe his conduct was unlawful. Section
607.0850 also provides that a corporation shall have the power to indemnify any
person, who was or is a party to any proceeding 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, officer, employee or agent of the corporation or is or was
serving at the request of the Corporation as a director, officer, employee, or
agent of another

                                       2
corporation, partnership, joint venture, trust, or other enterprise against
expenses and amounts paid in settlement not exceeding, in the judgment of the
board of directors, the estimated expense of litigating the proceeding to
conclusion, actually and reasonably incurred in connection with the defense or
settlement of such proceeding, including any appeal thereof. Section 607.0850
further provides that such indemnification shall be authorized if such person
acted in good faith and in a manner he reasonably believed to be in, or not
opposed to, the best interests of the corporation, except that no
indemnification shall be made under this provision in respect of any claim,
issue, or matter as to which such person shall have been adjudged to be liable
unless, and only to the extent that, the court in which such proceeding was
brought, or any other court of competent jurisdiction, shall determine upon
application that, despite the adjudication of liability, but in view of all
circumstances of the case, such person is fairly and reasonably entitled to
indemnity for such expenses which such court shall deem proper.

Section 607.0850 further provides that to the extent that a director, officer,
employee or agent has been successful on the merits or otherwise in defense of
any of the foregoing proceedings, or in defense of any claim, issue or matter
therein, he shall be indemnified against expenses actually and reasonably
incurred by him in connection therewith. Under Section 607.0850, any
indemnification under the foregoing provisions, unless pursuant to a
determination by a court, shall be made by the corporation only as authorized in
the specific case upon a determination that the indemnification of the director,
officer, employee or agent is proper under the circumstances because he has met
the applicable standard of conduct. Notwithstanding the failure of a corporation
to provide such indemnification or advancement of expenses, or both, and despite
any contrary determination by the Board of Directors or the shareholders of the
corporation in a specific case, a director, officer, employee or agent of the
corporation who is or was a party to a proceeding may apply for indemnification
or advancement of expenses, or both, to the appropriate court and such court may
order indemnification if it determines that such person is entitled to
indemnification under the applicable standard.

Section 607.0850 also provides that a corporation shall have the power to
purchase and maintain insurance on behalf of any person who is or was director,
officer, employee or agent of the corporation or is or was serving at the
request of the corporation as a director, officer, employee, or agent of another
corporation, partnership, joint venture, trust, or other enterprise against any
liability asserted against him and incurred by him in any such capacity or
arising out of his status as such, whether or not the corporation would have the
power to indemnify him against such liability under provisions of Section
607.0850.

The Registrant's Articles of Incorporation provide that it shall indemnify or
advance expenses to, any person made, or threatened to be made, a party to any
action, suit or proceeding by reason of the fact that such person (a) is or was
a director of the Corporation; (b) is or was serving as the request of the
Corporation as a director of another corporation, partnership, joint venture,
trust or other enterprise (collectively, a "Business Entity"); (c) is or was an
officer of the Corporation, provided such person is or was at the time a
director of the Corporation; or (d) is or was serving at the request of the
Corporation as an officer of another Business Entity, provided that such person
is or was at the time a director of the Corporation or a director of such other
Business Entity, serving at the request of the Corporation to the full extent
permitted by the Florida Business Act.

The Registrant's directors and officers are covered by insurance policies up to
the limits specified in such policies indemnifying them against certain
liabilities under the federal securities laws (other than liability under
Section 16(b) of the Exchange Act), which might be incurred by them in such
capacities.

Item 7.  Exemption From Registration Claimed.

Not Applicable.

Item 8.  Exhibits.

Exhibit
Number   Description
-------  -----------

5.1      Opinion and Consent of Jay E. Eckhaus, General Counsel of TCPI, Inc.

10.32    Consulting Agreement, dated March 26, 2001, between the Company and
         Mark Neuhaus.

10.33    Non-Qualified Stock Option Agreement, dated March 26, 2001, between the
         Company and Mark Neuhaus.

23.1     Consent of Ernst & Young LLP, Independent Certified Public Accountants

                                       3
24.1     Power of Attorney*

*Included on the signature page.

Item 9. Undertakings.

(1) The undersigned Registrant hereby undertakes:

         (a) To file, during any period in which offers or sales are being made,
a post-effective amendment to this Registration Statement:

                  (i) To include any prospectus required by Section 10(a)(3) of
                  the Securities Act of 1933.

                  (ii) To reflect in the prospectus any facts or events arising
                  after the effective date of the Registration Statement (or the
                  most recent post-effective amendment thereof) which,
                  individually or in the aggregate, represent a fundamental
                  change in the information set forth in the Registration
                  Statement; and

                  (iii) To include any material information with respect to the
                  plan of distribution not previously disclosed in the
                  Registration Statement or any material change to such
                  information in the Registration Statement;

         provided, however, that paragraphs (1)(a)(i) and (1)(a)(ii) do not
         apply if the information required to be included in a post-effective
         amendment by those paragraphs is contained in periodic reports filed
         with or furnished to the Commission by the Registrant pursuant to
         Section 13 or Section 15(d) of the Securities Exchange Act of 1934 that
         are incorporated by reference 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) 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 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 Commission such
indemnification is against public policy as expressed in the Securities Act of
1933 and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by the
Registrant of expenses incurred or paid by a director, officer or controlling
person of the Registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the Registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.

                                       4
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, in the City of Pompano Beach, Florida this 26 day of March, 2001.

                                                  TCPI, INC.
                                                  BY:

                                                  /s/ Elliott Block
                                                  -------------------------
                                                  Elliott Block
                                                  President and
                                                  Chief Executive Officer

         The undersigned directors and officers of TCPI, Inc. hereby constitute
and appoint Elliott Block and Walter V. Usinowicz, Jr., and each of them with
full power to act without the other and with full power of substitution and
resubstitution, our true and lawful attorneys in fact with full power to execute
in our name and behalf in the capacities indicated below this Registration
Statement on Form S-8 and any and all amendments thereto and to file the same,
with all exhibits thereto and other documents in connection therewith, with the
Securities and Exchange Commission and hereby ratify and confirm all that such
attorneys in fact, or any of them, or their substitutes shall lawfully do or
cause to be done by virtue hereof.

         Pursuant to the requirements of the Act, this Registration Statement
has been signed below by the following persons on behalf of the Registrant and
in the capacities and on the dates indicated.
Signature                          Title                                                Date
---------                          -----                                                ----
/s/ Elliott Block                  President and Chief Executive Officer                March 26, 2001
------------------------------      (Principal Executive Officer)
Elliott Block

/s/ Martin Gurkin                  Director and                                         March 26, 2001
------------------------------      Chairman of the Board of Directors
Martin Gurkin

/s/Walter V. Usinowicz, Jr.        Vice President, Chief Financial                      March 26, 2001
------------------------------      Officer (Principal Financial Officer and
Walter V. Usinowicz, Jr                Principal Accounting Officer)

/s/ Noel Buterbaugh                Director                                             March 26, 2001
------------------------------
Noel Buterbaugh

/s/ Clayton Rautbord               Director                                             March 26, 2001
------------------------------
Clayton Rautbord

/s/ Stanley Reimer                 Director                                             March 26, 2001
------------------------------
Stanley Reimer
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