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<P><CENTER><STRONG>UNITED STATES</CENTER>
</STRONG></P>

<BR WP="BR1"><BR WP="BR2">
<P><STRONG><CENTER>SECURITIES AND EXCHANGE COMMISSION</CENTER>
</STRONG></P>

<BR WP="BR1"><BR WP="BR2">
<P><CENTER>Washington, D.C. 20549</CENTER>
</P>

<BR WP="BR1"><BR WP="BR2">
<P ALIGN="CENTER"><STRONG>FORM S-8</STRONG></P>

<BR WP="BR1"><BR WP="BR2">
<P><CENTER>REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933</CENTER>
</P>

<BR WP="BR1"><BR WP="BR2">
<P><CENTER><FONT FACE="CG Times"><STRONG>ALD SERVICES, INC.</STRONG></FONT><FONT FACE="Times New Roman"><STRONG><U></CENTER>
	</U></STRONG></FONT></P>

<P><CENTER>(Exact name of Registrant as specified in its charter)</CENTER>
</P>

<BR WP="BR1"><BR WP="BR2">
<TABLE WIDTH="100%">
<TR VALIGN="TOP"><TD ALIGN="CENTER"><FONT FACE="Times New Roman"></FONT><FONT FACE="Times New Roman"></FONT><FONT FACE="CG Times">Nevada</FONT><FONT FACE="Times New Roman"></FONT></TD>
<TD ALIGN="CENTER"><FONT FACE="Times New Roman"></FONT><FONT FACE="CG Times">0-27035</FONT><FONT FACE="Times New Roman"></FONT></TD>
<TD ALIGN="CENTER"><FONT FACE="Times New Roman"></FONT><FONT FACE="CG Times">88-0408274</FONT><FONT FACE="Times New Roman"></FONT></TD></TR>
<TR VALIGN="TOP"><TD ALIGN="CENTER"><FONT FACE="Times New Roman">(State or other jurisdiction of
incorporation)</FONT></TD>
<TD ALIGN="CENTER"><FONT FACE="Times New Roman">(Commission File
Number)</FONT></TD>
<TD ALIGN="CENTER"><FONT FACE="Times New Roman">(IRS Employer Identification
Number)</FONT></TD></TR></TABLE>

<P><FONT FACE="Times New Roman"><CENTER> </CENTER>

<TABLE WIDTH="100%"></FONT>
<TR VALIGN="TOP"><TD ALIGN="CENTER"><FONT FACE="Times New Roman"></FONT><FONT FACE="CG Times">30 Sembrado</FONT></P>

<P><FONT FACE="CG Times">Rancho Santa Margarita, California  </FONT><FONT FACE="Times New Roman"></FONT></TD>
<TD ALIGN="CENTER"><FONT FACE="Times New Roman"></FONT></P>
<BR WP="BR1"><BR WP="BR2"><FONT FACE="CG Times">92688</FONT><FONT FACE="Times New Roman"></FONT></TD></TR>
<TR VALIGN="TOP"><TD ALIGN="CENTER"><FONT FACE="Times New Roman">(Address of principal executive offices)</FONT></TD>
<TD ALIGN="CENTER"><FONT FACE="Times New Roman">(Zip Code)</FONT></TD></TR></TABLE>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman"><CENTER>TIM HOLMQUIST CONSULTING AGREEMENT</CENTER>
</FONT></P>

<P><FONT FACE="Times New Roman"><CENTER>(Full title of Plan)</CENTER>
</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">Thomas K. Russell</FONT></P>

<P><FONT FACE="Times New Roman">ALD Services, Inc.</FONT></P>

<P><FONT FACE="CG Times">30 Sembrado</FONT></P>

<P><FONT FACE="CG Times">Rancho Santa Margarita, California 92688</FONT><FONT FACE="Times New Roman"></FONT></P>

<P><FONT FACE="Times New Roman">(Name and address of agent for service)</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="CG Times">(949) 459-1220</FONT><FONT FACE="Times New Roman"></FONT></P>

<P><FONT FACE="Times New Roman">(Telephone number, including area code, of agent for service)</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">Copy To:</FONT></P>

<P><FONT FACE="Times New Roman">Gary S. Joiner</FONT></P>

<P><FONT FACE="Times New Roman">Frascona Joiner Goodman and Greenstein, P.C.</FONT></P>

<P><FONT FACE="Times New Roman">4750 Table Mesa Drive</FONT></P>

<P><FONT FACE="Times New Roman">Boulder, CO 80305</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<P ALIGN="CENTER"><FONT FACE="Times New Roman">CALCULATION OF REGISTRATION FEE</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<TABLE WIDTH="100%">
<TR VALIGN="TOP"><TD><FONT FACE="Times New Roman">Title of each class of
securities to be registered</FONT></TD>
<TD ALIGN="RIGHT"><FONT FACE="Times New Roman">
<P ALIGN="RIGHT">Amount to be
registered <SUP>(1)</SUP> </FONT></TD>
<TD ALIGN="RIGHT"><FONT FACE="Times New Roman">
<P ALIGN="RIGHT">Proposed maximum
offering price per
share <SUP>(2)</SUP>  </FONT></TD>
<TD ALIGN="RIGHT"><FONT FACE="Times New Roman">
<P ALIGN="RIGHT">Proposed maximum
aggregate offeringprice</FONT></TD></TR>
<TR VALIGN="TOP"><TD><FONT FACE="Times New Roman">Common stock, no par value</FONT></TD>
<TD ALIGN="RIGHT"><FONT FACE="Times New Roman">25,000 shares</FONT></TD>
<TD ALIGN="RIGHT"><FONT FACE="Times New Roman">$ 5.45  </FONT></TD>
<TD ALIGN="RIGHT"><FONT FACE="Times New Roman">$   136,250</FONT></TD></TR></TABLE>
</P>
<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman"><SUP>(1)</SUP> In addition, pursuant to Rule 416(c) under the Securities Act of 1933 as amended (the
"Securities Act") , this Registration Statement also covers an indeterminate amount of interests to
be offered or sold pursuant to the employee benefit plan(s) described herein.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman"><SUP>(2)</SUP>  Estimated pursuant to Rule 457 (h) (1) under the Securities Act, solely for the purpose of
calculating the registration fee, based on the average of the closing bid and asked prices on the
Over the Counter Bulletin Board as of April 8, 2002.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman"><CENTER>PART I</CENTER>
</FONT></P>

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<P><FONT FACE="Times New Roman">INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">ITEM 1.  PLAN INFORMATION.*</FONT></P>

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<P><FONT FACE="Times New Roman">ITEM 2. REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL
INFORMATION.*</FONT></P>

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<P><FONT FACE="Times New Roman">* The document(s) containing the information specified in Part I of Form S-8 will be sent or
given to participants as specified by Rule 428(b) (1) promulgated by the Securities and Exchange
Commission (the "Commission") under the Securities Act of 1933 (the "Securities Act"). Such
document(s) are not being filed with the Commission, but constitute (along with the documents
incorporated by reference into the Registration Statement pursuant to Item 2 of Part II hereof) a
prospectus that meets the requirements of Section 10(a) of the Securities Act.</FONT></P>

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<P><FONT FACE="Times New Roman"><CENTER>PART II</CENTER>
</FONT></P>

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<P ALIGN="CENTER"><FONT FACE="Times New Roman">INFORMATION REQUIRED IN THE REGISTRATION STATEMENT</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">ITEM 2.  INCORPORATION OF DOCUMENTS BY REFERENCE.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">The following documents previously or concurrently filed by the Company with the Commission
are hereby incorporated by reference into this Registration Statement:</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<UL>
  <UL>
    <LI><FONT FACE="Times New Roman">The Companys Annual Report on Form 10-KSB for the fiscal year ended
December 31, 2001 (the "Annual Report") filed by the Company (SEC File No. </FONT><FONT FACE="CG Times">0-27035</FONT><FONT FACE="Times New Roman">) under the Securities Exchange Act of 1934, as amended (the "Exchange
Act"), with the Commission on April 4, 2002.</FONT></LI>

<BR WP="BR1"><BR WP="BR2">  </UL>
</UL>

<P><FONT FACE="Times New Roman">			(b)	All other reports filed pursuant to Section 13(a) or 15(d) of the Exchange Act
since the end of the fiscal year covered by the Annual Report referred to in (a)
above.</FONT></P>

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<P><FONT FACE="Times New Roman">			(c)	The description of the Companys Common Stock set forth under the caption
"Description of Securities" in its 10-SB Registration Statement filed with the
Commission on August 13, 1999, is hereby incorporated by reference.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">All of the above documents and documents subsequently filed by the Company with the
Commission pursuant to Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act, prior to the
filing of a post-effective amendment which indicates that all securities offered hereby have been
sold or which deregisters all securities then remaining unsold, shall be deemed incorporated by
reference into this Registration Statement and to be a part thereof from the date of the filing of
such documents. Any statement contained in the documents incorporated, or deemed to be
incorporated, by reference herein or therein shall be deemed to be modified or superseded for
purposes of this Registration Statement and the prospectus which is a part hereof (the
"Prospectus") to the extent that a statement contained herein or therein or in any other
subsequently filed document which also is, or is deemed to be, incorporated by reference herein
or therein modifies or supersedes such statement.  Any such statement so modified or superseded
shall not be deemed, except as so modified or superseded, to constitute a part of this Registration
Statement and the Prospectus.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">All documents incorporated by reference herein will be made available to all participants in the
Tim Holmquist Consulting Agreement without charge, upon written or oral request. Other
documents required to be delivered to participants pursuant to Rule 428(b) (1) under the
Securities Act of 1933 are also available without charge, upon written or oral request. All
requests for documents shall be directed to:</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">ALD Services, Inc.</FONT></P>

<P><FONT FACE="Times New Roman">c/o Gary S. Joiner</FONT></P>

<P><FONT FACE="Times New Roman">Frascona Joiner Goodman and Greenstein, P.C.</FONT></P>

<P><FONT FACE="Times New Roman">4750 Table Mesa Drive</FONT></P>

<P><FONT FACE="Times New Roman">Boulder, Colorado 80305</FONT></P>

<P><FONT FACE="Times New Roman">(303) 494-3000</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
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<P><FONT FACE="Times New Roman">ITEM 4. 	DESCRIPTION OF SECURITIES.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">		Not applicable.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">ITEM 5. 	INTERESTS OF NAMED EXPERTS AND COUNSEL.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">		Not applicable.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">ITEM 6.	 INDEMNIFICATION OF DIRECTORS AND OFFICERS.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">	The Company is a Nevada corporation. The Nevada Revised Statutes provide authority
for broad indemnification of officers, directors, employees and agents of a corporation, with
certain specified exceptions.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">	Article 7 of the Companys Articles of Incorporation provides that the Company shall
have the power to indemnify its directors, officers, employees and agents to the maximum extent
permitted by law.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">	Article V of the Companys By-Laws provides for extensive indemnification of its
directors, officers, employees and agents.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">	At the present time, the Company does not have any officer-director liability insurance,
nor does the Company have indemnification agreements with any of its directors, officers,
employees or agents.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">ITEM 7. 	EXEMPTION FROM REGISTRATION CLAIMED.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">	Not Applicable.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">ITEM 8. 	EXHIBITS.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">	See the Exhibit Index following the signature page in this Registration Statement, which
Exhibit Index is incorporated herein by reference.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">ITEM 9. 	UNDERTAKINGS.</FONT></P>

<P><FONT FACE="Times New Roman">	</FONT></P>

<P><FONT FACE="Times New Roman">	(a) The undersigned Company hereby undertakes:</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">		(1) To file, during any period in which offers or sales are  being made, a post-effective amendment to this Registration Statement to: (i) include any prospectus required by
Section 10(a) (2) of the Securities Act; (ii) reflect in the prospectus any facts or events arising
after the effective date of the Registration Statement 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 end 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 changes in volume and price represent no more than a 20 percent change in the maximum
aggregate offering price set forth in the "Calculation of Registration Fee" table in the effective
registration statement; and (iii) 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 provisions (i) and (ii)
of this undertaking 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 Company pursuant to the Exchange Act that are incorporated by reference
into the Registration Statement;</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">		(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; and</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">		(3)  To remove from registration by means of post-effective amendment any of the
securities being registered which remain unsold at the termination of the offering.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">	(b) The Company hereby undertakes that, for purposes of determining any liability under
the Securities Act, each filing of the Companys annual report pursuant to Section 13(a) or 15(d)
of the Exchange Act (and, where applicable, each filing of an employee benefit plans 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.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">	(c)  Insofar as indemnification for liabilities arising under the Securities Act may be
permitted to directors, officers, and controlling persons of the Company pursuant to the foregoing
provisions, or otherwise, the Company has been advised that in the opinion of the Commission
such indemnification is against public policy as expressed in the Securities Act and, is, therefore,
unenforceable. In the event that a claim for indemnification against such liabilities (other than the
payment by the Company of expenses incurred or paid by a director, officer or controlling person
in the successful defense of any action, suit or proceeding) is asserted by such director, officer or
controlling person in connection with the securities being registered, the Company will, unless in
the opinion of its counsel the matter has been settled by controlling precedent, submit to a court
of appropriate jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Securities Act and will be governed by the final adjudication of such
issue.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
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<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman"><STRONG></STRONG></FONT><FONT FACE="Times New Roman"><STRONG>SIGNATURES</STRONG></FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">The Registrant: 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.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="CG Times"><STRONG>ALD SERVICES, INC.</STRONG></FONT><FONT FACE="Times New Roman"><STRONG><U>	</U></STRONG></FONT><FONT FACE="Times New Roman"></FONT></P>

<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">By: /S/ THOMAS K. RUSSELL</FONT></P>

<P><FONT FACE="Times New Roman">Thomas K. Russell (President and Director)</FONT><FONT FACE="Times New Roman"></FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">Date: April 17, 2002</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<P ALIGN="CENTER"><FONT FACE="Times New Roman"></FONT><FONT FACE="Times New Roman">ALD SERVICES, INC.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P ALIGN="CENTER"><FONT FACE="Times New Roman">EXHIBIT INDEX TO</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P ALIGN="CENTER"><FONT FACE="Times New Roman">FORM S-8 REGISTRATION STATEMENT</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman"> </FONT></P>

<BR WP="BR1"><BR WP="BR2">
<TABLE WIDTH="100%">
<TR VALIGN="TOP"><TD><FONT FACE="Times New Roman">EXHIBIT NO.</FONT></TD>
<TD><FONT FACE="Times New Roman">DESCRIPTION</FONT></TD></TR>
<TR VALIGN="TOP"><TD><FONT FACE="Times New Roman">4.1</FONT></TD>
<TD><FONT FACE="Times New Roman">Tim Holmquist Consulting Agreement</FONT></TD></TR>
<TR VALIGN="TOP"><TD><FONT FACE="Times New Roman">5.1</FONT></TD>
<TD><FONT FACE="Times New Roman">Opinion of Frascona, Joiner, Goodman &amp; Greenstein, P.C.</FONT></TD></TR>
<TR VALIGN="TOP"><TD><FONT FACE="Times New Roman">23.1</FONT></TD>
<TD><FONT FACE="Times New Roman">Consent of Comiskey &amp; Company</FONT></TD></TR>
<TR VALIGN="TOP"><TD><FONT FACE="Times New Roman">23.1</FONT></TD>
<TD><FONT FACE="Times New Roman">Consent of G. Brad Beckstead, CPA</FONT></TD></TR>
<TR VALIGN="TOP"><TD><FONT FACE="Times New Roman">23.3</FONT></TD>
<TD><FONT FACE="Times New Roman">Consent of Frascona, Joiner, Goodman &amp; Greenstein, P.C.</FONT></TD></TR>
<TR VALIGN="TOP"><TD><FONT FACE="Times New Roman"></TD>
<TD></TD></TR>
<TR VALIGN="TOP"><TD></TD>
<TD></TD></TR></TABLE>

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<P></FONT><FONT FACE="Times New Roman"></FONT><FONT FACE="Times New Roman"></FONT><FONT FACE="Times New Roman"></FONT><FONT FACE="Times New Roman">Exhibit 4.1</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman"><STRONG>CONSULTING AGREEMENT</STRONG></FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">	This Consulting Agreement (the "Agreement") is entered into as of the 1<SUP>st</SUP> day of</FONT></P>

<P><FONT FACE="Times New Roman">December, 2001, by and between <STRONG>Tim Holmquist</STRONG>, of 15187 Edgewater Circle, Prior Lake, MN
55372 ("Consultant") and <STRONG>ALD Services, Inc.</STRONG>, a Nevada corporation ("ALD"), with reference to
the following:</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P ALIGN="CENTER"><FONT FACE="Times New Roman">RECITALS</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">	A.  ALD desires to be assured of the association and the services of Consultant in order to </FONT></P>

<P><FONT FACE="Times New Roman">avail itself of Consultant's experience, skills, abilities, knowledge and background to facilitate
various transactions, including, but not limited to a proposed stock exchange transaction between
ALD and various target companies (the "Transactions"), and to advise ALD and its directors,
officers and representatives and such other persons as ALD may, from time to time, determine, in
connection therewith.  ALD is willing to engage Consultant upon the terms and conditions set
forth herein.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">	B.   Consultant agrees to be engaged and retained by ALD upon the terms and conditions</FONT></P>

<P><FONT FACE="Times New Roman">set forth herein.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">	NOW, THEREFORE, in consideration of the foregoing, of the mutual promises </FONT></P>

<P><FONT FACE="Times New Roman">hereafter set forth and for other good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the parties hereto agree as follows:</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">	1.  <U>Engagement</U> ALD hereby engages Consultant, and Consultant hereby accepts the</FONT></P>

<P><FONT FACE="Times New Roman">engagement to become a consultant to ALD and to render such advice, consultation, information,
and services to ALD and such persons as it may designate in respect of the Transactions,
including, but not limited to:</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">	A.  Assistance in the identification of a target companies suitable for stock exchange </FONT></P>

<P><FONT FACE="Times New Roman">	      Transactions and assistance in the structuring and negotiation of the Transactions;</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">	B.  Assistance in the identification of an investment banking firm suitable for the </FONT></P>

<P><FONT FACE="Times New Roman">	      Transactions and assistance in the structuring and negotiation of an appropriate</FONT></P>

<P><FONT FACE="Times New Roman">	      investment banking agreement;</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">	C.  Assistance in the identification of investor relations, public relations and financial</FONT></P>

<P><FONT FACE="Times New Roman">	      communications firms suitable for ALD, and assistance in the structuring and</FONT></P>

<P><FONT FACE="Times New Roman">	      negotiation of appropriate consulting agreements with such firms;</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">	D.  Assistance in the identification of companies suitable as acquisition targets for ALD,</FONT></P>

<P><FONT FACE="Times New Roman">	      and assistance in the due diligence, structuring and negotiation of such Transactions.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">	It shall be expressly understood that Consultant shall have no power to bind ALD, or any
other parties in respect of which Consultant is providing direct or indirect services under this
Agreement, to any contract or obligation or to transact any business in any such party's name or
on behalf of any such party in any manner.  It is further understood that Consultant's role shall be
advisory only, and ALD shall have discretion to accept or reject the advice or recommendations
of Consultant hereunder.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">	2.  <U>Term</U>.  The term of this Agreement shall commence on the date hereof and continue
for a term of one year.  This Agreement may be extended by agreement of both parties, unless or
until this Agreement is terminated.  Either party may cancel this Agreement upon five (5) days
written notice in the event either party violates any material provision of this Agreement and fails
to cure such violation within five (5) days of written notification of such violation from the other
party.  Such cancellation shall not excuse the breach or non-performance by the other party or
relieve the breaching party of its obligation incurred prior to the date of cancellation.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">	3.  <U>Compensation and Fees</U>.  The engagement fee payable to Consultant shall be up to
twenty-five thousand dollars ($25,000) payable in the form of up to twenty-five thousand
(25,000) newly issued and shares of ALD common stock (the "Shares") to be registered by ALD
with the SEC on Form S-8.  The Shares shall be delivered as follows:</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">	A.  <U>Initial Shares</U> Ten thousand (10,000) of the Shares shall be delivered to Consultant</FONT></P>

<P><FONT FACE="Times New Roman">	      immediately following the registration of such Shares with the SEC on Form S-8; and</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">	B.  <U>Remaining Shares</U> Subject to approval of Consultant's ongoing services by the board</FONT></P>

<P><FONT FACE="Times New Roman">	      of directors of ALD,. the remaining fifteen thousand (15,000) Shares shall be </FONT></P>

<P><FONT FACE="Times New Roman">	      delivered to Consultant in one or more deliveries following the date of the Initial</FONT></P>

<P><FONT FACE="Times New Roman">	      Delivery.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">	4.  <U>Exclusivity; Performance; Confidentiality</U> The services of Consultant hereunder shall</FONT></P>

<P><FONT FACE="Times New Roman">not be exclusive, and Consultant and its agents may perform similar or different services for
other persons or entities whether or not they are competitors of ALD.  Consultant shall be
required to spend only such time as is necessary to service ALD in a commercially reasonable
manner.  Consultant acknowledges and agrees that confidential information proprietary to ALD
and obtained during its engagement by ALD, shall not be, directly or indirectly, disclosed
without the prior express written consent of the ALD, unless and until such information is
otherwise known to the public generally or is otherwise not secret and confidential.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">	5.  <U>Independent Contractor</U>.  In its performance hereunder, Consultant and his agents shall
be an independent contractor.  Consultant shall complete the services required hereunder
according to his own means and methods of work, shall be in the exclusive charge and control of
Consultant and not subject to the control or supervision of ALD, except as to the results of the
work.  ALD acknowledges that nothing in this Agreement shall be construed to require
Consultant to provide services to ALD at any specific time, or in any specific place or manner.
Payments to Consultant hereunder shall not be subject to withholding taxes or other employment
taxes as required with respect to compensation paid to an employee.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">	6.  <U>Miscellaneous</U>.  No waiver of any of the provisions of this Agreement shall be deemed
or constitute a waiver of any other provision and no waiver shall constitute a continuing waiver.
No waiver shall be binding unless executed in writing by the party making the waiver.  No
supplement, modification, or amendment of this Agreement shall be binding unless executed in
writing by all parties.   This Agreement constitutes the entire agreement between the parties and
supersedes any prior agreements or negotiations.  There are no third party beneficiaries to this
Agreement.  This Agreement shall be governed by the laws of the State of Nevada.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">	IN WITNESS WHEREOF, the parties hereto have entered into this Agreement on the
date first written above.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<TABLE WIDTH="100%">
<TR VALIGN="TOP"><TD><FONT FACE="Times New Roman"><STRONG>ALD SERVICES, INC.,			 </STRONG></FONT>

<P><FONT FACE="Times New Roman">a Nevada corporation</FONT></TD>
<TD><FONT FACE="Times New Roman"><STRONG>CONSULTANT</STRONG></FONT></TD></TR>
<TR VALIGN="TOP"><TD><FONT FACE="Times New Roman"></TD>
<TD></TD></TR>
<TR VALIGN="TOP"><TD></FONT><FONT FACE="Times New Roman"></FONT><FONT FACE="Times New Roman">By: <U>/s/ Thomas K. Russell</U></FONT></P>

<P><FONT FACE="Times New Roman">Thomas K. Russell, President</FONT></TD>
<TD><FONT FACE="Times New Roman"><U>/s/ Tim Holmquist</U></FONT></P>

<P><FONT FACE="Times New Roman">Tim Holmquist</FONT></TD></TR></TABLE>
</P>
<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">  </FONT><FONT FACE="Times New Roman"></FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman"></FONT><FONT FACE="Times New Roman">EXHIBIT 5.1</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P ALIGN="RIGHT"><FONT FACE="Times New Roman">Frascona Joiner Goodman and Greenstein, P.C.</FONT></P>

<P ALIGN="RIGHT"><FONT FACE="Times New Roman">4750 Table Mesa Drive</FONT></P>

<P ALIGN="RIGHT"><FONT FACE="Times New Roman">Boulder, CO 80305</FONT></P>

<P ALIGN="RIGHT"><FONT FACE="Times New Roman"> Phone: (303) 494-3000</FONT></P>

<P ALIGN="RIGHT"><FONT FACE="Times New Roman">Facsimile:  (303) 494-6309</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P>April 16, 2002</P>

<BR WP="BR1"><BR WP="BR2">
<P>ALD Services, Inc. </P>

<P><FONT FACE="CG Times">30 Sembrado</FONT></P>

<P><FONT FACE="CG Times">Rancho Santa Margarita, California </FONT>92688</P>

<BR WP="BR1"><BR WP="BR2">
<P>	Re:  Registration Statement on Form S-8</P>

<BR WP="BR1"><BR WP="BR2">
<P>Ladies and Gentlemen:</P>

<BR WP="BR1"><BR WP="BR2">
<P>	At your request, we have examined the Registration Statement on Form S-8 (the
"Registration Statement") as proposed to be filed by you with the Securities and Exchange
Commission in connection with the registration under the Securities Act of 1933, as amended, of
the offer and sale  of up to 25,000 shares of Common Stock, $0.001 par value per share (the
"Common Stock"), of ALD Services, Inc., a Nevada corporation (the "Company"), pursuant to the
Consulting Agreement dated December 1, 2001, by and between the Company and Tim
Holmquist.  We have further examined the proceedings that you have previously taken and are
familiar with the additional proceedings proposed to be taken in connection with the
authorization, issuance, and sale of the Common Stock.</P>

<BR WP="BR1"><BR WP="BR2">
<P>	Subject to compliance with applicable state securities and "Blue Sky" laws, we are of the
opinion that the Common Stock, upon issuance and sale (or resale, if applicable) , in the manner
described in the Registration Statement, will be (or has been and is, if applicable), legally issued
and fully paid, and will (or does, if applicable) constitute nonassessable securities of the
Company.</P>

<BR WP="BR1"><BR WP="BR2">
<P>	We consent to the use of this opinion as Exhibit 5.1 to the Registration Statement and to
the use of our name in the Prospectus constituting a part thereof.</P>

<BR WP="BR1"><BR WP="BR2">
<P>Very truly yours, </P>

<P>/S/ FRASCONA JOINER GOODMAN AND GREENSTEIN, P.C.</P>

<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<P>EXHIBIT 23.1</P>

<BR WP="BR1"><BR WP="BR2">
<P><CENTER>[Comiskey &amp; Company Letterhead]</CENTER>
</P>

<BR WP="BR1"><BR WP="BR2">
<P ALIGN="CENTER"><FONT FACE="Times New Roman">CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">We consent to the use, by incorporation by reference, in the Form S-8 Registration Statement
under the Securities Act of 1933 of ALD Services, Inc.,  (a Nevada Corporation) (Registrant) of
our report dated March 25, 2002 on the financial statements of ALD Services, Inc., as of
December 31, 2001 and the related statements of operations, stockholders' equity and cash flows
for the year ended December 31, 2001 and for the period from inception (November 10, 1998) to
December 31, 2001 contained in the Registrant's annual report on Form 10-KSB, and to
references to our firm as experts in the area of accounting and auditing.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">Denver, Colorado</FONT></P>

<P><FONT FACE="Times New Roman">April 16,  2002</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<P ALIGN="RIGHT"><FONT FACE="Times New Roman">/s/ Comiskey &amp; Company</FONT></P>

<P ALIGN="RIGHT"><FONT FACE="Times New Roman">PROFESSIONAL CORPORATION</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman" SIZE="-1"></FONT><FONT FACE="Times New Roman" SIZE="-1"> </FONT></P>

<P> </P>

<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<P>EXHIBIT 23.2 Consent of G. Brad Beckstead, CPA</P>

<BR WP="BR1"><BR WP="BR2">
<P><CENTER>[G. Brad Beckstead Letterhead]</CENTER>
</P>

<BR WP="BR1"><BR WP="BR2">
<P ALIGN="CENTER"><FONT FACE="Times New Roman">CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">We consent to the use, by incorporation by reference, in the Form S-8 Registration Statement
under the Securities Act of 1933 of ALD Services, Inc.,  (a Nevada Corporation) (Registrant) of
our report dated April 1, 2002 on the financial statements of ALD Services, Inc., as of December
31, 2000, and 1999, and the related statements of operations, stockholders' equity and cash flows
for the years then ended,  and for the period from inception (November 10, 1998) to December 31,
2000 contained in the Registrant's annual report on Form 10-KSB, and to references to our firm
as experts in the area of accounting and auditing.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">Las Vegas, Nevada</FONT></P>

<P><FONT FACE="Times New Roman">April 16, 2002</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P ALIGN="RIGHT"><FONT FACE="Times New Roman">/s/ G. Brad Beckstead, CPA</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman" SIZE="-1"></FONT>Exhibit 23.3</P>

<BR WP="BR1"><BR WP="BR2">
<P ALIGN="RIGHT"><FONT FACE="Times New Roman"></FONT><FONT FACE="Times New Roman">Frascona Joiner Goodman and Greenstein, P.C.</FONT></P>

<P ALIGN="RIGHT"><FONT FACE="Times New Roman">4750 Table Mesa Drive</FONT></P>

<P ALIGN="RIGHT"><FONT FACE="Times New Roman">Boulder, CO 80305</FONT></P>

<P ALIGN="RIGHT"><FONT FACE="Times New Roman"> Phone: (303) 494-3000</FONT></P>

<P ALIGN="RIGHT"><FONT FACE="Times New Roman">Facsimile:  (303) 494-6309</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P>April 16, 2002</P>

<BR WP="BR1"><BR WP="BR2">
<P>ALD Services, Inc. </P>

<P><FONT FACE="CG Times">30 Sembrado </FONT></P>

<P><FONT FACE="CG Times">Rancho Santa Margarita, California </FONT><FONT FACE="Times New Roman">92688</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">          Re:  Registration Statement on Form S-8</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">Ladies and Gentlemen:</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">          At your request, we have examined the Registration Statement on Form S-8 (the
"Registration Statement") as proposed to be filed by you with the Securities and Exchange
Commission in connection with the registration under the Securities Act of 1933, as amended, of
the offer and sale of up to 25,000 shares of Common Stock, $0.001 par value per share (the
"Common Stock"), of ALD Services, Inc., a Nevada corporation (the "Company"), pursuant to the
Consulting Agreement dated December 1, 2001 by and between the Company and Tim
Holmquist.   We have further examined the proceedings that you have previously taken and are
familiar with the additional proceedings proposed to be taken in connection with the
authorization, issuance, and sale of the Common Stock.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">       Subject to compliance with applicable state securities and "Blue Sky" laws, we are of the
opinion that the Common Stock, upon issuance and sale (or resale, if applicable) , in the manner
described in the Registration Statement, will be (or has been and is, if applicable), legally issued
and fully paid, and will (or does, if applicable) constitute nonassessable securities of the
Company.</FONT></P>

<P><FONT FACE="Times New Roman"> </FONT></P>

<P><FONT FACE="Times New Roman">         We consent to the use of this opinion as Exhibit 5.1 to the Registration Statement and to the
use of our name in the Prospectus constituting a part thereof.</FONT></P>

<BR WP="BR1"><BR WP="BR2">
<P><FONT FACE="Times New Roman">Very truly yours, </FONT></P>

<P><FONT FACE="Times New Roman">/S/ FRASCONA JOINER GOODMAN AND GREENSTEIN, P.C</FONT>.</P>

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-8
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
ALD SERVICES, INC.
(Exact name of Registrant as specified in its charter)
Nevada
0-27035
88-0408274
(State or other jurisdiction of
incorporation)
(Commission File
Number)
(IRS Employer Identification
Number)
30 Sembrado
Rancho Santa Margarita, California
92688
(Address of principal executive offices)
(Zip Code)
TIM HOLMQUIST CONSULTING AGREEMENT
(Full title of Plan)
Thomas K. Russell
ALD Services, Inc.
30 Sembrado
Rancho Santa Margarita, California 92688
(Name and address of agent for service)
(949) 459-1220
(Telephone number, including area code, of agent for service)
Copy To:
Gary S. Joiner
Frascona Joiner Goodman and Greenstein, P.C.
4750 Table Mesa Drive
Boulder, CO 80305
CALCULATION OF REGISTRATION FEE
Title of each class of
securities to be registered
Amount to be
registered
(1)
Proposed maximum
offering price per
share
(2)
Proposed maximum
aggregate offeringprice
Common stock, no par value
25,000 shares
$ 5.45
$   136,250
(1)
In addition, pursuant to Rule 416(c) under the Securities Act of 1933 as amended (the
"Securities Act") , this Registration Statement also covers an indeterminate amount of interests to
be offered or sold pursuant to the employee benefit plan(s) described herein.
(2)
Estimated pursuant to Rule 457 (h) (1) under the Securities Act, solely for the purpose of
calculating the registration fee, based on the average of the closing bid and asked prices on the
Over the Counter Bulletin Board as of April 8, 2002.
PART I
INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS
ITEM 1.  PLAN INFORMATION.*
ITEM 2. REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL
INFORMATION.*
* The document(s) containing the information specified in Part I of Form S-8 will be sent or
given to participants as specified by Rule 428(b) (1) promulgated by the Securities and Exchange
Commission (the "Commission") under the Securities Act of 1933 (the "Securities Act"). Such
document(s) are not being filed with the Commission, but constitute (along with the documents
incorporated by reference into the Registration Statement pursuant to Item 2 of Part II hereof) a
prospectus that meets the requirements of Section 10(a) of the Securities Act.
PART II
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
ITEM 2.  INCORPORATION OF DOCUMENTS BY REFERENCE.
The following documents previously or concurrently filed by the Company with the Commission
are hereby incorporated by reference into this Registration Statement:
The Companys Annual Report on Form 10-KSB for the fiscal year ended
December 31, 2001 (the "Annual Report") filed by the Company (SEC File No.
0-27035
) under the Securities Exchange Act of 1934, as amended (the "Exchange
Act"), with the Commission on April 4, 2002.
(b)	All other reports filed pursuant to Section 13(a) or 15(d) of the Exchange Act
since the end of the fiscal year covered by the Annual Report referred to in (a)
above.
(c)	The description of the Companys Common Stock set forth under the caption
"Description of Securities" in its 10-SB Registration Statement filed with the
Commission on August 13, 1999, is hereby incorporated by reference.
All of the above documents and documents subsequently filed by the Company with the
Commission pursuant to Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act, prior to the
filing of a post-effective amendment which indicates that all securities offered hereby have been
sold or which deregisters all securities then remaining unsold, shall be deemed incorporated by
reference into this Registration Statement and to be a part thereof from the date of the filing of
such documents. Any statement contained in the documents incorporated, or deemed to be
incorporated, by reference herein or therein shall be deemed to be modified or superseded for
purposes of this Registration Statement and the prospectus which is a part hereof (the
"Prospectus") to the extent that a statement contained herein or therein or in any other
subsequently filed document which also is, or is deemed to be, incorporated by reference herein
or therein modifies or supersedes such statement.  Any such statement so modified or superseded
shall not be deemed, except as so modified or superseded, to constitute a part of this Registration
Statement and the Prospectus.
All documents incorporated by reference herein will be made available to all participants in the
Tim Holmquist Consulting Agreement without charge, upon written or oral request. Other
documents required to be delivered to participants pursuant to Rule 428(b) (1) under the
Securities Act of 1933 are also available without charge, upon written or oral request. All
requests for documents shall be directed to:
ALD Services, Inc.
c/o Gary S. Joiner
Frascona Joiner Goodman and Greenstein, P.C.
4750 Table Mesa Drive
Boulder, Colorado 80305
(303) 494-3000
ITEM 4. 	DESCRIPTION OF SECURITIES.
Not applicable.
ITEM 5. 	INTERESTS OF NAMED EXPERTS AND COUNSEL.
Not applicable.
ITEM 6.	 INDEMNIFICATION OF DIRECTORS AND OFFICERS.
The Company is a Nevada corporation. The Nevada Revised Statutes provide authority
for broad indemnification of officers, directors, employees and agents of a corporation, with
certain specified exceptions.
Article 7 of the Companys Articles of Incorporation provides that the Company shall
have the power to indemnify its directors, officers, employees and agents to the maximum extent
permitted by law.
Article V of the Companys By-Laws provides for extensive indemnification of its
directors, officers, employees and agents.
At the present time, the Company does not have any officer-director liability insurance,
nor does the Company have indemnification agreements with any of its directors, officers,
employees or agents.
ITEM 7. 	EXEMPTION FROM REGISTRATION CLAIMED.
Not Applicable.
ITEM 8. 	EXHIBITS.
See the Exhibit Index following the signature page in this Registration Statement, which
Exhibit Index is incorporated herein by reference.
ITEM 9. 	UNDERTAKINGS.
(a) The undersigned Company hereby undertakes:
(1) To file, during any period in which offers or sales are  being made, a post-effective amendment to this Registration Statement to: (i) include any prospectus required by
Section 10(a) (2) of the Securities Act; (ii) reflect in the prospectus any facts or events arising
after the effective date of the Registration Statement 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 end 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 changes in volume and price represent no more than a 20 percent change in the maximum
aggregate offering price set forth in the "Calculation of Registration Fee" table in the effective
registration statement; and (iii) 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 provisions (i) and (ii)
of this undertaking 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 Company pursuant to the Exchange Act that are incorporated by reference
into the 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; and
(3)  To remove from registration by means of post-effective amendment any of the
securities being registered which remain unsold at the termination of the offering.
(b) The Company hereby undertakes that, for purposes of determining any liability under
the Securities Act, each filing of the Companys annual report pursuant to Section 13(a) or 15(d)
of the Exchange Act (and, where applicable, each filing of an employee benefit plans 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.
(c)  Insofar as indemnification for liabilities arising under the Securities Act may be
permitted to directors, officers, and controlling persons of the Company pursuant to the foregoing
provisions, or otherwise, the Company has been advised that in the opinion of the Commission
such indemnification is against public policy as expressed in the Securities Act and, is, therefore,
unenforceable. In the event that a claim for indemnification against such liabilities (other than the
payment by the Company of expenses incurred or paid by a director, officer or controlling person
in the successful defense of any action, suit or proceeding) is asserted by such director, officer or
controlling person in connection with the securities being registered, the Company will, unless in
the opinion of its counsel the matter has been settled by controlling precedent, submit to a court
of appropriate jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Securities Act and will be governed by the final adjudication of such
issue.
SIGNATURES
The Registrant: 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.
ALD SERVICES, INC.
By: /S/ THOMAS K. RUSSELL
Thomas K. Russell (President and Director)
Date: April 17, 2002
ALD SERVICES, INC.
EXHIBIT INDEX TO
FORM S-8 REGISTRATION STATEMENT
EXHIBIT NO.
DESCRIPTION
4.1
Tim Holmquist Consulting Agreement
5.1
Opinion of Frascona, Joiner, Goodman & Greenstein, P.C.
23.1
Consent of Comiskey & Company
23.1
Consent of G. Brad Beckstead, CPA
23.3
Consent of Frascona, Joiner, Goodman & Greenstein, P.C.
Exhibit 4.1
CONSULTING AGREEMENT
This Consulting Agreement (the "Agreement") is entered into as of the 1
st
day of
December, 2001, by and between
Tim Holmquist
, of 15187 Edgewater Circle, Prior Lake, MN
55372 ("Consultant") and
ALD Services, Inc.
, a Nevada corporation ("ALD"), with reference to
the following:
RECITALS
A.  ALD desires to be assured of the association and the services of Consultant in order to
avail itself of Consultant's experience, skills, abilities, knowledge and background to facilitate
various transactions, including, but not limited to a proposed stock exchange transaction between
ALD and various target companies (the "Transactions"), and to advise ALD and its directors,
officers and representatives and such other persons as ALD may, from time to time, determine, in
connection therewith.  ALD is willing to engage Consultant upon the terms and conditions set
forth herein.
B.   Consultant agrees to be engaged and retained by ALD upon the terms and conditions
set forth herein.
NOW, THEREFORE, in consideration of the foregoing, of the mutual promises
hereafter set forth and for other good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the parties hereto agree as follows:
1.
Engagement
ALD hereby engages Consultant, and Consultant hereby accepts the
engagement to become a consultant to ALD and to render such advice, consultation, information,
and services to ALD and such persons as it may designate in respect of the Transactions,
including, but not limited to:
A.  Assistance in the identification of a target companies suitable for stock exchange
Transactions and assistance in the structuring and negotiation of the Transactions;
B.  Assistance in the identification of an investment banking firm suitable for the
Transactions and assistance in the structuring and negotiation of an appropriate
investment banking agreement;
C.  Assistance in the identification of investor relations, public relations and financial
communications firms suitable for ALD, and assistance in the structuring and
negotiation of appropriate consulting agreements with such firms;
D.  Assistance in the identification of companies suitable as acquisition targets for ALD,
and assistance in the due diligence, structuring and negotiation of such Transactions.
It shall be expressly understood that Consultant shall have no power to bind ALD, or any
other parties in respect of which Consultant is providing direct or indirect services under this
Agreement, to any contract or obligation or to transact any business in any such party's name or
on behalf of any such party in any manner.  It is further understood that Consultant's role shall be
advisory only, and ALD shall have discretion to accept or reject the advice or recommendations
of Consultant hereunder.
2.
Term
.  The term of this Agreement shall commence on the date hereof and continue
for a term of one year.  This Agreement may be extended by agreement of both parties, unless or
until this Agreement is terminated.  Either party may cancel this Agreement upon five (5) days
written notice in the event either party violates any material provision of this Agreement and fails
to cure such violation within five (5) days of written notification of such violation from the other
party.  Such cancellation shall not excuse the breach or non-performance by the other party or
relieve the breaching party of its obligation incurred prior to the date of cancellation.
3.
Compensation and Fees
.  The engagement fee payable to Consultant shall be up to
twenty-five thousand dollars ($25,000) payable in the form of up to twenty-five thousand
(25,000) newly issued and shares of ALD common stock (the "Shares") to be registered by ALD
with the SEC on Form S-8.  The Shares shall be delivered as follows:
A.
Initial Shares
Ten thousand (10,000) of the Shares shall be delivered to Consultant
immediately following the registration of such Shares with the SEC on Form S-8; and
B.
Remaining Shares
Subject to approval of Consultant's ongoing services by the board
of directors of ALD,. the remaining fifteen thousand (15,000) Shares shall be
delivered to Consultant in one or more deliveries following the date of the Initial
Delivery.
4.
Exclusivity; Performance; Confidentiality
The services of Consultant hereunder shall
not be exclusive, and Consultant and its agents may perform similar or different services for
other persons or entities whether or not they are competitors of ALD.  Consultant shall be
required to spend only such time as is necessary to service ALD in a commercially reasonable
manner.  Consultant acknowledges and agrees that confidential information proprietary to ALD
and obtained during its engagement by ALD, shall not be, directly or indirectly, disclosed
without the prior express written consent of the ALD, unless and until such information is
otherwise known to the public generally or is otherwise not secret and confidential.
5.
Independent Contractor
.  In its performance hereunder, Consultant and his agents shall
be an independent contractor.  Consultant shall complete the services required hereunder
according to his own means and methods of work, shall be in the exclusive charge and control of
Consultant and not subject to the control or supervision of ALD, except as to the results of the
work.  ALD acknowledges that nothing in this Agreement shall be construed to require
Consultant to provide services to ALD at any specific time, or in any specific place or manner.
Payments to Consultant hereunder shall not be subject to withholding taxes or other employment
taxes as required with respect to compensation paid to an employee.
6.
Miscellaneous
.  No waiver of any of the provisions of this Agreement shall be deemed
or constitute a waiver of any other provision and no waiver shall constitute a continuing waiver.
No waiver shall be binding unless executed in writing by the party making the waiver.  No
supplement, modification, or amendment of this Agreement shall be binding unless executed in
writing by all parties.   This Agreement constitutes the entire agreement between the parties and
supersedes any prior agreements or negotiations.  There are no third party beneficiaries to this
Agreement.  This Agreement shall be governed by the laws of the State of Nevada.
IN WITNESS WHEREOF, the parties hereto have entered into this Agreement on the
date first written above.
ALD SERVICES, INC.,
a Nevada corporation
CONSULTANT
By:
/s/ Thomas K. Russell
Thomas K. Russell, President
/s/ Tim Holmquist
Tim Holmquist
EXHIBIT 5.1
Frascona Joiner Goodman and Greenstein, P.C.
4750 Table Mesa Drive
Boulder, CO 80305
Phone: (303) 494-3000
Facsimile:  (303) 494-6309
April 16, 2002
ALD Services, Inc.
30 Sembrado
Rancho Santa Margarita, California
92688
Re:  Registration Statement on Form S-8
Ladies and Gentlemen:
At your request, we have examined the Registration Statement on Form S-8 (the
"Registration Statement") as proposed to be filed by you with the Securities and Exchange
Commission in connection with the registration under the Securities Act of 1933, as amended, of
the offer and sale  of up to 25,000 shares of Common Stock, $0.001 par value per share (the
"Common Stock"), of ALD Services, Inc., a Nevada corporation (the "Company"), pursuant to the
Consulting Agreement dated December 1, 2001, by and between the Company and Tim
Holmquist.  We have further examined the proceedings that you have previously taken and are
familiar with the additional proceedings proposed to be taken in connection with the
authorization, issuance, and sale of the Common Stock.
Subject to compliance with applicable state securities and "Blue Sky" laws, we are of the
opinion that the Common Stock, upon issuance and sale (or resale, if applicable) , in the manner
described in the Registration Statement, will be (or has been and is, if applicable), legally issued
and fully paid, and will (or does, if applicable) constitute nonassessable securities of the
Company.
We consent to the use of this opinion as Exhibit 5.1 to the Registration Statement and to
the use of our name in the Prospectus constituting a part thereof.
Very truly yours,
/S/ FRASCONA JOINER GOODMAN AND GREENSTEIN, P.C.
EXHIBIT 23.1
[Comiskey & Company Letterhead]
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
We consent to the use, by incorporation by reference, in the Form S-8 Registration Statement
under the Securities Act of 1933 of ALD Services, Inc.,  (a Nevada Corporation) (Registrant) of
our report dated March 25, 2002 on the financial statements of ALD Services, Inc., as of
December 31, 2001 and the related statements of operations, stockholders' equity and cash flows
for the year ended December 31, 2001 and for the period from inception (November 10, 1998) to
December 31, 2001 contained in the Registrant's annual report on Form 10-KSB, and to
references to our firm as experts in the area of accounting and auditing.
Denver, Colorado
April 16,  2002
/s/ Comiskey & Company
PROFESSIONAL CORPORATION
EXHIBIT 23.2 Consent of G. Brad Beckstead, CPA
[G. Brad Beckstead Letterhead]
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
We consent to the use, by incorporation by reference, in the Form S-8 Registration Statement
under the Securities Act of 1933 of ALD Services, Inc.,  (a Nevada Corporation) (Registrant) of
our report dated April 1, 2002 on the financial statements of ALD Services, Inc., as of December
31, 2000, and 1999, and the related statements of operations, stockholders' equity and cash flows
for the years then ended,  and for the period from inception (November 10, 1998) to December 31,
2000 contained in the Registrant's annual report on Form 10-KSB, and to references to our firm
as experts in the area of accounting and auditing.
Las Vegas, Nevada
April 16, 2002
/s/ G. Brad Beckstead, CPA
Exhibit 23.3
Frascona Joiner Goodman and Greenstein, P.C.
4750 Table Mesa Drive
Boulder, CO 80305
Phone: (303) 494-3000
Facsimile:  (303) 494-6309
April 16, 2002
ALD Services, Inc.
30 Sembrado
Rancho Santa Margarita, California
92688
Re:  Registration Statement on Form S-8
Ladies and Gentlemen:
At your request, we have examined the Registration Statement on Form S-8 (the
"Registration Statement") as proposed to be filed by you with the Securities and Exchange
Commission in connection with the registration under the Securities Act of 1933, as amended, of
the offer and sale of up to 25,000 shares of Common Stock, $0.001 par value per share (the
"Common Stock"), of ALD Services, Inc., a Nevada corporation (the "Company"), pursuant to the
Consulting Agreement dated December 1, 2001 by and between the Company and Tim
Holmquist.   We have further examined the proceedings that you have previously taken and are
familiar with the additional proceedings proposed to be taken in connection with the
authorization, issuance, and sale of the Common Stock.
Subject to compliance with applicable state securities and "Blue Sky" laws, we are of the
opinion that the Common Stock, upon issuance and sale (or resale, if applicable) , in the manner
described in the Registration Statement, will be (or has been and is, if applicable), legally issued
and fully paid, and will (or does, if applicable) constitute nonassessable securities of the
Company.
We consent to the use of this opinion as Exhibit 5.1 to the Registration Statement and to the
use of our name in the Prospectus constituting a part thereof.
Very truly yours,
/S/ FRASCONA JOINER GOODMAN AND GREENSTEIN, P.C
.