As filed with the Securities and Exchange Commission on July 30, 2001
                              Registration No. 333-
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                       ----------------------------------
                                    FORM S-8
                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933
                       ----------------------------------
                               INTERNET VIP, INC.

Delaware                                                    11-3500919
--------                                              --------------------------
(State or other jurisdiction                           (I.R.S. Employer
 of incorporation or organization)                      Identification No.)

               (Exact name of registrant as specified in charter)

                        1155 University Street, Suite 602
                            Montreal, Canada H3B 3A7
          (Address of principal executive offices, including zip code)
                       ----------------------------------
                            Consulting Agreement with
                        Michael Tuszynski and John Delisa
                            (Full Title of the Plan)
                       ----------------------------------
                        1155 University Street, Suite 602
                            Montreal, Canada H3B 3A7
                                 (514) 448-4847
            (Name, Address and telephone number of Agent for Service)
                       ----------------------------------
                                    Copy to:
                             Irving Rothstein, Esq.
                          Heller, Horowitz & Feit, P.C.
                               292 Madison Avenue
                            New York, New York 10017

<TABLE>
<S>                                   <C>                    <C>      <C>              <C>              <C>
   --------------------------------------------------------------------------
                         CALCULATION OF REGISTRATION FEE

Title of Securities to be         Amount to be        Proposed Maximum offering   Proposed Maximum
Registered                        Registered          Price per Share(1)          Aggregate Price (1)   Amount of Registration Fee
----------                        ----------          -------------------------   -------------------   --------------------------
Common Stock, $0.001 par value    2,400,000           $ 0.24                       $576,000             $174.55
  ----------------------------------------------------------------------------

</TABLE>

         (1) Estimated  solely for the purpose of calculating  the  registration
fee.  Proposed  maximum price is estimated  based upon the closing sale price of
the Company's Common Stock within the last five days.

<PAGE>

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3. Incorporation Of Certain Documents By Reference

         The following  documents  filed by the Company with the  Commission are
incorporated herein by reference:

         (a) The  Company's  Annual  Report on Form  10-KSB for the fiscal  year
ended  February  28,  2001 and  Quarterly  Report on Form  10-QSB for the fiscal
quarter ended May 31, 2001.

         (b) The Company's Current Report on Form 8-K dated July 3, 2001.

         (c) The  description  of the  Common  Stock is herein  incorporated  by
reference to the Company's Registration Statement on Form 10-SB, initially filed
on August 5, 1999.

         In addition,  all documents  subsequently filed by the Company 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  hereby have been sold or which  deregisters  all securities
offered  hereby then remaining  unsold,  shall be deemed to be  incorporated  by
reference  herein and shall be deemed to be a part  hereof  from the date of the
filing of each such report or document.

Item 4.  Description of Securities

         Not applicable.

Item 5.  Interests of Named Experts and Counsel

         The validity of the issuance of the  Securities  offered hereby will be
passed  upon for the Company by the law firm of Heller,  Horowitz & Feit,  P.C.,
New York, New York.

Item 6.  Indemnification of Directors and Officers

         Section  145 of the  Delaware  General  Corporation  Law,  as  amended,
authorizes  the  Company to  indemnify  any  director or officer  under  certain
prescribed  circumstances  and subject to certain  limitations  against  certain
costs and expenses,  including  attorney's fees actually and reasonably incurred
in connection  with any action,  suit or proceeding,  whether  civil,  criminal,
administrative or investigative, to which a person is a party by reason of being
a director or officer of the Company if it is determined  that such person acted
in  accordance  with  the  applicable  standard  of  conduct  set  forth in such
statutory  provisions.  The  Company's  Certificate  of  Incorporation  contains
provisions  relating to the  indemnification  of director  and  officers and the

<PAGE>

Company's  By-Laws  extends  such  indemnities  to the full extent  permitted by
Delaware law.

         The Company may also purchase and maintain insurance for the benefit of
any director or officer  which may cover claims for which the Company  could not
indemnify such persons.

Item 7.  Exemption from Registration Claimed

         The securities to be reoffered and resold pursuant to this Registration
Statement  were issued in a non-public  transaction to one person and was exempt
from registration pursuant to Section 4(2) of the Securities Act.

Item 8.  Exhibits

         The  following   exhibits  are  filed  as  part  of  this  Registration
Statement:

         4.1      Consulting Agreement with Michael Tuszynski and John Delisa.

         5.       Opinion of Counsel.

         24.1     Consent of Counsel (included in Exhibit No. 5).

         24.2     Consent of Mark Cohen, CPA.

Item 9.  Undertakings

         The undersigned small business issuer hereby undertakes to:

         (1) File, during any period in which it offers or sells  securities,  a
post-effective amendment to this registration statement to:

         (i)  Include  any  prospectus  required  by  section  10(a)(3)  of  the
Securities Act of 1933;

         (ii) Reflect in the prospectus any facts or events which,  individually
or  together,   represent  a  fundamental  change  in  the  information  in  the
registration  statement;  and  notwithstanding  the  foregoing,  any increase or
decrease  in  volume  of  securities  offered  (if the  total  dollar  value  of
securities offered would not exceed that which was registered) and any deviation
from  the  low or  high  end of the  estimated  maximum  offering  range  may be
reflected  in the form of  prospectus  filed with  Commission  pursuant  to Rule
424(b) if, in the  aggregate,  the changes in the volume and price  represent no
more than 20% change in the maximum  aggregate  offering  price set forth in the

<PAGE>

"Calculation of Registration Fee" table in the effective registration statement.

         (iii)  Include any  additional or material  information  on the plan of
distribution.

         (2) For determining  liability under the Securities Act of 1933,  treat
each post-effective  amendment as a new registration statement of the securities
offered, and the offering of securities at that time to be the initial bona fide
offering thereof.

         (3) File a post-effective  amendment to remove from registration any of
the securities that remain unsold at the end of the offering.

<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 or amendment to be signed on its behalf by the undersigned,  thereunto
duly authorized,  in the City of Montreal and Province of Quebec on the 27th day
of July 2001.

                                        INTERNET VIP, INC.


                                     By:/s/Viatcheslav Makarov
                                        Viatcheslav Makarov
                                        Acting CEO

Pursuant to the  requirements of the Securities Act of 1933,  this  registration
statement or amendment  has been signed  below by the  following  persons in the
capacities and on the dates indicated:

Name                          Title                   Date


/s/Ilya Gerol
Ilya Gerol                    Chairman                July 27, 2001


/s/Viatcheslav Makarov
Viatcheslav Makarov           Secretary, Treasurer    July 27, 2001
                              and Director
                              (Acting CEO, CFO)
[{"type": "S-8", "sequence": "1", "filename": "forms8.txt", "description": "FORM S-8", "secsgml_size_bytes": 9199}]
{"company-data": {"conformed-name": "INTERNET VIP INC", "cik": "0001080008", "assigned-sic": "7389", "irs-number": "113500919", "state-of-incorporation": "DE", "fiscal-year-end": "0228"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-66298", "film-number": "1693234"}, "business-address": {"street1": "1155 UNIVERSITY AVE", "street2": "SUITE 602", "city": "MONTREAL QC HEB317", "state": "E6", "phone": "5148769222"}, "mail-address": {"street1": "1155 UNIVERSITY AVE", "street2": "SUITE 602", "city": "MONTREAL CANADA", "state": "E6"}}
As filed with the Securities and Exchange Commission on July 30, 2001
                              Registration No. 333-
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                       ----------------------------------
                                    FORM S-8
                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933
                       ----------------------------------
                               INTERNET VIP, INC.

Delaware                                                    11-3500919
--------                                              --------------------------
(State or other jurisdiction                           (I.R.S. Employer
 of incorporation or organization)                      Identification No.)

               (Exact name of registrant as specified in charter)

                        1155 University Street, Suite 602
                            Montreal, Canada H3B 3A7
          (Address of principal executive offices, including zip code)
                       ----------------------------------
                            Consulting Agreement with
                        Michael Tuszynski and John Delisa
                            (Full Title of the Plan)
                       ----------------------------------
                        1155 University Street, Suite 602
                            Montreal, Canada H3B 3A7
                                 (514) 448-4847
            (Name, Address and telephone number of Agent for Service)
                       ----------------------------------
                                    Copy to:
                             Irving Rothstein, Esq.
                          Heller, Horowitz & Feit, P.C.
                               292 Madison Avenue
                            New York, New York 10017
--------------------------------------------------------------------------
                         CALCULATION OF REGISTRATION FEE

Title of Securities to be         Amount to be        Proposed Maximum offering   Proposed Maximum
Registered                        Registered          Price per Share(1)          Aggregate Price (1)   Amount of Registration Fee
----------                        ----------          -------------------------   -------------------   --------------------------
Common Stock, $0.001 par value    2,400,000           $ 0.24                       $576,000             $174.55
  ----------------------------------------------------------------------------
(1) Estimated  solely for the purpose of calculating  the  registration
fee.  Proposed  maximum price is estimated  based upon the closing sale price of
the Company's Common Stock within the last five days.
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3. Incorporation Of Certain Documents By Reference

         The following  documents  filed by the Company with the  Commission are
incorporated herein by reference:

         (a) The  Company's  Annual  Report on Form  10-KSB for the fiscal  year
ended  February  28,  2001 and  Quarterly  Report on Form  10-QSB for the fiscal
quarter ended May 31, 2001.

         (b) The Company's Current Report on Form 8-K dated July 3, 2001.

         (c) The  description  of the  Common  Stock is herein  incorporated  by
reference to the Company's Registration Statement on Form 10-SB, initially filed
on August 5, 1999.

         In addition,  all documents  subsequently filed by the Company 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  hereby have been sold or which  deregisters  all securities
offered  hereby then remaining  unsold,  shall be deemed to be  incorporated  by
reference  herein and shall be deemed to be a part  hereof  from the date of the
filing of each such report or document.

Item 4.  Description of Securities

         Not applicable.

Item 5.  Interests of Named Experts and Counsel

         The validity of the issuance of the  Securities  offered hereby will be
passed  upon for the Company by the law firm of Heller,  Horowitz & Feit,  P.C.,
New York, New York.

Item 6.  Indemnification of Directors and Officers

         Section  145 of the  Delaware  General  Corporation  Law,  as  amended,
authorizes  the  Company to  indemnify  any  director or officer  under  certain
prescribed  circumstances  and subject to certain  limitations  against  certain
costs and expenses,  including  attorney's fees actually and reasonably incurred
in connection  with any action,  suit or proceeding,  whether  civil,  criminal,
administrative or investigative, to which a person is a party by reason of being
a director or officer of the Company if it is determined  that such person acted
in  accordance  with  the  applicable  standard  of  conduct  set  forth in such
statutory  provisions.  The  Company's  Certificate  of  Incorporation  contains
provisions  relating to the  indemnification  of director  and  officers and the
Company's  By-Laws  extends  such  indemnities  to the full extent  permitted by
Delaware law.

         The Company may also purchase and maintain insurance for the benefit of
any director or officer  which may cover claims for which the Company  could not
indemnify such persons.

Item 7.  Exemption from Registration Claimed

         The securities to be reoffered and resold pursuant to this Registration
Statement  were issued in a non-public  transaction to one person and was exempt
from registration pursuant to Section 4(2) of the Securities Act.

Item 8.  Exhibits

         The  following   exhibits  are  filed  as  part  of  this  Registration
Statement:

         4.1      Consulting Agreement with Michael Tuszynski and John Delisa.

         5.       Opinion of Counsel.

         24.1     Consent of Counsel (included in Exhibit No. 5).

         24.2     Consent of Mark Cohen, CPA.

Item 9.  Undertakings

         The undersigned small business issuer hereby undertakes to:

         (1) File, during any period in which it offers or sells  securities,  a
post-effective amendment to this registration statement to:

         (i)  Include  any  prospectus  required  by  section  10(a)(3)  of  the
Securities Act of 1933;

         (ii) Reflect in the prospectus any facts or events which,  individually
or  together,   represent  a  fundamental  change  in  the  information  in  the
registration  statement;  and  notwithstanding  the  foregoing,  any increase or
decrease  in  volume  of  securities  offered  (if the  total  dollar  value  of
securities offered would not exceed that which was registered) and any deviation
from  the  low or  high  end of the  estimated  maximum  offering  range  may be
reflected  in the form of  prospectus  filed with  Commission  pursuant  to Rule
424(b) if, in the  aggregate,  the changes in the volume and price  represent no
more than 20% change in the maximum  aggregate  offering  price set forth in the
"Calculation of Registration Fee" table in the effective registration statement.

         (iii)  Include any  additional or material  information  on the plan of
distribution.

         (2) For determining  liability under the Securities Act of 1933,  treat
each post-effective  amendment as a new registration statement of the securities
offered, and the offering of securities at that time to be the initial bona fide
offering thereof.

         (3) File a post-effective  amendment to remove from registration any of
the securities that remain unsold at the end of the offering.
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 or amendment to be signed on its behalf by the undersigned,  thereunto
duly authorized,  in the City of Montreal and Province of Quebec on the 27th day
of July 2001.

                                        INTERNET VIP, INC.

                                     By:/s/Viatcheslav Makarov
                                        Viatcheslav Makarov
                                        Acting CEO

Pursuant to the  requirements of the Securities Act of 1933,  this  registration
statement or amendment  has been signed  below by the  following  persons in the
capacities and on the dates indicated:

Name                          Title                   Date

/s/Ilya Gerol
Ilya Gerol                    Chairman                July 27, 2001

/s/Viatcheslav Makarov
Viatcheslav Makarov           Secretary, Treasurer    July 27, 2001
                              and Director
                              (Acting CEO, CFO)