content: Registration  No.  33-
  
                         SECURITIES AND EXCHANGE COMMISSION
                               WASHINGTON, D.C. 20549
  
                                      FORM S-8
  
                               REGISTRATION STATEMENT
                                        UNDER
                             THE SECURITIES ACT OF 1933
  
                            HARBOUR FRONT HOLDINGS, INC.
                            ----------------------------
               (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
  
              NEVADA                                          88-0429812
        ------------------                              ----------------------
  (STATE OR OTHER JURISDICTION                           (IRS EMPLOYER
         OF INCORPORATION)                                IDENTIFICATION NO.)
  
  
  300  PARK  AVENUE,  SUITE  1700,  NEW  YORK,  NEW  YORK        10022
  --------------------------------------------------------     ----------
          (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)             (ZIP CODE)
  
  
                             STOCK ISSUANCE PURSUANT TO
  LEGAL SERVICES, LONG RANGE CORPORATE PLANNING AND BUSINESS DEVELOPMENT,
                                    AND MARKETING
  ------------------------------------------------------------------------------
                              (FULL TITLE OF THE PLAN)
  
  
                                                   COPY TO:
  RONALD  J.  BAUER                              DAVID  M.  LOEV,  ATTORNEY AT LAW
  HARBOUR  FRONT  HOLDINGS,  INC.                2777  ALLEN  PARKWAY
  300  PARK  AVENUE,  SUITE  1700                SUITE  1000
  NEW  YORK,  NEW  YORK  10022                   HOUSTON,  TEXAS  77019
  (212)  572-6276                                (713)  524-4110
  NAME, ADDRESS AND TELEPHONE
  (NUMBER OF AGENT FOR SERVICE)
  
  
  
  
       APPROXIMATE DATE OF PROPOSED SALES PURSUANT TO THE PLAN:  FROM TIME TO TIME
  AFTER THE EFFECTIVE DATE OF THIS REGISTRATION STATEMENT.
  
  
  <TABLE>
  <CAPTION>
  
                          CALCULATION OF REGISTRATION FEE
  
                                                    PROPOSED MAXIMUM     PROPOSED MAXIMUM     AMOUNT OF
  TITLE OF SECURITIES              AMOUNT TO BE     OFFERING PRICE PER   AGGREGATE OFFERING   REGISTRATION
  TO BE REGISTERED                 REGISTERED          SHARE (1)               PRICE              FEE
  -----------------------------  ----------------  --------------------  -------------------  -------------
  <S>                            <C>               <C>                   <C>                  <C>
  Common Stock, $.001 par value   10,000,000        $.015                 $150,000             $13.90
  -----------------------------  ----------------  --------------------  -------------------  -------------
  <FN>
  
  (1)     Calculated in accordance with Rule 457(c) solely for the purpose of determining the registration
  fee.  The offering price is based on the closing bid and asked price as reported on the Nasdaq Electronic
  Bulletin Board on February 13, 2003.
  </TABLE>
  
  <PAGE>
  
                                       PART I
  
                  INFORMATION REQUIRED IN SECTION 10(A) PROSPECTUS
  
  
  ITEM 1.     PLAN INFORMATION
  
       Information required by Item 1 is included in documents sent or given to
  participants in the Plan pursuant to Rule 428(b)(1) of the Securities Act.
  
  ITEM 2.     REGISTRATION INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION
  
       Information required by Item 2 is included in documents sent or given to
  participants in the Plan pursuant to Rule 428(b)(1) of the Securities Act.
  
  <PAGE>
  
                                      PART II
  
                 INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
  
  ITEM 3.     INCORPORATION OF DOCUMENTS BY REFERENCE
  
       The following documents filed with the Securities and Exchange Commission
  (the "Commission") are incorporated by reference into this Registration
  Statement and are made a part hereof:
  
  (a)  The  Company's  Annual  Report  on  Form  10-KSB  for the fiscal year ended
       December  31,  2001.
  (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  Item  3(a)  above,  including,  but  not  limited to, the Company's
       quarterly reports on Form 10-QSB through the fiscal quarter ended September
       30,  2002.
  
       All reports and other documents subsequently filed by the Company pursuant
  to Sections 13(a), 13(c), 14 and 15(d) of the Securities Exchange Act of 1934,
  as amended, 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 to be incorporated by
  reference herein and to be a part hereof from the date of the filing of such
  reports and documents.
  
  ITEM 4.     DESCRIPTION OF SECURITIES
  
  COMMON STOCK
  
       GENERAL.  The Company is authorized to issue 200,000,000 shares of Common
  Stock, $.001 par value per share.
  
       The holders of the Common Stock are entitled to receive dividends when, as
  and if declared by the Board of Directors, out of funds legally available
  therefor.  In the event of liquidation, dissolution or winding up of the
  Company, the holders of the Common Stock are entitled to share ratably in all
  assets remaining available for distribution to them after payment of liabilities
  and after provision has been made for each class of stock, if any, having
  preference over the Common Stock.  The holders of the Common Stock as such have
  no conversion, preemptive or other subscription rights and there are no
  redemption provisions applicable to the Common Stock.
  
       VOTING RIGHTS.  The holders of the Common Stock are entitled to one vote
  for each share held of record on all matters to be voted on by stockholders.
  There is no cumulative voting with respect to the election of directors, with
  the results that the holders of shares having more than fifty percent (50%) of
  the votes for the election of directors can elect all of the directors.
  
       DIVIDEND POLICY.  To date, the Company has not paid any dividends on its
  Common Stock.  The payment of dividends, if any, in the future is within the
  discretion of the Board of Directors and will depend upon the Company's
  earnings, its capital requirements and financial condition and other relevant
  factors.  The Board does not intend to declare any dividends in the foreseeable
  future, but instead intends to retain all earnings, if any, for use in the
  Company's business operations.
  
  ITEM 5.     INTEREST OF NAMED EXPERTS AND COUNSEL
  
       Legal counsel for the Registrant, as part of this offering will receive
  1,000,000 shares of the Registrant's common stock.  Counsel does not own any
  other shares of the Registrant's common stock.
  
  ITEM 6.     INDEMNIFICATION OF DIRECTORS AND OFFICERS
  
       The Company's Articles of Incorporation, as amended, eliminate the personal
  liability of directors to the Company or its stockholders for monetary damages
  for breach of fiduciary duty to the extent permitted by Nevada law.  The
  Company's Bylaws provide that the Company shall have the power to indemnify its
  officers and directors to the extent permitted by Nevada law.  Nevada law
  authorizes a corporation to indemnify directors, officers, employees or agents
  of the corporation in non-derivative suits if such party acted in good faith and
  in a manner he reasonably believed to be in or not opposed to the best interest
  of the corporation and, with respect to any criminal action or proceeding, had
  no reasonable cause to believe his conduct was unlawful, as determined in
  accordance with Nevada law.
  
       The provisions affecting personal liability do not abrogate a director's
  fiduciary duty to the Company and its shareholders, but eliminate personal
  liability for monetary damages for breach of that duty.   The provisions do not,
  however, eliminate or limit the liability of a director for failing to act in
  good faith, for engaging in intentional misconduct or knowingly violating a law,
  for authorizing the illegal payment of a dividend or repurchase of stock, for
  obtaining an improper personal benefit, for breaching a director's duty of
  loyalty, which is generally described as the duty not to engage in any
  transaction which involves a conflict between the interest of the Company and
  those of the director, or for violations of the federal securities laws.
  
  <PAGE>
  
       The provisions regarding indemnification provide, in essence, that the
  Company will indemnify its directors against expenses (including attorneys
  fees), judgments, fines and amounts paid in settlement actually and reasonably
  incurred in connection with any action, suit or proceeding arising out of the
  director's status as a director of the Company, including actions brought by or
  on behalf of the Company (shareholder derivative actions). The provisions do not
  require a showing of good faith.  Moreover, they do not provide indemnification
  for liability arising out of willful misconduct, fraud, or dishonesty, for
  "short-swing" profits violations under the federal securities laws, for the
  receipt of illegal remuneration or if the director received a benefit in money,
  property or services to which the director is not legally entitled.  The
  provisions also do not provide indemnification for any liability to the extent
  such liability is covered by insurance.
  
       The provisions also limit or indemnify against liability resulting from
  grossly negligent decisions including grossly negligent business decisions
  relating to attempts to change control of the Company.
  
  ITEM 7.     EXEMPTION FROM REGISTRATION CLAIMED
  
       Not applicable.
  
  ITEM 8.     EXHIBITS
  
  4.1  Consulting Agreement dated February 14, 2003 with EAMC Corp.
  4.2  Consulting Agreement dated February 14, 2003 with CLX & Associates, Inc.
  4.3  Consulting  Agreement  dated  February 14, 2003 with Pacific West Holdings,
       Inc.
  4.4  Consulting Agreement dated February 14, 2003 with David M. Loev
  5.1  Opinion  and  consent of David M. Loev, Attorney at Law re: the legality of
       the  shares  being  registered
  23.1 Consent of David M. Loev, Attorney at Law (included in Exhibit 5.1)
  23.2 Consent of Malone & Bailey, PLLC
  
  ITEM 9.     UNDERTAKINGS
  
       (a)     The registrant hereby undertakes:
  
  (1)  To  file,  during  any  period  in  which offers or sells are being made, a
       post-effective  amendment  to  this  registration  statement to include any
       material  information  with  respect  to  the  plan  of  distribution  not
       previously  disclosed  in the registration statement or any material change
       to  such  information  in  the  registration  statement.
  
  (2)  That,  for the purpose of determining liability under the Securities Act of
       1933,  each post-effective amendment shall be treated as a new registration
       statement  of the securities offered, and the offering of the securities at
       that  time  shall  be  deemed to be the initial bona fide offering thereof.
  
  (3)  To  file  a post-effective amendment to remove from registration any of the
       securities  that  remain  unsold  at  the  end  of  the  offering.
  
       (b)     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.
  
       (c)     Insofar as indemnification for liabilities arising under the
  Securities Act of 1933 may be permitted to directors, officers and controlling
  persons of the registrant pursuant to the foregoing provisions, or otherwise,
  the registrant has been advised that in the opinion of the 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.
  
  <PAGE>
  
                                     SIGNATURES
  
       Pursuant to the requirements of the Securities Act of 1933, the registrant
  certifies that it has reasonable grounds to believe that it meets all of the
  requirements for filing on Form S-8 and has duly caused this registration
  statement to be signed on its behalf by the undersigned, thereunto duly
  authorized, in the City of New York, New York on the 14th day of February, 2003.
  
                            HARBOUR FRONT HOLDINGS, INC.
  
       BY: /s/ Ronald J. Bauer
  
          Ronald J. Bauer, Chief Executive Officer
  
       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.
  
  SIGNATURES                           TITLE                        DATE
  -----------                          -------                     ------
  
  /s/ Ronald J. Bauer      (Principal Executive Officer)         February 14, 2003
  --------------------
  
   /s/ Ronald J. Bauer     (Principal Financial and              February 14, 2003
  --------------------       Accounting Officer)
  
  <PAGE>
metadata_documents: [{"type": "S-8", "sequence": "1", "filename": "doc1.txt", "secsgml_size_bytes": 14114}]
metadata_filer: {"company-data": {"conformed-name": "BAUER PARTNERSHIP  INC", "cik": "0001091418", "assigned-sic": "7389", "irs-number": "880420306", "state-of-incorporation": "NV", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-103265", "film-number": "03570098"}, "business-address": {"street1": "6975 SOUTH UNION PARK", "street2": "SUITE 600", "city": "MIDVALE", "state": "UT", "zip": "84047", "phone": "8012569600"}, "mail-address": {"street1": "6975 SOUTH UNION PARK", "street2": "SUITE 600", "city": "MIDVALE", "state": "UT", "zip": "84047"}, "former-company": {"former-conformed-name": "FINDERS KEEPERS INC", "date-changed": "19990721"}}
text: Registration  No.  33-
  
                         SECURITIES AND EXCHANGE COMMISSION
                               WASHINGTON, D.C. 20549
  
                                      FORM S-8
  
                               REGISTRATION STATEMENT
                                        UNDER
                             THE SECURITIES ACT OF 1933
  
                            HARBOUR FRONT HOLDINGS, INC.
                            ----------------------------
               (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
  
              NEVADA                                          88-0429812
        ------------------                              ----------------------
  (STATE OR OTHER JURISDICTION                           (IRS EMPLOYER
         OF INCORPORATION)                                IDENTIFICATION NO.)
  
  300  PARK  AVENUE,  SUITE  1700,  NEW  YORK,  NEW  YORK        10022
  --------------------------------------------------------     ----------
          (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)             (ZIP CODE)
  
                             STOCK ISSUANCE PURSUANT TO
  LEGAL SERVICES, LONG RANGE CORPORATE PLANNING AND BUSINESS DEVELOPMENT,
                                    AND MARKETING
  ------------------------------------------------------------------------------
                              (FULL TITLE OF THE PLAN)
  
                                                   COPY TO:
  RONALD  J.  BAUER                              DAVID  M.  LOEV,  ATTORNEY AT LAW
  HARBOUR  FRONT  HOLDINGS,  INC.                2777  ALLEN  PARKWAY
  300  PARK  AVENUE,  SUITE  1700                SUITE  1000
  NEW  YORK,  NEW  YORK  10022                   HOUSTON,  TEXAS  77019
  (212)  572-6276                                (713)  524-4110
  NAME, ADDRESS AND TELEPHONE
  (NUMBER OF AGENT FOR SERVICE)
  
       APPROXIMATE DATE OF PROPOSED SALES PURSUANT TO THE PLAN:  FROM TIME TO TIME
  AFTER THE EFFECTIVE DATE OF THIS REGISTRATION STATEMENT.
  CALCULATION OF REGISTRATION FEE
  
                                                    PROPOSED MAXIMUM     PROPOSED MAXIMUM     AMOUNT OF
  TITLE OF SECURITIES              AMOUNT TO BE     OFFERING PRICE PER   AGGREGATE OFFERING   REGISTRATION
  TO BE REGISTERED                 REGISTERED          SHARE (1)               PRICE              FEE
  -----------------------------  ----------------  --------------------  -------------------  -------------
  Common Stock, $.001 par value   10,000,000        $.015                 $150,000             $13.90
  -----------------------------  ----------------  --------------------  -------------------  -------------
  (1)     Calculated in accordance with Rule 457(c) solely for the purpose of determining the registration
  fee.  The offering price is based on the closing bid and asked price as reported on the Nasdaq Electronic
  Bulletin Board on February 13, 2003.
  PART I
  
                  INFORMATION REQUIRED IN SECTION 10(A) PROSPECTUS
  
  ITEM 1.     PLAN INFORMATION
  
       Information required by Item 1 is included in documents sent or given to
  participants in the Plan pursuant to Rule 428(b)(1) of the Securities Act.
  
  ITEM 2.     REGISTRATION INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION
  
       Information required by Item 2 is included in documents sent or given to
  participants in the Plan pursuant to Rule 428(b)(1) of the Securities Act.
  PART II
  
                 INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
  
  ITEM 3.     INCORPORATION OF DOCUMENTS BY REFERENCE
  
       The following documents filed with the Securities and Exchange Commission
  (the "Commission") are incorporated by reference into this Registration
  Statement and are made a part hereof:
  
  (a)  The  Company's  Annual  Report  on  Form  10-KSB  for the fiscal year ended
       December  31,  2001.
  (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  Item  3(a)  above,  including,  but  not  limited to, the Company's
       quarterly reports on Form 10-QSB through the fiscal quarter ended September
       30,  2002.
  
       All reports and other documents subsequently filed by the Company pursuant
  to Sections 13(a), 13(c), 14 and 15(d) of the Securities Exchange Act of 1934,
  as amended, 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 to be incorporated by
  reference herein and to be a part hereof from the date of the filing of such
  reports and documents.
  
  ITEM 4.     DESCRIPTION OF SECURITIES
  
  COMMON STOCK
  
       GENERAL.  The Company is authorized to issue 200,000,000 shares of Common
  Stock, $.001 par value per share.
  
       The holders of the Common Stock are entitled to receive dividends when, as
  and if declared by the Board of Directors, out of funds legally available
  therefor.  In the event of liquidation, dissolution or winding up of the
  Company, the holders of the Common Stock are entitled to share ratably in all
  assets remaining available for distribution to them after payment of liabilities
  and after provision has been made for each class of stock, if any, having
  preference over the Common Stock.  The holders of the Common Stock as such have
  no conversion, preemptive or other subscription rights and there are no
  redemption provisions applicable to the Common Stock.
  
       VOTING RIGHTS.  The holders of the Common Stock are entitled to one vote
  for each share held of record on all matters to be voted on by stockholders.
  There is no cumulative voting with respect to the election of directors, with
  the results that the holders of shares having more than fifty percent (50%) of
  the votes for the election of directors can elect all of the directors.
  
       DIVIDEND POLICY.  To date, the Company has not paid any dividends on its
  Common Stock.  The payment of dividends, if any, in the future is within the
  discretion of the Board of Directors and will depend upon the Company's
  earnings, its capital requirements and financial condition and other relevant
  factors.  The Board does not intend to declare any dividends in the foreseeable
  future, but instead intends to retain all earnings, if any, for use in the
  Company's business operations.
  
  ITEM 5.     INTEREST OF NAMED EXPERTS AND COUNSEL
  
       Legal counsel for the Registrant, as part of this offering will receive
  1,000,000 shares of the Registrant's common stock.  Counsel does not own any
  other shares of the Registrant's common stock.
  
  ITEM 6.     INDEMNIFICATION OF DIRECTORS AND OFFICERS
  
       The Company's Articles of Incorporation, as amended, eliminate the personal
  liability of directors to the Company or its stockholders for monetary damages
  for breach of fiduciary duty to the extent permitted by Nevada law.  The
  Company's Bylaws provide that the Company shall have the power to indemnify its
  officers and directors to the extent permitted by Nevada law.  Nevada law
  authorizes a corporation to indemnify directors, officers, employees or agents
  of the corporation in non-derivative suits if such party acted in good faith and
  in a manner he reasonably believed to be in or not opposed to the best interest
  of the corporation and, with respect to any criminal action or proceeding, had
  no reasonable cause to believe his conduct was unlawful, as determined in
  accordance with Nevada law.
  
       The provisions affecting personal liability do not abrogate a director's
  fiduciary duty to the Company and its shareholders, but eliminate personal
  liability for monetary damages for breach of that duty.   The provisions do not,
  however, eliminate or limit the liability of a director for failing to act in
  good faith, for engaging in intentional misconduct or knowingly violating a law,
  for authorizing the illegal payment of a dividend or repurchase of stock, for
  obtaining an improper personal benefit, for breaching a director's duty of
  loyalty, which is generally described as the duty not to engage in any
  transaction which involves a conflict between the interest of the Company and
  those of the director, or for violations of the federal securities laws.
  The provisions regarding indemnification provide, in essence, that the
  Company will indemnify its directors against expenses (including attorneys
  fees), judgments, fines and amounts paid in settlement actually and reasonably
  incurred in connection with any action, suit or proceeding arising out of the
  director's status as a director of the Company, including actions brought by or
  on behalf of the Company (shareholder derivative actions). The provisions do not
  require a showing of good faith.  Moreover, they do not provide indemnification
  for liability arising out of willful misconduct, fraud, or dishonesty, for
  "short-swing" profits violations under the federal securities laws, for the
  receipt of illegal remuneration or if the director received a benefit in money,
  property or services to which the director is not legally entitled.  The
  provisions also do not provide indemnification for any liability to the extent
  such liability is covered by insurance.
  
       The provisions also limit or indemnify against liability resulting from
  grossly negligent decisions including grossly negligent business decisions
  relating to attempts to change control of the Company.
  
  ITEM 7.     EXEMPTION FROM REGISTRATION CLAIMED
  
       Not applicable.
  
  ITEM 8.     EXHIBITS
  
  4.1  Consulting Agreement dated February 14, 2003 with EAMC Corp.
  4.2  Consulting Agreement dated February 14, 2003 with CLX & Associates, Inc.
  4.3  Consulting  Agreement  dated  February 14, 2003 with Pacific West Holdings,
       Inc.
  4.4  Consulting Agreement dated February 14, 2003 with David M. Loev
  5.1  Opinion  and  consent of David M. Loev, Attorney at Law re: the legality of
       the  shares  being  registered
  23.1 Consent of David M. Loev, Attorney at Law (included in Exhibit 5.1)
  23.2 Consent of Malone & Bailey, PLLC
  
  ITEM 9.     UNDERTAKINGS
  
       (a)     The registrant hereby undertakes:
  
  (1)  To  file,  during  any  period  in  which offers or sells are being made, a
       post-effective  amendment  to  this  registration  statement to include any
       material  information  with  respect  to  the  plan  of  distribution  not
       previously  disclosed  in the registration statement or any material change
       to  such  information  in  the  registration  statement.
  
  (2)  That,  for the purpose of determining liability under the Securities Act of
       1933,  each post-effective amendment shall be treated as a new registration
       statement  of the securities offered, and the offering of the securities at
       that  time  shall  be  deemed to be the initial bona fide offering thereof.
  
  (3)  To  file  a post-effective amendment to remove from registration any of the
       securities  that  remain  unsold  at  the  end  of  the  offering.
  
       (b)     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.
  
       (c)     Insofar as indemnification for liabilities arising under the
  Securities Act of 1933 may be permitted to directors, officers and controlling
  persons of the registrant pursuant to the foregoing provisions, or otherwise,
  the registrant has been advised that in the opinion of the Securities and
  Exchange Commission such indemnification is against public policy as expressed
  in the Act and is, therefore, unenforceable.  In the event that a claim for
  indemnification against such liabilities (other than the payment by the
  registrant of expenses incurred or paid by a director, officer or controlling
  person of the registrant in the successful defense of any action, suit or
  proceeding) is asserted by such director, officer or controlling person in
  connection with the securities being registered, the registrant will, unless in
  the opinion of its counsel the matter has been settled by controlling precedent,
  submit to a court of appropriate jurisdiction the question whether such
  indemnification by it is against public policy as expressed in the Act and will
  be governed by the final adjudication of such issue.
  SIGNATURES
  
       Pursuant to the requirements of the Securities Act of 1933, the registrant
  certifies that it has reasonable grounds to believe 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 New York, New York on the 14th day of February, 2003.
  
                            HARBOUR FRONT HOLDINGS, INC.
  
       BY: /s/ Ronald J. Bauer
  
          Ronald J. Bauer, Chief Executive Officer
  
       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.
  
  SIGNATURES                           TITLE                        DATE
  -----------                          -------                     ------
  
  /s/ Ronald J. Bauer      (Principal Executive Officer)         February 14, 2003
  --------------------
  
   /s/ Ronald J. Bauer     (Principal Financial and              February 14, 2003
  --------------------       Accounting Officer)