<PAGE>
                                         Registration Statement No. ____________



                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549



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




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

                          Nevada                            98-0207554
     (State or other jurisdiction of                  (I.R.S. Employer ID. No.)
           incorporation or organization)


                             200 Ninth Avenue North
                    Suite 220, Safety Harbor, Florida, 34965
                                 (727) 723-8664
                    (Address of Principal Executive Offices)



    CONSULTING SERVICES AGREEMENT BETWEEN DTOMI, INC., AND EXCIPIO GROUP S.A.
                              (Full Title of Plan)



                               David M. Otto, Esq.
                            The Otto Law Group, PLLC
                          900 Fourth Avenue, Suite 3140
                            Seattle, Washington 98164
                                 (206) 262-9545
      (Name, Address and Telephone Number of Agent for Service of Process)



If any of the Securities  being registered on this Form S-8 are to be offered on
a delayed or continuous  basis  pursuant to Rule 415 under the Securities Act of
1933, as amended, other than securities offered only in connection with dividend
or interest reinvestment plans, check the following box. _____


<PAGE>

<TABLE>
<CAPTION>


                         CALCULATION OF REGISTRATION FEE

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

                                                Proposed Maximum           Proposed Maximum
Title of Securities to   Amount to be           Offering Price Per         Aggregate Offering         Amount
be Registered            Registered(1)          Share(2)                   Price(2)                   of Fee(2)
------------------------ ---------------------- -------------------------- -------------------------- --------------

<S>                      <C>                    <C>                         <C>                       <C>
Common Stock,            663,421                $1.01                       $670,055.21               $61.64
$0.001 par value
------------------------ ---------------------- -------------------------- -------------------------- --------------
</TABLE>

(1) The consulting services agreement (the "Consulting Agreement") between the
Company and Excipio Group S.A. (Excipio Group) provides for six hundred sixty
three thousand four hundred twenty one (663,421) shares of common stock of the
Company to be issued to Excipio Group. The shares being issued pursuant to the
Consulting Agreement are being issued in exchange for consulting services. The
entity receiving shares of common stock of the Company pursuant to the
Consulting Agreement shall be referred to herein as the "Consultant". The
general nature and purpose of the Consulting Agreement is to provide for
consulting services for the Company and, at the same time, compensate the
Consultant for said consulting services. The term of the Consulting
Agreement is one year. The Consulting Agreement may be renewed only by the
mutual written agreement of the Parties. The Consulting Agreement may be
terminated at any time by the Company or the Consultant by providing written
notice to the other party. The Consulting Agreements qualify as Employee Benefit
Plans as defined under Rule 405 of Regulation C.

         (2) Estimated solely for the purposes of determining the registration
fee pursuant to Rule 457. On December 1, 2003, the fair market value of the
Company's common stock, determined from its closing price on the
Over-the-Counter Bulletin Board was $1.07 per share. On this basis, the maximum
aggregate offering price for the shares being registered hereunder is
$709,860.47, and this is the basis for computing the filing fee in accordance
with Rule 457(h) and at a rate of the aggregate offering price multiplied by
..000092.


                                     PART II

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE

The following documents, which have been filed with the Securities and Exchange
Commission (the "Commission") by the Registrant are incorporated by reference in
this registration statement: (i) the Company's Annual Report on Form 10-KSB, as
amended, for the fiscal year ended December 31, 2002, (ii) the Company's
Quarterly Report on Form 10-QSB and Form 10-QSB, as amended, for the quarter
ended March 31, 2003, June 30, 2003, and September 30, 2003 (iii) the Company's
Reports on Forms 8-K and Forms 8-K, as amended, filed August 20, 2003, April 9,
2003 and January 31, 2003; and (iv) Form S-8 filed with the Commission on June
11, 2003, File No. 333-106032, on August 19, 2003, File No. 333-108965, and
October 17, 2003, File No. 109774. All documents subsequently filed by the
Registrant pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Securities
Exchange Act of 1934, shall be deemed to be incorporated by reference in this
registration statement and to be part hereof from the date of the filing of such
documents.


ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL

The Otto Law Group, PLLC, which has prepared this Registration Statement and the
opinion regarding the authorization, issuance and fully-paid and non-assessable
status of the securities covered by this Registration Statement, has represented
the Registrant in the past on certain legal matters. David M. Otto is the 100%
beneficial owner of securities of The Otto Law Group, PLLC. Mr. Otto is also a
Chairman of the Board of Directors and Secretary of the Registrant and the
beneficial owner of 355,000 shares of common stock of the Company.
                                       2
<PAGE>

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS

Section 78.751 of the Nevada General Corporation Law generally allows the
Registrant to indemnify any person who was or is threatened to be made a party
to any threatened, pending or completed action, suit or proceeding by reason of
the fact that he or she is or was a director, officer, employee or agent of the
Registrant or is or was serving at the request of the Registrant as a director,
officer, employee or agent of any corporation, partnership, joint venture, trust
or other enterprise. The Registrant may advance expenses in connection with
defending any such proceeding, provided the indemnitee undertakes to pay any
such amounts if it is later determined that such person was not entitled to be
indemnified by the Registrant.

ITEM 8.  EXHIBITS

The Exhibits required to be filed as part of this Registration Statement are
listed in the attached Index to Exhibits.

ITEM 9.  UNDERTAKINGS

(a) The undersigned Registrant hereby undertakes:

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

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

(ii) To reflect in the prospectus any facts or events arising after the
effective date of the registration statement (or the most recent post-effective
amendment thereof) which, individually or in the aggregate, represent a
fundamental change in the information set forth in the registration statement.
Notwithstanding the foregoing, any increase or decrease in volume of securities
offered (if the total dollar value of securities offered would not exceed that
which was registered) and any deviation from the low or high and of the
estimated maximum offering range may be reflected in the form of prospectus
filed with the Commission pursuant to Rule 424(b) if, in the aggregate, the
change in volume and price represents no more than 20% change in the maximum
aggregate offering price set forth in the "Calculation of Registration Fee"
table in the effective registration statement;

(iii) To include any material information with respect to the plan of
distribution not previously disclosed in the registration statement or any
material change to such information in the registration statement; provided,
however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if the
information required to be included in a post-effective amendment by those
paragraphs is contained in periodic reports filed with or furnished to the
Commission by the Registrant pursuant to Section 13 or Section 15(d) of the
Exchange Act that are incorporated by reference in this registration statement.

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

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

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

(h) Insofar as indemnification for liabilities arising under the Securities Act
may be permitted to directors, officers and controlling persons of the
Registrant pursuant to the foregoing provisions, or otherwise, the Registrant
has been advised that in the opinion of the Securities and Exchange Commission
such indemnification is against public policy as expressed in the Securities Act

                                       3
<PAGE>

and is, therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by the Registrant of expenses
incurred or paid by a director, officer or controlling person of the Registrant
in the successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question of whether such indemnification by it is against
public policy as expressed in the Act and will be governed by the final
adjudication of such issue.








                                       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 Safety Harbor, Florida, on this 4th day of June, 2003.

                                               DTOMI, INC.
                                             (Name of Registrant)



Date:  November 26, 2003                    By:   /s/ John Haddock
                                                  ------------------------------
                                                 John Haddock: CEO, Acting CFO



         Pursuant to the requirements of the Securities Act of 1933, as amended,
this registration statement has been signed by the following persons in the
capacities and on the date indicated.
<TABLE>
<CAPTION>


<S>                   <C>                        <C>                                 <C>
                 Signature                      Title                                Date

--------------------------------------------- ------------------------------------ ----------------------
             /s/ John "JT" Thatch                      Director                      11/26/03
             -----------------
             John "JT" Thatch

--------------------------------------------- ------------------------------------ ----------------------
              /s/ David M. Otto                Chairman of the Board, Secretary     11/26/03
             -----------------
              David M. Otto


</TABLE>

                                       5
<PAGE>

<TABLE>
<CAPTION>



                                               INDEX TO EXHIBITS

<S>                                                <C>                                <C>
  Number                                          Description                         Page
 ---------                                        ------------                        -----
      4.1          Consulting Services Agreement between Excipio
                   Group S.A. and Dtomi, Inc.
       5           Opinion of The Otto Law Group PLLC
     23.1          Consent of The Otto Law Group, PLLC (contained in exhibit 5)
     23.2          Consent of Salberg & Company, P.A.




                                       6
</TABLE>

<PAGE>
[{"type": "S-8", "sequence": "1", "filename": "doc1.txt", "secsgml_size_bytes": 13655}]
{"company-data": {"conformed-name": "DTOMI INC", "cik": "0001083721", "assigned-sic": "7389", "irs-number": "980207554", "state-of-incorporation": "NV", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-110883", "film-number": "031033931"}, "business-address": {"street1": "200 9TH AVENUE, SUITE 220", "city": "SAFETY HARBOR", "state": "FL", "zip": "34965", "phone": "(727) 723-8664"}, "mail-address": {"street1": "200 9TH AVENUE, SUITE 220", "city": "SAFETY HARBOR", "state": "FL", "zip": "34965"}, "former-company": [{"former-conformed-name": "COPPER VALLEY MINERALS LTD", "date-changed": "19990823"}, {"former-conformed-name": "RECON RUBBER CORP", "date-changed": "19990823"}]}
Registration Statement No. ____________

                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

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

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

                          Nevada                            98-0207554
     (State or other jurisdiction of                  (I.R.S. Employer ID. No.)
           incorporation or organization)

                             200 Ninth Avenue North
                    Suite 220, Safety Harbor, Florida, 34965
                                 (727) 723-8664
                    (Address of Principal Executive Offices)

    CONSULTING SERVICES AGREEMENT BETWEEN DTOMI, INC., AND EXCIPIO GROUP S.A.
                              (Full Title of Plan)

                               David M. Otto, Esq.
                            The Otto Law Group, PLLC
                          900 Fourth Avenue, Suite 3140
                            Seattle, Washington 98164
                                 (206) 262-9545
      (Name, Address and Telephone Number of Agent for Service of Process)

If any of the Securities  being registered on this Form S-8 are to be offered on
a delayed or continuous  basis  pursuant to Rule 415 under the Securities Act of
1933, as amended, other than securities offered only in connection with dividend
or interest reinvestment plans, check the following box. _____
CALCULATION OF REGISTRATION FEE

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

                                                Proposed Maximum           Proposed Maximum
Title of Securities to   Amount to be           Offering Price Per         Aggregate Offering         Amount
be Registered            Registered(1)          Share(2)                   Price(2)                   of Fee(2)
------------------------ ---------------------- -------------------------- -------------------------- --------------
Common Stock,            663,421                $1.01                       $670,055.21               $61.64
$0.001 par value
------------------------ ---------------------- -------------------------- -------------------------- --------------
(1) The consulting services agreement (the "Consulting Agreement") between the
Company and Excipio Group S.A. (Excipio Group) provides for six hundred sixty
three thousand four hundred twenty one (663,421) shares of common stock of the
Company to be issued to Excipio Group. The shares being issued pursuant to the
Consulting Agreement are being issued in exchange for consulting services. The
entity receiving shares of common stock of the Company pursuant to the
Consulting Agreement shall be referred to herein as the "Consultant". The
general nature and purpose of the Consulting Agreement is to provide for
consulting services for the Company and, at the same time, compensate the
Consultant for said consulting services. The term of the Consulting
Agreement is one year. The Consulting Agreement may be renewed only by the
mutual written agreement of the Parties. The Consulting Agreement may be
terminated at any time by the Company or the Consultant by providing written
notice to the other party. The Consulting Agreements qualify as Employee Benefit
Plans as defined under Rule 405 of Regulation C.

         (2) Estimated solely for the purposes of determining the registration
fee pursuant to Rule 457. On December 1, 2003, the fair market value of the
Company's common stock, determined from its closing price on the
Over-the-Counter Bulletin Board was $1.07 per share. On this basis, the maximum
aggregate offering price for the shares being registered hereunder is
$709,860.47, and this is the basis for computing the filing fee in accordance
with Rule 457(h) and at a rate of the aggregate offering price multiplied by
..000092.

                                     PART II

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE

The following documents, which have been filed with the Securities and Exchange
Commission (the "Commission") by the Registrant are incorporated by reference in
this registration statement: (i) the Company's Annual Report on Form 10-KSB, as
amended, for the fiscal year ended December 31, 2002, (ii) the Company's
Quarterly Report on Form 10-QSB and Form 10-QSB, as amended, for the quarter
ended March 31, 2003, June 30, 2003, and September 30, 2003 (iii) the Company's
Reports on Forms 8-K and Forms 8-K, as amended, filed August 20, 2003, April 9,
2003 and January 31, 2003; and (iv) Form S-8 filed with the Commission on June
11, 2003, File No. 333-106032, on August 19, 2003, File No. 333-108965, and
October 17, 2003, File No. 109774. All documents subsequently filed by the
Registrant pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Securities
Exchange Act of 1934, shall be deemed to be incorporated by reference in this
registration statement and to be part hereof from the date of the filing of such
documents.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL

The Otto Law Group, PLLC, which has prepared this Registration Statement and the
opinion regarding the authorization, issuance and fully-paid and non-assessable
status of the securities covered by this Registration Statement, has represented
the Registrant in the past on certain legal matters. David M. Otto is the 100%
beneficial owner of securities of The Otto Law Group, PLLC. Mr. Otto is also a
Chairman of the Board of Directors and Secretary of the Registrant and the
beneficial owner of 355,000 shares of common stock of the Company.
                                       2
ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS

Section 78.751 of the Nevada General Corporation Law generally allows the
Registrant to indemnify any person who was or is threatened to be made a party
to any threatened, pending or completed action, suit or proceeding by reason of
the fact that he or she is or was a director, officer, employee or agent of the
Registrant or is or was serving at the request of the Registrant as a director,
officer, employee or agent of any corporation, partnership, joint venture, trust
or other enterprise. The Registrant may advance expenses in connection with
defending any such proceeding, provided the indemnitee undertakes to pay any
such amounts if it is later determined that such person was not entitled to be
indemnified by the Registrant.

ITEM 8.  EXHIBITS

The Exhibits required to be filed as part of this Registration Statement are
listed in the attached Index to Exhibits.

ITEM 9.  UNDERTAKINGS

(a) The undersigned Registrant hereby undertakes:

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

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

(ii) To reflect in the prospectus any facts or events arising after the
effective date of the registration statement (or the most recent post-effective
amendment thereof) which, individually or in the aggregate, represent a
fundamental change in the information set forth in the registration statement.
Notwithstanding the foregoing, any increase or decrease in volume of securities
offered (if the total dollar value of securities offered would not exceed that
which was registered) and any deviation from the low or high and of the
estimated maximum offering range may be reflected in the form of prospectus
filed with the Commission pursuant to Rule 424(b) if, in the aggregate, the
change in volume and price represents no more than 20% change in the maximum
aggregate offering price set forth in the "Calculation of Registration Fee"
table in the effective registration statement;

(iii) To include any material information with respect to the plan of
distribution not previously disclosed in the registration statement or any
material change to such information in the registration statement; provided,
however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if the
information required to be included in a post-effective amendment by those
paragraphs is contained in periodic reports filed with or furnished to the
Commission by the Registrant pursuant to Section 13 or Section 15(d) of the
Exchange Act that are incorporated by reference in this registration statement.

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

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

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

(h) Insofar as indemnification for liabilities arising under the Securities Act
may be permitted to directors, officers and controlling persons of the
Registrant pursuant to the foregoing provisions, or otherwise, the Registrant
has been advised that in the opinion of the Securities and Exchange Commission
such indemnification is against public policy as expressed in the Securities Act

                                       3
and is, therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by the Registrant of expenses
incurred or paid by a director, officer or controlling person of the Registrant
in the successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question of whether such indemnification by it is against
public policy as expressed in the Act and will be governed by the final
adjudication of such issue.

                                       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 Safety Harbor, Florida, on this 4th day of June, 2003.

                                               DTOMI, INC.
                                             (Name of Registrant)

Date:  November 26, 2003                    By:   /s/ John Haddock
                                                  ------------------------------
                                                 John Haddock: CEO, Acting CFO

         Pursuant to the requirements of the Securities Act of 1933, as amended,
this registration statement has been signed by the following persons in the
capacities and on the date indicated.
Signature                      Title                                Date

--------------------------------------------- ------------------------------------ ----------------------
             /s/ John "JT" Thatch                      Director                      11/26/03
             -----------------
             John "JT" Thatch

--------------------------------------------- ------------------------------------ ----------------------
              /s/ David M. Otto                Chairman of the Board, Secretary     11/26/03
             -----------------
              David M. Otto
5
INDEX TO EXHIBITS
Number                                          Description                         Page
 ---------                                        ------------                        -----
      4.1          Consulting Services Agreement between Excipio
                   Group S.A. and Dtomi, Inc.
       5           Opinion of The Otto Law Group PLLC
     23.1          Consent of The Otto Law Group, PLLC (contained in exhibit 5)
     23.2          Consent of Salberg & Company, P.A.

                                       6