AS  FILED  WITH  THE  SECURITIES  AND  EXCHANGE  COMMISSION ON MARCH 8, 2000
                                               REGISTRATION NO. 333-____________



                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C.  20549
                              ____________________
                                    FORM S-8
                             REGISTRATION STATEMENT
                                      Under
                           THE SECURITIES ACT OF 1933
                              ____________________

                        P.D.C. INNOVATIVE INDUSTRIES, INC.
             (Exact Name of Registrant as Specified in Its Charter)



             NEVADA                                           65-0789306
(State or Other Jurisdiction of                            (I.R.S. Employer
Incorporation or Organization)                            Identification No.)





                   3701 NW 126TH AVE., Corporate Park, Bay 5,
                          Coral Springs Florida 33065
          (Address of Principal Executive Offices, Including Zip Code)

                              Consulting Agreement
                            (Full Title of the Plan)
                              ____________________

                                  Dave Sowers
                   3701 NW 126TH AVE., Corporate Park, Bay 5,
                          Coral Springs Florida 33065
                                 (954) 341-0092
           (Name, Address, and Telephone Number of Agent for Service)


                         CALCULATION OF REGISTRATION FEE


<TABLE>
<CAPTION>

<S>                  <C>           <C>                         <C>                        <C>


Title of Securities  Amount to be  Proposed Maximum            Proposed Maximum           Amount of
to be Registered     Registered    Offering Price per Share    Aggregate Offering Price   Registration Fee


Common Stock,
par value $0.001        2,465,000         $ 0.27 (1)                 $665,550               $175.71


(1)     Estimated  solely  for  the  purpose  of  computing  the  amount  of the
registration  fee  pursuant  to Rule 457(c) based on the closing market price on
March 7, 2000.

</TABLE>

<PAGE>

                                EXPLANATORY NOTE

P.D.C.  Innovative  Industries,  Inc.,  ("PDCI")  has prepared this Registration
Statement  in  accordance with the requirements of Form S-8 under the Securities
Act  of  1933, as amended (the "1933 Act"), to register certain shares of common
stock,  $.001  par  value  per  share,  issued  to certain selling shareholders.

Under cover of this Form S-8 is a Reoffer Prospectus PDCI prepared in accordance
with  Part  I  of  Form  S-3  under the 1933 Act.  The Reoffer Prospectus may be
utilized  for  reofferings and resales of up to 2,465,000 shares of common stock
acquired  by  the  selling  shareholders.

                                        1
<PAGE>
                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(A) PROSPECTUS

PDCI  will  send  or  give the documents containing the information specified in
Part  1  of  Form S-8 to employees or consultants as specified by Securities and
Exchange  Commission  Rule  428  (b)  (1)  under  the Securities Act of 1933, as
amended  (the  "1933 Act").  PDCI does not need to file these documents with the
commission  either  as part of this Registration Statement or as prospectuses or
prospectus  supplements  under  Rule  424  of  the  1933  Act.

                                        2
<PAGE>


                              REOFFER  PROSPECTUS

                     P.D.C.  INNOVATIVE  INDUSTRIES,  INC.
                 3701  NW  126TH  AVE.,  CORPORATE  PARK,  BAY  5
                         CORAL  SPRINGS,  FLORIDA  33065
                               (954)  341-0092

                     2,465,000  SHARES  OF  COMMON  STOCK


The  shares  of  common  stock, $0.001 par value per share, of P.D.C. Innovative
Industries,  Inc. ("PDCI"or the "Company") 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 a Consulting Agreement for consulting services
that  the  Selling  Shareholders  provided  to  PDCI.

The  sales  may  occur  in  transactions  on the NASD Over-The-Counter market at
prevailing  market  prices or in negotiated transactions.  PDCI will not receive
proceeds  from  any  of  the  sale  the Shares.  PDCI 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  the  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 Shareholders to the public
without  restriction.  To the knowledge of the Company, the Selling Shareholders
have  no  arrangement  with  any brokerage firm for the sale of the Shares.  The
Selling  Shareholders 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.

PDCI's  common  stock  is currently traded on the NASD Over-the-Counter Bulletin
Board  under  the  symbol  "PDCI."

                            ________________________

This  investment  involves  a  high  degree  of risk.  Please see "Risk Factors"
beginning  on  page  12.


NEITHER  THE  SECURITIES  AND  EXCHANGE  COMMISSION  NOR  ANY  STATE  SECURITIES
COMMISSION HAS APPROVED OR DISAPPROVED OF THESE SECURITIES OR DETERMINED WHETHER
THIS  REOFFER  PROSPECTUS  IS  TRUTHFUL  OR COMPLETE.  ANY REPRESENTATION TO THE
CONTRARY  IS  A  CRIMINAL  OFFENSE.
                            ________________________

                                  March 8, 2000

                                        3
<PAGE>
                                TABLE OF CONTENTS


            Where  You  Can  Find  More  Information           4
            Incorporated  Documents                            4
            The  Company                                       5
            Risk  Factors                                     12
            Use  of  Proceeds                                 14
            Selling  Shareholders                             14
            Plan  of  Distribution                            14
            Legal  Matters                                    16
            Experts                                           16
                            ________________________

You should only rely on the information incorporated by reference or provided in
this  Reoffer  Prospectus or any supplement.  We have not authorized anyone else
to  provide  you  with  different  information.  The  common  stock is not being
offered  in  any  state where the offer is not permitted.  You should not assume
that the information in this Reoffer Prospectus or any supplement is accurate as
of  any  date  other  than  the  date  on  the front of this Reoffer Prospectus.

                   WHERE  YOU  CAN  FIND  MORE  INFORMATION

PDCI is required to file annual, quarterly and special reports, proxy statements
and other information with the Securities and Exchange Commission (the "SEC") as
required  by  the  Securities Exchange Act of 1934, as amended (the "1934 Act").
You  may  read  and copy any reports, statements or other information we file at
the  SEC's  Public  Reference  Rooms  at:

                 450 Fifth Street, N.W., Washington, D.C. 20549;
           Seven World Trade Center, 13th Floor, New York, N.Y. 10048

Please  call  the  SEC  at  1-800-SEC-0330 for further information on the Public
Reference  Rooms.  Our  filings are also available to the public from commercial
document  retrieval  services  and  the  SEC  website  (http://www.sec.gov).

                             INCORPORATED DOCUMENTS

The  SEC allows PDCI to "incorporate by reference" information into this Reoffer
Prospectus,  which  means that the Company can disclose important information to
you  by  referring  you  to another document filed separately with the SEC.  The
information  incorporated  by  reference  is  deemed  to be part of this Reoffer
Prospectus, except for any information superseded by information in this Reoffer
Prospectus.


                                        4
<PAGE>
PDCI's  Report  on  Form  8-K,  dated  March  6,  2000 is incorporated herein by
reference.  PDCI  also  incorporates herein by reference the Form 10-SB filed by
MAS  Acquisition XIV Corp., the Company's predecessor, filed on August 27, 1999.
In  addition,  all  documents  filed  or subsequently filed by the Company under
Sections  13(a),  13(c), 14 and 15(d) of the 1934 Act, before the termination of
this  offering,  are  incorporated  by  reference.

The  Company  will  provide without charge to each person to whom a copy of this
Reoffer  Prospectus is delivered, upon oral or written request, a copy of any or
all  documents incorporated by reference into this Reoffer Prospectus (excluding
exhibits unless the exhibits are specifically incorporated by reference into the
information the Reoffer Prospectus incorporates). Requests should be directed to
the  Chief  Financial Offer at PDCI at PDCI's executive offices, located at 3701
NW 126th Ave., Corporate Park, Bay 5, Coral Springs, FL 33065.  PDCI's telephone
number  is  (954)  341-0092.


                                 THE  COMPANY
BUSINESS

This  Reoffer  Prospectus contains certain forward-looking statements within the
meaning  of the federal securities laws.  Actual results could differ materially
from  those  projected  in  the  forward-looking  statements  due to a number of
factors,  including  those  set forth under "Risk Factors" and elsewhere in this
Reoffer  Prospectus.

SUMMARY

     P.D.C. Innovative Industries, Inc., ("PDC" or the "Company") was originally
incorporated  in  Nevada  on September 7, 1994.  We became a public company as a
result  of  a  merger  with  an  already  existing  public company.  Our primary
business  consists of the research, development, manufacture and/or distribution
of  innovative  products for the construction and healthcare industries, as well
as  for  household  and  general  consumption.

     Our  current  products  consist  of:  the  Hypo-Sterile  2000, a device for
sterilization of intrusive medical instruments; TriLevel, a series of innovative
levels  for  construction  workers;  Perfect  Seal,  an innovative heat/cool air
conserving  door  seal;  Flush Mizer, a water saving valve for toilet tanks; and
the  Mulching  Blade,  a  high-efficiency  blade  for  lawn-mowers.  Our primary
markets  consist  of  wholesalers in their respective industries.  Additionally,
over the past several years, our founder has  secured or applied for patents for
several  inventions  that  are  expected  to  form  the  basis  of  up to twelve
innovative  products  to  be  added  to  the  Company's  product line.  However,
unforseen technical or market related problems may be encountered and therefore,
there  can be no assurances that we will be able to develop such products in the
future.


                                        5
<PAGE>
HYPO-STERILE  2000:  The  Hypo-Sterile  2000  is  a  device  used  to dispose of
contaminated  hypodermic syringes and other intrusive medical instruments at the
site  of  use.  The  device  reduces,  in  an  enclosed  environment, the entire
instrument  to small, sterile particles which can be disposed of as conventional
trash.  This  approach  significantly  reduces  physical  hazards  to  nurses or
phlebotomists  after  injections  or  draws, reduces bacterial growth within and
around  of  collection boxes and aerolization of infectious agents, limits risks
of  injury  or  infection  to  waste-handling personnel, cuts costs of disposal,
including  collection,  handling, paperwork and specialized transport as well as
limits  potential  cross-contamination with the hospital, office and environment
due  to  handling  and moving of contaminated waste. We plan to target hospitals
and  larger  health  clinics,  where  higher  volume usage justifies a dedicated
machine  at  each  usage point. We also plan to have two additional designs that
would be available for the smaller medical offices as well as a larger batchmode
version.  The latter would be used where intermediate collection boxes are still
required.  The  unit  would  "digest"  an  entire  collection box, including the
instruments contained therein.  Our managment  believes that introduction of its
Hypo-Sterile 2000 line of products will present a substantial growth opportunity
for  the  Company.  Although  aware  of  safety  protocols  when  dealing  with
contagious  infectious  illnesses,  medical  personnel  are  still  subjected to
thousands  of  penetrations  with  intrusive  instruments each year with serious
consequences  of dealing with life-threatening conditions for them and the large
cost  of  ongoing treatment and testing for the facility of employment.  Despite
stringent  regulations  by  OSHA, JCAHO and others, the problems persists mainly
because  used  contaminants  are not destroyed or sterilized, but merely covered
and  stored,  leaving  the  physical  and biological hazards undiminished during
storage,  collection  and transport to a licensed incinerator, usually off site.
The  HypoSterile  2000 line of products effectively destroys both the injury and
biological  hazards  at  the  site  of  use.

However,  our  management  also considers the medical sterilization sector to be
the  most  challenging  sector within our product line.  Both the production and
the  sterilization  of  surgical products require significant resources and must
meet  exacting  FDA  standards.  Our founder, Chairman and CEO, Mr. Dave Sowers,
gained  experience  in  launching  of  a new competitive product line during his
three-year  tenure at BSD Enterprises, Inc.  However, the sterilization products
sector is highly competitive and is presently dominated by Baxter International,
Johnson & Johnson, Kimberly-Clark and other large suppliers.  We hope to develop
a  niche market within the sterilization product industry through our ability to
"customize"  products  to  fit  customers'  special needs.  We believe that as a
direct  manufacturer,  the  Company  is  well suited to develop this specialized
marketing  approach  which is generally more difficult for larger manufacturers.

THE  TRILEVEL  FAMILY:  All  of  our  TriLevel products are computer milled from
Aircraft  Grade  anodized  aluminum  (Grade: 6061).  Using a sophisticated C & C
milling  center,  TriLevel  products  are machined to zero tolerance and undergo
rigorous  quality control and assurance testing throughout the manufacturing and
assembly  process.  All TriLevel products come with a Limited Lifetime Guarantee
against  manufacturing  defects,  corrosion,  pitting  and  warping.  The
state-of-the-art design of TriLevel leveling products is the result of more than
3  years'  intensive  research  and  development. TriLevel currently offers five
zero-tolerance  leveling  products  which  are  available  in various sizes with
unique  features  and  benefits.


                                        6
<PAGE>
     The  Pocket  Pitch  Dial Level (Patent Pending) has adjustable center level
dial  and  bulb.  It  is  of  4"  fixed  length,  6 ounces weight, can be custom
engraved,  available in a selection of colors with optional carrying pouch. This
pocket-sized,  belt-attachable level offers the convenience of an integrated 360
degree  rotating center level bulb & dial for use in limited space areas. Due to
this  level's  patent  pending design, our management believes that this level's
zero-tolerance  angle  measurement  (0-45  degrees)  is  more  precise  than any
competitive  mechanical level currently marketed.  In addition to standard level
applications  for  horizontal and vertical calibration, adjustment and leveling,
the  Pocket  Pitch Level is specifically designed to be uniquely valuable in all
situations  where  zero  tolerance  precision  in  variable  degree  leveling is
required,  including roof pitch, plumbing pitch and other non-standard, variable
pitch  angle  measurement.

     The  Pocket  Level (Patent Pending) has a fixed center level bulb, 4" fixed
length, 3 ounces weight, can be custom engraved and is available in selection of
colors  with  optional  carrying  pouch. Similar to the Pocket Pitch Level, this
level  is  also  designed  for  easy transport and use in cramped, limited space
areas.  Due  to  this  level's patent pending design this level's zero-tolerance
angle  measurement  is  more  precise  than  any  competitive  mechanical  level
currently  marketed.  This  level is designed to be used in all situations where
horizontal  leveling  is  desirable, including carpentry, glass work, cabinetry,
plumbing  and  framing  applications  where  exact  horizontal  adjustment  or
measurement  is  required,

     The  18"  Dial  Level (Patent Pending) has adjustable center level dial and
bulb,  18" collapsed length (extends to 24" arid .30"), 40 ounces of weight, can
be  custom  engraved, marketed in selection of colors and has available optional
carrying  pouch.  This level offers the convenience of an integrated 360 degrees
variable  pitch  (variable  angle)  rotating center level bulb and dial. The 18"
Dial  Level  adjusts to work area and takes place of three separate conventional
levels  (18",  24"  and  30"  when  fully  extended). Due to this level's patent
pending  design  this  level's  zero-tolerance  angle  is  more precise than any
competitive  mechanical  level currently marketed. In addition to standard level
applications  for  horizontal and vertical calibration, adjustment and leveling,
the  18"  Dial  Level  can  be expanded to fit the work area and is specifically
designed  to  be  uniquely  valuable  in  all  situations  where  zero tolerance
precision in variable degree leveling (0-45 degrees) is required, including roof
pitch,  plumbing pitch and other non-standard variable pitch angle measurements.

     The  18"  Standard Level (Patent Pending) has a fixed center level dial and
bulb,  18"  collapsed  length (extends to 24" and 30"), 26 ounces weight, can be
custom  engraved,  is  available  in  selection of colors with optional carrying
pouch.  Similar  to  the  18" Dial Level but without the variable angle rotating
center  level  and  bulb this zero-tolerance level also adjusts to the work area
and  takes  place of three non-adjustable separate levels (18", 24" and 30" when
fully  extended).  Due  to  this  level's  patent pending design, our management
believes that this level's zero-tolerance angle measurement is more precise than
any  competitive  mechanical  level currently marketed.  In all situations where
zero  tolerance precision is required for standard (non-variable) horizontal and
vertical  calibration,  adjustment  and  leveling,  including flexible workspace
applications  in  carpentry,  glass work, cabinetry, plumbing, framing and other
construction jobs, the 18" Standard Level is specifcally designed to be uniquely
valuable.


                                        7
<PAGE>
     The  Squaring  Level  is  similar  in  appearance  to a traditional framing
square.  However  this  Squaring Level's 90 degree arms extend to 12" and can be
extended to 12"x18" and 18"x18" squaring levels on both ends, 45 degree squaring
level  at  arm joint. This level is weighs 32 ounces, can be custom engraved and
is available in selection of colors.  In addition to providing zero tolerance 90
and  45  degree  framing  guidance,  the  Squaring  Level can be used to provide
absolutely  precise  horizontal  or  vertical  leveling with what our management
believes, is a greater degree of precision than any competitive mechanical level
currently  marketed.  The Squaring Level is specifically designed to be uniquely
valuable  in  any  situation  where  zero  tolerance  45 or 90 degree framing or
horizontal  and  vertical  calibration,  adjustment  and  leveling is desirable.
Applications  include  finished  carpentry,  glass  and  mirror work, cabinetry,
standard  framing  and  other  exacting  construction  jobs.

PERFECT SEAL:  Perfect Seal is a seal which can be added to doors in any home or
office.  It  is  not  a  door  sweep, but rather a seal which does not touch the
flooring  of  the  room  until  the  door  is  closed tightly creating a perfect
airtight closing that keeps out insects, noise, cold or hot air. It is made with
a  tongue  and  grove  which  makes it airtight. When the door equipped with the
Perfect  Seal  is  closed, the seal comes down and the rubber adjoins the floor.
When  the door is opened, the seal draws back up thus avoiding any friction with
or  rubbing of the floor. Perfect Seal is made of Anodized Aluminum. It comes in
four different colors and is available in different lengths of 28", 32", 34" and
36".

FLOW  MIZER:  The  Flow  Mizer  is  designed  to  address  the  problem of water
conservation acute in many part of the United States and abroad.  Flush Mizer is
a  double  flapper  valve  which  universally  fits  most toilet tanks and saves
approximately  30%  of  tank  water  per  flush of liquid waste.  Since flushing
liquid  waste  accounts  for  major  part of the usage of toilet facilities, the
Flush  Mizer  is designed in such a way that an up-motion of the handle provides
for  water-saving  liquid  waste  flush  while a down-flush motion of the handle
provides  for  solid  waste  flush,  maintaining  full  flush.

MULCHING  BLADE:  The  Mulching Blade is a product suitable for application with
both  residential  and commercial makes and models of lawn mowers.  The Mulching
Blade  is  designed to basically disintegrate anything it comes in contact with,
such  as  twigs, branches, fruit, palm fronds, leaves, etc.  This mulching leads
to  the  benefits  of  fertilizing the lawn and eliminating raking. The Mulching
Blades  technology  is very unique compared to conventional blades. The Mulching
Blade is 21" and has 12" of lifting surface to hold the grass inside and turn it
into  fodder.

     In  addition  to the products it manufactures directly, to a lesser extent,
we  will  also  act as a distributor of related products manufactured by others.
These  products will be sold as an ancillary part of our product line to provide
our  customers  with  a  more  complete  selection  of  items.



                                        8
<PAGE>
SALES  AND  MARKETING.

     The  primary  markets  for  our  Sterile  Pro  2000  products  are  in  the
health-care  sector,  divided  essentially  into  three  broad  categories-  (i)
hospitals;  (ii)  "alternative  site"  facilities  (including  surgical centers,
nursing homes, and elderly care facilities and clinics); and (iii) small medical
offices.  Primary  customer  categories would be the single end-user, purchasing
associations  or  consortiums  of  various  kinds  -  a  dominant feature in the
hospital  sector  -  and  various federal, state and local goverment bodies (the
majority  of  whose  purchases  are  open  to competitive bidding).  The primary
channels  of  distribution  include  medical  supply  distributors,  dealers who
specialize in the medical and hospital markets and firms purchasing our products
for resale under "private label" arrangements for other suppliers and retailers.
Primary  sales  and  marketing techniques or strategies include direct mailings,
trade  publication  advertising,  attendance  at  various  industry trade shows,
bidding  for  government  contracts  when appropriate and direct solicitation of
prospective  customers.

     The  primary  markets  for  our  TirLevel,  and  Perfect  Seal products are
wholesalers  to  construction  and home-remodeling customers such as Home Depot,
Ace  Hardware  and  smaller  chain  stores  and  individual wholesalers. Primary
customer  categories  would  be  the  single  end-user  construction  and  home
remodeling  companies  as  well  as  individuals.  Primary  sales  and marketing
techniques  will include direct sales visits, mailings and attendance at various
trade  shows.

     The primary markets for our Flush Mizer and Mulching Blade products will be
manufacturers  of  respective  appliances  and  machines.  Primary  sales  and
marketing  techniques  or  strategies include direct mailings, trade publication
advertising,  attendance  at  various  industry  trade shows, bidding for direct
contracts  with  manufacturers  when  appropriate  and  direct  solicitation  of
prospective  wholesale  customers.

EMPLOYEES

     At  present,  we  employ  a  total  of 10 employees.  As we expand, we will
require  additional  personnel,  both skilled and unskilled. Although we believe
that  the  personnel  we will require are readily available at reasonable salary
rates,  no  assurance  can be given that we will be able to attract the type and
quantity  of  employees  our  operations  will  require,  further,  even if such
personnel  are  available,  no  assurance can be given that they can be hired on
terms  favorable  to  us.

PRODUCTION  FACILITIES.

     We  have  entered  into a business lease agreement with L.A.W. Properties -
Coral  Springs  LLC  for  office,  lab  and manufacturing space of approximately
11,000  square  feet  at  3701  NW  126th  Avenue,  Corporate Park, Bay 5, Coral
Springs,  FL.  We  have committed to a two-year lease with a base rent of $5,300
per  month  with  a  cost  of  living  adjustment  over  the  term of the lease.
Consequently,  we  have  committed  to  a  minimum of $127,200 over the two-year
period  under  this  lease.

                                        9
<PAGE>

GOVERNMENT  REGULATION.

     Some of the products we market are subject to regulation as medical devices
by  the  Food  And  Drug  Administration  (the  "FDA"),  which has comprehensive
authority to regulate the development, production, distribution and promotion of
medical  devices.  The  states and foreign countries where our products are sold
may  also  impose  additional  regulatory  requirements.

     Pursuant  to  the  federal  Food, Drug and Cosmetic Act and the regulations
promulgated  thereunder, a medical device is ultimately classified by the FDA as
either  a  Class I, Class II or Class III device. Class I devices are subject to
general  controls  which  are  applicable  to all devices. Such controls include
regulations  regarding  FDA  inspection  of  facilities,  "Good  Manufacturing
Practices,"  labeling, maintenance of records and filings with the FDA. Class II
devices  must  meet  general performance standards established by the FDA before
they can be marketed and must adhere to such standards once on the market. Class
III devices require individual pre-market approval by the FDA before they can be
marketed,  which  can  involve extensive tests to prove safety and efcacy of the
device.
Each  manufacturer  of  medical devices is required to register with the FDA and
also  to  file  a  "510(k)  Notification"  (the "Notification") before initially
marketing  a  new device intended for human use. The manufacturer may not market
such  new  device until 90 days following the filing of such Notification unless
the FDA permits an early marketing date. The FDA, prior to the expiration of the
90-day  period,  may notify the manufacturer that it objects to the marketing of
the proposed device and thereby may delay or preclude the manufacturer's ability
to  market  that  device. The FDA may also require further data from, or testing
by,  the  manufacturer.

     The  FDA  permits  the  marketing  of  some medical devices, subject to the
general controls under the Act, if the devices are "substantially equivalent" to
devices  marketed in interstate commerce before May 28, 1976 (the effective date
of  the  Medical  Device  Amendment  to  the  Act).

     Our proposed sterilization products may fall within the Class III category,
in  which  case  we  would have to file a Pre-market Approval Application.  Such
application  must  be  accompanied  by  extensive  literature  references  and
preclinical  and clinical testing data.  The FDA normally has 180 days to review
a  Pre-market  Approval  Application,  during which time an independent advisory
committee  evaluates  the  Application  and  provide recommendations to the FDA.
While the FDA has often responded to such Applications within the allotted time,
there  are  many  instance  where  the reviews have been more protracted, and a.
number  of  devices  have  never  been  cleared  for  marketing.

     Any products we distribute pursuant to the above authorizations are subject
to  pervasive  and  continuing  regulation  by  the  FDA.  All  phases  of  the
manufacturing  and  distribution process are governed by FDA regulation and each
supplier  of  products  to  the  Company  must  also have FDA approved products.
Products  must  be produced in registered establishments and be manufactured inn
accordance with "Good Manufacturing Practices."  All such devices must be listed
periodically  with  the  FDA  as  well.  Labeling and promotional activities are
subject  to  scrutiny  by  the FDA and in certain instances by the Federal Trade
Commission.  The  export  of  devices  is  also  regulated in certain instances.

                                       10
<PAGE>

     The  Mandatory  Device Reporting ("MDR") regulation obligates us to provide
information  to the FDA on injuries alleged to have been associated with the use
of  a  product  or certain product failures which could cause injury.  If due to
FDA  inspections, MDR reports or other information, the FDA believes that we are
not  in  compliance with the law, the FDA can institute proceedings to detain or
seize  products,  enjoin  future  violations,  or  asses  civil  and/or criminal
penalties  against  us, our officers or employees. Any such action could disrupt
our  operations  for  an  undetermined  time.

     As  discussed above, in January 1992, OSHA issued comprehensive new federal
regulations  aimed  at  establishing  new  protective  standards  to  minimize
occupational  exposure  to  various blood borne pathogens such Hepatitis and the
HIV virus associated with AIDS.  OSHA determined, after a four year study of the
need  for  such regulations, that employees face a signifcant health risk as the
result  of  occupational  exposure  to  blood  and  other potentially infectious
materials  and concluded that this exposure can be minimized or eliminated using
a  combination  of  work  practice  controls,  personal  protective clothing and
equipment,  training  and medical surveillance. Furthermore, there are 23 states
with their own OSHA-approved occupational safety and health plans which must now
adopt  a  comparable standard within six months or amend their existing standard
if  it  not at least as effective as the federal standard. These new regulations
are  primarily aimed at the healthcare industry where, based upon published OSHA
findings,  between 2 and 2.5 Million workers are presently at risk of infection.

     From  our point of view, these new regulations, which make mandatory in the
healthcare  industry  the use of sterilization equipment of nature comparable to
the  products  we  manufacture, are expected to have materially favorable impact
upon  our  sales  during  the  foreseeable future. Although no assurances can be
given,  based  upon  sales  of  the  new  OSHA mandated products, our management
believes that we will continue to be a beneficiary of the increase in demand for
products  of  this  type  for  the  foreseeable  future.

INSURANCE

     Due  to the decrease in the number of insurance carriers willing to provide
product  liability  insurance  especially  in  the  healthcare industry, product
liability  insurance  availability  has  been significantly reduced and premiums
have  increased  dramatically  over  recent  years.  At  present, we maintain no
product  liability  insurance.  Although  we  intend  to  obtain  such insurance
coverage,  there can be no assurance that we will be able to obtain insurance at
reasonable  premiums  that  it can afford in the future. The inability to obtain
such  insurance  could  have  a  materially  adverse  effect  upon our business,
financial  condition  and future prospects. To date we have not been the subject
of  any  product  liability  claims.

                                       11
<PAGE>

LEGAL  PROCEEDINGS

     We  know  of no substantial litigation pending, threatened or contemplated,
or  unsatisfied judgments against us, or any substantial proceedings in which we
are  a  defendant.  We  also  know  of  no legal action pending or threatened or
judgments  entered against any of our officers or directors in their capacity as
such.

                                  RISK FACTORS

PRESENT  OPERATIONS  AT LOSS.  We had gross sales of $5,165.00 during the fiscal
year ended December 31, 1998, and no revenues for the fiscal year ended December
31,  1999, with net income (loss) of ($573,376.00) in fiscal 1998 as compared to
net  income  (loss)  of  ($424,987)  in  fiscal 1999.  Essentially, we currently
operates  at  loss.  There  is  no assurance, therefore, that we will be able to
generate  profits  in  the  future.

LIMITED  PRODUCT  LINE.  Our  product  line  is  concentrated  in  the  areas of
sterilization  devices  for  the  healthcare  industry,  level  devices  for
construction  industry  as well as special blades for lawnmowers, door seals and
water-saving  valves  for  toilet  tanks.  Our  product  lines are vulnerable to
adverse  developments affecting our product lines which could reduce the present
demand  or  significantly  increase  our  cost  thereby  reducing profitability.
Furthermore,  our  line is too diversified leading to the risk of increased cost
of  marketing  a  number  of  items  to different non-related consumer segments.

POTENTIAL  IMPACT  OF  RISING  COST OF RAW MATERIALS AND LABOR.  The cost of raw
materials  from  which  our  products are manufactured is subject to abrupt arid
significant  change.  In  recent  years the price of such material has generally
been  increasing.  Significant  further  increases in the cost of such materials
could  dramatically  increase  the  pricing of our products and adversely affect
future  revenues  and  profitability of such products. Should mass production of
current  and  new  lines  of  products  may  require  outsourcing  to  foreign
manufacturers  under  the  assumption  that foreign labor may be less expensive.
However, such outsourcing may lead to the risk of rising of cost of the products
in  case  of  unforeseen surges of costs of labor on respective foreign markets.

POTENTIAL ADVERSE IMPACT OF ENVIRONMENTAL CONCERNS UPON THE FUTURE MARKETABILITY
OF  SOME  OF  THE  COMPANY'S  PRODUCTS.  At present, some of our present line of
products  related  to  healthcare  industry  are  manufactured  with  the use of
materials  that  are  comprised  of non-biodegradable plastic fibers.  In recent
years,  concern  has  grown over the effects of such products on the environment
due  to  the  country's  growing  solid  waste  disposal "crisis," the declining
landfill  capacity  in major metropolitan areas able to handle such products and
the  much  publicized  hazards of "medical wastes." Although the degree to which
such  products are responsible for the country's waste disposal related problems
is  the  subject  of  serious  debate  at the present time, should it become the
consensus  that  the  cost  and  problems of disposal of such products outweighs
their  benefits,  such a development could have a materially adverse impact upon
our  results  of  operations.


                                       12
<PAGE>
POTENTIAL  IMPACT  OF FDA AND GOVERNMENTAL REGULATION ON NEW PRODUCT DEVELOPMENT
FOR  THE HEALTH CARE INDUSTRY.  Some of our products may be regulated as medical
devices  by the federal Food and Drug Administration (the "FDA") pursuant to the
federal  Food,  Drug  and  Cosmetic  Act  (the "Cosmetic Act") and are or may be
subject to regulation by other federal and state governmental agencies.  The FDA
has  comprehensive  authority  to  regulate  the  development,  production,
distribution  and  promotion  of  medical  devices.  Furthermore, certain states
impose additional requirements on the distribution of medical devices.  The cost
of  complying  with  present  and  future  regulations  may  be significant.  In
addition,  the  regulatory  approval  process  and  attendant costs may delay or
prevent  the  marketing of products developed by the Company in the future.  The
Mandatory  Device  Reporting  ("MDR")  regulation  obligates  us  to  provide
information  to the FDA on injuries alleged to have been associated with the use
of  a  product  or certain product failures which could cause injury. If the FDA
believes  that  we  are  not  in  compliance  with  the  law,  it  can institute
proceedings  to  detain  or  seize  products, enjoin future violations, or asses
civil  and/or  criminal  penalties  against  the  Company  or  its  officers  or
employees.  Any  such  action  by  the  FDA  could result in a disruption of our
operations  for  an  undetermined  time.

COMPETITION.  The  industries  to  which  we  plan  to introduce our current and
future  lines  of  products,  such  as  for example, hospital supply and medical
products  business  are intensely competitive ones. At present, we estimate that
there  are over 50 companies whose products compete with the Company's.  Many of
our  competitors  have far greater financial resources, larger staff's, and more
established  market  recognition  in both the domestic and international markets
than  the  Company.

POTENTIAL  IMPACT  OF  COST  CONTAINMENT  POLICIES  AND  VOLUME  BUYING  THROUGH
PURCHASING  CONSORTIUMS  IN  THE  HEALTHCARE  INDUSTRY.  The  healthcare  market
accounts  for  most of the demand for Sterile pro, one of the major items on our
current product line, with hospitals accounting .for approximately two-thirds of
the  demand  for  such  product.  The  health care industry has been typified in
recent  years  by  strict cost containment measures imposed by federal and state
governments,  private  insurers and other "third party" payors of medical costs.
In response to these pressures, virtually all segments of the health care market
have  become  extremely  cost  sensitive  and  in many cases hospitals and other
health care providers have become affiliated with purchasing consortiums who are
charged  with  obtaining  large  quantities  of  needed  products  at the lowest
possible  cost.  These  factors  in  combination have had an adverse impact upon
smaller  suppliers and manufacturers, such as the Company, who either are unable
to supply the large quantities sought by these purchasing consortiums or who are
unable to respond to the need for lower product pricing. We believe that we will
be  able  to  meet the demand for large quantity orders. Further, our management
believes  that  the dramatic increased demand for safety oriented products, such
as  Sterile  Pro, will also serve to offset these factors. However, there can be
no  assurance  that  we  will  be  able to overcome the negative impact of these
conditions  in  the  health  care  marketplace.


                                       13
<PAGE>
PRODUCT  LIABILITY COSTS AND POSSIBILE UNAVAILABILITY OF INSURANCE.    Providers
of  medical-related products to hospitals and other health care institutions may
encounter  liability  for  damages  to patients in the event that their products
prove  to  be defective. Certain of our products will be utilized in medical and
surgical  procedures  where  we  could  be  subject  to claims for such injuries
resulting  from  the  use  of  its products. At this time we maintain no product
liability  insurance  coverage which our management believes is adequate at this
stage  of  development  of the respective product line.  However, as a result of
the  continuing  changes in insurance coverage and premiums, no assurance can be
given  that  we  will  be  able  to  maintain  product  liability insurance at a
reasonable  cost  or  that such insurance will be available to us in the future.

RELIANCE UPON MANAGMENT.  We are principally dependent upon the personal efforts
and  abilities  of  Dave  Sowers,  Sandra  Sowers, and Leroy Sowers, our present
operating officers. The loss of any of these individuals could have a materially
adverse  effect  upon  our ability to successfully carry out our business. If we
were  to  lose  the  services  of  any  of  our key personnel before a qualified
replacement  could  be  found,  our  business  could  be  adversely  affected,
Additionally,  as we expand our present operations, we will require the services
of  additional  skilled personnel. There can be no assurance that we can attract
persons  with  the  requisite  skills  and  training  to  meet  future  needs.

PENNY  STOCK  REFORM  ACT.  .In  October 1990, Congress enacted the "Penny Stock
Reform  Act  of 1990" (the "'90 Act'') to counter fraudulent practices common in
penny  stock  transactions.  Rule  3a51-1  of  the Exchange Act defines a "penny
stock"  as  an  equity  security  that is not, among other things: a) a reported
security  (i.e., listed on certain national securities exchanges); b) a security
registered  or  approved  for  registration  and traded on a national securities
exchange  that meets certain guidelines, where the trade is effected through the
facilities  of  that  national  exchange;  c)  a  security  listed on the NASDAQ
National  Market  System;  d) a security of an issuer that meets certain minimum
certified  financial requirements ("net tangible assets" in excess of $2,000,000
(if  the  issuer  has  been continuously operating for more than three years) or
$5,000,000  (if  the  issuer has been continuously operating for less than three
years),  or  "average revenue" of at least $6,000,000 for the last three years);
or e) a security with a price of at least $5.00 per share for the transaction in
question  or that has a bid quotation (as defined in the Rule) of at least $5.00
per  share. Under Rule 3a51-1, our Common Stock falls within the definition of a
"Penny  stock."  Pursuant  to  the  90  Act,  brokers  and/or  dealers, prior to
effecting a transaction in a penny stock, are required to provide investors with
written  disclosure  documents containing information concerning various aspects
of  the  market for penny stocks as well as specific information about the penny
stock  and the transaction involving tire purchase and sale of that stock (e.g.,
price  quotes  and broker/dealer and associated person compensation). Subsequent
to  the  transaction,  the  broker  is  required to deliver monthly or quarterly
statements  containing  specific  information about the penny stock. Because our
Common Stock is at this time a penny stock, the above discussed added disclosure
requirements may negatively affect the ability of investors in our stock to sell
their  securities  in  the  secondary  market,  if  any.



                               USE  OF  PROCEEDS

PDCI  will  not  receive  any  of the proceeds from the sale of shares of common
stock  by  the  Selling  Shareholders.

                                       14
<PAGE>
                              SELLING SHAREHOLDERS

The  Shares  of  the  Company to which this Reoffer Prospectus relates are being
registered  for  reoffers  and resales by the Selling Shareholders, who acquired
the  Shares  pursuant  to  a  compensatory benefit plan with PDCI for consulting
services  they  provided  to  PDCI.  The  Selling Shareholders may resell all, a
portion  or  none  of  such  Shares  from  time  to  time.

The  table below sets forth with respect to the Selling Shareholders, based upon
information  available  to  the  Company  as of February 17, 2000, the number of
Shares owned, the number of Shares registered by this Reoffer Prospectus and the
number  and  percent  of outstanding Shares that will be owned after the sale of
the  registered  Shares  assuming  the  sale  of  all  of the registered Shares.

<TABLE>
<CAPTION>



<S>                <C>            <C>            <C>           <C>

                   NUMBER OF      NUMBER OF       % OF SHARES
                   SHARES         SHARES         NUMBER OF     OWNED BY
SELLING            OWNED          REGISTERED BY  SHARES OWNED  SHAREHOLDER
SHAREHOLDERS       BEFORE SALE    PROSPECTUS     AFTER SALE    AFTER SALE
-----------------  -------------  -------------  ------------  ------------

M. Richard Cutler     1,552,750(1)    1,252,750       300,000         1.89%
-----------------  -------------  -------------  ------------  ------------

Brian A. Lebrecht       409,750         273,000       205,000         1.29%
-----------------  -------------  -------------  ------------  ------------

Vi Bui                  358,500         204,750       153,750         0.97%
-----------------  -------------  -------------  ------------  ------------

James Stubler           160,000          85,000        75,000         0.47%
-----------------  -------------  -------------  ------------  ------------

Samuel Eisenberg        765,000         615,500       150,000         0.95%
-----------------  -------------  -------------  ------------  ------------

Gary Wykidal             25,000          25,500             0         0.00%
-----------------  -------------  -------------  ------------  ------------

</TABLE>



(1)     Of such shares, 300,000 are held by MRC Legal Services, LLC.  M. Richard
Cutler  is  the  beneficial  owner  of  MRC  Legal  Services,  LLC.

                              PLAN OF DISTRIBUTION

The  Selling  Shareholders may sell the Shares for value from time to time under
this  Reoffer  Prospectus  in  one  or more transactions on the Over-the-Counter
Bulletin  Board  maintained  by  the  NASD,  or  other exchange, in a negotiated
transaction  or  in  a  combination  of  such  methods of sale, at market prices
prevailing  at  the  time  of  sale, at prices related to such prevailing market
prices  or  at prices otherwise negotiated.  The Selling Shareholders may effect
such  transactions by selling the Shares to or through brokers-dealers, and such
broker-dealers  may  receive compensation in the form of underwriting discounts,
concessions  or  commissions from the Selling Shareholders and/or the purchasers
of  the Shares for whom such broker-dealers may act as agent (which compensation
may  be  less  than  or  in  excess  of  customary  commissions).


                                       15
<PAGE>
The  Selling  Shareholders  and  any  broker-dealers  that  participate  in  the
distribution of the Shares may be deemed to be "underwriters" within the meaning
of  Section  2(11) of the 1933 Act, and any commissions received by them and any
profit  on  the  resale of the Shares sold by them may be deemed be underwriting
discounts  and  commissions  under the 1933 Act.  All selling and other expenses
incurred  by the Selling Shareholders will be borne by the Selling Shareholders.

In  addition  to any Shares sold hereunder, the Selling Shareholders may, at the
same  time,  sell any shares of common stock, including the Shares, owned by him
or  her  in  compliance  with all of the requirements of Rule 144, regardless of
whether  such  shares  are  covered  by  this  Reoffer  Prospectus.

There is no assurance that the Selling Shareholders will sell all or any portion
of  the  Shares  offered.

The  Company  will  pay all expenses in connection with this offering other than
the  legal fees incurred in connection with the preparation of this registration
statement  and  will  not  receive  any proceeds from sales of any Shares by the
Selling  Shareholders.


                                  LEGAL MATTERS

The  validity  of  the  Common  Stock offered hereby will be passed upon for the
Company  by  the  Law  Offices  of  Gary  C.  Wykidal  and  Associates.


                                     EXPERTS

The  balance  sheets  as  of  December  31,  1998 and 1999 and the statements of
operations, shareholders' equity and cash flows for the years then ended of PDCI
have  been  incorporated by reference in this Registration Statement in reliance
on  the report of Franklin & Nicholis, CPAs, LLC, independent accountants, given
on  the  authority  of  that  firm  as  experts  in  accounting  and  auditing.


                                       16
<PAGE>


                                    PART  II

             INFORMATION  REQUIRED  IN  THE  REGISTRATION  STATEMENT

ITEM  3.     INCORPORATION  OF  DOCUMENTS  BY  REFERENCE.

     The  following  documents  are  hereby  incorporated  by  reference in this
Registration  Statement:

(i)     Registrant's  Form  8-K for an event on March 2, 2000, filed on March 6,
2000.

(ii)     Registrant's  Form 10-SB (in the name of MAS Acquisition XIV Corp., the
Company's  predecssor)  filed  on  August  27,  1999.

(iii)     All  other  reports and documents subsequently filed by the Registrant
pursuant  after  the  date  of  this Registration Statement pursuant to Sections
13(a),  13(c),  14, or 15(d) of the Securities Exchange Act of 1934 and 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 and to be a part hereof
from  the  date  of  the  filing  of  such  documents.

ITEM  4.     DESCRIPTION  OF  SECURITIES.

     Not  applicable.

ITEM  5.     INTERESTS  OF  NAMED  EXPERTS  AND  COUNSEL.

Certain  legal  matters  with respect to the Common Stock offered hereby will be
passed  upon  for  the Company by Law Offices of Gary C. Wykidal and Associates.
Gary  Wykidal  owns  25,000  shares of Common Stock which is being registered by
this  registration  statement.

ITEM  6.     INDEMNIFICATION  OF  DIRECTORS  AND  OFFICERS.

     The  Corporation  Laws  of  the  State  of  Nevada and the Company's Bylaws
provide  for  indemnification  of  the  Company's  Directors for liabilities and
expenses  that  they  may  incur  in such capacities.  In general, Directors and
Officers are indemnified with respect to actions taken in good faith in a manner
reasonably  believed  to  be  in,  or  not opposed to, the best interests of the
Company, and with respect to any criminal action or proceeding, actions that the
indemnitee  had  no reasonable cause to believe were unlawful.  Furthermore, the
personal  liability  of  the  Directors  is limited as provided in the Company's
Articles  of  Incorporation.


                                       17
<PAGE>
ITEM  7.     EXEMPTION  FROM  REGISTRATION  CLAIMED.

     The  Shares  were  issued  for advisory and legal services rendered.  These
sales  were made in reliance of 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

*3.1     Articles  of  Incorporation
*3.2     Articles  of  Amendment
*3.3     Bylaws
 5       Opinion  of  the  Law  Offices  of  Gary  C.  Wykidal and Associates
 10.1    Consulting  Agreement  dated  March  2,  2000.
 23.1    Consent  of  Franklin  &  Nicholls,  CPAs, LLC, independent public
          accountants.
________________________
*  Incorporated  by  reference  to  PDCI's  Form  8-K,  filed  on March 6, 2000.

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 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 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.

(3)     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.

(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.

                                       18
<PAGE>
(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  Securities Act and will be governed by the final
adjudication  of  such  issue.

                                       19
<PAGE>
                                   SIGNATURES

     Pursuant  to the requirements of the Securities Act of 1933, the registrant
certifies  that  it  has  reasonable grounds to believe that is 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 Coral Springs, State of Florida, on March 8, 2000.



P.D.C.  INNOVATIVE  INDUSTRIES,  INC.


/s/ Dave Sowers
By:     Dave  Sowers
Its:    Chief  Executive  Officer
        and  Chairman  of  the  Board

     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  dates  indicated.




/s/ Sandra Sowers              President,  Secretary,  Treasurer,  and  Director
Sandra  Sowers


/s/ Leroy Sowers               Vice  President
Leroy  Sowers



/s/ Harold Harris              Director
Harold  Harris



                                      20
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 56331}]
{"company-data": {"conformed-name": "P D C INNOVATIVE INDUSTRIES INC", "cik": "0001093984", "assigned-sic": "9995", "irs-number": "650789306", "state-of-incorporation": "NV", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-32004", "film-number": "563927"}, "business-address": {"street1": "3701 NW 126TH AVE.", "street2": "CORPORATE PARK, BAY 5", "city": "CORAL SPRINGS", "state": "FL", "zip": "33065", "phone": "(954) 341-0092"}, "mail-address": {"street1": "1710 E DIVISION ST", "city": "EVANSVILLE", "state": "IN", "zip": "47711"}, "former-company": {"former-conformed-name": "MAS ACQUISITION XIV CORP", "date-changed": "19990826"}}
AS  FILED  WITH  THE  SECURITIES  AND  EXCHANGE  COMMISSION ON MARCH 8, 2000
                                               REGISTRATION NO. 333-____________

                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C.  20549
                              ____________________
                                    FORM S-8
                             REGISTRATION STATEMENT
                                      Under
                           THE SECURITIES ACT OF 1933
                              ____________________

                        P.D.C. INNOVATIVE INDUSTRIES, INC.
             (Exact Name of Registrant as Specified in Its Charter)

             NEVADA                                           65-0789306
(State or Other Jurisdiction of                            (I.R.S. Employer
Incorporation or Organization)                            Identification No.)

                   3701 NW 126TH AVE., Corporate Park, Bay 5,
                          Coral Springs Florida 33065
          (Address of Principal Executive Offices, Including Zip Code)

                              Consulting Agreement
                            (Full Title of the Plan)
                              ____________________

                                  Dave Sowers
                   3701 NW 126TH AVE., Corporate Park, Bay 5,
                          Coral Springs Florida 33065
                                 (954) 341-0092
           (Name, Address, and Telephone Number of Agent for Service)

                         CALCULATION OF REGISTRATION FEE
Title of Securities  Amount to be  Proposed Maximum            Proposed Maximum           Amount of
to be Registered     Registered    Offering Price per Share    Aggregate Offering Price   Registration Fee

Common Stock,
par value $0.001        2,465,000         $ 0.27 (1)                 $665,550               $175.71

(1)     Estimated  solely  for  the  purpose  of  computing  the  amount  of the
registration  fee  pursuant  to Rule 457(c) based on the closing market price on
March 7, 2000.
EXPLANATORY NOTE

P.D.C.  Innovative  Industries,  Inc.,  ("PDCI")  has prepared this Registration
Statement  in  accordance with the requirements of Form S-8 under the Securities
Act  of  1933, as amended (the "1933 Act"), to register certain shares of common
stock,  $.001  par  value  per  share,  issued  to certain selling shareholders.

Under cover of this Form S-8 is a Reoffer Prospectus PDCI prepared in accordance
with  Part  I  of  Form  S-3  under the 1933 Act.  The Reoffer Prospectus may be
utilized  for  reofferings and resales of up to 2,465,000 shares of common stock
acquired  by  the  selling  shareholders.

                                        1
PART I

              INFORMATION REQUIRED IN THE SECTION 10(A) PROSPECTUS

PDCI  will  send  or  give the documents containing the information specified in
Part  1  of  Form S-8 to employees or consultants as specified by Securities and
Exchange  Commission  Rule  428  (b)  (1)  under  the Securities Act of 1933, as
amended  (the  "1933 Act").  PDCI does not need to file these documents with the
commission  either  as part of this Registration Statement or as prospectuses or
prospectus  supplements  under  Rule  424  of  the  1933  Act.

                                        2
REOFFER  PROSPECTUS

                     P.D.C.  INNOVATIVE  INDUSTRIES,  INC.
                 3701  NW  126TH  AVE.,  CORPORATE  PARK,  BAY  5
                         CORAL  SPRINGS,  FLORIDA  33065
                               (954)  341-0092

                     2,465,000  SHARES  OF  COMMON  STOCK

The  shares  of  common  stock, $0.001 par value per share, of P.D.C. Innovative
Industries,  Inc. ("PDCI"or the "Company") 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 a Consulting Agreement for consulting services
that  the  Selling  Shareholders  provided  to  PDCI.

The  sales  may  occur  in  transactions  on the NASD Over-The-Counter market at
prevailing  market  prices or in negotiated transactions.  PDCI will not receive
proceeds  from  any  of  the  sale  the Shares.  PDCI 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  the  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 Shareholders to the public
without  restriction.  To the knowledge of the Company, the Selling Shareholders
have  no  arrangement  with  any brokerage firm for the sale of the Shares.  The
Selling  Shareholders 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.

PDCI's  common  stock  is currently traded on the NASD Over-the-Counter Bulletin
Board  under  the  symbol  "PDCI."

                            ________________________

This  investment  involves  a  high  degree  of risk.  Please see "Risk Factors"
beginning  on  page  12.

NEITHER  THE  SECURITIES  AND  EXCHANGE  COMMISSION  NOR  ANY  STATE  SECURITIES
COMMISSION HAS APPROVED OR DISAPPROVED OF THESE SECURITIES OR DETERMINED WHETHER
THIS  REOFFER  PROSPECTUS  IS  TRUTHFUL  OR COMPLETE.  ANY REPRESENTATION TO THE
CONTRARY  IS  A  CRIMINAL  OFFENSE.
                            ________________________

                                  March 8, 2000

                                        3
TABLE OF CONTENTS

            Where  You  Can  Find  More  Information           4
            Incorporated  Documents                            4
            The  Company                                       5
            Risk  Factors                                     12
            Use  of  Proceeds                                 14
            Selling  Shareholders                             14
            Plan  of  Distribution                            14
            Legal  Matters                                    16
            Experts                                           16
                            ________________________

You should only rely on the information incorporated by reference or provided in
this  Reoffer  Prospectus or any supplement.  We have not authorized anyone else
to  provide  you  with  different  information.  The  common  stock is not being
offered  in  any  state where the offer is not permitted.  You should not assume
that the information in this Reoffer Prospectus or any supplement is accurate as
of  any  date  other  than  the  date  on  the front of this Reoffer Prospectus.

                   WHERE  YOU  CAN  FIND  MORE  INFORMATION

PDCI is required to file annual, quarterly and special reports, proxy statements
and other information with the Securities and Exchange Commission (the "SEC") as
required  by  the  Securities Exchange Act of 1934, as amended (the "1934 Act").
You  may  read  and copy any reports, statements or other information we file at
the  SEC's  Public  Reference  Rooms  at:

                 450 Fifth Street, N.W., Washington, D.C. 20549;
           Seven World Trade Center, 13th Floor, New York, N.Y. 10048

Please  call  the  SEC  at  1-800-SEC-0330 for further information on the Public
Reference  Rooms.  Our  filings are also available to the public from commercial
document  retrieval  services  and  the  SEC  website  (http://www.sec.gov).

                             INCORPORATED DOCUMENTS

The  SEC allows PDCI to "incorporate by reference" information into this Reoffer
Prospectus,  which  means that the Company can disclose important information to
you  by  referring  you  to another document filed separately with the SEC.  The
information  incorporated  by  reference  is  deemed  to be part of this Reoffer
Prospectus, except for any information superseded by information in this Reoffer
Prospectus.

                                        4
PDCI's  Report  on  Form  8-K,  dated  March  6,  2000 is incorporated herein by
reference.  PDCI  also  incorporates herein by reference the Form 10-SB filed by
MAS  Acquisition XIV Corp., the Company's predecessor, filed on August 27, 1999.
In  addition,  all  documents  filed  or subsequently filed by the Company under
Sections  13(a),  13(c), 14 and 15(d) of the 1934 Act, before the termination of
this  offering,  are  incorporated  by  reference.

The  Company  will  provide without charge to each person to whom a copy of this
Reoffer  Prospectus is delivered, upon oral or written request, a copy of any or
all  documents incorporated by reference into this Reoffer Prospectus (excluding
exhibits unless the exhibits are specifically incorporated by reference into the
information the Reoffer Prospectus incorporates). Requests should be directed to
the  Chief  Financial Offer at PDCI at PDCI's executive offices, located at 3701
NW 126th Ave., Corporate Park, Bay 5, Coral Springs, FL 33065.  PDCI's telephone
number  is  (954)  341-0092.

                                 THE  COMPANY
BUSINESS

This  Reoffer  Prospectus contains certain forward-looking statements within the
meaning  of the federal securities laws.  Actual results could differ materially
from  those  projected  in  the  forward-looking  statements  due to a number of
factors,  including  those  set forth under "Risk Factors" and elsewhere in this
Reoffer  Prospectus.

SUMMARY

     P.D.C. Innovative Industries, Inc., ("PDC" or the "Company") was originally
incorporated  in  Nevada  on September 7, 1994.  We became a public company as a
result  of  a  merger  with  an  already  existing  public company.  Our primary
business  consists of the research, development, manufacture and/or distribution
of  innovative  products for the construction and healthcare industries, as well
as  for  household  and  general  consumption.

     Our  current  products  consist  of:  the  Hypo-Sterile  2000, a device for
sterilization of intrusive medical instruments; TriLevel, a series of innovative
levels  for  construction  workers;  Perfect  Seal,  an innovative heat/cool air
conserving  door  seal;  Flush Mizer, a water saving valve for toilet tanks; and
the  Mulching  Blade,  a  high-efficiency  blade  for  lawn-mowers.  Our primary
markets  consist  of  wholesalers in their respective industries.  Additionally,
over the past several years, our founder has  secured or applied for patents for
several  inventions  that  are  expected  to  form  the  basis  of  up to twelve
innovative  products  to  be  added  to  the  Company's  product line.  However,
unforseen technical or market related problems may be encountered and therefore,
there  can be no assurances that we will be able to develop such products in the
future.

                                        5
HYPO-STERILE  2000:  The  Hypo-Sterile  2000  is  a  device  used  to dispose of
contaminated  hypodermic syringes and other intrusive medical instruments at the
site  of  use.  The  device  reduces,  in  an  enclosed  environment, the entire
instrument  to small, sterile particles which can be disposed of as conventional
trash.  This  approach  significantly  reduces  physical  hazards  to  nurses or
phlebotomists  after  injections  or  draws, reduces bacterial growth within and
around  of  collection boxes and aerolization of infectious agents, limits risks
of  injury  or  infection  to  waste-handling personnel, cuts costs of disposal,
including  collection,  handling, paperwork and specialized transport as well as
limits  potential  cross-contamination with the hospital, office and environment
due  to  handling  and moving of contaminated waste. We plan to target hospitals
and  larger  health  clinics,  where  higher  volume usage justifies a dedicated
machine  at  each  usage point. We also plan to have two additional designs that
would be available for the smaller medical offices as well as a larger batchmode
version.  The latter would be used where intermediate collection boxes are still
required.  The  unit  would  "digest"  an  entire  collection box, including the
instruments contained therein.  Our managment  believes that introduction of its
Hypo-Sterile 2000 line of products will present a substantial growth opportunity
for  the  Company.  Although  aware  of  safety  protocols  when  dealing  with
contagious  infectious  illnesses,  medical  personnel  are  still  subjected to
thousands  of  penetrations  with  intrusive  instruments each year with serious
consequences  of dealing with life-threatening conditions for them and the large
cost  of  ongoing treatment and testing for the facility of employment.  Despite
stringent  regulations  by  OSHA, JCAHO and others, the problems persists mainly
because  used  contaminants  are not destroyed or sterilized, but merely covered
and  stored,  leaving  the  physical  and biological hazards undiminished during
storage,  collection  and transport to a licensed incinerator, usually off site.
The  HypoSterile  2000 line of products effectively destroys both the injury and
biological  hazards  at  the  site  of  use.

However,  our  management  also considers the medical sterilization sector to be
the  most  challenging  sector within our product line.  Both the production and
the  sterilization  of  surgical products require significant resources and must
meet  exacting  FDA  standards.  Our founder, Chairman and CEO, Mr. Dave Sowers,
gained  experience  in  launching  of  a new competitive product line during his
three-year  tenure at BSD Enterprises, Inc.  However, the sterilization products
sector is highly competitive and is presently dominated by Baxter International,
Johnson & Johnson, Kimberly-Clark and other large suppliers.  We hope to develop
a  niche market within the sterilization product industry through our ability to
"customize"  products  to  fit  customers'  special needs.  We believe that as a
direct  manufacturer,  the  Company  is  well suited to develop this specialized
marketing  approach  which is generally more difficult for larger manufacturers.

THE  TRILEVEL  FAMILY:  All  of  our  TriLevel products are computer milled from
Aircraft  Grade  anodized  aluminum  (Grade: 6061).  Using a sophisticated C & C
milling  center,  TriLevel  products  are machined to zero tolerance and undergo
rigorous  quality control and assurance testing throughout the manufacturing and
assembly  process.  All TriLevel products come with a Limited Lifetime Guarantee
against  manufacturing  defects,  corrosion,  pitting  and  warping.  The
state-of-the-art design of TriLevel leveling products is the result of more than
3  years'  intensive  research  and  development. TriLevel currently offers five
zero-tolerance  leveling  products  which  are  available  in various sizes with
unique  features  and  benefits.

                                        6
The  Pocket  Pitch  Dial Level (Patent Pending) has adjustable center level
dial  and  bulb.  It  is  of  4"  fixed  length,  6 ounces weight, can be custom
engraved,  available in a selection of colors with optional carrying pouch. This
pocket-sized,  belt-attachable level offers the convenience of an integrated 360
degree  rotating center level bulb & dial for use in limited space areas. Due to
this  level's  patent  pending design, our management believes that this level's
zero-tolerance  angle  measurement  (0-45  degrees)  is  more  precise  than any
competitive  mechanical level currently marketed.  In addition to standard level
applications  for  horizontal and vertical calibration, adjustment and leveling,
the  Pocket  Pitch Level is specifically designed to be uniquely valuable in all
situations  where  zero  tolerance  precision  in  variable  degree  leveling is
required,  including roof pitch, plumbing pitch and other non-standard, variable
pitch  angle  measurement.

     The  Pocket  Level (Patent Pending) has a fixed center level bulb, 4" fixed
length, 3 ounces weight, can be custom engraved and is available in selection of
colors  with  optional  carrying  pouch. Similar to the Pocket Pitch Level, this
level  is  also  designed  for  easy transport and use in cramped, limited space
areas.  Due  to  this  level's patent pending design this level's zero-tolerance
angle  measurement  is  more  precise  than  any  competitive  mechanical  level
currently  marketed.  This  level is designed to be used in all situations where
horizontal  leveling  is  desirable, including carpentry, glass work, cabinetry,
plumbing  and  framing  applications  where  exact  horizontal  adjustment  or
measurement  is  required,

     The  18"  Dial  Level (Patent Pending) has adjustable center level dial and
bulb,  18" collapsed length (extends to 24" arid .30"), 40 ounces of weight, can
be  custom  engraved, marketed in selection of colors and has available optional
carrying  pouch.  This level offers the convenience of an integrated 360 degrees
variable  pitch  (variable  angle)  rotating center level bulb and dial. The 18"
Dial  Level  adjusts to work area and takes place of three separate conventional
levels  (18",  24"  and  30"  when  fully  extended). Due to this level's patent
pending  design  this  level's  zero-tolerance  angle  is  more precise than any
competitive  mechanical  level currently marketed. In addition to standard level
applications  for  horizontal and vertical calibration, adjustment and leveling,
the  18"  Dial  Level  can  be expanded to fit the work area and is specifically
designed  to  be  uniquely  valuable  in  all  situations  where  zero tolerance
precision in variable degree leveling (0-45 degrees) is required, including roof
pitch,  plumbing pitch and other non-standard variable pitch angle measurements.

     The  18"  Standard Level (Patent Pending) has a fixed center level dial and
bulb,  18"  collapsed  length (extends to 24" and 30"), 26 ounces weight, can be
custom  engraved,  is  available  in  selection of colors with optional carrying
pouch.  Similar  to  the  18" Dial Level but without the variable angle rotating
center  level  and  bulb this zero-tolerance level also adjusts to the work area
and  takes  place of three non-adjustable separate levels (18", 24" and 30" when
fully  extended).  Due  to  this  level's  patent pending design, our management
believes that this level's zero-tolerance angle measurement is more precise than
any  competitive  mechanical  level currently marketed.  In all situations where
zero  tolerance precision is required for standard (non-variable) horizontal and
vertical  calibration,  adjustment  and  leveling,  including flexible workspace
applications  in  carpentry,  glass work, cabinetry, plumbing, framing and other
construction jobs, the 18" Standard Level is specifcally designed to be uniquely
valuable.

                                        7
The  Squaring  Level  is  similar  in  appearance  to a traditional framing
square.  However  this  Squaring Level's 90 degree arms extend to 12" and can be
extended to 12"x18" and 18"x18" squaring levels on both ends, 45 degree squaring
level  at  arm joint. This level is weighs 32 ounces, can be custom engraved and
is available in selection of colors.  In addition to providing zero tolerance 90
and  45  degree  framing  guidance,  the  Squaring  Level can be used to provide
absolutely  precise  horizontal  or  vertical  leveling with what our management
believes, is a greater degree of precision than any competitive mechanical level
currently  marketed.  The Squaring Level is specifically designed to be uniquely
valuable  in  any  situation  where  zero  tolerance  45 or 90 degree framing or
horizontal  and  vertical  calibration,  adjustment  and  leveling is desirable.
Applications  include  finished  carpentry,  glass  and  mirror work, cabinetry,
standard  framing  and  other  exacting  construction  jobs.

PERFECT SEAL:  Perfect Seal is a seal which can be added to doors in any home or
office.  It  is  not  a  door  sweep, but rather a seal which does not touch the
flooring  of  the  room  until  the  door  is  closed tightly creating a perfect
airtight closing that keeps out insects, noise, cold or hot air. It is made with
a  tongue  and  grove  which  makes it airtight. When the door equipped with the
Perfect  Seal  is  closed, the seal comes down and the rubber adjoins the floor.
When  the door is opened, the seal draws back up thus avoiding any friction with
or  rubbing of the floor. Perfect Seal is made of Anodized Aluminum. It comes in
four different colors and is available in different lengths of 28", 32", 34" and
36".

FLOW  MIZER:  The  Flow  Mizer  is  designed  to  address  the  problem of water
conservation acute in many part of the United States and abroad.  Flush Mizer is
a  double  flapper  valve  which  universally  fits  most toilet tanks and saves
approximately  30%  of  tank  water  per  flush of liquid waste.  Since flushing
liquid  waste  accounts  for  major  part of the usage of toilet facilities, the
Flush  Mizer  is designed in such a way that an up-motion of the handle provides
for  water-saving  liquid  waste  flush  while a down-flush motion of the handle
provides  for  solid  waste  flush,  maintaining  full  flush.

MULCHING  BLADE:  The  Mulching Blade is a product suitable for application with
both  residential  and commercial makes and models of lawn mowers.  The Mulching
Blade  is  designed to basically disintegrate anything it comes in contact with,
such  as  twigs, branches, fruit, palm fronds, leaves, etc.  This mulching leads
to  the  benefits  of  fertilizing the lawn and eliminating raking. The Mulching
Blades  technology  is very unique compared to conventional blades. The Mulching
Blade is 21" and has 12" of lifting surface to hold the grass inside and turn it
into  fodder.

     In  addition  to the products it manufactures directly, to a lesser extent,
we  will  also  act as a distributor of related products manufactured by others.
These  products will be sold as an ancillary part of our product line to provide
our  customers  with  a  more  complete  selection  of  items.

                                        8
SALES  AND  MARKETING.

     The  primary  markets  for  our  Sterile  Pro  2000  products  are  in  the
health-care  sector,  divided  essentially  into  three  broad  categories-  (i)
hospitals;  (ii)  "alternative  site"  facilities  (including  surgical centers,
nursing homes, and elderly care facilities and clinics); and (iii) small medical
offices.  Primary  customer  categories would be the single end-user, purchasing
associations  or  consortiums  of  various  kinds  -  a  dominant feature in the
hospital  sector  -  and  various federal, state and local goverment bodies (the
majority  of  whose  purchases  are  open  to competitive bidding).  The primary
channels  of  distribution  include  medical  supply  distributors,  dealers who
specialize in the medical and hospital markets and firms purchasing our products
for resale under "private label" arrangements for other suppliers and retailers.
Primary  sales  and  marketing techniques or strategies include direct mailings,
trade  publication  advertising,  attendance  at  various  industry trade shows,
bidding  for  government  contracts  when appropriate and direct solicitation of
prospective  customers.

     The  primary  markets  for  our  TirLevel,  and  Perfect  Seal products are
wholesalers  to  construction  and home-remodeling customers such as Home Depot,
Ace  Hardware  and  smaller  chain  stores  and  individual wholesalers. Primary
customer  categories  would  be  the  single  end-user  construction  and  home
remodeling  companies  as  well  as  individuals.  Primary  sales  and marketing
techniques  will include direct sales visits, mailings and attendance at various
trade  shows.

     The primary markets for our Flush Mizer and Mulching Blade products will be
manufacturers  of  respective  appliances  and  machines.  Primary  sales  and
marketing  techniques  or  strategies include direct mailings, trade publication
advertising,  attendance  at  various  industry  trade shows, bidding for direct
contracts  with  manufacturers  when  appropriate  and  direct  solicitation  of
prospective  wholesale  customers.

EMPLOYEES

     At  present,  we  employ  a  total  of 10 employees.  As we expand, we will
require  additional  personnel,  both skilled and unskilled. Although we believe
that  the  personnel  we will require are readily available at reasonable salary
rates,  no  assurance  can be given that we will be able to attract the type and
quantity  of  employees  our  operations  will  require,  further,  even if such
personnel  are  available,  no  assurance can be given that they can be hired on
terms  favorable  to  us.

PRODUCTION  FACILITIES.

     We  have  entered  into a business lease agreement with L.A.W. Properties -
Coral  Springs  LLC  for  office,  lab  and manufacturing space of approximately
11,000  square  feet  at  3701  NW  126th  Avenue,  Corporate Park, Bay 5, Coral
Springs,  FL.  We  have committed to a two-year lease with a base rent of $5,300
per  month  with  a  cost  of  living  adjustment  over  the  term of the lease.
Consequently,  we  have  committed  to  a  minimum of $127,200 over the two-year
period  under  this  lease.

                                        9
GOVERNMENT  REGULATION.

     Some of the products we market are subject to regulation as medical devices
by  the  Food  And  Drug  Administration  (the  "FDA"),  which has comprehensive
authority to regulate the development, production, distribution and promotion of
medical  devices.  The  states and foreign countries where our products are sold
may  also  impose  additional  regulatory  requirements.

     Pursuant  to  the  federal  Food, Drug and Cosmetic Act and the regulations
promulgated  thereunder, a medical device is ultimately classified by the FDA as
either  a  Class I, Class II or Class III device. Class I devices are subject to
general  controls  which  are  applicable  to all devices. Such controls include
regulations  regarding  FDA  inspection  of  facilities,  "Good  Manufacturing
Practices,"  labeling, maintenance of records and filings with the FDA. Class II
devices  must  meet  general performance standards established by the FDA before
they can be marketed and must adhere to such standards once on the market. Class
III devices require individual pre-market approval by the FDA before they can be
marketed,  which  can  involve extensive tests to prove safety and efcacy of the
device.
Each  manufacturer  of  medical devices is required to register with the FDA and
also  to  file  a  "510(k)  Notification"  (the "Notification") before initially
marketing  a  new device intended for human use. The manufacturer may not market
such  new  device until 90 days following the filing of such Notification unless
the FDA permits an early marketing date. The FDA, prior to the expiration of the
90-day  period,  may notify the manufacturer that it objects to the marketing of
the proposed device and thereby may delay or preclude the manufacturer's ability
to  market  that  device. The FDA may also require further data from, or testing
by,  the  manufacturer.

     The  FDA  permits  the  marketing  of  some medical devices, subject to the
general controls under the Act, if the devices are "substantially equivalent" to
devices  marketed in interstate commerce before May 28, 1976 (the effective date
of  the  Medical  Device  Amendment  to  the  Act).

     Our proposed sterilization products may fall within the Class III category,
in  which  case  we  would have to file a Pre-market Approval Application.  Such
application  must  be  accompanied  by  extensive  literature  references  and
preclinical  and clinical testing data.  The FDA normally has 180 days to review
a  Pre-market  Approval  Application,  during which time an independent advisory
committee  evaluates  the  Application  and  provide recommendations to the FDA.
While the FDA has often responded to such Applications within the allotted time,
there  are  many  instance  where  the reviews have been more protracted, and a.
number  of  devices  have  never  been  cleared  for  marketing.

     Any products we distribute pursuant to the above authorizations are subject
to  pervasive  and  continuing  regulation  by  the  FDA.  All  phases  of  the
manufacturing  and  distribution process are governed by FDA regulation and each
supplier  of  products  to  the  Company  must  also have FDA approved products.
Products  must  be produced in registered establishments and be manufactured inn
accordance with "Good Manufacturing Practices."  All such devices must be listed
periodically  with  the  FDA  as  well.  Labeling and promotional activities are
subject  to  scrutiny  by  the FDA and in certain instances by the Federal Trade
Commission.  The  export  of  devices  is  also  regulated in certain instances.

                                       10
The  Mandatory  Device Reporting ("MDR") regulation obligates us to provide
information  to the FDA on injuries alleged to have been associated with the use
of  a  product  or certain product failures which could cause injury.  If due to
FDA  inspections, MDR reports or other information, the FDA believes that we are
not  in  compliance with the law, the FDA can institute proceedings to detain or
seize  products,  enjoin  future  violations,  or  asses  civil  and/or criminal
penalties  against  us, our officers or employees. Any such action could disrupt
our  operations  for  an  undetermined  time.

     As  discussed above, in January 1992, OSHA issued comprehensive new federal
regulations  aimed  at  establishing  new  protective  standards  to  minimize
occupational  exposure  to  various blood borne pathogens such Hepatitis and the
HIV virus associated with AIDS.  OSHA determined, after a four year study of the
need  for  such regulations, that employees face a signifcant health risk as the
result  of  occupational  exposure  to  blood  and  other potentially infectious
materials  and concluded that this exposure can be minimized or eliminated using
a  combination  of  work  practice  controls,  personal  protective clothing and
equipment,  training  and medical surveillance. Furthermore, there are 23 states
with their own OSHA-approved occupational safety and health plans which must now
adopt  a  comparable standard within six months or amend their existing standard
if  it  not at least as effective as the federal standard. These new regulations
are  primarily aimed at the healthcare industry where, based upon published OSHA
findings,  between 2 and 2.5 Million workers are presently at risk of infection.

     From  our point of view, these new regulations, which make mandatory in the
healthcare  industry  the use of sterilization equipment of nature comparable to
the  products  we  manufacture, are expected to have materially favorable impact
upon  our  sales  during  the  foreseeable future. Although no assurances can be
given,  based  upon  sales  of  the  new  OSHA mandated products, our management
believes that we will continue to be a beneficiary of the increase in demand for
products  of  this  type  for  the  foreseeable  future.

INSURANCE

     Due  to the decrease in the number of insurance carriers willing to provide
product  liability  insurance  especially  in  the  healthcare industry, product
liability  insurance  availability  has  been significantly reduced and premiums
have  increased  dramatically  over  recent  years.  At  present, we maintain no
product  liability  insurance.  Although  we  intend  to  obtain  such insurance
coverage,  there can be no assurance that we will be able to obtain insurance at
reasonable  premiums  that  it can afford in the future. The inability to obtain
such  insurance  could  have  a  materially  adverse  effect  upon our business,
financial  condition  and future prospects. To date we have not been the subject
of  any  product  liability  claims.

                                       11
LEGAL  PROCEEDINGS

     We  know  of no substantial litigation pending, threatened or contemplated,
or  unsatisfied judgments against us, or any substantial proceedings in which we
are  a  defendant.  We  also  know  of  no legal action pending or threatened or
judgments  entered against any of our officers or directors in their capacity as
such.

                                  RISK FACTORS

PRESENT  OPERATIONS  AT LOSS.  We had gross sales of $5,165.00 during the fiscal
year ended December 31, 1998, and no revenues for the fiscal year ended December
31,  1999, with net income (loss) of ($573,376.00) in fiscal 1998 as compared to
net  income  (loss)  of  ($424,987)  in  fiscal 1999.  Essentially, we currently
operates  at  loss.  There  is  no assurance, therefore, that we will be able to
generate  profits  in  the  future.

LIMITED  PRODUCT  LINE.  Our  product  line  is  concentrated  in  the  areas of
sterilization  devices  for  the  healthcare  industry,  level  devices  for
construction  industry  as well as special blades for lawnmowers, door seals and
water-saving  valves  for  toilet  tanks.  Our  product  lines are vulnerable to
adverse  developments affecting our product lines which could reduce the present
demand  or  significantly  increase  our  cost  thereby  reducing profitability.
Furthermore,  our  line is too diversified leading to the risk of increased cost
of  marketing  a  number  of  items  to different non-related consumer segments.

POTENTIAL  IMPACT  OF  RISING  COST OF RAW MATERIALS AND LABOR.  The cost of raw
materials  from  which  our  products are manufactured is subject to abrupt arid
significant  change.  In  recent  years the price of such material has generally
been  increasing.  Significant  further  increases in the cost of such materials
could  dramatically  increase  the  pricing of our products and adversely affect
future  revenues  and  profitability of such products. Should mass production of
current  and  new  lines  of  products  may  require  outsourcing  to  foreign
manufacturers  under  the  assumption  that foreign labor may be less expensive.
However, such outsourcing may lead to the risk of rising of cost of the products
in  case  of  unforeseen surges of costs of labor on respective foreign markets.

POTENTIAL ADVERSE IMPACT OF ENVIRONMENTAL CONCERNS UPON THE FUTURE MARKETABILITY
OF  SOME  OF  THE  COMPANY'S  PRODUCTS.  At present, some of our present line of
products  related  to  healthcare  industry  are  manufactured  with  the use of
materials  that  are  comprised  of non-biodegradable plastic fibers.  In recent
years,  concern  has  grown over the effects of such products on the environment
due  to  the  country's  growing  solid  waste  disposal "crisis," the declining
landfill  capacity  in major metropolitan areas able to handle such products and
the  much  publicized  hazards of "medical wastes." Although the degree to which
such  products are responsible for the country's waste disposal related problems
is  the  subject  of  serious  debate  at the present time, should it become the
consensus  that  the  cost  and  problems of disposal of such products outweighs
their  benefits,  such a development could have a materially adverse impact upon
our  results  of  operations.

                                       12
POTENTIAL  IMPACT  OF FDA AND GOVERNMENTAL REGULATION ON NEW PRODUCT DEVELOPMENT
FOR  THE HEALTH CARE INDUSTRY.  Some of our products may be regulated as medical
devices  by the federal Food and Drug Administration (the "FDA") pursuant to the
federal  Food,  Drug  and  Cosmetic  Act  (the "Cosmetic Act") and are or may be
subject to regulation by other federal and state governmental agencies.  The FDA
has  comprehensive  authority  to  regulate  the  development,  production,
distribution  and  promotion  of  medical  devices.  Furthermore, certain states
impose additional requirements on the distribution of medical devices.  The cost
of  complying  with  present  and  future  regulations  may  be significant.  In
addition,  the  regulatory  approval  process  and  attendant costs may delay or
prevent  the  marketing of products developed by the Company in the future.  The
Mandatory  Device  Reporting  ("MDR")  regulation  obligates  us  to  provide
information  to the FDA on injuries alleged to have been associated with the use
of  a  product  or certain product failures which could cause injury. If the FDA
believes  that  we  are  not  in  compliance  with  the  law,  it  can institute
proceedings  to  detain  or  seize  products, enjoin future violations, or asses
civil  and/or  criminal  penalties  against  the  Company  or  its  officers  or
employees.  Any  such  action  by  the  FDA  could result in a disruption of our
operations  for  an  undetermined  time.

COMPETITION.  The  industries  to  which  we  plan  to introduce our current and
future  lines  of  products,  such  as  for example, hospital supply and medical
products  business  are intensely competitive ones. At present, we estimate that
there  are over 50 companies whose products compete with the Company's.  Many of
our  competitors  have far greater financial resources, larger staff's, and more
established  market  recognition  in both the domestic and international markets
than  the  Company.

POTENTIAL  IMPACT  OF  COST  CONTAINMENT  POLICIES  AND  VOLUME  BUYING  THROUGH
PURCHASING  CONSORTIUMS  IN  THE  HEALTHCARE  INDUSTRY.  The  healthcare  market
accounts  for  most of the demand for Sterile pro, one of the major items on our
current product line, with hospitals accounting .for approximately two-thirds of
the  demand  for  such  product.  The  health care industry has been typified in
recent  years  by  strict cost containment measures imposed by federal and state
governments,  private  insurers and other "third party" payors of medical costs.
In response to these pressures, virtually all segments of the health care market
have  become  extremely  cost  sensitive  and  in many cases hospitals and other
health care providers have become affiliated with purchasing consortiums who are
charged  with  obtaining  large  quantities  of  needed  products  at the lowest
possible  cost.  These  factors  in  combination have had an adverse impact upon
smaller  suppliers and manufacturers, such as the Company, who either are unable
to supply the large quantities sought by these purchasing consortiums or who are
unable to respond to the need for lower product pricing. We believe that we will
be  able  to  meet the demand for large quantity orders. Further, our management
believes  that  the dramatic increased demand for safety oriented products, such
as  Sterile  Pro, will also serve to offset these factors. However, there can be
no  assurance  that  we  will  be  able to overcome the negative impact of these
conditions  in  the  health  care  marketplace.

                                       13
PRODUCT  LIABILITY COSTS AND POSSIBILE UNAVAILABILITY OF INSURANCE.    Providers
of  medical-related products to hospitals and other health care institutions may
encounter  liability  for  damages  to patients in the event that their products
prove  to  be defective. Certain of our products will be utilized in medical and
surgical  procedures  where  we  could  be  subject  to claims for such injuries
resulting  from  the  use  of  its products. At this time we maintain no product
liability  insurance  coverage which our management believes is adequate at this
stage  of  development  of the respective product line.  However, as a result of
the  continuing  changes in insurance coverage and premiums, no assurance can be
given  that  we  will  be  able  to  maintain  product  liability insurance at a
reasonable  cost  or  that such insurance will be available to us in the future.

RELIANCE UPON MANAGMENT.  We are principally dependent upon the personal efforts
and  abilities  of  Dave  Sowers,  Sandra  Sowers, and Leroy Sowers, our present
operating officers. The loss of any of these individuals could have a materially
adverse  effect  upon  our ability to successfully carry out our business. If we
were  to  lose  the  services  of  any  of  our key personnel before a qualified
replacement  could  be  found,  our  business  could  be  adversely  affected,
Additionally,  as we expand our present operations, we will require the services
of  additional  skilled personnel. There can be no assurance that we can attract
persons  with  the  requisite  skills  and  training  to  meet  future  needs.

PENNY  STOCK  REFORM  ACT.  .In  October 1990, Congress enacted the "Penny Stock
Reform  Act  of 1990" (the "'90 Act'') to counter fraudulent practices common in
penny  stock  transactions.  Rule  3a51-1  of  the Exchange Act defines a "penny
stock"  as  an  equity  security  that is not, among other things: a) a reported
security  (i.e., listed on certain national securities exchanges); b) a security
registered  or  approved  for  registration  and traded on a national securities
exchange  that meets certain guidelines, where the trade is effected through the
facilities  of  that  national  exchange;  c)  a  security  listed on the NASDAQ
National  Market  System;  d) a security of an issuer that meets certain minimum
certified  financial requirements ("net tangible assets" in excess of $2,000,000
(if  the  issuer  has  been continuously operating for more than three years) or
$5,000,000  (if  the  issuer has been continuously operating for less than three
years),  or  "average revenue" of at least $6,000,000 for the last three years);
or e) a security with a price of at least $5.00 per share for the transaction in
question  or that has a bid quotation (as defined in the Rule) of at least $5.00
per  share. Under Rule 3a51-1, our Common Stock falls within the definition of a
"Penny  stock."  Pursuant  to  the  90  Act,  brokers  and/or  dealers, prior to
effecting a transaction in a penny stock, are required to provide investors with
written  disclosure  documents containing information concerning various aspects
of  the  market for penny stocks as well as specific information about the penny
stock  and the transaction involving tire purchase and sale of that stock (e.g.,
price  quotes  and broker/dealer and associated person compensation). Subsequent
to  the  transaction,  the  broker  is  required to deliver monthly or quarterly
statements  containing  specific  information about the penny stock. Because our
Common Stock is at this time a penny stock, the above discussed added disclosure
requirements may negatively affect the ability of investors in our stock to sell
their  securities  in  the  secondary  market,  if  any.

                               USE  OF  PROCEEDS

PDCI  will  not  receive  any  of the proceeds from the sale of shares of common
stock  by  the  Selling  Shareholders.

                                       14
SELLING SHAREHOLDERS

The  Shares  of  the  Company to which this Reoffer Prospectus relates are being
registered  for  reoffers  and resales by the Selling Shareholders, who acquired
the  Shares  pursuant  to  a  compensatory benefit plan with PDCI for consulting
services  they  provided  to  PDCI.  The  Selling Shareholders may resell all, a
portion  or  none  of  such  Shares  from  time  to  time.

The  table below sets forth with respect to the Selling Shareholders, based upon
information  available  to  the  Company  as of February 17, 2000, the number of
Shares owned, the number of Shares registered by this Reoffer Prospectus and the
number  and  percent  of outstanding Shares that will be owned after the sale of
the  registered  Shares  assuming  the  sale  of  all  of the registered Shares.
NUMBER OF      NUMBER OF       % OF SHARES
                   SHARES         SHARES         NUMBER OF     OWNED BY
SELLING            OWNED          REGISTERED BY  SHARES OWNED  SHAREHOLDER
SHAREHOLDERS       BEFORE SALE    PROSPECTUS     AFTER SALE    AFTER SALE
-----------------  -------------  -------------  ------------  ------------

M. Richard Cutler     1,552,750(1)    1,252,750       300,000         1.89%
-----------------  -------------  -------------  ------------  ------------

Brian A. Lebrecht       409,750         273,000       205,000         1.29%
-----------------  -------------  -------------  ------------  ------------

Vi Bui                  358,500         204,750       153,750         0.97%
-----------------  -------------  -------------  ------------  ------------

James Stubler           160,000          85,000        75,000         0.47%
-----------------  -------------  -------------  ------------  ------------

Samuel Eisenberg        765,000         615,500       150,000         0.95%
-----------------  -------------  -------------  ------------  ------------

Gary Wykidal             25,000          25,500             0         0.00%
-----------------  -------------  -------------  ------------  ------------
(1)     Of such shares, 300,000 are held by MRC Legal Services, LLC.  M. Richard
Cutler  is  the  beneficial  owner  of  MRC  Legal  Services,  LLC.

                              PLAN OF DISTRIBUTION

The  Selling  Shareholders may sell the Shares for value from time to time under
this  Reoffer  Prospectus  in  one  or more transactions on the Over-the-Counter
Bulletin  Board  maintained  by  the  NASD,  or  other exchange, in a negotiated
transaction  or  in  a  combination  of  such  methods of sale, at market prices
prevailing  at  the  time  of  sale, at prices related to such prevailing market
prices  or  at prices otherwise negotiated.  The Selling Shareholders may effect
such  transactions by selling the Shares to or through brokers-dealers, and such
broker-dealers  may  receive compensation in the form of underwriting discounts,
concessions  or  commissions from the Selling Shareholders and/or the purchasers
of  the Shares for whom such broker-dealers may act as agent (which compensation
may  be  less  than  or  in  excess  of  customary  commissions).

                                       15
The  Selling  Shareholders  and  any  broker-dealers  that  participate  in  the
distribution of the Shares may be deemed to be "underwriters" within the meaning
of  Section  2(11) of the 1933 Act, and any commissions received by them and any
profit  on  the  resale of the Shares sold by them may be deemed be underwriting
discounts  and  commissions  under the 1933 Act.  All selling and other expenses
incurred  by the Selling Shareholders will be borne by the Selling Shareholders.

In  addition  to any Shares sold hereunder, the Selling Shareholders may, at the
same  time,  sell any shares of common stock, including the Shares, owned by him
or  her  in  compliance  with all of the requirements of Rule 144, regardless of
whether  such  shares  are  covered  by  this  Reoffer  Prospectus.

There is no assurance that the Selling Shareholders will sell all or any portion
of  the  Shares  offered.

The  Company  will  pay all expenses in connection with this offering other than
the  legal fees incurred in connection with the preparation of this registration
statement  and  will  not  receive  any proceeds from sales of any Shares by the
Selling  Shareholders.

                                  LEGAL MATTERS

The  validity  of  the  Common  Stock offered hereby will be passed upon for the
Company  by  the  Law  Offices  of  Gary  C.  Wykidal  and  Associates.

                                     EXPERTS

The  balance  sheets  as  of  December  31,  1998 and 1999 and the statements of
operations, shareholders' equity and cash flows for the years then ended of PDCI
have  been  incorporated by reference in this Registration Statement in reliance
on  the report of Franklin & Nicholis, CPAs, LLC, independent accountants, given
on  the  authority  of  that  firm  as  experts  in  accounting  and  auditing.

                                       16
PART  II

             INFORMATION  REQUIRED  IN  THE  REGISTRATION  STATEMENT

ITEM  3.     INCORPORATION  OF  DOCUMENTS  BY  REFERENCE.

     The  following  documents  are  hereby  incorporated  by  reference in this
Registration  Statement:

(i)     Registrant's  Form  8-K for an event on March 2, 2000, filed on March 6,
2000.

(ii)     Registrant's  Form 10-SB (in the name of MAS Acquisition XIV Corp., the
Company's  predecssor)  filed  on  August  27,  1999.

(iii)     All  other  reports and documents subsequently filed by the Registrant
pursuant  after  the  date  of  this Registration Statement pursuant to Sections
13(a),  13(c),  14, or 15(d) of the Securities Exchange Act of 1934 and 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 and to be a part hereof
from  the  date  of  the  filing  of  such  documents.

ITEM  4.     DESCRIPTION  OF  SECURITIES.

     Not  applicable.

ITEM  5.     INTERESTS  OF  NAMED  EXPERTS  AND  COUNSEL.

Certain  legal  matters  with respect to the Common Stock offered hereby will be
passed  upon  for  the Company by Law Offices of Gary C. Wykidal and Associates.
Gary  Wykidal  owns  25,000  shares of Common Stock which is being registered by
this  registration  statement.

ITEM  6.     INDEMNIFICATION  OF  DIRECTORS  AND  OFFICERS.

     The  Corporation  Laws  of  the  State  of  Nevada and the Company's Bylaws
provide  for  indemnification  of  the  Company's  Directors for liabilities and
expenses  that  they  may  incur  in such capacities.  In general, Directors and
Officers are indemnified with respect to actions taken in good faith in a manner
reasonably  believed  to  be  in,  or  not opposed to, the best interests of the
Company, and with respect to any criminal action or proceeding, actions that the
indemnitee  had  no reasonable cause to believe were unlawful.  Furthermore, the
personal  liability  of  the  Directors  is limited as provided in the Company's
Articles  of  Incorporation.

                                       17
ITEM  7.     EXEMPTION  FROM  REGISTRATION  CLAIMED.

     The  Shares  were  issued  for advisory and legal services rendered.  These
sales  were made in reliance of 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

*3.1     Articles  of  Incorporation
*3.2     Articles  of  Amendment
*3.3     Bylaws
 5       Opinion  of  the  Law  Offices  of  Gary  C.  Wykidal and Associates
 10.1    Consulting  Agreement  dated  March  2,  2000.
 23.1    Consent  of  Franklin  &  Nicholls,  CPAs, LLC, independent public
          accountants.
________________________
*  Incorporated  by  reference  to  PDCI's  Form  8-K,  filed  on March 6, 2000.

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 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 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.

(3)     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.

(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.

                                       18
(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  Securities Act and will be governed by the final
adjudication  of  such  issue.

                                       19
SIGNATURES

     Pursuant  to the requirements of the Securities Act of 1933, the registrant
certifies  that  it  has  reasonable grounds to believe that is 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 Coral Springs, State of Florida, on March 8, 2000.

P.D.C.  INNOVATIVE  INDUSTRIES,  INC.

/s/ Dave Sowers
By:     Dave  Sowers
Its:    Chief  Executive  Officer
        and  Chairman  of  the  Board

     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  dates  indicated.

/s/ Sandra Sowers              President,  Secretary,  Treasurer,  and  Director
Sandra  Sowers

/s/ Leroy Sowers               Vice  President
Leroy  Sowers

/s/ Harold Harris              Director
Harold  Harris

                                      20