SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
           FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF
                                      1933

                             FINANCIALCONTENT, INC.
                 ----------------------------------------------
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

           DELAWARE                                       94-3319536
 ---------------------------------                  ----------------------
   (STATE OR OTHER JURISDICTION                       (I.R.S. EMPLOYER
 OF INCORPORATION OR ORGANIZATION)                  IDENTIFICATION NUMBER)


                       400 Oyster Point Blvd., Suite 435,
                          South San Francisco, CA 94080
          ------------------------------------------------------------
          (Address of principal executive offices, including zip code)

                                  (650)837-9850
                 ----------------------------------------------
                (Issuer's telephone number, including area code)

                Dave Neville, 400 Oyster Point Blvd., Suite 435,
                          South San Francisco, CA 94080
                 ----------------------------------------------
            (NAME, ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER,
                   INCLUDING AREA CODE, OF AGENT FOR SERVICE)

<TABLE>
<CAPTION>

                         CALCULATION OF REGISTRATION FEE
====================================================================================================
                                         Proposed               Proposed               Amount of
Title of securities    Amount to be      maximum offering       maximum aggregate      registration
to be registered       Registered        price per sh (1)       offering price (1)     fee
====================================================================================================
<S>                  <C>                 <C>                    <C>                    <C>
Common Stock,
par value $.001      15,000.00           $0.25                  $3,750.00              $0.35
per share
====================================================================================================
</TABLE>

(1)  Estimated  solely for the  purpose of  calculating  the  registration  fee,
pursuant  to  Rule  457(c)  of the  General  Rules  and  Regulations  under  the
Securities Act of 1933, as amended,  based upon the average of the bid and asked
prices per share of the  Registrant's  common  stock  reported by the OTC Nasdaq
Stock Market on the December 16, 2002.

PART 1

Item 1.     Plan Information*

Item 2.     Registrant Information and Employee Plan Annual Information*

            *Information required by Part 1 to be contained in the Section 10(a)
prospectus,  if  applicable,  is  omitted  from the  registration  statement  in
accordance with Rule 428 under the Securities Act of 1933 and the Note to Part I
of Form S-8.
<PAGE>

PART II

Item 3. Incorporation of Documents by Reference

The documents listed in (a) through (b) below have been filed by Registrant with
the Commission and are incorporated herein by reference:

(a) the  Registrant's  Annual  Report on Form 10K-SB for the year ended June 30,
2002;

(b) all other  reports  filed by the  Registrant  pursuant  to Section  13(a) or
Section 15 (d) of the Securities Exchange Act of 1934, as amended (the "Exchange
Act"), since September 30, 2000 through the date hereof; and

(c) the Registrant's  Form 10SB12G filed on December 3, 1999 pursuant to Section
12 of the  Exchange  Act,  in which  there is  described  the terms,  rights and
provisions applicable to the Registrant's outstanding common stock.

All documents  subsequently filed by the Registrant  pursuant to Sections 13(a),
13(c), 14 and 15(d) of the Securities  Exchange Act of 1934, prior to the filing
of a post-effective  amendment which indicates that all securities  offered have
been sold, or which  deregisters  securities  then  remaining  unsold,  shall be
deemed to be incorporated by reference in this registration  statement and to be
part thereof from the date of filing of such documents.

Item 4. Description of Securities

Not Applicable.

Item 5. Interests of Named Experts and Counsel.

Not Applicable

Item 6. Indemnification Of Officers and Directors.

Section 145 of the General Corporation Law of the State of Delaware provides, in
general,  that a  corporation  incorporated  under  the  laws  of the  State  of
Delaware, such as the registrant, may indemnify any person who was or is a party
or is  threatened  to be made a party to any  threatened,  pending or  completed
action, suit or proceeding (other than a derivative action by or in the right of
the  corporation)  by reason of the fact that such  person is or was a director,
officer,  employee  or agent of the  corporation,  or is or was  serving  at the
request of the corporation as a director,  officer, employee or agent of another
enterprise,  against expenses (including attorney's fees), judgments,  fines and
amounts paid in settlement  actually and  reasonably  incurred by such person in
connection  with such action,  suit or  proceeding  if such person acted in good
faith and in a manner such person 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 such  person's  conduct was
unlawful.  In the  case of a  derivative  action,  a  Delaware  corporation  may
indemnify any such person against expenses (including  attorneys' fees) actually
and  reasonably  incurred  by such  person in  connection  with the  defense  or
settlement  of such action or suit if such  person  acted in good faith and in a
manner  such  person  reasonably  believed  to be in or not  opposed to the best
interests of the corporation,  except that no  indemnification  shall be made in
respect of any claim,  issue or matter as to which such  person  shall have been
adjudged to be liable to the corporation  unless and only to the extent that the
Court of  Chancery  of the State of  Delaware  or any other  court in which such
action was brought  determines such person is fairly and reasonable  entitled to
indemnity for such expenses.

                                       2
<PAGE>

Our certificate of incorporation provides that directors shall be protected from
personal  liability to the fullest  extent  permitted by law. Our bylaws provide
that the  registrant  shall  indemnify our officers and directors to the fullest
extent permitted or authorized by current or future applicable law.
The rights to indemnity  thereunder continue as to a person who has ceased to be
a director or officer  and shall  inure to the benefit of the heirs,  executors,
and  administrators of the person. In addition,  expenses incurred by a director
or officer in defending  any action,  suit or  proceeding  by reason of the fact
that he or she is or was a director or officer of the  Registrant  shall be paid
by the  Registrant to the fullest  extent  permitted or authorized by current or
future applicable laws.

This means that our certificate of incorporation provides that a director is not
personally  liable for monetary  damages to us or our stockholders for breach of
his or her fiduciary duties as a director.  A director will be held liable for a
breach  of his or her  duty of  loyalty  to us or our  stockholders,  his or her
intentional misconduct or willful violation of law, actions or in actions not in
good faith,  an unlawful  stock purchase or payment of a dividend under Delaware
law,  or  transactions  from which the  director  derives an  improper  personal
benefit.  This  limitation  of  liability  does not affect the  availability  of
equitable  remedies  against  the  director   including   injunctive  relief  or
rescission.


Item 7. Exemption From Registration Claimed.

The Shares are to be issued for advisory services rendered. These sales are made
in  reliance  on  the  exemption  from  the  registration  requirements  of  the
Securities Act of 1933, as amended,  contained in Section 4(2) thereof, covering
transactions  not involving any public  offering or not involving any "offer" or
"sale".

Item 8. Exhibits.

The Exhibits to this registration  statement are listed in the Index to Exhibits
on page 5.

Item 9. Undertakings.

(a) The undersigned registrant hereby undertakes:

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

                (i) To include any  prospectus  required by Section  10(a)(3) of
the Securities Act of 1933:

                (ii) To reflect in the  prospectus  any facts or events  arising
after the  effective  date of this  Registration  Statement  (or the most recent
post-effective  amendment  thereof)  which,  individually  or in the  aggregate,
represent a fundamental change in the information set forth in this Registration
Statement:

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

                                       3
<PAGE>

        (2) That for the purpose of determining any liability under the
Securities Act of 1933, each such  post-effective  amendments shall be deemed to
be a new registration  statement relating to the securities offered therein, and
the offering of such  securities  at that time shall be deemed to be the initial
bona fide offering thereof.

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

(b) The undersigned  Company hereby  undertakes that for purposes of determining
any liability  under the  Securities  Act of 1933,  each filing of the company's
annual report pursuant to Section 13 (a) or Section 15 (d) of the Securities and
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 Company pursuant to the above-described 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 of 1933  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  of the  Company  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 of 1933 and will be governed by the
final adjudication of such issue.

SIGNATURE

Pursuant to the  Requirements  of the  Securities  Act of 1933, as amended,  the
Registrant certifies that it has reasonable grounds to believe that it meets all
the  requirements  for filing a form S-8 and has duly caused  this  Registration
Statement  to  be  signed  on  its  behalf  by  the  undersigned,  thereto  duly
authorized, in the city of South San Francisco,  State of California on December
30, 2002.

FinancialContent, Inc.

/s/ Wing Yu
------------------------------------
By: Wing Yu, Chief Executive Officer

Pursuant to the  requirements of the Securities Act of 1933,  this  Registration
Statement has been signed below by the following  persons in the  capacities and
on the dates indicated.

Signature              Title                                 Date
---------              -----                                 ----

/s/ Wing Yu            Member of the Board of Directors      December 30, 2002
-----------------      and Chief Executive Officer
   Wing Yu

/s/ Wilfred Shaw       Chairman of the Board                 December 30, 2002
-----------------      and Chief Strategy Officer
    Wilfred Shaw

/s/ Gregg Fidan        Member of the Board of Directors      December 30, 2002
-----------------        and Vice President of Development
    Gregg Fidan



                                       4
<PAGE>

                               INDEX TO EXHIBITS


EXHIBIT                                                          SEQUENTIALLY
NO.         DESCRIPTION                                          NUMBERED PAGES
---         -----------                                          --------------

4.1         Addendum to Advisor Agreement                              6 - 8

5.1         Opinion of Counsel, regarding legality of the                  9
              securities registered hereunder

23.1        Consent of Pohl, McNabola, Berg & Company LLP                 10

23.2          Consent of Counsel (included as part of Exhibit 5.1)         9

24.         Power of Attorney (Contained within Signature Page)            5














                                       5
[{"type": "S-8", "sequence": "1", "filename": "fincontent-s8.txt", "description": "S-8 (E MANDELL)", "secsgml_size_bytes": 14346}]
{"company-data": {"conformed-name": "FINANCIALCONTENT INC", "cik": "0001100360", "assigned-sic": "7310", "irs-number": "943319536", "state-of-incorporation": "DE", "fiscal-year-end": "0630"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-102315", "film-number": "02874143"}, "business-address": {"street1": "55 HAWTHORNE STREET, SUITE 550", "city": "SAN FRANCISCO", "state": "CA", "zip": "94105", "phone": "4153566800"}, "mail-address": {"street1": "400 OYSTER POINT BLVD", "street2": "STE 435", "city": "SOUTH SAN FRANCISCO", "state": "CA", "zip": "94080"}, "former-company": [{"former-conformed-name": "IVORY ACQUISITION CORP", "date-changed": "19991203"}, {"former-conformed-name": "COSMOZ COM INC/CA", "date-changed": "20000107"}]}
SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
           FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF
                                      1933

                             FINANCIALCONTENT, INC.
                 ----------------------------------------------
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

           DELAWARE                                       94-3319536
 ---------------------------------                  ----------------------
   (STATE OR OTHER JURISDICTION                       (I.R.S. EMPLOYER
 OF INCORPORATION OR ORGANIZATION)                  IDENTIFICATION NUMBER)

                       400 Oyster Point Blvd., Suite 435,
                          South San Francisco, CA 94080
          ------------------------------------------------------------
          (Address of principal executive offices, including zip code)

                                  (650)837-9850
                 ----------------------------------------------
                (Issuer's telephone number, including area code)

                Dave Neville, 400 Oyster Point Blvd., Suite 435,
                          South San Francisco, CA 94080
                 ----------------------------------------------
            (NAME, ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER,
                   INCLUDING AREA CODE, OF AGENT FOR SERVICE)
CALCULATION OF REGISTRATION FEE
====================================================================================================
                                         Proposed               Proposed               Amount of
Title of securities    Amount to be      maximum offering       maximum aggregate      registration
to be registered       Registered        price per sh (1)       offering price (1)     fee
====================================================================================================
Common Stock,
par value $.001      15,000.00           $0.25                  $3,750.00              $0.35
per share
====================================================================================================
(1)  Estimated  solely for the  purpose of  calculating  the  registration  fee,
pursuant  to  Rule  457(c)  of the  General  Rules  and  Regulations  under  the
Securities Act of 1933, as amended,  based upon the average of the bid and asked
prices per share of the  Registrant's  common  stock  reported by the OTC Nasdaq
Stock Market on the December 16, 2002.

PART 1

Item 1.     Plan Information*

Item 2.     Registrant Information and Employee Plan Annual Information*

            *Information required by Part 1 to be contained in the Section 10(a)
prospectus,  if  applicable,  is  omitted  from the  registration  statement  in
accordance with Rule 428 under the Securities Act of 1933 and the Note to Part I
of Form S-8.
PART II

Item 3. Incorporation of Documents by Reference

The documents listed in (a) through (b) below have been filed by Registrant with
the Commission and are incorporated herein by reference:

(a) the  Registrant's  Annual  Report on Form 10K-SB for the year ended June 30,
2002;

(b) all other  reports  filed by the  Registrant  pursuant  to Section  13(a) or
Section 15 (d) of the Securities Exchange Act of 1934, as amended (the "Exchange
Act"), since September 30, 2000 through the date hereof; and

(c) the Registrant's  Form 10SB12G filed on December 3, 1999 pursuant to Section
12 of the  Exchange  Act,  in which  there is  described  the terms,  rights and
provisions applicable to the Registrant's outstanding common stock.

All documents  subsequently filed by the Registrant  pursuant to Sections 13(a),
13(c), 14 and 15(d) of the Securities  Exchange Act of 1934, prior to the filing
of a post-effective  amendment which indicates that all securities  offered have
been sold, or which  deregisters  securities  then  remaining  unsold,  shall be
deemed to be incorporated by reference in this registration  statement and to be
part thereof from the date of filing of such documents.

Item 4. Description of Securities

Not Applicable.

Item 5. Interests of Named Experts and Counsel.

Not Applicable

Item 6. Indemnification Of Officers and Directors.

Section 145 of the General Corporation Law of the State of Delaware provides, in
general,  that a  corporation  incorporated  under  the  laws  of the  State  of
Delaware, such as the registrant, may indemnify any person who was or is a party
or is  threatened  to be made a party to any  threatened,  pending or  completed
action, suit or proceeding (other than a derivative action by or in the right of
the  corporation)  by reason of the fact that such  person is or was a director,
officer,  employee  or agent of the  corporation,  or is or was  serving  at the
request of the corporation as a director,  officer, employee or agent of another
enterprise,  against expenses (including attorney's fees), judgments,  fines and
amounts paid in settlement  actually and  reasonably  incurred by such person in
connection  with such action,  suit or  proceeding  if such person acted in good
faith and in a manner such person 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 such  person's  conduct was
unlawful.  In the  case of a  derivative  action,  a  Delaware  corporation  may
indemnify any such person against expenses (including  attorneys' fees) actually
and  reasonably  incurred  by such  person in  connection  with the  defense  or
settlement  of such action or suit if such  person  acted in good faith and in a
manner  such  person  reasonably  believed  to be in or not  opposed to the best
interests of the corporation,  except that no  indemnification  shall be made in
respect of any claim,  issue or matter as to which such  person  shall have been
adjudged to be liable to the corporation  unless and only to the extent that the
Court of  Chancery  of the State of  Delaware  or any other  court in which such
action was brought  determines such person is fairly and reasonable  entitled to
indemnity for such expenses.

                                       2
Our certificate of incorporation provides that directors shall be protected from
personal  liability to the fullest  extent  permitted by law. Our bylaws provide
that the  registrant  shall  indemnify our officers and directors to the fullest
extent permitted or authorized by current or future applicable law.
The rights to indemnity  thereunder continue as to a person who has ceased to be
a director or officer  and shall  inure to the benefit of the heirs,  executors,
and  administrators of the person. In addition,  expenses incurred by a director
or officer in defending  any action,  suit or  proceeding  by reason of the fact
that he or she is or was a director or officer of the  Registrant  shall be paid
by the  Registrant to the fullest  extent  permitted or authorized by current or
future applicable laws.

This means that our certificate of incorporation provides that a director is not
personally  liable for monetary  damages to us or our stockholders for breach of
his or her fiduciary duties as a director.  A director will be held liable for a
breach  of his or her  duty of  loyalty  to us or our  stockholders,  his or her
intentional misconduct or willful violation of law, actions or in actions not in
good faith,  an unlawful  stock purchase or payment of a dividend under Delaware
law,  or  transactions  from which the  director  derives an  improper  personal
benefit.  This  limitation  of  liability  does not affect the  availability  of
equitable  remedies  against  the  director   including   injunctive  relief  or
rescission.

Item 7. Exemption From Registration Claimed.

The Shares are to be issued for advisory services rendered. These sales are made
in  reliance  on  the  exemption  from  the  registration  requirements  of  the
Securities Act of 1933, as amended,  contained in Section 4(2) thereof, covering
transactions  not involving any public  offering or not involving any "offer" or
"sale".

Item 8. Exhibits.

The Exhibits to this registration  statement are listed in the Index to Exhibits
on page 5.

Item 9. Undertakings.

(a) The undersigned registrant hereby undertakes:

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

                (i) To include any  prospectus  required by Section  10(a)(3) of
the Securities Act of 1933:

                (ii) To reflect in the  prospectus  any facts or events  arising
after the  effective  date of this  Registration  Statement  (or the most recent
post-effective  amendment  thereof)  which,  individually  or in the  aggregate,
represent a fundamental change in the information set forth in this Registration
Statement:

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

                                       3
(2) That for the purpose of determining any liability under the
Securities Act of 1933, each such  post-effective  amendments shall be deemed to
be a new registration  statement relating to the securities offered therein, and
the offering of such  securities  at that time shall be deemed to be the initial
bona fide offering thereof.

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

(b) The undersigned  Company hereby  undertakes that for purposes of determining
any liability  under the  Securities  Act of 1933,  each filing of the company's
annual report pursuant to Section 13 (a) or Section 15 (d) of the Securities and
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 Company pursuant to the above-described 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 of 1933  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  of the  Company  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 of 1933 and will be governed by the
final adjudication of such issue.

SIGNATURE

Pursuant to the  Requirements  of the  Securities  Act of 1933, as amended,  the
Registrant certifies that it has reasonable grounds to believe that it meets all
the  requirements  for filing a form S-8 and has duly caused  this  Registration
Statement  to  be  signed  on  its  behalf  by  the  undersigned,  thereto  duly
authorized, in the city of South San Francisco,  State of California on December
30, 2002.

FinancialContent, Inc.

/s/ Wing Yu
------------------------------------
By: Wing Yu, Chief Executive Officer

Pursuant to the  requirements of the Securities Act of 1933,  this  Registration
Statement has been signed below by the following  persons in the  capacities and
on the dates indicated.

Signature              Title                                 Date
---------              -----                                 ----

/s/ Wing Yu            Member of the Board of Directors      December 30, 2002
-----------------      and Chief Executive Officer
   Wing Yu

/s/ Wilfred Shaw       Chairman of the Board                 December 30, 2002
-----------------      and Chief Strategy Officer
    Wilfred Shaw

/s/ Gregg Fidan        Member of the Board of Directors      December 30, 2002
-----------------        and Vice President of Development
    Gregg Fidan

                                       4
INDEX TO EXHIBITS

EXHIBIT                                                          SEQUENTIALLY
NO.         DESCRIPTION                                          NUMBERED PAGES
---         -----------                                          --------------

4.1         Addendum to Advisor Agreement                              6 - 8

5.1         Opinion of Counsel, regarding legality of the                  9
              securities registered hereunder

23.1        Consent of Pohl, McNabola, Berg & Company LLP                 10

23.2          Consent of Counsel (included as part of Exhibit 5.1)         9

24.         Power of Attorney (Contained within Signature Page)            5

                                       5