SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8
                             Registration Statement
                        Under The Securities Act of 1933


                            IVI COMMUNICATIONS, INC.
               (Exact name of Registrant as specified in charter)


       NEVADA                                               33-0965560
(State or other jurisdiction of                             (I.R.S. Employer
incorporation or organization)                              Identification No.)


6171 W. Century Blvd., Suite 130, Los Angeles, CA                         90045
-------------------------------------------------                     ----------
(Address of Principal Executive Officers)                             (Zip Code)

                          CSC Services of Nevada, Inc.
                          502 East John Street, Room E
                              Carson City, NV 89706
                     (Name and address of agent for service)

                                 (775) 882-3072
          (Telephone number, including area code, of agent for service)


                    2005 EMPLOYEE STOCK COMPENSATION PLAN
                            (Full Title of the Plan)

Copies of all communications to:

                              John Holt Smith, Esq.
                             Kelly Lytton & Vann LLP
                        1900 Avenue of the Stars, Suite 1450
                          Los Angeles, California 90067
                                 (310) 277-5333

                          CALCULATION OF REGISTRATION FEE
==============================================================================
                                Proposed       Proposed
Title of                        maximum        maximum
securities      Amount          offering       aggregate       Amount of
To be           to be           price          offering        registration
Registered      registered      per share      price           fee
-----------     ----------      ---------      ----------      -----------
Common          4,500,000       $0.05          $225,000(2)     $28.51
(value,$.001                    shares(1)
per share)
==============================================================================
(1) Includes an indeterminate number of additional shares that may be issued
pursuant to the above employee benefit plan as a result of any future stock
split, stock dividend or similar adjustment.

(2) Estimated pursuant to Rule 457(c) solely for purpose of calculating the
amount of the registration fee, based upon the average of the high and low
prices reported on June 23, 2004, as reported on the Pink Sheets.



                                       1
<PAGE>


                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


Item 3. INCORPORATION OF DOCUMENTS BY REFERENCE.

     The following documents are incorporated by reference in this registration
statement of IVI Communications, Inc.:

     (a) Annual Report on Form 10-KSB for the year ended March 31, 2003;

     (b) Quarterly report on Form 10-QSB for quarter ended June 30, 2003;

     (c) Quarterly report on Form 10-QSB for quarter ended September 30, 2003;

     (d) Quarterly report on Form 10-QSB for quarter ended December 31, 2003;

     (e) Audited year ending March 31, 2002 reported on 8K March 31, 2002;

     (f) Name change reported on 8K September 5, 2002;

     (g) Plan of Reorganization reported on 8K May 24, 2002


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


Item 4. DESCRIPTION OF SECURITIES

     The Registrant's authorized capital stock consists of 5,000,000 shares of
Preferred Stock, $.001 par value, none issued; and 50,000,000 shares of Common
Stock, $.001 par value, of which 22,710,257 shares are issued and outstanding as
of June 1, 2004.

     Subject to the rights of the holders of any series of preferred stock, the
holders of Common Stock are entitled to receive dividends, if any, as may be
declared from time to time by the Board of Directors in its discretion from
funds legally available therefor. Upon liquidation or dissolution of the
Registrant, the holders of Common Stock are entitled to receive a pro rata share
of all assets available for distribution to stockholders after payment of all
obligations of the Registrant including dividends and preferences attributed to
any series of preferred stock. The shares of Common Stock have no cumulative
voting rights or preemptive or other subscription rights and there are no
conversion rights or redemption provisions with respect to such shares. The
shares of Common Stock presently outstanding are validly issued, fully paid and
non-assessable. Authorized Common Stock may be issued at any time and from time
to time, in such amounts, and for such consideration as may be fixed by the
Board of Directors of the Registrant.



                                       2
<PAGE>



Item 5. INTERESTS OF NAMED EXPERTS AND COUNSEL.

     The validity of the securities that may be offered under the IVI
Communications 2005 Employee Stock Compensation Plan (the "Plan") will be passed
upon for IVIC by John Holt Smith of Kelly Lytton & Vann LLP, Attorneys at Law,
1900 Avenue of the Stars, Suite 1450, Los Angeles, California 90067.

Item 6. INDEMNIFICATION OF OFFICERS AND DIRECTORS.

     The Nevada General Corporation Law (the "NGCL"), in general, allows
corporations to indemnify their directors and officers against expenses actual
and reasonably incurred in connection with a proceeding, if the person acted in
good faith and in a manner the person reasonably believed to be in, or not
opposed to, the best interests of the corporation. A corporation may not
indemnify a director in connection with a proceeding by or in the right of the
corporation in which the director was adjudged liable to the corporation unless
and only to the extent that the court in which the action or suit was brought
determines that in view of all the circumstances, the person is fairly and
reasonably entitled to indemnity.


Item 7. EXEMPTION FROM REGISTRATION CLAIMED.

        Not Applicable.


Item 8. EXHIBITS.


Exhibit
Number      Description
---------   --------------
  4.6       Employee Stock Compensation Plan dated June 23,2004

  5.1       Opinion of Counsel regarding legality

 23.1       Consent of Independent Public Accountants

 23.2       Consent of Counsel (included in Exhibit 5.1)


Item 9. UNDERTAKINGS.

        The undersigned registrant hereby undertakes:

        (1) To file, during any period in which offers and 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.

        (4) 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.

        (5) Insofar as indemnification for liabilities 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 Act and will be governed by the final adjudication of
such issue.



                                       3
<PAGE>


                                  SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, the registrant
certifies that it has reasonable grounds to believe that it meets all 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 Los Angeles, California, on the date below.



DATED:  June 23, 2004                      IVI COMMUNICATIONS, INC.



                                            By /s/ Nyhl Henson
                                            ----------------------------
                                              Nyhl Henson




     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 respectively indicated.





/s/  Nyhl Henson                                   Date:  June 23, 2004
- --------------------------------
Nyhl Henson
Director and President


/s/ Charles J Roodenburg                           Date:  June 23, 2004
- ---------------------------------
Charles J Roodenburg
Director and Secretary
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SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8
                             Registration Statement
                        Under The Securities Act of 1933

                            IVI COMMUNICATIONS, INC.
               (Exact name of Registrant as specified in charter)

       NEVADA                                               33-0965560
(State or other jurisdiction of                             (I.R.S. Employer
incorporation or organization)                              Identification No.)

6171 W. Century Blvd., Suite 130, Los Angeles, CA                         90045
-------------------------------------------------                     ----------
(Address of Principal Executive Officers)                             (Zip Code)

                          CSC Services of Nevada, Inc.
                          502 East John Street, Room E
                              Carson City, NV 89706
                     (Name and address of agent for service)

                                 (775) 882-3072
          (Telephone number, including area code, of agent for service)

                    2005 EMPLOYEE STOCK COMPENSATION PLAN
                            (Full Title of the Plan)

Copies of all communications to:

                              John Holt Smith, Esq.
                             Kelly Lytton & Vann LLP
                        1900 Avenue of the Stars, Suite 1450
                          Los Angeles, California 90067
                                 (310) 277-5333

                          CALCULATION OF REGISTRATION FEE
==============================================================================
                                Proposed       Proposed
Title of                        maximum        maximum
securities      Amount          offering       aggregate       Amount of
To be           to be           price          offering        registration
Registered      registered      per share      price           fee
-----------     ----------      ---------      ----------      -----------
Common          4,500,000       $0.05          $225,000(2)     $28.51
(value,$.001                    shares(1)
per share)
==============================================================================
(1) Includes an indeterminate number of additional shares that may be issued
pursuant to the above employee benefit plan as a result of any future stock
split, stock dividend or similar adjustment.

(2) Estimated pursuant to Rule 457(c) solely for purpose of calculating the
amount of the registration fee, based upon the average of the high and low
prices reported on June 23, 2004, as reported on the Pink Sheets.

                                       1
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3. INCORPORATION OF DOCUMENTS BY REFERENCE.

     The following documents are incorporated by reference in this registration
statement of IVI Communications, Inc.:

     (a) Annual Report on Form 10-KSB for the year ended March 31, 2003;

     (b) Quarterly report on Form 10-QSB for quarter ended June 30, 2003;

     (c) Quarterly report on Form 10-QSB for quarter ended September 30, 2003;

     (d) Quarterly report on Form 10-QSB for quarter ended December 31, 2003;

     (e) Audited year ending March 31, 2002 reported on 8K March 31, 2002;

     (f) Name change reported on 8K September 5, 2002;

     (g) Plan of Reorganization reported on 8K May 24, 2002

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

Item 4. DESCRIPTION OF SECURITIES

     The Registrant's authorized capital stock consists of 5,000,000 shares of
Preferred Stock, $.001 par value, none issued; and 50,000,000 shares of Common
Stock, $.001 par value, of which 22,710,257 shares are issued and outstanding as
of June 1, 2004.

     Subject to the rights of the holders of any series of preferred stock, the
holders of Common Stock are entitled to receive dividends, if any, as may be
declared from time to time by the Board of Directors in its discretion from
funds legally available therefor. Upon liquidation or dissolution of the
Registrant, the holders of Common Stock are entitled to receive a pro rata share
of all assets available for distribution to stockholders after payment of all
obligations of the Registrant including dividends and preferences attributed to
any series of preferred stock. The shares of Common Stock have no cumulative
voting rights or preemptive or other subscription rights and there are no
conversion rights or redemption provisions with respect to such shares. The
shares of Common Stock presently outstanding are validly issued, fully paid and
non-assessable. Authorized Common Stock may be issued at any time and from time
to time, in such amounts, and for such consideration as may be fixed by the
Board of Directors of the Registrant.

                                       2
Item 5. INTERESTS OF NAMED EXPERTS AND COUNSEL.

     The validity of the securities that may be offered under the IVI
Communications 2005 Employee Stock Compensation Plan (the "Plan") will be passed
upon for IVIC by John Holt Smith of Kelly Lytton & Vann LLP, Attorneys at Law,
1900 Avenue of the Stars, Suite 1450, Los Angeles, California 90067.

Item 6. INDEMNIFICATION OF OFFICERS AND DIRECTORS.

     The Nevada General Corporation Law (the "NGCL"), in general, allows
corporations to indemnify their directors and officers against expenses actual
and reasonably incurred in connection with a proceeding, if the person acted in
good faith and in a manner the person reasonably believed to be in, or not
opposed to, the best interests of the corporation. A corporation may not
indemnify a director in connection with a proceeding by or in the right of the
corporation in which the director was adjudged liable to the corporation unless
and only to the extent that the court in which the action or suit was brought
determines that in view of all the circumstances, the person is fairly and
reasonably entitled to indemnity.

Item 7. EXEMPTION FROM REGISTRATION CLAIMED.

        Not Applicable.

Item 8. EXHIBITS.

Exhibit
Number      Description
---------   --------------
  4.6       Employee Stock Compensation Plan dated June 23,2004

  5.1       Opinion of Counsel regarding legality

 23.1       Consent of Independent Public Accountants

 23.2       Consent of Counsel (included in Exhibit 5.1)

Item 9. UNDERTAKINGS.

        The undersigned registrant hereby undertakes:

        (1) To file, during any period in which offers and 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.

        (4) 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.

        (5) Insofar as indemnification for liabilities 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 Act and will be governed by the final adjudication of
such issue.

                                       3
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 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 Los Angeles, California, on the date below.

DATED:  June 23, 2004                      IVI COMMUNICATIONS, INC.

                                            By /s/ Nyhl Henson
                                            ----------------------------
                                              Nyhl Henson

     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 respectively indicated.

/s/  Nyhl Henson                                   Date:  June 23, 2004
- --------------------------------
Nyhl Henson
Director and President

/s/ Charles J Roodenburg                           Date:  June 23, 2004
- ---------------------------------
Charles J Roodenburg
Director and Secretary