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<p align="center">SECURITIES AND EXCHANGE COMMISSION</p>
<p span style="font-size: 9pt" align="center">WASHINGTON D.C. 20549</p span>
<p span align="center"><b>FORM S-8</b></p span>
<p span style="font-size: 9pt" align="center">REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933</p span>
<p align="center"></p span>
<p span style="color: #000000" align="center"><p span align="center"><b>
RED BUTTE ENERGY, INC.</b></p span>
<p span align="center"><font size="2">(Exact name of registrant as specified in its charter)</font></p span>
<p span style="font-family: 'Times New Roman', serif; margin-top:1; margin-bottom:1" align="center">&#160;</p span>
<p align="center" style="margin-top: 1; margin-bottom: 1"></p span>
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<table width="624px" cellpadding="6" cellspacing="0" style="border-style: double; border-width: 1; border-collapse:collapse" border="5" bordercolor="#111111">
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<p span style="font-family: 'Times New Roman', serif; margin-top:1; margin-bottom:1">Nevada </p span>
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<p span style="font-family: 'Times New Roman', serif; margin-top:1; margin-bottom:1">
<p span style="font-family: 'Times New Roman', serif; margin-top:1; margin-bottom:1">0-27737 </p span>
<p style="margin-top: 1; margin-bottom: 1"></p span>
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<p span style="font-family: 'Times New Roman', serif; margin-top:1; margin-bottom:1">
77-0454856 </p span>
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<p span style="font-family: 'Times New Roman', serif; margin-top:1; margin-bottom:1">
<p span style="font-family: 'Times New Roman', serif; margin-top:1; margin-bottom:1">(State of Incorporation) </p span>
<p style="margin-top: 1; margin-bottom: 1"></p span>
<p style="margin-top: 1; margin-bottom: 1"></p span>
<p style="margin-top: 1; margin-bottom: 1"></p>
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<p style="margin-top: 1; margin-bottom: 1">
<p span style="font-size: 12pt; margin-top:1; margin-bottom:1">
<p span style="font-family: 'Times New Roman', serif; margin-top:1; margin-bottom:1">
<p span style="font-family: 'Times New Roman', serif; margin-top:1; margin-bottom:1">(Commission File Number) </p span>
<p style="margin-top: 1; margin-bottom: 1"></p span>
<p style="margin-top: 1; margin-bottom: 1"></p span>
<p style="margin-top: 1; margin-bottom: 1"></p>
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<p span style="font-size: 12pt; margin-top:1; margin-bottom:1">
<p span style="font-family: 'Times New Roman', serif; margin-top:1; margin-bottom:1">
<p span style="font-family: 'Times New Roman', serif; margin-top:1; margin-bottom:1">(IRS Employer Identification No.) </p span>
<p style="margin-top: 1; margin-bottom: 1"></p span>
<p style="margin-top: 1; margin-bottom: 1"></p span>
<p style="margin-top: 1; margin-bottom: 1"></p>
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</div>
<p align="center" style="margin-top: 1; margin-bottom: 1">
<br>
<br>
</p>
<p align="center" style="margin-top: 1; margin-bottom: 1">700 Ioco Road, Port
Moody, British Columbia, Canada V6H 2W8</p>
<p align="center" style="margin-top: 1; margin-bottom: 1"><i><font size="2">(Address of principal
executive offices)</font></i></p>
<p align="center" style="margin-top: 1; margin-bottom: 1">&nbsp;</p>
<p align="center" style="margin-top: 1; margin-bottom: 1">(604) 461-4946</p>
<p align="center" style="margin-top: 1; margin-bottom: 1"><i><font size="2">(Issuer's telephone
number, including area code)</font></i></p>
<p align="center" style="margin-top: 1; margin-bottom: 1">&nbsp;</p>
<p align="center" style="margin-top: 1; margin-bottom: 1">
<p align="center" style="margin-top: 1; margin-bottom: 1"><i><b>eSportbike.com,
Inc.</b></i>, Suite 700-509 Richards St. Vancouver, BC, Canada V6B 2Z6</p>
<p align="center" style="margin-top: 1; margin-bottom: 1"><i><font size="2">(Former name, former
address and former fiscal year, if changed since last report)</font></i></p>
<p align="center" style="margin-top: 2; margin-bottom: 2"></p>
<p align="center" style="margin-top: 2; margin-bottom: 2"></p span>
<p span align="center" style="margin-top: 2; margin-bottom: 2">&nbsp;</p span>
<p span align="center" style="margin-top: 2; margin-bottom: 2"><b>
CONSULTING AGREEMENTS</b></p span>
<p span style="margin-top:2; margin-bottom:2" align="center"><font size="2">(Full title of plan)</font></p span>
<p align="center" style="margin-top: 2; margin-bottom: 2"></p span>
<p span align="center"><font size="2">CALCULATION OF REGISTRATION FEE</font><br>
&nbsp;</p span><div align="center">
<table width="624px" cellspacing="1" style="margin-top:2; margin-bottom:3" border="5" height="168">
<tr>
<td width="20%" align="center" valign="middle" height="99">
<p span><font size="2">Title of Securities to
be Registered</font></p span>
</td>
<td width="20%" align="center" height="99"><p span><font size="2">Amount to be
registered</font></p span>
</td>
<td width="20%" align="center" valign="middle" height="99"><p span><font size="2">Proposed Maximum
Offering Price Per
Share</font></p span>
</td>
<td width="20%" align="center" valign="middle" height="99"><p span><font size="2">Proposed Maximum
Aggregate Offering
Price</font></p span>
</td>
<td width="20%" align="center" valign="middle" height="99">
<p span><font size="2">Amount of
Registration Fee</font></p span>
</td>
</tr>
<tr>
<td width="20%" align="center" valign="middle" height="68"><p span>
<font size="2">Common</font></p span>
</td>
<td width="20%" align="center" height="68">
<font size="2">300,000</font></td>
<td width="20%" align="center" valign="middle" height="68"><p span>
<font size="2">$0.50(1)</font></p span>
</td>
<td width="20%" align="center" valign="middle" height="68"><p span>
<font size="2">$150,000</font></p span>
</td>
<td width="20%" align="center" valign="middle" height="68"><p span>
<font size="2">$13.80</font></p span>
</td>
</tr>
</table>
</div>
<blockquote>
<p span align="left">&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp; <font size="2">(1) Estimated solely for the purpose of
calculating the registration fee pursuant to Rule 457 under the Securities Act
of 1933</font></p span>
</blockquote>
<p span>PART I. INFORMATION REQUIRED IN SECTION 10(a) PROSPECTUS</p span> <p span><i><b>Item 1. Plan Information</b></i></p span>
<p span>This Prospectus is part of a Registration Statement which registers an aggregate
300,000 shares of common stock, $.001
par value, of Red Butte Energy, Inc. (the "Company") which have been issued as set forth herein to the following
named persons who are &quot;Selling Shareholders&quot;:</p span>
<div align="center">
  <center>
<table border="2" cellspacing="1" style="border-collapse: collapse" bordercolor="#111111" width="90%" height="177">
  <tr>
    <td width="23%" align="center" height="30">Name</td>
    <td width="23%" align="center" height="30">Number of Shares</td>
    <td width="54%" align="center" height="30">Services Agreement</td>
  </tr>
  <tr>
    <td width="23%" height="4"></td>
    <td width="23%" height="4"></td>
    <td width="54%" height="4"></td>
  </tr>
  <tr>
    <td width="23%" height="30">&nbsp; Chris Stewart</td>
    <td width="23%" align="center" height="30">150,000</td>
    <td width="54%" height="30">
    <font size="2">Managerial assistance, analysis of new prospects, advice
    concerning the development of properties and/or prospects presented to the
    company</font></td>
  </tr>
  <tr>
    <td width="23%" height="30">&nbsp; Ian Stuart</td>
    <td width="23%" align="center" height="30">150,000</td>
    <td width="54%" height="30">
    <p align="justify"><font size="2">Provide a corporate data base of projects,
    clients and services, maintain the data base, develop and maintain a
    corporate website with data base connectivity and provide technological
    assistance to the company as needed.</font></td>
  </tr>
  </table>
  </center>
</div>
<p span align="justify">On May&nbsp; 5, 2002, Consulting Agreements
for services were entered into with Ian Stuart and Chris Stewart for services as provided in their
respective
contracts, and summarized above.&#160;&#160; The Company has been advised by the Consultants
that the Consultants may sell all or a portion of their shares of common stock from time to time through securities brokers/dealers
only at current market prices and that no commissions or compensation will be paid in connection therewith in excess of
customary brokers commissions. Advisors and the brokers and dealers through whom sales of the shares are made may be
deemed to be "underwriters" within the meaning of the Securities Act of 1933, as amended, (the "Securities Act"), and
any profits realized by them on the sale of the shares may be considered to be underwriting compensation.</p span>
<p span align="justify">No other person is authorized to give any information or make any representation not contained or incorporated by
reference in this Prospectus, in connection with the offer contained in this Prospectus, and, if given or made, such other
information or representation must not be relied upon as having been authorized by the Company. Neither the delivery of
this Prospectus nor any sale made hereunder shall, under any circumstances, create any implication that there has been no
change in the affairs of the Company since the date hereof.</p span>
<p span align="justify">The shares of common stock offered hereby
(the &quot;Shares&quot;) will be sold from time to time by the individuals listed under
the Selling Shareholders section of this document (the &quot;Selling Shareholders&quot;).&nbsp;
The Selling Shareholders acquired the Shares pursuant to compensatory benefit
plans for consulting and employment services that the Selling Shareholders
provided to Red Butte Energy, Inc.</p>
<p span align="justify">The sales may occur in transactions on
the NASD over-the-counter market at prevailing market prices or in negotiated
transactions.&nbsp; Red Butte Energy will not receive proceeds from the sale of any of the
Shares.&nbsp; Red Butte Energy is paying for the expenses incurred in registering the
Shares.</p>
<p span align="justify">The Shares are &quot;restricted securities&quot;
under the Securities Act of 1933 (the &quot;1933 Act&quot;) before their sale under this
Reoffer Prospectus.&nbsp; The Reoffer Prospectus has been prepared for the
purpose of registering the Shares under the 1933 Act to allow for future sales
by the Selling Shareholder to the public without restriction.&nbsp; To the
knowledge of the Company, the Selling Shareholder has no arrangement with any
brokerage firm for the sale of the Shares.&nbsp; The Selling Shareholder may be
deemed to be an &quot;underwriter&quot; within the meaning of the 1933 Act.&nbsp; Any
commissions received by a broker or dealer in connection with resales of the
Shares may be deemed to be underwriting commissions or discounts under the 1933
Act.</p>
<p span align="justify">This Reoffer Prospectus does not constitute an offer to sell or the solicitation of any offer to buy any security other than the
securities covered by this Prospectus, nor does it constitute an offer or solicitation by anyone in any jurisdiction in which
such offer or solicitation is not authorized, or in which the person making such offer or solicitation is not qualified to do
so, or to any person to whom it is unlawful to make such offer or solicitation.</p span>
<p span><i><b>
Item 2. Registrant Information and Employee Plan Annual Information.</b></i></p span>
<p span align="justify">THE COMPANY HEREBY UNDERTAKES TO FURNISH WITHOUT CHARGE TO EACH SUCH PERSON TO
WHOM THIS PROSPECTUS IS DELIVERED, UPON WRITTEN OR ORAL REQUEST OF SUCH PERSON, A
COPY OF ANY OR ALL OF THE DOCUMENTS DESCRIBED IN ITEM 3, PART II OF THIS REGISTRATION
STATEMENT, OTHER THAN EXHIBITS TO SUCH DOCUMENTS. REQUESTS SHOULD BE ADDRESSED TO
MR. CHARLES SPOONER, SECRETARY,&nbsp; 700 Ioco Road, Port Moody, British
Columbia, Telephone: (604) 461-4946.</p span></p span><p span>PART II. INFORMATION REQUIRED IN THE REGISTRATION STATEMENT</p span><p span><i><b>Item 3. Incorporation of Documents by Reference.</b></i></p span>
<p span align="justify">The Company has filed the following documents with the Securities and Exchange Commission
within the preceding fiscal year: Quarterly Reports on Form 10QSB,
filed, respectively, on August 14, 2001; November 20, 2001, and May 24,
2002, and an Annual Report on Form 10KSB, filed on April 30, 2002. The above
referenced reports, which were previously filed with the Commission are incorporated herein by reference.</p span>
<p span align="justify">All documents filed by the Company pursuant to Section 13, or 15 (d) of the Exchange Act after the date hereof and prior
to the filing of a post-effective amendment which indicates that all securities offered have been sold or which deregisters
all securities then remaining unsold, shall be deemed to be incorporated by reference herein and to be a part hereof 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 any other subsequently filed document which also is incorporated or deemed to be
incorporated by reference herein 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 Prospectus. </p span>
<p span><i><b>Item 4. Description of Securities</b></i></p span>
<p span align="justify">The Company is authorized to issue 100,000,000 shares of
Common Stock, $0.001 par value. The Company's stock is
currently traded on the OTCBB, under the symbol RDBT. The presently outstanding shares of Common Stock are fully paid
and nonassessable. </p span><p span align="justify">COMMON STOCK&nbsp; As of May
31, 2002, approximately
2,350,000 shares of Common Stock were outstanding, including those shares being
registered in this statement. </p span> <p span align="justify">VOTING RIGHTS. Each holder of the Common Stock shall be entitled to one vote for each share of stock standing in his
name on the books of the Corporation.</p span>
<p span align="justify">DIVIDEND RIGHTS. Dividends may be declared, subject to the provisions of the laws of the State of Nevada and the
Articles of Incorporation, by the Board of Directors at any regular or special meeting and may be paid in cash, property,
shares of corporate stock, or any other medium. The Board of Directors may fix in advance a record date, as provided in
Section 1.06 of the By-laws, prior to the dividend payment for the purposes of determining shareholders entitled to
receive payment of any dividend. The Board of Directors may close the stock transfer books for such purpose for a period
of not more than ten (10) days prior to the payment date of such dividend.</p span>
<p span align="justify">PREEMPTIVE RIGHTS. Except as may otherwise be provided by the Board of Directors, no holder of any shares of the stock
of the Corporation, shall have any preemptive right to purchase, subscribe for, or otherwise acquire any shares of stock of
the Corporation of any class now or hereafter authorized, or any securities exchangeable for or convertible into such
shares, or any warrants or other instruments evidencing rights or options to subscribe for, purchase or otherwise acquire
such shares.</p span> <p span align="justify">REGISTRAR
AND TRANSFER AGENT:&nbsp; The Company's registrar and transfer agent is Holladay
Stock Transfer, Inc., 2939 North 67th Place, Scottsdale, Arizona 85251 (480)
481-3940.</p span>
<p span align="justify">DISSENTERS' RIGHTS:&nbsp; Under current Nevada law, a shareholder is afforded dissenters' rights which, if properly exercised, may require the
Company to purchase his shares dissenters' rights commonly arise in extraordinary transactions such as mergers,
consolidations, reorganizations, substantial asset sales, liquidating distributions, and certain amendments to the
Company's certificate of incorporation.</p span>
<p span>PREFERRED STOCK&nbsp; There are no shares of preferred stock authorized..</p span> <p span><i><b>Item 5. Interests of Named Experts and Counsel.</b></i></p span>
<p span align="justify">None.</p span> <p span><i><b>Item 6. Indemnification of Directors and Officers.</b></i></p span>
<p span align="justify">Pursuant to Section 78.7502 of the Nevada Revised Statutes, the Company has the power to indemnify any person made a
party to any lawsuit by reason of being a director or officer of the Company, or serving at the request of the corporation as
a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise against
expenses (including attorneys' fees), judgments, fines and amounts paid in settlement actually and reasonably incurred by
him in connection with such actions suit or proceeding if he acted in good faith and in a manner he reasonably believed to
be in or not opposed to the best interests of the corporation, and, with respect to any criminal action or proceeding, had no
reasonable cause to believe his conduct was unlawful.</p span>
<p span align="justify">Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to directors, officers or
persons controlling the Company pursuant to the foregoing provisions, the Company has been informed that in the
opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the
Securities Act of 1933 and is therefore unenforceable.</p span>
<p span><i><b>Item 7. Exemption from Registration Claimed.</b></i></p span>
<p span align="justify">The Shares were issued for advisory and consulting services
rendered.&nbsp; These issuances were made in reliance on the exemption from the
registration requirements of the 1933 Act, contained in Section 4(2) thereof,
covering transactions not involving any public offering or not involving any
&quot;offer&quot; or &quot;sale&quot;.</p span> <p span><i><b>Item 8. Exhibits.</b></i></p span>
<p span>The following documents are filed as Exhibits to this Registration Statement:</p span>
<p span>&nbsp; 5.1&nbsp;-- Opinion of Dieterich &amp; Associates as to the validity of the shares being registered.</p span>
<p span>23.1 -- Consent of Dieterich &amp; Associates (included in Exhibit 5.1)</p span>
<p span>23.2 -- Consent of Robison Hill &amp; Co., Certified Public Accountants</p span>
<p span><i><b>Item 9. Undertakings.</b></i></p span>
<p span>The undersigned registrant hereby undertakes:</p span>
<p span align="justify">(a) 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.</p span>
<p span align="justify">(b) 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.</p span>
<p span align="justify">(c) 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.</p span>
<p span align="justify">The undersigned registrant hereby undertakes that, for purposes of determining any liability under the Securities Act of
1933, each filing of the registrant's annual report pursuant to section 13(a) or section 15(d) of the Securities Exchange
Act of 1934 (and, where applicable, each filing of an employee benefit plan's annual report pursuant to section 15(d) of
the Securities Exchange Act of 1934) that is incorporated by reference in the registration statement shall be deemed to be
a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall
be deemed to be the initial bona fide offering thereof.</p span>
<p span align="justify">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.</p span>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to
believe that it meets all of the requirements for filing on Form S-8 and has duly caused this registration statement to be
signed on its behalf by the undersigned, thereunto duly authorized, in the City of
Port Moody, British Columbia, on June 12, 2002.</p span>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&nbsp;</p span>
<p span align="justify" style="margin-top: 1; margin-bottom: 1"><b>Red Butte
Energy, Inc. (Registrant)</b></p span>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">By:
<p span style="text-decoration: underline; margin-top:1; margin-bottom:1" align="justify">/s/
Xue Ming Liang</p span>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">Xue Ming Liang,
President/Director</p span>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&nbsp;</p span>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following
persons in the capacities and on the date indicated.</p span>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&nbsp;</p span>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">/s/ Xue Ming
Liang</p span>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">Xue Ming Liang,
President/Director</p span>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&nbsp;</p span>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">/s/ Charles
Spooner</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">Charles Spooner,  Director/Secretary</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&nbsp;</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&lt;Page&gt;</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&nbsp;</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">Exhibit 5.1</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&nbsp;&nbsp;&nbsp; &nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;
<b>&nbsp; DIETERICH &amp; ASSOCIATES LETTERHEAD</b></p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&nbsp;</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">June 12, 2002</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&nbsp;</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">Securities and Exchange Commission</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">450 Fifth Street, N.W.</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">Judiciary Plaza</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">Washington, DC 20549</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&nbsp;</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&nbsp;&nbsp;&nbsp;
Re:&nbsp; Red Butte Energy, Inc.</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&nbsp;</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">Ladies and Gentlemen:</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&nbsp;</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&nbsp;&nbsp;&nbsp;
This office represents Red Butte Energy, Inc., a Nevada corporation
(the &quot;Registrant&quot;) in connection with the Registrant's Registration Statement on
Form S-8 under the Securities Act of 1933 (the &quot;Registration Statement&quot;), which
relates to the sale of 300,000 shares of the Registrant's Common Stock issued
to certain individuals for employment and consulting services (the &quot;Shares&quot;).</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&nbsp;</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&nbsp;&nbsp;&nbsp;
In connection with our representation, we have examined such documents and
undertaken such further inquiry as we consider necessary for rendering the
opinion hereinafter set forth.</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&nbsp;</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&nbsp;&nbsp;&nbsp;
Based upon the foregoing, it is our opinion that the Registered Securities, when
sold as set forth in the Registration Statement, will be legally issued, fully
paid and non-assessable.</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&nbsp;</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&nbsp;&nbsp;&nbsp;
We hereby consent to the inclusion of this opinion in the Registration Statement
and to the filing of this opinion as Exhibit 5.1 to the Registration Statement
and with such state regulatory agencies in such states as may require such
filing in connection with the registration of the Registered Securities for
offer and sale in such states.</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&nbsp;</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">Very truly yours,</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&nbsp;</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">/s/ Christopher Dieterich</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">Dieterich &amp; Associates</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&nbsp;</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&lt;Page&gt;Exhibit
23.1</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&nbsp;</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&nbsp; &nbsp; Included within Exhibit 5.1 (Opinion of Counsel)</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&nbsp;</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&lt;Page&gt;&nbsp; Exhibit 23.3</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&nbsp;</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&nbsp;&nbsp;&nbsp;
<b>CONSENT OF INDEPENDENT ACCOUNTANTS</b></p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&nbsp;</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&nbsp;&nbsp;&nbsp;
We consent to the use, in the Registration Statement of Red Butte Energy,
Inc. (formerly eSportbike.com, Inc.)(a development stage company) on Form S-8, of our Auditors' Report, dated April 20, 2002, on the balance
sheet of Red Butte Energy, Inc. as of December 31, 2001, and the
related statements of operations and cash flows for the year then ended and the
statement of stockholders' equity from April 7, 1997 (inception) to December 31,
2001,
which report is included in the Company's Annual Report on Form 10-KSB for the
fiscal year ended December 31, 2001.</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">&nbsp;</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">/s/ Robison,
Hill &amp; Co.</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">Certified Public
Accountants</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">Salt Lake City,
Utah</p>
<p span align="justify" style="margin-top: 1; margin-bottom: 1">June 12, 2002</p>
</body>

</html>
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{"company-data": {"conformed-name": "RED BUTTE ENERGY INC", "cik": "0001096295", "assigned-sic": "9995", "irs-number": "770454856", "state-of-incorporation": "NV", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-90704", "film-number": "02681479"}, "business-address": {"street1": "700 IOCO ROAD", "street2": ".", "city": "COQUITLAM", "state": "A1", "zip": "V3H2W8", "phone": "(604) 461-4946"}, "mail-address": {"street1": "700 IOCO ROAD", "street2": ".", "city": "COQUITLAM", "state": "A1", "zip": "V3H2W8"}, "former-company": [{"former-conformed-name": "MORECI CORP", "date-changed": "19991005"}, {"former-conformed-name": "ESPORTBIKE COM INC", "date-changed": "20000511"}]}
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
FORM S-8
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
RED BUTTE ENERGY, INC.
(Exact name of registrant as specified in its charter)
Nevada
0-27737
77-0454856
(State of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)
700 Ioco Road, Port
Moody, British Columbia, Canada V6H 2W8
(Address of principal
executive offices)
(604) 461-4946
(Issuer's telephone
number, including area code)
eSportbike.com,
Inc.
, Suite 700-509 Richards St. Vancouver, BC, Canada V6B 2Z6
(Former name, former
address and former fiscal year, if changed since last report)
CONSULTING AGREEMENTS
(Full title of plan)
CALCULATION OF REGISTRATION FEE
Title of Securities to
be Registered
Amount to be
registered
Proposed Maximum
Offering Price Per
Share
Proposed Maximum
Aggregate Offering
Price
Amount of
Registration Fee
Common
300,000
$0.50(1)
$150,000
$13.80
(1) Estimated solely for the purpose of
calculating the registration fee pursuant to Rule 457 under the Securities Act
of 1933
PART I. INFORMATION REQUIRED IN SECTION 10(a) PROSPECTUS
Item 1. Plan Information
This Prospectus is part of a Registration Statement which registers an aggregate
300,000 shares of common stock, $.001
par value, of Red Butte Energy, Inc. (the "Company") which have been issued as set forth herein to the following
named persons who are "Selling Shareholders":
Name
Number of Shares
Services Agreement
Chris Stewart
150,000
Managerial assistance, analysis of new prospects, advice
    concerning the development of properties and/or prospects presented to the
    company
Ian Stuart
150,000
Provide a corporate data base of projects,
    clients and services, maintain the data base, develop and maintain a
    corporate website with data base connectivity and provide technological
    assistance to the company as needed.
On May  5, 2002, Consulting Agreements
for services were entered into with Ian Stuart and Chris Stewart for services as provided in their
respective
contracts, and summarized above.   The Company has been advised by the Consultants
that the Consultants may sell all or a portion of their shares of common stock from time to time through securities brokers/dealers
only at current market prices and that no commissions or compensation will be paid in connection therewith in excess of
customary brokers commissions. Advisors and the brokers and dealers through whom sales of the shares are made may be
deemed to be "underwriters" within the meaning of the Securities Act of 1933, as amended, (the "Securities Act"), and
any profits realized by them on the sale of the shares may be considered to be underwriting compensation.
No other person is authorized to give any information or make any representation not contained or incorporated by
reference in this Prospectus, in connection with the offer contained in this Prospectus, and, if given or made, such other
information or representation must not be relied upon as having been authorized by the Company. Neither the delivery of
this Prospectus nor any sale made hereunder shall, under any circumstances, create any implication that there has been no
change in the affairs of the Company since the date hereof.
The shares of common stock offered hereby
(the "Shares") will be sold from time to time by the individuals listed under
the Selling Shareholders section of this document (the "Selling Shareholders"). 
The Selling Shareholders acquired the Shares pursuant to compensatory benefit
plans for consulting and employment services that the Selling Shareholders
provided to Red Butte Energy, Inc.
The sales may occur in transactions on
the NASD over-the-counter market at prevailing market prices or in negotiated
transactions.  Red Butte Energy will not receive proceeds from the sale of any of the
Shares.  Red Butte Energy is paying for the expenses incurred in registering the
Shares.
The Shares are "restricted securities"
under the Securities Act of 1933 (the "1933 Act") before their sale under this
Reoffer Prospectus.  The Reoffer Prospectus has been prepared for the
purpose of registering the Shares under the 1933 Act to allow for future sales
by the Selling Shareholder to the public without restriction.  To the
knowledge of the Company, the Selling Shareholder has no arrangement with any
brokerage firm for the sale of the Shares.  The Selling Shareholder may be
deemed to be an "underwriter" within the meaning of the 1933 Act.  Any
commissions received by a broker or dealer in connection with resales of the
Shares may be deemed to be underwriting commissions or discounts under the 1933
Act.
This Reoffer Prospectus does not constitute an offer to sell or the solicitation of any offer to buy any security other than the
securities covered by this Prospectus, nor does it constitute an offer or solicitation by anyone in any jurisdiction in which
such offer or solicitation is not authorized, or in which the person making such offer or solicitation is not qualified to do
so, or to any person to whom it is unlawful to make such offer or solicitation.
Item 2. Registrant Information and Employee Plan Annual Information.
THE COMPANY HEREBY UNDERTAKES TO FURNISH WITHOUT CHARGE TO EACH SUCH PERSON TO
WHOM THIS PROSPECTUS IS DELIVERED, UPON WRITTEN OR ORAL REQUEST OF SUCH PERSON, A
COPY OF ANY OR ALL OF THE DOCUMENTS DESCRIBED IN ITEM 3, PART II OF THIS REGISTRATION
STATEMENT, OTHER THAN EXHIBITS TO SUCH DOCUMENTS. REQUESTS SHOULD BE ADDRESSED TO
MR. CHARLES SPOONER, SECRETARY,  700 Ioco Road, Port Moody, British
Columbia, Telephone: (604) 461-4946.
PART II. INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
Item 3. Incorporation of Documents by Reference.
The Company has filed the following documents with the Securities and Exchange Commission
within the preceding fiscal year: Quarterly Reports on Form 10QSB,
filed, respectively, on August 14, 2001; November 20, 2001, and May 24,
2002, and an Annual Report on Form 10KSB, filed on April 30, 2002. The above
referenced reports, which were previously filed with the Commission are incorporated herein by reference.
All documents filed by the Company pursuant to Section 13, or 15 (d) of the Exchange Act after the date hereof and prior
to the filing of a post-effective amendment which indicates that all securities offered have been sold or which deregisters
all securities then remaining unsold, shall be deemed to be incorporated by reference herein and to be a part hereof 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 any other subsequently filed document which also is incorporated or deemed to be
incorporated by reference herein 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 Prospectus.
Item 4. Description of Securities
The Company is authorized to issue 100,000,000 shares of
Common Stock, $0.001 par value. The Company's stock is
currently traded on the OTCBB, under the symbol RDBT. The presently outstanding shares of Common Stock are fully paid
and nonassessable.
COMMON STOCK  As of May
31, 2002, approximately
2,350,000 shares of Common Stock were outstanding, including those shares being
registered in this statement.
VOTING RIGHTS. Each holder of the Common Stock shall be entitled to one vote for each share of stock standing in his
name on the books of the Corporation.
DIVIDEND RIGHTS. Dividends may be declared, subject to the provisions of the laws of the State of Nevada and the
Articles of Incorporation, by the Board of Directors at any regular or special meeting and may be paid in cash, property,
shares of corporate stock, or any other medium. The Board of Directors may fix in advance a record date, as provided in
Section 1.06 of the By-laws, prior to the dividend payment for the purposes of determining shareholders entitled to
receive payment of any dividend. The Board of Directors may close the stock transfer books for such purpose for a period
of not more than ten (10) days prior to the payment date of such dividend.
PREEMPTIVE RIGHTS. Except as may otherwise be provided by the Board of Directors, no holder of any shares of the stock
of the Corporation, shall have any preemptive right to purchase, subscribe for, or otherwise acquire any shares of stock of
the Corporation of any class now or hereafter authorized, or any securities exchangeable for or convertible into such
shares, or any warrants or other instruments evidencing rights or options to subscribe for, purchase or otherwise acquire
such shares.
REGISTRAR
AND TRANSFER AGENT:  The Company's registrar and transfer agent is Holladay
Stock Transfer, Inc., 2939 North 67th Place, Scottsdale, Arizona 85251 (480)
481-3940.
DISSENTERS' RIGHTS:  Under current Nevada law, a shareholder is afforded dissenters' rights which, if properly exercised, may require the
Company to purchase his shares dissenters' rights commonly arise in extraordinary transactions such as mergers,
consolidations, reorganizations, substantial asset sales, liquidating distributions, and certain amendments to the
Company's certificate of incorporation.
PREFERRED STOCK  There are no shares of preferred stock authorized..
Item 5. Interests of Named Experts and Counsel.
None.
Item 6. Indemnification of Directors and Officers.
Pursuant to Section 78.7502 of the Nevada Revised Statutes, the Company has the power to indemnify any person made a
party to any lawsuit by reason of being a director or officer of the Company, or serving at the request of the corporation as
a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise against
expenses (including attorneys' fees), judgments, fines and amounts paid in settlement actually and reasonably incurred by
him in connection with such actions suit or proceeding if he acted in good faith and in a manner he reasonably believed to
be in or not opposed to the best interests of the corporation, and, with respect to any criminal action or proceeding, had no
reasonable cause to believe his conduct was unlawful.
Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to directors, officers or
persons controlling the Company pursuant to the foregoing provisions, the Company has been informed that in the
opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the
Securities Act of 1933 and is therefore unenforceable.
Item 7. Exemption from Registration Claimed.
The Shares were issued for advisory and consulting services
rendered.  These issuances were made in reliance on the exemption from the
registration requirements of the 1933 Act, contained in Section 4(2) thereof,
covering transactions not involving any public offering or not involving any
"offer" or "sale".
Item 8. Exhibits.
The following documents are filed as Exhibits to this Registration Statement:
5.1 -- Opinion of Dieterich & Associates as to the validity of the shares being registered.
23.1 -- Consent of Dieterich & Associates (included in Exhibit 5.1)
23.2 -- Consent of Robison Hill & Co., Certified Public Accountants
Item 9. Undertakings.
The undersigned registrant hereby undertakes:
(a) To file, during any period in which offers or sales are being made, a post-effective amendment to this registration
statement 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.
(b) 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.
(c) 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.
The undersigned registrant hereby undertakes that, for purposes of determining any liability under the Securities Act of
1933, each filing of the registrant's annual report pursuant to section 13(a) or section 15(d) of the Securities Exchange
Act of 1934 (and, where applicable, each filing of an employee benefit plan's annual report pursuant to section 15(d) of
the Securities Exchange Act of 1934) that is incorporated by reference in the registration statement shall be deemed to be
a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall
be deemed to be the initial bona fide offering thereof.
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.
Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to
believe that it meets all of the requirements for filing on Form S-8 and has duly caused this registration statement to be
signed on its behalf by the undersigned, thereunto duly authorized, in the City of
Port Moody, British Columbia, on June 12, 2002.
Red Butte
Energy, Inc. (Registrant)
By:
/s/
Xue Ming Liang
Xue Ming Liang,
President/Director
Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following
persons in the capacities and on the date indicated.
/s/ Xue Ming
Liang
Xue Ming Liang,
President/Director
/s/ Charles
Spooner
Charles Spooner,  Director/Secretary
<Page>
Exhibit 5.1
DIETERICH & ASSOCIATES LETTERHEAD
June 12, 2002
Securities and Exchange Commission
450 Fifth Street, N.W.
Judiciary Plaza
Washington, DC 20549
Re:  Red Butte Energy, Inc.
Ladies and Gentlemen:
This office represents Red Butte Energy, Inc., a Nevada corporation
(the "Registrant") in connection with the Registrant's Registration Statement on
Form S-8 under the Securities Act of 1933 (the "Registration Statement"), which
relates to the sale of 300,000 shares of the Registrant's Common Stock issued
to certain individuals for employment and consulting services (the "Shares").
In connection with our representation, we have examined such documents and
undertaken such further inquiry as we consider necessary for rendering the
opinion hereinafter set forth.
Based upon the foregoing, it is our opinion that the Registered Securities, when
sold as set forth in the Registration Statement, will be legally issued, fully
paid and non-assessable.
We hereby consent to the inclusion of this opinion in the Registration Statement
and to the filing of this opinion as Exhibit 5.1 to the Registration Statement
and with such state regulatory agencies in such states as may require such
filing in connection with the registration of the Registered Securities for
offer and sale in such states.
Very truly yours,
/s/ Christopher Dieterich
Dieterich & Associates
<Page>Exhibit
23.1
Included within Exhibit 5.1 (Opinion of Counsel)
<Page>  Exhibit 23.3
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the use, in the Registration Statement of Red Butte Energy,
Inc. (formerly eSportbike.com, Inc.)(a development stage company) on Form S-8, of our Auditors' Report, dated April 20, 2002, on the balance
sheet of Red Butte Energy, Inc. as of December 31, 2001, and the
related statements of operations and cash flows for the year then ended and the
statement of stockholders' equity from April 7, 1997 (inception) to December 31,
2001,
which report is included in the Company's Annual Report on Form 10-KSB for the
fiscal year ended December 31, 2001.
/s/ Robison,
Hill & Co.
Certified Public
Accountants
Salt Lake City,
Utah
June 12, 2002