FORM 8-A


                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                 --------------

                FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
                    PURSUANT TO SECTION 12(b) OR 12(g) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

                                 --------------

                             Prelude Ventures, Inc.
                 (Name of small business issuer in its charter)

        Nevada                         1081                   98-0232018
(State or jurisdiction of   (Primary Standard Industrial   (I.R.S. Employer
     incorporation or         Classification  Number)    Identification Number)
      organization)

                              2585 West 14th Avenue
                          Vancouver, BC, Canada V6K 2W6
                              Phone: (604) 817-8095



        (Address and telephone number of principal executive offices and
                               place of business)

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         If  this Form relates to the registration of a class of debt securities
and is effective upon filing pursuant to General Instruction A.(c), please check
the  following  box.  [  ]

         If  this Form relates to the registration of a class of debt securities
and is to become effective simultaneously with the effectiveness of a concurrent
registration  statement  under  the  Securities  Act of 1933 pursuant to General
Instruction  A.(d),  please  check  the  following  box.  [  ]

         Securities  to  be  registered  pursuant  to  Section 12(b) of the Act:

                                      None


         Securities  to  be  registered  pursuant  to  Section 12(g) of the Act:

                                (Title  of  Class)

                                               Name  of each exchange on which
Title  of each class to be so Registered       each class is to be Registered
---------------------------------------        ------------------------------
Common Stock, par value $0.01 per share        Over-The-Counter Bulletin Board


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         The Commission is respectfully requested to send copies of all notices,
orders  and  communications  to:

                                Kennan E. Kaeder
                                Attorney at Law
                          110 West C Street, Suite 1904
                              San Diego, Ca 92101
                              Phone: (619)232-6545
                              Fax: (619) 236-8182
                          Email: kennan@kklawoffice.com


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                 INFORMATION  REQUIRED  IN  REGISTRATION  STATEMENT

Item  1.  DESCRIPTION  OF  REGISTRANT'S  SECURITIES  TO  BE  REGISTERED.

The  Common  Stock  to  be  registered  hereunder is described under the heading
"Description  of  Navigator  Ventures,  Inc.  Capital  Stock"  prospectus, dated
December  12,  2001(the  "Prospectus") as filed with the Securities and Exchange
Commission  (the  "Commission")  pursuant to Rule 424(b)(3) under the Securities
Act  of  1933, as amended (the "Securities Act"). The Prospectus forms a part of
registration  statement  No.  333-56200  (the  "Registration  Statement").  The
Registration  Statement was filed with the Commission pursuant to the Securities
Act  on  July  3, 2001, and was declared effective by the Commission on December
13,  2001.  The  aforementioned  description  in  the  Prospectus  is  hereby
incorporated  by  reference  into  this  Item  1.

Item  2.  EXHIBITS.

1.       Specimen  of the Common Stock (filed as Exhibit 4.1 to the registrant's
         Prospectus  filed  December  12,  2001  and  incorporated  herein
         by  reference).


                                    SIGNATURE

     Pursuant  to  the  requirements  of  Section  12  of  the  Securities
Exchange Act of 1934, the registrant has duly caused this registration statement
to  be  signed  on  its  behalf  by  the  undersigned,  thereto duly authorized.

Date:  July  30,  2002                   Prelude  Ventures,  Inc.

                                         /s/  William  Iverson
                                         ---------------------------------------
                                         Name:  William  Iverson
                                         Title: President  and  Chief Financial
                                                Officer (Principal  Financial
                                                Officer)