<PAGE>
                     SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

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

                            Safari Associates, Inc.
            (Exact Name of Registrant as Specified in Its Charter)

                                     Utah
        (State or Other Jurisdiction of Incorporation or Organization)

                                  87-9369569
                     (I.R.S. Employer Identification No.)

            64 Edson Street, Amsterdam, New York        12010
          (Address of Principal Executive Offices)    (Zip Code)

                          Neuhaus Stock Option Plan
                           (Full Title of the Plan)

                                 Morton Berger
                    President and Chief Executive Officer
                 64 Edson Street, Amsterdam, New York 12010
                   (Name and Address of Agent for Service)

                                (518) 842-6500
        (Telephone Number, Including Area Code, of Agent for Service)
<TABLE>
<CAPTION>
=========================================================================================
                       Calculation of Registration Fee
=========================================================================================

Proposed amount of Securities to be registered: 4,000,000

Amount of       Title of Securities   Amount To Be         Aggregate            Fee
Aggregate        To Be Registered     Registered(1)    Price Per Share(2)
Registration
<S>             <C>                   <C>              <C>                    <C>
                      Common
$1,280,000        Par Value, $.001     4,000,000             $.32             $320.00

=========================================================================================
<FN>
1      In addition, pursuant to Rule 416(c) under the Securities Act of
       1933, this registration statement also covers an indeterminate amount
       of interests to be offered or sold pursuant to the employee and
       benefit plans described herein.

2      Estimated solely for the purpose of calculating the registration fee
       pursuant to Rule 457(c) based on the twenty day average of the high
       and low prices reported on the OTC-BB, which was $.32 per share.
</FN>
</TABLE>
                                                                           1
<PAGE>
                                     PART I

              INFORMATION REQUIRED IN SECTION 10(a) PROSPECTUS

ITEM 1.  PLAN INFORMATION.

The Registrant (sometimes referred to hereinafter as the "Company") and Mark
Neuhaus entered into an agreement, effective January 22, 2002, the nature and
purpose of which were to compensate Mr. Neuhaus, a professional race car
driver, for advertising related services provided to the Registrant.  The
Registrant and Mr. Neuhaus executed the above-mentioned agreement (the
"Neuhaus Stock Option Agreement" or simply, the "Agreement") to provide for
the issuance of options to purchase Four Million (4,000,000) shares of the
Company's Common Stock ("Options") at an exercise price of the lesser of the
thirty day low sale price, as recorded by the OTCBB, or $0.15 per share.  The
Options expire February 1, 2003.

     The Agreement is sometimes referred to hereinafter as the "Plan," and
Mr. Neuhaus, the only participant in the Plan, is sometimes referred to
hereinafter as the "Participant."

     The Plan is not subject to any of the provisions of the Employee
Retirement Income Security Act of 1974.

     The name, address, and telephone number of the Registrant are as set
forth on the facing page of this Registration Statement.  Additional
information about the Plan may be obtained from the Registrant by the
Participant.

     (b)    Securities to be Offered

            (1)  The Registrant intends to issue options to acquire shares of
its Common Stock, par value $0.001 per share, the terms of which are set forth
above in subsection (a) of this Item 1.

            (2)  Description of Securities.

                 (i)  Description of Common Stock.  Each share of Common Stock
is entitled to one vote.  The holders of Common Stock are entitled to receive
dividends on a pro rata basis if and when declared by the Company's Board of
Directors.  The Company has never paid a dividend and does not anticipate
doing so in the near future.  Each share of Common Stock is entitled to share
ratably in any assets avail able for distribution to holders of equity
securities upon the liquidation of the Company.

                                                                          2
<PAGE>
                  (ii) Description of Common Stock Purchase Options.  Holders
of the Options are not entitled to any rights or benefits as a stockholder of
the Company.  Consequently, unless such Options are exercised, holders of the
Options may not vote the shares of Common Stock underlying such Options for
any corporate action taken by the shareholders of the Company, nor receive
cash dividends if any are declared by the Company's Board of Directors.
Shares of Common Stock underlying the Options will be adjusted accordingly for
stock dividends, stock splits, and recapitalizations.

                   (iii)  Certain Charter and Bylaw Provisions.  Certain
provisions of the Company's Articles of Incorporation, and any amendments made
thereto ("Articles")  and the Bylaws adopted  therefrom may have the  effect
of preventing, discouraging, or delaying a change in the control of the
Company and may maintain the incumbency  of the  Board of  Directors and
management.

     (c)    Employees Who May Participate in the Plan

     Mark Neuhaus, a consultant to the Registrant, is the only eligible
Participant in the Plan.

     (d)    Purchase of Securities Pursuant to the Plan and Payment for
Securities Offered;

            (1)  The Participant will be issued Options to acquire shares of
Common Stock for services rendered as a consultant of the Registrant.  The
number of Options issued to the Participant is set forth above in subsection
(a) of this Item 1.

            (2)  The Participant has provided or will continue to provide
consulting services to the Registrant in payment for the Options issued to
such Participant.

            (3)  The Participant is required to pay the exercise price of the
Options in order to receive the shares of Common Stock underlying such
Options. The exercise price for the Options is set forth above in subsection
(a) of this Item 1.

            (4)  No contributions by the Registrant other than the issuance of
shares and Options is applicable.

            (5)  Reports to the Participant as to the amount and status of the
Participant's account under the Plan will not be made.

            (6)  The securities issuable pursuant to the Plan will be Options
to acquire newly issued shares of the Registrant.

     (e)    Resale Restrictions

     There are no resale restrictions on the securities offered.

                                                                          3
<PAGE>
     (f)    Tax Effects on Plan Participation.

     The Plan is not qualified under Section 401(a) of the Internal Revenue
Code and each Participant will recognize ordinary income equal to the
aggregate fair market value of the shares issued to such Participant as of the
date of issuance.

     (g)    Investment of Funds

     Not applicable.

     (h)    Withdrawal from Plan; Assignment of Contract

            (1)  Withdrawal from Plan:  Not applicable.

            (2)  Assignment: The Plan is not assignable or delegable without
the consent of an authorized representative of the Registrant, which consent
cannot be unreasonably withheld.

     (i)    Forfeitures and Penalties

     The Plan contains a confidentiality provision that, if contravened by the
Participant, would constitute a breach of contract, the result of which could
be money damages and other equitable relief received from the Participant by
the Registrant.

     (j)    Charges and Deductions, and Liens Therefor

     There are no charges or deductions that may be made against the
Participant's interest in the Plan.


ITEM 2.  REGISTRATION INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION.

     Registrant shall provide to the Participant, without charge, upon oral or
written request, the documents incorporated by reference in Item 3 of Part II
of this Registration Statement. The Registrant shall also provide to the
Participant, without charge, upon oral or written request, all of the
documents required to be delivered to the Participant pursuant to Rule 428(b).
Any and all such requests shall be directed to the Registrant at the address
set forth on the cover page hereof.  Morton Berger, the Plan Administrator and
President of the Registrant, with any questions at (518) 842-6500.

                                                                          4
<PAGE>
                                   PART II

             INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3. INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE.

The following documents previously filed with the Securities and Exchange
Commission (the "Commission") by Safari Associates, Inc. (the "Company")
pursuant to the Securities Exchange Act of 1934, as amended (the "Exchange
Act") are, as of their respective dates, hereby incorporated by reference in
this Registration Statement:

(i) The Company's Annual Report on Form 10-KSB for the fiscal year ended
December 31, 2000 filed pursuant to Section 13(a) or 15(d) of the Exchange
Act;

(ii) All other reports of the Company filed pursuant to Section 13(a) or 15(d)
of the Exchange Act since the end of the fiscal year covered by the Company's
documents referred to in Paragraph (i) above; and

All other documents filed by the Company with the Commission pursuant to
Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act subsequent to the date
of this Prospectus and prior to the filing of a post-effective amendment which
indicates that all of the Company's shares of Common Stock, par value $.001
per share (the "Shares"), offered hereby have been sold or that all Shares
then remaining unsold have been deregistered shall be deemed to be
incorporated by reference in and made a part of this Registration Statement
from the date of filing of such documents. Any statement contained in a
document incorporated or deemed to be incorporated by reference herein shall
be deemed to be modified or superseded for purposes of this Prospectus to the
extent that a statement contained herein or in a document subsequently filed
modifies or supersedes such statement. Any statement so modified or superseded
shall not be deemed, except as so modified or superseded, to constitute a part
of this Registration Statement.

ITEM 4. DESCRIPTION OF SECURITIES.

Not required.

ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL.

Not required.

ITEM 6. INDEMNIFICATION OF OFFICERS AND DIRECTORS.

Utah corporations are authorized to indemnify against liability any person who
is a party to any legal proceeding because such person is a director or
officer of the corporation. The officer or director must act in good faith and
in a manner reasonably believed to be in the best interests of the corporation
and, with respect to any criminal action or proceeding, have no reasonable
cause to believe the conduct was unlawful. Utah law does not allow
indemnification for an act or omission that involves intentional misconduct or
a knowing violation of a law. In the case of an action by or on behalf of a
corporation, indemnification may not be made if the person seeking
indemnification is found liable, unless the court in which such action was
brought determines such person is fairly

                                                                          5
<PAGE>
and reasonably entitled to indemnification. Indemnification is required if a
director or officer has been successful on the merits.

The indemnification authorized under Utah law is not exclusive and is in
addition to any other rights granted to officers and directors. A corporation
may purchase and maintain insurance or furnish similar protection on behalf of
any officer or director.

Our articles of incorporation provide for the indemnification of directors and
executive officers to the maximum extent permitted by Utah law. Insofar as
indemnification for liabilities arising under the Securities Act may be
permitted to our directors, officers or controlling persons pursuant to the
foregoing provisions or otherwise, we have been advised that in the opinion of
the Securities and Exchange Commission such indemnification is against public
policy as expressed in the Securities Act and is therefore unenforceable.
There is no pending litigation or proceeding involving any of our directors,
officers, employees or agents where indemnification would be required or
permitted. We are not aware of any threatened litigation or proceeding that
would result in a claim for such indemnification.

ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED.

Not applicable.

ITEM 8. EXHIBITS.

Exhibits.

Copies of the following documents are included as exhibits to this
registration statement pursuant to Item 601 of regulation S-B.

SEC
Exhibit
No.        Description
-----------------------------------------------------------------------
3.01      Articles of Incorporation.*

3.02      Bylaws.*

5.01      Letter opinion, including consent of Law Office of
          Andrea Cataneo Ltd. regarding legality of Common Stock
          to be issued pursuant to the Neuhaus Stock Option
          Plan.

23.01     Consent of Law Office of Andrea Cataneo Ltd. (included
          in Opinion in Exhibit 5.1).

23.02     Consent of, Sanford Feibusch, CPA, P.C., Monsey, New
          York independent certified public accountants.

99.1      Consulting and Marketing Licensing Agreement between
          Mark Neuhaus and Safari Associates, Inc.
---------------------------------------------------------------------

* Filed previously with the Company's 10-SB registration.

                                                                          6
<PAGE>
ITEM 9. UNDERTAKINGS.

(a) The undersigned registrant hereby undertakes:

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

(2) That, for the purpose of determining any liability under the Securities
Act of 1933, each such post-effective amendment shall be deemed to be a new
registration statement relating to the securities offered therein, and the
offering of such securities 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) Insofar as indemnification for liabilities arising under the Securities
Act of 1933 may be permitted to directors, officers and controlling persons of
the registrant pursuant to the foregoing provisions, or otherwise, the
registrant has been advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as expressed in the
Act and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant will, unless
in the opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the Act
and will be governed by the final adjudication of such issue.

                                  SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe it meets all 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 Amsterdam, State of New York, on this 23nd day of
January 2002.

                            SAFARI ASSOCIATES, INC.

                        By:   /S/ MORTON BERGER
                            --------------------------------
                            Morton Berger, President and
                            Chief Executive Officer


                                                                           7
<PAGE>
                              POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears below
constitutes and appoints Morton Berger , his true and lawful attorney-in-fact
and agent, with full power of substitution and revocation, for him and in his
name, place and stead, in any and all capacities, to sign any and all
amendments (including post-effective amendments) to this Registration
Statement on Form S-8, and to file the same, with all exhibits thereto, and
other documents in connection therewith, with the Securities and Exchange
Commission, granting unto said attorneys-in-fact and agents, and each of them,
full power and authority to do and perform each and every act and thing
requisite and necessary to be done in connection therewith, as fully to all
intents and purposes as he might or could do in person, hereby ratifying and
confirming all that said attorneys-in-fact and agents, or either of them, may
lawfully do or cause to be done.

Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement has been signed by the following persons as of the date indicated
below.



SIGNATURE                                               DATE

 /S/ MORTON BERGER                                 January 23, 2002
------------------------
Morton Berger
President, Chief Executive Officer


 /S/ LILLIAN BERGER                                January 23, 2002
------------------------
Lillian Berger
Member of the Board

                                                                          8
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SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

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

                            Safari Associates, Inc.
            (Exact Name of Registrant as Specified in Its Charter)

                                     Utah
        (State or Other Jurisdiction of Incorporation or Organization)

                                  87-9369569
                     (I.R.S. Employer Identification No.)

            64 Edson Street, Amsterdam, New York        12010
          (Address of Principal Executive Offices)    (Zip Code)

                          Neuhaus Stock Option Plan
                           (Full Title of the Plan)

                                 Morton Berger
                    President and Chief Executive Officer
                 64 Edson Street, Amsterdam, New York 12010
                   (Name and Address of Agent for Service)

                                (518) 842-6500
        (Telephone Number, Including Area Code, of Agent for Service)
=========================================================================================
                       Calculation of Registration Fee
=========================================================================================

Proposed amount of Securities to be registered: 4,000,000

Amount of       Title of Securities   Amount To Be         Aggregate            Fee
Aggregate        To Be Registered     Registered(1)    Price Per Share(2)
Registration
Common
$1,280,000        Par Value, $.001     4,000,000             $.32             $320.00

=========================================================================================
1      In addition, pursuant to Rule 416(c) under the Securities Act of
       1933, this registration statement also covers an indeterminate amount
       of interests to be offered or sold pursuant to the employee and
       benefit plans described herein.

2      Estimated solely for the purpose of calculating the registration fee
       pursuant to Rule 457(c) based on the twenty day average of the high
       and low prices reported on the OTC-BB, which was $.32 per share.
1
PART I

              INFORMATION REQUIRED IN SECTION 10(a) PROSPECTUS

ITEM 1.  PLAN INFORMATION.

The Registrant (sometimes referred to hereinafter as the "Company") and Mark
Neuhaus entered into an agreement, effective January 22, 2002, the nature and
purpose of which were to compensate Mr. Neuhaus, a professional race car
driver, for advertising related services provided to the Registrant.  The
Registrant and Mr. Neuhaus executed the above-mentioned agreement (the
"Neuhaus Stock Option Agreement" or simply, the "Agreement") to provide for
the issuance of options to purchase Four Million (4,000,000) shares of the
Company's Common Stock ("Options") at an exercise price of the lesser of the
thirty day low sale price, as recorded by the OTCBB, or $0.15 per share.  The
Options expire February 1, 2003.

     The Agreement is sometimes referred to hereinafter as the "Plan," and
Mr. Neuhaus, the only participant in the Plan, is sometimes referred to
hereinafter as the "Participant."

     The Plan is not subject to any of the provisions of the Employee
Retirement Income Security Act of 1974.

     The name, address, and telephone number of the Registrant are as set
forth on the facing page of this Registration Statement.  Additional
information about the Plan may be obtained from the Registrant by the
Participant.

     (b)    Securities to be Offered

            (1)  The Registrant intends to issue options to acquire shares of
its Common Stock, par value $0.001 per share, the terms of which are set forth
above in subsection (a) of this Item 1.

            (2)  Description of Securities.

                 (i)  Description of Common Stock.  Each share of Common Stock
is entitled to one vote.  The holders of Common Stock are entitled to receive
dividends on a pro rata basis if and when declared by the Company's Board of
Directors.  The Company has never paid a dividend and does not anticipate
doing so in the near future.  Each share of Common Stock is entitled to share
ratably in any assets avail able for distribution to holders of equity
securities upon the liquidation of the Company.

                                                                          2
(ii) Description of Common Stock Purchase Options.  Holders
of the Options are not entitled to any rights or benefits as a stockholder of
the Company.  Consequently, unless such Options are exercised, holders of the
Options may not vote the shares of Common Stock underlying such Options for
any corporate action taken by the shareholders of the Company, nor receive
cash dividends if any are declared by the Company's Board of Directors.
Shares of Common Stock underlying the Options will be adjusted accordingly for
stock dividends, stock splits, and recapitalizations.

                   (iii)  Certain Charter and Bylaw Provisions.  Certain
provisions of the Company's Articles of Incorporation, and any amendments made
thereto ("Articles")  and the Bylaws adopted  therefrom may have the  effect
of preventing, discouraging, or delaying a change in the control of the
Company and may maintain the incumbency  of the  Board of  Directors and
management.

     (c)    Employees Who May Participate in the Plan

     Mark Neuhaus, a consultant to the Registrant, is the only eligible
Participant in the Plan.

     (d)    Purchase of Securities Pursuant to the Plan and Payment for
Securities Offered;

            (1)  The Participant will be issued Options to acquire shares of
Common Stock for services rendered as a consultant of the Registrant.  The
number of Options issued to the Participant is set forth above in subsection
(a) of this Item 1.

            (2)  The Participant has provided or will continue to provide
consulting services to the Registrant in payment for the Options issued to
such Participant.

            (3)  The Participant is required to pay the exercise price of the
Options in order to receive the shares of Common Stock underlying such
Options. The exercise price for the Options is set forth above in subsection
(a) of this Item 1.

            (4)  No contributions by the Registrant other than the issuance of
shares and Options is applicable.

            (5)  Reports to the Participant as to the amount and status of the
Participant's account under the Plan will not be made.

            (6)  The securities issuable pursuant to the Plan will be Options
to acquire newly issued shares of the Registrant.

     (e)    Resale Restrictions

     There are no resale restrictions on the securities offered.

                                                                          3
(f)    Tax Effects on Plan Participation.

     The Plan is not qualified under Section 401(a) of the Internal Revenue
Code and each Participant will recognize ordinary income equal to the
aggregate fair market value of the shares issued to such Participant as of the
date of issuance.

     (g)    Investment of Funds

     Not applicable.

     (h)    Withdrawal from Plan; Assignment of Contract

            (1)  Withdrawal from Plan:  Not applicable.

            (2)  Assignment: The Plan is not assignable or delegable without
the consent of an authorized representative of the Registrant, which consent
cannot be unreasonably withheld.

     (i)    Forfeitures and Penalties

     The Plan contains a confidentiality provision that, if contravened by the
Participant, would constitute a breach of contract, the result of which could
be money damages and other equitable relief received from the Participant by
the Registrant.

     (j)    Charges and Deductions, and Liens Therefor

     There are no charges or deductions that may be made against the
Participant's interest in the Plan.

ITEM 2.  REGISTRATION INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION.

     Registrant shall provide to the Participant, without charge, upon oral or
written request, the documents incorporated by reference in Item 3 of Part II
of this Registration Statement. The Registrant shall also provide to the
Participant, without charge, upon oral or written request, all of the
documents required to be delivered to the Participant pursuant to Rule 428(b).
Any and all such requests shall be directed to the Registrant at the address
set forth on the cover page hereof.  Morton Berger, the Plan Administrator and
President of the Registrant, with any questions at (518) 842-6500.

                                                                          4
PART II

             INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3. INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE.

The following documents previously filed with the Securities and Exchange
Commission (the "Commission") by Safari Associates, Inc. (the "Company")
pursuant to the Securities Exchange Act of 1934, as amended (the "Exchange
Act") are, as of their respective dates, hereby incorporated by reference in
this Registration Statement:

(i) The Company's Annual Report on Form 10-KSB for the fiscal year ended
December 31, 2000 filed pursuant to Section 13(a) or 15(d) of the Exchange
Act;

(ii) All other reports of the Company filed pursuant to Section 13(a) or 15(d)
of the Exchange Act since the end of the fiscal year covered by the Company's
documents referred to in Paragraph (i) above; and

All other documents filed by the Company with the Commission pursuant to
Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act subsequent to the date
of this Prospectus and prior to the filing of a post-effective amendment which
indicates that all of the Company's shares of Common Stock, par value $.001
per share (the "Shares"), offered hereby have been sold or that all Shares
then remaining unsold have been deregistered shall be deemed to be
incorporated by reference in and made a part of this Registration Statement
from the date of filing of such documents. Any statement contained in a
document incorporated or deemed to be incorporated by reference herein shall
be deemed to be modified or superseded for purposes of this Prospectus to the
extent that a statement contained herein or in a document subsequently filed
modifies or supersedes such statement. Any statement so modified or superseded
shall not be deemed, except as so modified or superseded, to constitute a part
of this Registration Statement.

ITEM 4. DESCRIPTION OF SECURITIES.

Not required.

ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL.

Not required.

ITEM 6. INDEMNIFICATION OF OFFICERS AND DIRECTORS.

Utah corporations are authorized to indemnify against liability any person who
is a party to any legal proceeding because such person is a director or
officer of the corporation. The officer or director must act in good faith and
in a manner reasonably believed to be in the best interests of the corporation
and, with respect to any criminal action or proceeding, have no reasonable
cause to believe the conduct was unlawful. Utah law does not allow
indemnification for an act or omission that involves intentional misconduct or
a knowing violation of a law. In the case of an action by or on behalf of a
corporation, indemnification may not be made if the person seeking
indemnification is found liable, unless the court in which such action was
brought determines such person is fairly

                                                                          5
and reasonably entitled to indemnification. Indemnification is required if a
director or officer has been successful on the merits.

The indemnification authorized under Utah law is not exclusive and is in
addition to any other rights granted to officers and directors. A corporation
may purchase and maintain insurance or furnish similar protection on behalf of
any officer or director.

Our articles of incorporation provide for the indemnification of directors and
executive officers to the maximum extent permitted by Utah law. Insofar as
indemnification for liabilities arising under the Securities Act may be
permitted to our directors, officers or controlling persons pursuant to the
foregoing provisions or otherwise, we have been advised that in the opinion of
the Securities and Exchange Commission such indemnification is against public
policy as expressed in the Securities Act and is therefore unenforceable.
There is no pending litigation or proceeding involving any of our directors,
officers, employees or agents where indemnification would be required or
permitted. We are not aware of any threatened litigation or proceeding that
would result in a claim for such indemnification.

ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED.

Not applicable.

ITEM 8. EXHIBITS.

Exhibits.

Copies of the following documents are included as exhibits to this
registration statement pursuant to Item 601 of regulation S-B.

SEC
Exhibit
No.        Description
-----------------------------------------------------------------------
3.01      Articles of Incorporation.*

3.02      Bylaws.*

5.01      Letter opinion, including consent of Law Office of
          Andrea Cataneo Ltd. regarding legality of Common Stock
          to be issued pursuant to the Neuhaus Stock Option
          Plan.

23.01     Consent of Law Office of Andrea Cataneo Ltd. (included
          in Opinion in Exhibit 5.1).

23.02     Consent of, Sanford Feibusch, CPA, P.C., Monsey, New
          York independent certified public accountants.

99.1      Consulting and Marketing Licensing Agreement between
          Mark Neuhaus and Safari Associates, Inc.
---------------------------------------------------------------------

* Filed previously with the Company's 10-SB registration.

                                                                          6
ITEM 9. UNDERTAKINGS.

(a) The undersigned registrant hereby undertakes:

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

(2) That, for the purpose of determining any liability under the Securities
Act of 1933, each such post-effective amendment shall be deemed to be a new
registration statement relating to the securities offered therein, and the
offering of such securities 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) Insofar as indemnification for liabilities arising under the Securities
Act of 1933 may be permitted to directors, officers and controlling persons of
the registrant pursuant to the foregoing provisions, or otherwise, the
registrant has been advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as expressed in the
Act and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant will, unless
in the opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the Act
and will be governed by the final adjudication of such issue.

                                  SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe it meets all 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 Amsterdam, State of New York, on this 23nd day of
January 2002.

                            SAFARI ASSOCIATES, INC.

                        By:   /S/ MORTON BERGER
                            --------------------------------
                            Morton Berger, President and
                            Chief Executive Officer

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POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears below
constitutes and appoints Morton Berger , his true and lawful attorney-in-fact
and agent, with full power of substitution and revocation, for him and in his
name, place and stead, in any and all capacities, to sign any and all
amendments (including post-effective amendments) to this Registration
Statement on Form S-8, and to file the same, with all exhibits thereto, and
other documents in connection therewith, with the Securities and Exchange
Commission, granting unto said attorneys-in-fact and agents, and each of them,
full power and authority to do and perform each and every act and thing
requisite and necessary to be done in connection therewith, as fully to all
intents and purposes as he might or could do in person, hereby ratifying and
confirming all that said attorneys-in-fact and agents, or either of them, may
lawfully do or cause to be done.

Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement has been signed by the following persons as of the date indicated
below.

SIGNATURE                                               DATE

 /S/ MORTON BERGER                                 January 23, 2002
------------------------
Morton Berger
President, Chief Executive Officer

 /S/ LILLIAN BERGER                                January 23, 2002
------------------------
Lillian Berger
Member of the Board

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