UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION
                         WASHINGTON, D. C. 20549

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

                  COMPOSITE INDUSTRIES OF AMERICA, INC.


          (Exact name or Registrant as specified in its charter)

                  Nevada                           87-0434297
       (State or other jurisdiction of          (I.R.S. Employer
        incorporation or organization)       Identification number)


          5333 S. Arville St.  # 206
           Las Vegas, Nevada 89118                 702-579-4888
        (Name, address, including zip code, and telephone numbers,
                 including area code, of agent of service)


+------------------------------------------------------------------------------+
|                         CALCULATION OF REGISTRATION FEE                      |
+------------------------------------------------------------------------------+
|                   |              |  Proposed   |  Proposed    |              |
| Title of          |              |  maximum    |  maximum     |              |
| each class        |  Amount      |  offering   |  aggregate   | Amount of    |
| of securities     |  to be       |  price per  |  offering    | registration |
| to be registered  |  registered  |  share(2)   |  price       | fee          |
|-------------------|--------------|-------------|--------------|--------------|
| Common Stock(1)   |  500,000     |  $0.385     | $192,500.00  | $17.71       |
|                   |              |             |              |              |
+-------------------|--------------|-------------|--------------|--------------+


 (1)     This Registration Statement shall also cover any additional shares
of Common Stock which become issuable under  the Plan being registered
pursuant to this Registration Statement by reason of any stock dividend,
stock split, recapitalization or any other similar transaction effected
without the receipt of consideration which results in an increase in the
number of the Registrant's outstanding shares of Common Stock.

 (2)     This estimate is made pursuant to Rule 457(c) and (h) under the
Securities Act, solely for purposes of determining the registration fee
based on the average of the bid and asked prices of the Registrant's Shares
reported on the OTC Bulletin Board on April 16, 2002.


PART II

INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


ITEM 3.   INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE

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

1.        The Registrant's Annual Report on Form 10-KSB for the fiscal year
ended June 30, 2001.

2.        All other reports filed by the Company pursuant to Section 13(a)
and 15(d) of the 1934 Act since June 30, 2001.

          All other documents subsequently filed by the Registrant
pursuant to Sections 13(a), 13(c), 14 or 15(d) of the Securities Exchange
Act of 1934 , 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 herein and to be a part hereof from the date of
filing of such documents.

          Any statement contained in a document incorporated or deemed
incorporated herein by reference shall be deemed to be modified or
superseded for the purpose of this Registration Statement to the extent that
a statement contained herein or in any subsequently filed document which
also is, or is deemed to be, incorporated herein by reference modifies or
supersedes such statement. Any statement so modified or superceded, shall
not be deemed except as so modified or superseded, to constitute a part of
this Registration Statement.

ITEM 4.   DESCRIPTION OF SECURITIES

             Not Applicable

ITEM 5.   INTERESTS OF NAMED EXPERTS AND COUNSEL

              Not Applicable

ITEM 6.   INDEMNIFICATION OF DIRECTORS AND OFFICERS.

              Nevada law permits a company to indemnify its directors and
officers, except for any act of dishonesty.  COMPOSITE INDUSTRIES OF
AMERICA, Inc. ("CIAI") has provided in its By-Laws that the directors and
officers of CIAI will be indemnified and secured harmless to the full extent
permitted by law out of the assets of CIAI from and  against all actions,
costs, charges, losses, damages and expenses incurred by reason of any act
done, concurred in or omitted in or about the execution of their duties or
supposed duties, other than in the case of any fraud or dishonesty.  In
addition, CIAI has provided in its By-Laws that each shareholder of CIAI
agrees to waive any claim or right to action, individually or in the right
of CIAI  against any director or officer or CIAI on account of any action
taken by such director or officer.

              Nevada Law also permits CIAI to purchase insurance for the
benefit of its directors and officers against any liability incurred by them
for the failure to exercise the requisite care, diligence and skill in the
exercise of their power and the discharge of their duties, or indemnifying
them in respect of any loss arising or liability incurred by them by reason
of negligence, default, breach of duty or breach of trust.

ITEM 7.   EXEMPTION FROM REGISTRATION CLAIMED

               Not Applicable

ITEM 8.   EXHIBITS


Exhibit   Description
   No.

    5.1   Opinion of James E. Pratt, Esq.

   23.1   Consent of James E. Pratt, Esq. (included in Exhibit 5.1)

   24.1   Powers of Attorney


ITEM 9.   UNDERTAKINGS.

          The undersigned Registrant hereby undertakes:

(1)     to file, during any period in which offers of 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 purposes of determining any liability under the Securities
Act,  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 and

(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.

The undersigned Registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act, each filing of the
Registrant's annual report pursuant to Section 13 (a) or Section 15(d) of
the Exchange Act 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.

Insofar as the indemnification for liabilities arising under the Securities
Act 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 Commission such
indemnification is against public policy as expressed in the Securities 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 a successful defense of any action,
suit or proceeding) is asserted by such director, officer or controlling
person in connection with the securities being registered hereunder, the
Registrant will, unless in the opinion of its counsel the question has
already been settled by controlling precedent, submit to a court of
appropriate jurisdiction the question of 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 requirement of the Securities Act of 1933, the
Registrant, Composite Industries of America, Inc., a corporation organized
and existing under the laws of the State of Nevada, 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 Las Vegas, State of Nevada, on this17th day of April, 2002.

                           COMPOSITE INDUSTRIES OF AMERICA, INC.

                           By: /s/ William Morris
                                   -----------------
                                   William Morris
                                   President & CEO

EXHIBITS


 5.1    Opinion of James E. Pratt, Esq.

23.1    Consent of James E. Pratt, Esq. (included in Exhibit 5.1)

24.1    Powers of Attorney
[{"type": "S-8", "sequence": "1", "filename": "ciai020418_s8.txt", "description": "REGISTRATION STATEMENT", "secsgml_size_bytes": 9256}]
{"company-data": {"conformed-name": "COMPOSITE INDUSTRIES OF AMERICA INC", "cik": "0000894501", "assigned-sic": "1531", "irs-number": "870434297", "state-of-incorporation": "NV", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-86502", "film-number": "02614286"}, "business-address": {"street1": "4505 W HACIENDA AVE", "street2": "UNIT I 1", "city": "LAS VEGAS", "state": "NV", "zip": "89118", "phone": "7025794888"}, "mail-address": {"street1": "3098 S HIGHLAND DR STE 460", "city": "SALT LAKE CITY", "state": "UT", "zip": "84106"}, "former-company": [{"former-conformed-name": "WORLD HOMES INC", "date-changed": "20001109"}, {"former-conformed-name": "AFFORDABLE HOMES OF AMERICA INC", "date-changed": "19990518"}]}
UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION
                         WASHINGTON, D. C. 20549

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

                  COMPOSITE INDUSTRIES OF AMERICA, INC.

          (Exact name or Registrant as specified in its charter)

                  Nevada                           87-0434297
       (State or other jurisdiction of          (I.R.S. Employer
        incorporation or organization)       Identification number)

          5333 S. Arville St.  # 206
           Las Vegas, Nevada 89118                 702-579-4888
        (Name, address, including zip code, and telephone numbers,
                 including area code, of agent of service)

+------------------------------------------------------------------------------+
|                         CALCULATION OF REGISTRATION FEE                      |
+------------------------------------------------------------------------------+
|                   |              |  Proposed   |  Proposed    |              |
| Title of          |              |  maximum    |  maximum     |              |
| each class        |  Amount      |  offering   |  aggregate   | Amount of    |
| of securities     |  to be       |  price per  |  offering    | registration |
| to be registered  |  registered  |  share(2)   |  price       | fee          |
|-------------------|--------------|-------------|--------------|--------------|
| Common Stock(1)   |  500,000     |  $0.385     | $192,500.00  | $17.71       |
|                   |              |             |              |              |
+-------------------|--------------|-------------|--------------|--------------+

 (1)     This Registration Statement shall also cover any additional shares
of Common Stock which become issuable under  the Plan being registered
pursuant to this Registration Statement by reason of any stock dividend,
stock split, recapitalization or any other similar transaction effected
without the receipt of consideration which results in an increase in the
number of the Registrant's outstanding shares of Common Stock.

 (2)     This estimate is made pursuant to Rule 457(c) and (h) under the
Securities Act, solely for purposes of determining the registration fee
based on the average of the bid and asked prices of the Registrant's Shares
reported on the OTC Bulletin Board on April 16, 2002.

PART II

INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.   INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE

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

1.        The Registrant's Annual Report on Form 10-KSB for the fiscal year
ended June 30, 2001.

2.        All other reports filed by the Company pursuant to Section 13(a)
and 15(d) of the 1934 Act since June 30, 2001.

          All other documents subsequently filed by the Registrant
pursuant to Sections 13(a), 13(c), 14 or 15(d) of the Securities Exchange
Act of 1934 , 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 herein and to be a part hereof from the date of
filing of such documents.

          Any statement contained in a document incorporated or deemed
incorporated herein by reference shall be deemed to be modified or
superseded for the purpose of this Registration Statement to the extent that
a statement contained herein or in any subsequently filed document which
also is, or is deemed to be, incorporated herein by reference modifies or
supersedes such statement. Any statement so modified or superceded, shall
not be deemed except as so modified or superseded, to constitute a part of
this Registration Statement.

ITEM 4.   DESCRIPTION OF SECURITIES

             Not Applicable

ITEM 5.   INTERESTS OF NAMED EXPERTS AND COUNSEL

              Not Applicable

ITEM 6.   INDEMNIFICATION OF DIRECTORS AND OFFICERS.

              Nevada law permits a company to indemnify its directors and
officers, except for any act of dishonesty.  COMPOSITE INDUSTRIES OF
AMERICA, Inc. ("CIAI") has provided in its By-Laws that the directors and
officers of CIAI will be indemnified and secured harmless to the full extent
permitted by law out of the assets of CIAI from and  against all actions,
costs, charges, losses, damages and expenses incurred by reason of any act
done, concurred in or omitted in or about the execution of their duties or
supposed duties, other than in the case of any fraud or dishonesty.  In
addition, CIAI has provided in its By-Laws that each shareholder of CIAI
agrees to waive any claim or right to action, individually or in the right
of CIAI  against any director or officer or CIAI on account of any action
taken by such director or officer.

              Nevada Law also permits CIAI to purchase insurance for the
benefit of its directors and officers against any liability incurred by them
for the failure to exercise the requisite care, diligence and skill in the
exercise of their power and the discharge of their duties, or indemnifying
them in respect of any loss arising or liability incurred by them by reason
of negligence, default, breach of duty or breach of trust.

ITEM 7.   EXEMPTION FROM REGISTRATION CLAIMED

               Not Applicable

ITEM 8.   EXHIBITS

Exhibit   Description
   No.

    5.1   Opinion of James E. Pratt, Esq.

   23.1   Consent of James E. Pratt, Esq. (included in Exhibit 5.1)

   24.1   Powers of Attorney

ITEM 9.   UNDERTAKINGS.

          The undersigned Registrant hereby undertakes:

(1)     to file, during any period in which offers of 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 purposes of determining any liability under the Securities
Act,  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 and

(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.

The undersigned Registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act, each filing of the
Registrant's annual report pursuant to Section 13 (a) or Section 15(d) of
the Exchange Act 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.

Insofar as the indemnification for liabilities arising under the Securities
Act 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 Commission such
indemnification is against public policy as expressed in the Securities 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 a successful defense of any action,
suit or proceeding) is asserted by such director, officer or controlling
person in connection with the securities being registered hereunder, the
Registrant will, unless in the opinion of its counsel the question has
already been settled by controlling precedent, submit to a court of
appropriate jurisdiction the question of 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 requirement of the Securities Act of 1933, the
Registrant, Composite Industries of America, Inc., a corporation organized
and existing under the laws of the State of Nevada, 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 Las Vegas, State of Nevada, on this17th day of April, 2002.

                           COMPOSITE INDUSTRIES OF AMERICA, INC.

                           By: /s/ William Morris
                                   -----------------
                                   William Morris
                                   President & CEO

EXHIBITS

 5.1    Opinion of James E. Pratt, Esq.

23.1    Consent of James E. Pratt, Esq. (included in Exhibit 5.1)

24.1    Powers of Attorney