SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM S-8

                             REGISTRATION STATEMENT

                                      UNDER

                           THE SECURITIES ACT OF 1933


                          Entertainment Internet, Inc.
                          ----------------------------
             (Exact Name of Registrant as Specified in Its Charter)

                                     Nevada
         (State or Other Jurisdiction of Incorporation or Organization)


                                   88-0391722
                      (I.R.S. Employer Identification No.)

               6565 Spencer Street, Suite 205, Las Vegas, NV 89119
               ---------------------------------------------------
               (Address of Principal Executive Offices) (Zip Code)


                         Consultant's Compensation Plan
                            (Full Title of the Plan)

                                 Jason Neiberger
                                    President
               6565 Spencer Street, Suite 205, Las Vegas, NV 89119
                     (Name and Address of Agent for Service)

                                 (702) 897-8704

          (Telephone Number, Including Area Code, of Agent for Service)


================================================================================
                       Calculation of Registration Fee
================================================================================


Proposed amount of Securities to be registered:  4,000,000


Amount of       Title of Securities   Amount To Be       Aggregate         Fee
Aggregate        To Be Registered     Registered(1)  Price Per Share(2)
Registration
                     Common
$400,000.00      Par Value, $.001       4,000,000          $.10           $20.93


================================================================================

1    In addition, pursuant to Rule 416(c) under the Securities Act of 1933, this
     registration  statement also covers an indeterminate amount of interests to
     be offered or sold  pursuant to the  employee and benefit  plans  described
     herein.

2    Estimated  solely  for the  purpose of  calculating  the  registration  fee
     pursuant to Rule 457(c) based on the twenty day average of the high and low
     prices reported on the OTC-BB, which was $.10 per share.

<PAGE>


                                     PART I



ITEM 1. PLAN INFORMATION.


Entertainment Internet Inc. (The Company, we, us or the Registrant) is offering
a total of 4,000,000 shares of its Common Stock to professionals and consultants
for service including legal, administrative, marketing, introductory, recruiting
and other consulting services. The issuance of shares is being made pursuant to
the Consultants Compensation Plan (the Plan) adopted by the Board of Directors
on or about February 3, 2003. The 4,000,000 shares will cover the costs of
previously rendered services of the consultants as well as ongoing services to
the Company. A copy of the Plan has been distributed to all eligible
consultants. Each consultant has agreed to accept shares under the Plan in lieu
of a cash payment for its services. The shares issued hereunder will not be
subject to any resale restrictions. The Plan is not qualified under ERISA, nor
is this Plan qualified under Section 401(a) of the Internal Revenue Code.

There are no ongoing reporting obligations of Consultants, nor are there any
ongoing contributions from the Registrant. The purpose of this Registration of
securities on Form S-8 is to compensate individuals and/or entities that have
performed and continue to perform services to the Registrant. The Board has
authorized this registration statement and has written the Plan to satisfy
present and future compensation obligations to professionals and consultants.
This registration is limited to 4,000,000 shares. The Consultants that are
eligible for shares under the Plan have performed, or will perform in the
future, services or activities for which shares may be issued under a Form S-8.
Consultants may contact Jason Neiberger, the Plan Administrator and President of
the Registrant, with any questions at (702) 897-8704.

ITEM 2. REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL.


In addition to receiving a copy of the Plan, each eligible Consultant shall have
access, upon oral or written request, to any documentation regarding the Plan
that may not be included in this Registration Statement.

                                     PART II


ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE.


The following documents, which are on file with the Securities and Exchange
Commission, are incorporated herein by reference:

(a) The Company's most recent annual report, filed on Form 10-KSB for the fiscal
year 2002, pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of
1934, as amended (the Exchange Act), which report contains audited financial
statements for the Company's latest fiscal year for which such statements have
been filed. The description of the Company's Common Stock is contained in that
amended annual report incorporated by reference herein.

(b) The Company's recent quarterly reports, filed on Form 10-QSB.


ITEM 4. DESCRIPTION OF SECURITIES.


Not Applicable.


ITEM 5. INTEREST OF NAMED EXPERTS AND COUNSEL.

Not Applicable.

<PAGE>

ITEM 6. INDEMNIFICATION OF OFFICERS AND DIRECTORS.


The bylaws of Entertainment Internet, Inc. provide for full indemnification of
its directors and officers under Nevada law. Nevada law provides that a
corporation may indemnify any person who is a party to a suit or action or
threatened to be made a party to a suit or action, unless the action is by the
corporation or is a derivative action on behalf of the corporation when the suit
or action is based on his actions on behalf of the corporation or is based on
his actions taken at the request of the corporation, and the actions were taken
in good faith for the best interests of the corporation. Indemnification will
include expenses, attorney fees, judgments, fines and settlement amounts. Where
a director or officer is successful on the merits of any suit or action brought
against him by reason of his actions for or on behalf of the corporation, he
shall be fully indemnified. Entertainment Internet, Inc. may advance expenses in
connection with a suit or action against its directors and officers if approved
by the stockholders or directors who are not part of the action. Entertainment
Internet, Inc. may obtain insurance for any of the indemnification obligations
or may provide other financial arrangements such as establishment of a trust
fund or program of self insurance.

There is no pending litigation or proceeding involving any of our directors,
officers, employees or agents where indemnification would be required or
permitted. We are not aware of any threatened litigation or proceeding that
would result in a claim for such indemnification.


ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED.


Not Applicable.


ITEM 8. EXHIBITS.


Exhibits.


Copies of the following documents are included as exhibits to this registration
statement pursuant to Item 601 of regulation S-B.




Exhibit
No.        Description
-----------------------------------------------------------------------
3.01      Articles of Incorporation.*

3.02      Bylaws.*

5.01      Letter  opinion,  including  consent  of  Law  Office  of  Jim  Barber
          regarding  legality  of  Common  Stock to be  issued  pursuant  to the
          Consultants Compensation Plan.

10.8      Consultants Compensation Plan

23.01     Consent of Law Office of Jim Barber.  (included  in Opinion in Exhibit
          5.1).

23.02     Consent  of  Sellers &  Andersen,  LLC  independent  certified  public
          accountants.

* Filed previously with the Company's SB2 registration.


ITEM 9. UNDERTAKINGS.


(a) The undersigned registrant hereby undertakes:



<PAGE>

(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) 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 Act and will be governed by the final adjudication of
such issue.


SIGNATURES


Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe 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 the City of Salt Lake, State of Utah, on this 23rd day of January
2002.


                             Entertainment Internet, Inc.


                             By: /S/ Jason Neiberger
                                --------------------------
                                Jason Neiberger, President
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SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM S-8

                             REGISTRATION STATEMENT

                                      UNDER

                           THE SECURITIES ACT OF 1933

                          Entertainment Internet, Inc.
                          ----------------------------
             (Exact Name of Registrant as Specified in Its Charter)

                                     Nevada
         (State or Other Jurisdiction of Incorporation or Organization)

                                   88-0391722
                      (I.R.S. Employer Identification No.)

               6565 Spencer Street, Suite 205, Las Vegas, NV 89119
               ---------------------------------------------------
               (Address of Principal Executive Offices) (Zip Code)

                         Consultant's Compensation Plan
                            (Full Title of the Plan)

                                 Jason Neiberger
                                    President
               6565 Spencer Street, Suite 205, Las Vegas, NV 89119
                     (Name and Address of Agent for Service)

                                 (702) 897-8704

          (Telephone Number, Including Area Code, of Agent for Service)

================================================================================
                       Calculation of Registration Fee
================================================================================

Proposed amount of Securities to be registered:  4,000,000

Amount of       Title of Securities   Amount To Be       Aggregate         Fee
Aggregate        To Be Registered     Registered(1)  Price Per Share(2)
Registration
                     Common
$400,000.00      Par Value, $.001       4,000,000          $.10           $20.93

================================================================================

1    In addition, pursuant to Rule 416(c) under the Securities Act of 1933, this
     registration  statement also covers an indeterminate amount of interests to
     be offered or sold  pursuant to the  employee and benefit  plans  described
     herein.

2    Estimated  solely  for the  purpose of  calculating  the  registration  fee
     pursuant to Rule 457(c) based on the twenty day average of the high and low
     prices reported on the OTC-BB, which was $.10 per share.
PART I

ITEM 1. PLAN INFORMATION.

Entertainment Internet Inc. (The Company, we, us or the Registrant) is offering
a total of 4,000,000 shares of its Common Stock to professionals and consultants
for service including legal, administrative, marketing, introductory, recruiting
and other consulting services. The issuance of shares is being made pursuant to
the Consultants Compensation Plan (the Plan) adopted by the Board of Directors
on or about February 3, 2003. The 4,000,000 shares will cover the costs of
previously rendered services of the consultants as well as ongoing services to
the Company. A copy of the Plan has been distributed to all eligible
consultants. Each consultant has agreed to accept shares under the Plan in lieu
of a cash payment for its services. The shares issued hereunder will not be
subject to any resale restrictions. The Plan is not qualified under ERISA, nor
is this Plan qualified under Section 401(a) of the Internal Revenue Code.

There are no ongoing reporting obligations of Consultants, nor are there any
ongoing contributions from the Registrant. The purpose of this Registration of
securities on Form S-8 is to compensate individuals and/or entities that have
performed and continue to perform services to the Registrant. The Board has
authorized this registration statement and has written the Plan to satisfy
present and future compensation obligations to professionals and consultants.
This registration is limited to 4,000,000 shares. The Consultants that are
eligible for shares under the Plan have performed, or will perform in the
future, services or activities for which shares may be issued under a Form S-8.
Consultants may contact Jason Neiberger, the Plan Administrator and President of
the Registrant, with any questions at (702) 897-8704.

ITEM 2. REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL.

In addition to receiving a copy of the Plan, each eligible Consultant shall have
access, upon oral or written request, to any documentation regarding the Plan
that may not be included in this Registration Statement.

                                     PART II

ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE.

The following documents, which are on file with the Securities and Exchange
Commission, are incorporated herein by reference:

(a) The Company's most recent annual report, filed on Form 10-KSB for the fiscal
year 2002, pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of
1934, as amended (the Exchange Act), which report contains audited financial
statements for the Company's latest fiscal year for which such statements have
been filed. The description of the Company's Common Stock is contained in that
amended annual report incorporated by reference herein.

(b) The Company's recent quarterly reports, filed on Form 10-QSB.

ITEM 4. DESCRIPTION OF SECURITIES.

Not Applicable.

ITEM 5. INTEREST OF NAMED EXPERTS AND COUNSEL.

Not Applicable.
ITEM 6. INDEMNIFICATION OF OFFICERS AND DIRECTORS.

The bylaws of Entertainment Internet, Inc. provide for full indemnification of
its directors and officers under Nevada law. Nevada law provides that a
corporation may indemnify any person who is a party to a suit or action or
threatened to be made a party to a suit or action, unless the action is by the
corporation or is a derivative action on behalf of the corporation when the suit
or action is based on his actions on behalf of the corporation or is based on
his actions taken at the request of the corporation, and the actions were taken
in good faith for the best interests of the corporation. Indemnification will
include expenses, attorney fees, judgments, fines and settlement amounts. Where
a director or officer is successful on the merits of any suit or action brought
against him by reason of his actions for or on behalf of the corporation, he
shall be fully indemnified. Entertainment Internet, Inc. may advance expenses in
connection with a suit or action against its directors and officers if approved
by the stockholders or directors who are not part of the action. Entertainment
Internet, Inc. may obtain insurance for any of the indemnification obligations
or may provide other financial arrangements such as establishment of a trust
fund or program of self insurance.

There is no pending litigation or proceeding involving any of our directors,
officers, employees or agents where indemnification would be required or
permitted. We are not aware of any threatened litigation or proceeding that
would result in a claim for such indemnification.

ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED.

Not Applicable.

ITEM 8. EXHIBITS.

Exhibits.

Copies of the following documents are included as exhibits to this registration
statement pursuant to Item 601 of regulation S-B.

Exhibit
No.        Description
-----------------------------------------------------------------------
3.01      Articles of Incorporation.*

3.02      Bylaws.*

5.01      Letter  opinion,  including  consent  of  Law  Office  of  Jim  Barber
          regarding  legality  of  Common  Stock to be  issued  pursuant  to the
          Consultants Compensation Plan.

10.8      Consultants Compensation Plan

23.01     Consent of Law Office of Jim Barber.  (included  in Opinion in Exhibit
          5.1).

23.02     Consent  of  Sellers &  Andersen,  LLC  independent  certified  public
          accountants.

* Filed previously with the Company's SB2 registration.

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) 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 Act and will be governed by the final adjudication of
such issue.

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe 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 the City of Salt Lake, State of Utah, on this 23rd day of January
2002.

                             Entertainment Internet, Inc.

                             By: /S/ Jason Neiberger
                                --------------------------
                                Jason Neiberger, President