U. S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                        Date of Report: February 17, 2004

                              ZKID NETWORK COMPANY


             (Exact name of registrant as specified in its charter)

                                     NEVADA
         (State or other jurisdiction of incorporation or organization)

                                   91-2072623
                      (IRS Employer Identification Number)

              666 Dundee Road, Unit 705, Northbrook, Illinois 60610
                    (Address of principal executive offices)

                                 (312) 654-0733
          (Telephone number, including area code of agent for service)

                              CONSULTING AGREEMENT
                            (Full title of the Plans)

                                    Copy to:
                                 Jon Darmstadter
                   666 Dundee Road, Northbrook, Illinois 60610

                         CALCULATION OF REGISTRATION FEE



-------------------------------------------------------------------------------
                                        Proposed       Proposed
                                        maximum        maximum
                                        offering       aggregate    Amount of
Title of securities   Amount to be      price          offering     registration
to be registered      registered        per share(2)   price (2)    fee (3)
-------------------------------------------------------------------------------
Common Stock,           3,000,000       $.11           $333,000.00  $ 42.19
$.001 par value         2,000,000       $.000          $    200.00  $   .02
                        2,000,000       $.0825         $165,000.00  $ 20.91
                      ------------                                  ------------
      TOTAL             7,000,000                                   $ 63.12
--------------------------------------------------------------------------------

<PAGE>

                                     PART I

The documents  containing the information  specified in Part I of Form S-8 (plan
information  and registrant  information)  will be sent or given to employees as
specified  by Rule  428(b)(1)  of the  Securities  Act of 1933,  as amended (the
"Act").  Such  documents  need not be filed  with the  Securities  and  Exchange
Commission either as part of this  Registration  Statement or as prospectuses or
prospectus supplements pursuant to Rule 424. These documents,  which include the
statement  of  availability  required by Item 2 of Form S-8,  and the  documents
incorporated by reference in this Registration  Statement  pursuant to Item 3 of
Form S-8 (Part II hereof),  taken  together,  constitute a prospectus that meets
the requirements of Section 10(a) of the Act.

                                     PART II

ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE

The following  documents  filed with the Securities and Exchange  Commission are
hereby incorporated by reference:

(a) Form 10K filed for the Company for the fiscal year ended  December  31, 2002
filed on April 15, 2003 as amended on April 23, 2003.

(b) Form 10-Q for the three month periods ending March 31, 2003 filed on May 19,
2003.

(c) Form 10-Q for the three- and six-month periods ending June 30, 2003 filed on
August 14, 2003.

(d) Form 14C Definitive Information Statement filed on September 24, 2003.

(e) Form 10-Q for the three and nine month  period  ending  September  30,  2003
filed on November 19, 2003.

(f) Form S-8 Registration Statement Filed on December 15, 2003.

All  documents  subsequently  filed by the Company  pursuant to Sections  13(a),
13(c), 14 and 15(d) of the Securities Exchange Act of 1934, as amended, 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 in this  Registration
Statement and to be a part hereof from the date of filing such documents.

ITEM 4. DESCRIPTION OF SECURITIES

Common Stock $.001 par value.

ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL

Not applicable.


                                       2
<PAGE>

ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS

As  permitted  by Nevada  General  Corporation  Law  ("NGCL"),  the  Company has
included in its  Certificate  of  Incorporation  a provision  to  eliminate  the
personal  liability of its directors for monetary  damages for breach or alleged
breach of their fiduciary duties as directors,  except for liability (i) for any
breach of director's  duty of loyalty to the Company or its  stockholders,  (ii)
for acts or omissions not in good faith or which involved intentional misconduct
or a knowing  violation of law,  (iii) in respect of certain  unlawful  dividend
payments or stock redemptions or repurchases,  as provided in Section 174 of the
NGCL, or (iv) for any  transaction  from which the director  derived an improper
personal benefit.  The effect of this provision in the Company's  Certificate of
Incorporation  is to  eliminate  the rights of the Company and its  stockholders
(through  stockholders'  derivative  suits on behalf of the  Company) to recover
monetary  damages against a director for breach of the fiduciary duty of care as
a director  except in the situations  described in (i) through (iv) above.  This
provision  does not  limit  nor  eliminate  the  rights  of the  Company  or any
stockholder to seek  non-monetary  relief such as an injunction or rescission in
the event of a breach of a director's  duty of care.  These  provisions will not
alter the liability of directors under federal securities laws.

The Certificate of Incorporation and the by-laws of the Company provide that the
Company is required  and  permitted to  indemnify  its  officers and  directors,
employees and agents under certain  circumstances.  In addition, if permitted by
law, the Company is required to advance  expenses to its officers and  directors
as incurred in connection with  proceedings  against them in their capacity as a
director  or  officers  for which  they may be  indemnified  upon  receipt of an
undertaking  by or on behalf of such director or officer to repay such amount if
it  shall  ultimately  be  determined  that  such  person  is  not  entitled  to
indemnification.  At  present,  the  Company  is not  aware  of any  pending  or
threatened litigation or proceeding involving a director,  officer,  employee or
agent of the Company in which  indemnification  would be required or  permitted.
The Company has obtained directors and officers liability insurance. The Company
believes  that  its  charter  provisions  and  indemnification   agreements  are
necessary to attract and retain qualified persons as directors and officers.

Insofar as indemnification  for liabilities arising under the Securities Act may
be permitted to directors and officers of the Company  pursuant to the foregoing
provisions or otherwise, the Company has been advised that in the opinion of the
Securities  and Exchange  Commission,  such  indemnification  is against  public
policy as expressed in the Securities Act and is, therefore, unenforceable.

ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED

Not Applicable

ITEM 8. EXHIBITS

EXHIBIT

5.1      Opinion re: legality

10.1     Consulting Agreement between ZKid Network Company and Destin Sands
         International

10.2     Employment Agreement between ZKid Network Company and Ron McIntyre.

23.1     Consent of Dirocco and Dombrow, current independent auditors of Zkid
         Network Company

23.2     Consent of Lawrence S. Hartman (included in Exhibit 5.1 opinion letter)



                                        3
<PAGE>

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  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  connected 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.



                                        4
<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 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 Northbrook, State of Illinois, on February 17, 2004.



ZKID NETWORK COMPANY


By: /s/  Jon Darmstadter
---------------------------------
Jon Darmstadter, President








                                       5
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U. S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                        Date of Report: February 17, 2004

                              ZKID NETWORK COMPANY

             (Exact name of registrant as specified in its charter)

                                     NEVADA
         (State or other jurisdiction of incorporation or organization)

                                   91-2072623
                      (IRS Employer Identification Number)

              666 Dundee Road, Unit 705, Northbrook, Illinois 60610
                    (Address of principal executive offices)

                                 (312) 654-0733
          (Telephone number, including area code of agent for service)

                              CONSULTING AGREEMENT
                            (Full title of the Plans)

                                    Copy to:
                                 Jon Darmstadter
                   666 Dundee Road, Northbrook, Illinois 60610

                         CALCULATION OF REGISTRATION FEE

-------------------------------------------------------------------------------
                                        Proposed       Proposed
                                        maximum        maximum
                                        offering       aggregate    Amount of
Title of securities   Amount to be      price          offering     registration
to be registered      registered        per share(2)   price (2)    fee (3)
-------------------------------------------------------------------------------
Common Stock,           3,000,000       $.11           $333,000.00  $ 42.19
$.001 par value         2,000,000       $.000          $    200.00  $   .02
                        2,000,000       $.0825         $165,000.00  $ 20.91
                      ------------                                  ------------
      TOTAL             7,000,000                                   $ 63.12
--------------------------------------------------------------------------------
PART I

The documents  containing the information  specified in Part I of Form S-8 (plan
information  and registrant  information)  will be sent or given to employees as
specified  by Rule  428(b)(1)  of the  Securities  Act of 1933,  as amended (the
"Act").  Such  documents  need not be filed  with the  Securities  and  Exchange
Commission either as part of this  Registration  Statement or as prospectuses or
prospectus supplements pursuant to Rule 424. These documents,  which include the
statement  of  availability  required by Item 2 of Form S-8,  and the  documents
incorporated by reference in this Registration  Statement  pursuant to Item 3 of
Form S-8 (Part II hereof),  taken  together,  constitute a prospectus that meets
the requirements of Section 10(a) of the Act.

                                     PART II

ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE

The following  documents  filed with the Securities and Exchange  Commission are
hereby incorporated by reference:

(a) Form 10K filed for the Company for the fiscal year ended  December  31, 2002
filed on April 15, 2003 as amended on April 23, 2003.

(b) Form 10-Q for the three month periods ending March 31, 2003 filed on May 19,
2003.

(c) Form 10-Q for the three- and six-month periods ending June 30, 2003 filed on
August 14, 2003.

(d) Form 14C Definitive Information Statement filed on September 24, 2003.

(e) Form 10-Q for the three and nine month  period  ending  September  30,  2003
filed on November 19, 2003.

(f) Form S-8 Registration Statement Filed on December 15, 2003.

All  documents  subsequently  filed by the Company  pursuant to Sections  13(a),
13(c), 14 and 15(d) of the Securities Exchange Act of 1934, as amended, 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 in this  Registration
Statement and to be a part hereof from the date of filing such documents.

ITEM 4. DESCRIPTION OF SECURITIES

Common Stock $.001 par value.

ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL

Not applicable.

                                       2
ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS

As  permitted  by Nevada  General  Corporation  Law  ("NGCL"),  the  Company has
included in its  Certificate  of  Incorporation  a provision  to  eliminate  the
personal  liability of its directors for monetary  damages for breach or alleged
breach of their fiduciary duties as directors,  except for liability (i) for any
breach of director's  duty of loyalty to the Company or its  stockholders,  (ii)
for acts or omissions not in good faith or which involved intentional misconduct
or a knowing  violation of law,  (iii) in respect of certain  unlawful  dividend
payments or stock redemptions or repurchases,  as provided in Section 174 of the
NGCL, or (iv) for any  transaction  from which the director  derived an improper
personal benefit.  The effect of this provision in the Company's  Certificate of
Incorporation  is to  eliminate  the rights of the Company and its  stockholders
(through  stockholders'  derivative  suits on behalf of the  Company) to recover
monetary  damages against a director for breach of the fiduciary duty of care as
a director  except in the situations  described in (i) through (iv) above.  This
provision  does not  limit  nor  eliminate  the  rights  of the  Company  or any
stockholder to seek  non-monetary  relief such as an injunction or rescission in
the event of a breach of a director's  duty of care.  These  provisions will not
alter the liability of directors under federal securities laws.

The Certificate of Incorporation and the by-laws of the Company provide that the
Company is required  and  permitted to  indemnify  its  officers and  directors,
employees and agents under certain  circumstances.  In addition, if permitted by
law, the Company is required to advance  expenses to its officers and  directors
as incurred in connection with  proceedings  against them in their capacity as a
director  or  officers  for which  they may be  indemnified  upon  receipt of an
undertaking  by or on behalf of such director or officer to repay such amount if
it  shall  ultimately  be  determined  that  such  person  is  not  entitled  to
indemnification.  At  present,  the  Company  is not  aware  of any  pending  or
threatened litigation or proceeding involving a director,  officer,  employee or
agent of the Company in which  indemnification  would be required or  permitted.
The Company has obtained directors and officers liability insurance. The Company
believes  that  its  charter  provisions  and  indemnification   agreements  are
necessary to attract and retain qualified persons as directors and officers.

Insofar as indemnification  for liabilities arising under the Securities Act may
be permitted to directors and officers of the Company  pursuant to the foregoing
provisions or otherwise, the Company has been advised that in the opinion of the
Securities  and Exchange  Commission,  such  indemnification  is against  public
policy as expressed in the Securities Act and is, therefore, unenforceable.

ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED

Not Applicable

ITEM 8. EXHIBITS

EXHIBIT

5.1      Opinion re: legality

10.1     Consulting Agreement between ZKid Network Company and Destin Sands
         International

10.2     Employment Agreement between ZKid Network Company and Ron McIntyre.

23.1     Consent of Dirocco and Dombrow, current independent auditors of Zkid
         Network Company

23.2     Consent of Lawrence S. Hartman (included in Exhibit 5.1 opinion letter)

                                        3
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  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  connected 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.

                                        4
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 the City of Northbrook, State of Illinois, on February 17, 2004.

ZKID NETWORK COMPANY

By: /s/  Jon Darmstadter
---------------------------------
Jon Darmstadter, President

                                       5