AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON FEBRUARY 18,
2004

                                                REGISTRATION NO.

                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C.  20549
                              ____________________

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      Under
                           THE SECURITIES ACT OF 1933
                              ____________________

                             Silver Screen Studios, Inc.
             (Exact Name of Registrant as Specified in Its Charter)

          GEORGIA                    20-0097368         Initial Filing
(State or Other Jurisdiction of      (I.R.S.Employer   Commission
Incorporation or Organization)      Identification No.) File #

                      101 Marietta St., Suite 1070
                            Atlanta, GA 30303

          (Address of Principal Executive Offices, Including Zip Code)
                              ____________________

                              Consulting Agreements
                              Employment Agreements
                            Legal Services Agreements
                            (Full Title of the Plan)
                              ____________________

                            Thomas Ware, Esq.
                     Rosenfeld, Goldman & Ware, Inc.
                      101 Marietta St., Suite 1070
                            Atlanta, GA 30303
                              404-522-1202
           (Name, Address, and Telephone Number of Agent for Service)

                   CALCULATION  OF  REGISTRATION  FEE


(1)     Estimated  solely  for  the  purpose  of  computing  the  amount
of the registration fee pursuant to Rule 457(c) based on the average of
the
closing bid and  ask  price  as  reported  by  the NASDAQ Over-The-
Counter Bulletin
Board on February 18, 2004.


 TITLE OF   AMOUNT TO    PROPOSED     PROPOSED    AMOUNT OF
SECURITIES  BE           OFFERING       MAX      REGISTRATI
  TO BE     REGISTERED   PRICE PER    OFFERING     ON FEE
REGISTERED                 SHARE       PRICE
COMMON      25,000,000    $0.023      $575,000       $72.85
STOCK



(2)     Represents  shares  of  Common  Stock  to  be  issued  to
consultants, employees,  and  legal  counsel  of  the  Company.

                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(A) PROSPECTUS





Note:  The  document(s)  containing  the  information  concerning
the
Agreements between  Silver Screen Studios, Inc. ("SSSU"  or
"Registrant")  and Rosenfeld, Goldman & Ware, Inc. a, corporation
where Thomas Ware, an individual as a representative of ,required
by  Item  1  of Form S-8 under the Securities Exchange Act of
1934, as amended  (the  "Exchange Act"), and the statement of
availability of registrant information, employee benefit plan
annual reports and other information required by Item 2 of Form S-
8 will be sent or given to participants as specified in
Rule 428.  In  accordance  with  Rule 428 and the requirements of
Part I of Form S-8, such  documents  are not being filed with the
Securities  and  Exchange Commission (the  "Commission")   either
as   part  of  this  registration  statement  on  Form  S-8  (the
"Registration   Statement")   or as  prospectuses  or  prospectus
supplements pursuant  to Rule 424. SSSU will maintain a  file  of
such documents in accordance with  the provisions  of  Rule  428.
Upon   request,   SSSU shall furnish to the Commission   or   its
staff  a copy or copies of all of the documents included in  such
file.


                                     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)  The Registrant's Annual Report dated May 11, 2003 for the
year ended December  31,  2002  on  Form 10-KSB/A filed with the
Commission on May 11, 2003.

     (ii)  The  Registrant's  Quarterly  Report  Dated August 14, 2003
for the quarter  ended  June 30,  2003  on  Form  10-QSB  filed  with
the Commission on August 14, 2003. Form 10QSB/A filed on Nov.28, 2003
for the quarter ended on Sept. 30, 2003.
     (iii)  All other reports and documents previously and subsequently
filed by the Registrant before and 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 Rosenfeld, Goldman & Ware, Inc,
counsel
to the Company.

ITEM  6.  INDEMNIFICATION  OF  DIRECTORS  AND  OFFICERS.

The  Corporation  Laws of the State of Georgia 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.

                                        4
ITEM  7.  EXEMPTION  FROM  REGISTRATION  CLAIMED.

Not  applicable.

ITEM  8.  EXHIBITS



     3.2     Bylaws  of  the  Registrant  (incorporated  by  reference)

    5.1     Opinion  of    Rosenfeld, Goldman & Ware, Inc. (incorporated
    by    reference)

    23.1     Consent  of  Rosenfeld, Goldman & Ware, Inc.  (incorporated
by reference)

    23.2     Consent  of  Norman H. Ross., Certified Public
             Accountants (incorporated by reference)
___________________

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:

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

          (ii)  To  reflect  in the prospectus any facts or events
arising after the  effective  date  of  the  registration  statement
(or the
most recent post-effective  amendment thereof) which, individually or in
the
aggregate, represent  a  fundamental  change  in  the  information  set
forth
in the registration  statement;  and

          (iii)  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;
     provided, however, that paragraphs (a) (1)(i) and (a) (1) (ii) do
not apply if  the registration statement is on Form S-3, Form S-8 or
Form F-3
and the information  required to be included in a post-effective
amendment
by those paragraphs  is contained in periodic reports filed with or
furnished to the Commission by the registrant pursuant to Section 13 or
Section
15(d) of the Securities  Exchange  Act of 1934 that are incorporated by
reference 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.

(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.

                                   SIGNATURES

      Pursuant to  the  requirements  of  the Securities Act of 1933,
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  Atlanta, GA, on February
14, 2004.

                                    Silver Screen Studios, Inc.

                            /s/ Lamar Sinkfield
                           -------------------------------------------
                            By:    Lamar Sinkfield
                            Its:   Chief Executive Officer and Director

      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/ Lamar Sinkfield
-----------------------------------------
Lamar Sinkfield, Chief Executive Officer
and Director
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{"company-data": {"conformed-name": "SILVER SCREEN STUDIOS INC", "cik": "0001262456", "assigned-sic": "7389", "irs-number": "200097368", "state-of-incorporation": "GA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-112931", "film-number": "04612771"}, "mail-address": {"street1": "101 MARIETTA ST", "street2": "STE 1070", "city": "ATLANTA", "state": "GA", "zip": "30303"}}
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON FEBRUARY 18,
2004

                                                REGISTRATION NO.

                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C.  20549
                              ____________________

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      Under
                           THE SECURITIES ACT OF 1933
                              ____________________

                             Silver Screen Studios, Inc.
             (Exact Name of Registrant as Specified in Its Charter)

          GEORGIA                    20-0097368         Initial Filing
(State or Other Jurisdiction of      (I.R.S.Employer   Commission
Incorporation or Organization)      Identification No.) File #

                      101 Marietta St., Suite 1070
                            Atlanta, GA 30303

          (Address of Principal Executive Offices, Including Zip Code)
                              ____________________

                              Consulting Agreements
                              Employment Agreements
                            Legal Services Agreements
                            (Full Title of the Plan)
                              ____________________

                            Thomas Ware, Esq.
                     Rosenfeld, Goldman & Ware, Inc.
                      101 Marietta St., Suite 1070
                            Atlanta, GA 30303
                              404-522-1202
           (Name, Address, and Telephone Number of Agent for Service)

                   CALCULATION  OF  REGISTRATION  FEE

(1)     Estimated  solely  for  the  purpose  of  computing  the  amount
of the registration fee pursuant to Rule 457(c) based on the average of
the
closing bid and  ask  price  as  reported  by  the NASDAQ Over-The-
Counter Bulletin
Board on February 18, 2004.

 TITLE OF   AMOUNT TO    PROPOSED     PROPOSED    AMOUNT OF
SECURITIES  BE           OFFERING       MAX      REGISTRATI
  TO BE     REGISTERED   PRICE PER    OFFERING     ON FEE
REGISTERED                 SHARE       PRICE
COMMON      25,000,000    $0.023      $575,000       $72.85
STOCK

(2)     Represents  shares  of  Common  Stock  to  be  issued  to
consultants, employees,  and  legal  counsel  of  the  Company.

                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(A) PROSPECTUS

Note:  The  document(s)  containing  the  information  concerning
the
Agreements between  Silver Screen Studios, Inc. ("SSSU"  or
"Registrant")  and Rosenfeld, Goldman & Ware, Inc. a, corporation
where Thomas Ware, an individual as a representative of ,required
by  Item  1  of Form S-8 under the Securities Exchange Act of
1934, as amended  (the  "Exchange Act"), and the statement of
availability of registrant information, employee benefit plan
annual reports and other information required by Item 2 of Form S-
8 will be sent or given to participants as specified in
Rule 428.  In  accordance  with  Rule 428 and the requirements of
Part I of Form S-8, such  documents  are not being filed with the
Securities  and  Exchange Commission (the  "Commission")   either
as   part  of  this  registration  statement  on  Form  S-8  (the
"Registration   Statement")   or as  prospectuses  or  prospectus
supplements pursuant  to Rule 424. SSSU will maintain a  file  of
such documents in accordance with  the provisions  of  Rule  428.
Upon   request,   SSSU shall furnish to the Commission   or   its
staff  a copy or copies of all of the documents included in  such
file.

                                     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)  The Registrant's Annual Report dated May 11, 2003 for the
year ended December  31,  2002  on  Form 10-KSB/A filed with the
Commission on May 11, 2003.

     (ii)  The  Registrant's  Quarterly  Report  Dated August 14, 2003
for the quarter  ended  June 30,  2003  on  Form  10-QSB  filed  with
the Commission on August 14, 2003. Form 10QSB/A filed on Nov.28, 2003
for the quarter ended on Sept. 30, 2003.
     (iii)  All other reports and documents previously and subsequently
filed by the Registrant before and 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 Rosenfeld, Goldman & Ware, Inc,
counsel
to the Company.

ITEM  6.  INDEMNIFICATION  OF  DIRECTORS  AND  OFFICERS.

The  Corporation  Laws of the State of Georgia 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.

                                        4
ITEM  7.  EXEMPTION  FROM  REGISTRATION  CLAIMED.

Not  applicable.

ITEM  8.  EXHIBITS

     3.2     Bylaws  of  the  Registrant  (incorporated  by  reference)

    5.1     Opinion  of    Rosenfeld, Goldman & Ware, Inc. (incorporated
    by    reference)

    23.1     Consent  of  Rosenfeld, Goldman & Ware, Inc.  (incorporated
by reference)

    23.2     Consent  of  Norman H. Ross., Certified Public
             Accountants (incorporated by reference)
___________________

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:

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

          (ii)  To  reflect  in the prospectus any facts or events
arising after the  effective  date  of  the  registration  statement
(or the
most recent post-effective  amendment thereof) which, individually or in
the
aggregate, represent  a  fundamental  change  in  the  information  set
forth
in the registration  statement;  and

          (iii)  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;
     provided, however, that paragraphs (a) (1)(i) and (a) (1) (ii) do
not apply if  the registration statement is on Form S-3, Form S-8 or
Form F-3
and the information  required to be included in a post-effective
amendment
by those paragraphs  is contained in periodic reports filed with or
furnished to the Commission by the registrant pursuant to Section 13 or
Section
15(d) of the Securities  Exchange  Act of 1934 that are incorporated by
reference 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.

(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.

                                   SIGNATURES

      Pursuant to  the  requirements  of  the Securities Act of 1933,
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  Atlanta, GA, on February
14, 2004.

                                    Silver Screen Studios, Inc.

                            /s/ Lamar Sinkfield
                           -------------------------------------------
                            By:    Lamar Sinkfield
                            Its:   Chief Executive Officer and Director

      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/ Lamar Sinkfield
-----------------------------------------
Lamar Sinkfield, Chief Executive Officer
and Director