As filed with the Securities and Exchange Commission January 22, 2004
File No. 333-112155
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Amendment No. 1 to
Form S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
RTG VENTURES, INC.
(Exact name of registrant as specified in its charter)
FLORIDA | 59-3666743 |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
Berkeley House
Berkeley Square
London W1J 6BD, England
(Address of principal executive office, including zip code)
AGREEMENT WITH ANDREW GREYSTOKE
(Full Title of the Plan)
BARRINGTON J. FLUDGATE
185 Madison Ave., 10th Floor
New York, NY 10016
(646) 335-8998
(Name, address, including zip code, telephone number, including area code, of agent for service)
with a copy to:
RAICE PAYKIN & KRIEG LLP
185 Madison Avenue, 10thFloor
New York, New York 10016
David C. Thomas, Esq.
(212) 725-4601
The registrant amends this registration statement to substitute the Exhibit 23 filed herewith for Exhibit 23 as originally filed.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on January 19, 2004.
RTG Ventuires, Inc.
/s/ Linda Perry
By Barrington J. Fludgate, attorney-in-fact
Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed below by the following persons in the capacities indicated.
Signature | Title | Date |
/s/ Linda Perry | Chief Executive Officer and Director | January 22, 2004 |
Linda Perry by Barrington J. Fludgate, attorney-in-fact | ||
/s/ Barrington J. Fludgate | Chief Financial Officer and Director | January 22, 2004 |
Barrington J. Fludgate |
Exhibit Index
Exhibit
No.
Description
(1.1)
Articles of Incorporation of the Company filed with the Florida Secretary of State (incorporated by reference to Exhibit 3.(I) to the Company's Registration Statement on Form SB-2, filed with the Commission on March 27, 2002)
(1.2)
Articles of Amendment of Articles of Incorporation of the Company filed with the Florida Secretary of State (incorporated by reference to Exhibit 3.2 to the Company's Registration Statement on Form S-8, filed with the Commission on July 29, 2003)
(1.3)
By-Laws of the Company (incorporated by reference to Exhibit 3.(II) to the Company's Registration Statement on Form SB-2, filed with the Commission on March 27, 2002
(5.1) Legal opinion of Raice Paykin & Krieg LLP*
(23.1) Consent of Raice Paykin & Krieg LLP (contained in Exhibit 5.1)
(23.2) Consent of Goldstein & Morris CPA's, PC.
(24.1) Powers of Attorney (included on the signature page to this registration statement)*
(0.1)
Agreement with Andrew Greystoke*
*Previously filed
