AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JANUARY 13, 2004
                   REGISTRATION NO.: 333-_______

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

                            FORM S-8

                     REGISTRATION STATEMENT
                             UNDER
                   THE SECURITIES ACT OF 1933

                MEDICAL STAFFING SOLUTIONS, INC.
     (Exact name of registrant as specified in its charter)

     NEVADA                333-71276            91-2135006
(State or jurisdiction   (Commission       (I.R.S. Employer
of incorporation or         File           Identification Number)
   organization)            Number)

                 8150 Leesburg Pike, Suite 1200
                     Vienna, Virginia 22182
            (Address of principal executive offices)

                          703-641-8890
      Registrant's telephone number, including area code)

                        3021 West Excel
                   Spokane, Washington 99208
 (Former name or former address, if changed since last report)


                        2004 STOCK PLAN

                   (Full title of the plan)
                   ------------------------

                     Dr. B.B. Sahay, Ph.D.
                    Chief Executive Officer
                  8105 Leesburg Pike, Suite 1200
                       Vienna, VA 22182
                    Telephone: 703-641-8890
                    -----------------------
            (Name and Address of Agent for Service)

                          Copy To:
                          ________

                    David B. Stocker, Esq.
                    4745 North 7th Street
                          Suite 234
                    Phoenix, Arizona 85014
                    Telephone: 602-235-9080





                               -1-





                       CALCULATION OF REGISTRATION FEE

Title of each                   Proposed        Proposed
class of         Amount         maximum         maximum           Amount of
securities to    to be          offering price  aggregate         registration
be registered    registered(1)  per share(2)    offering price(2)    fee
------------------------------------------------------------------------------
Common Stock(1)    4,000,000     $0.21            $840,000.00        $77.28

                                                         Total:      $77.28

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

(2)  Pursuant to Rule 457(h)(1) of the Securities Exchange Act of 1934, the
proposed maximum offering price per share, proposed maximum
aggregate offering price and amount of registration fee were
computed based on the average of the high and low prices of the
shares of common stock on January 13, 2004.






























                               -1-



                              PART I

        INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS


ITEM 1.  PLAN INFORMATION

 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.

ITEM 2. REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION

 The registrant shall provide a written statement to individual
consultants and advisers who provide services to the registrant
pursuant to consulting or advisory agreements providing for the
issuance of securities as compensation, in whole or in part,
advising them of the availability without charge, upon written or
oral request, of the documents incorporated by reference in Item 3
of PART II of this registration statement, and stating that these
documents are incorporated by reference in the Section 10(a)
prospectus.

 Requests should be made to: Dr. B.B. Sahay, Ph.D., Chief Executive
Officer, 8105 Leesburg Pike, Suite 1200, Vienna, VA 22182,
Telephone: 703-641-8890.

                               PART II

         INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE

 Medical Staffing Solutions, Inc. (the "Company") will furnish
shareholders with annual reports containing audited financial
statements and with quarterly reports containing unaudited
financial statements for the first three quarters of each fiscal
year. Copies of these documents, and any other communications sent
to the Company's shareholders generally, also will be furnished to
all eligible consultants and advisors.

 The following documents have been previously filed by Medical Staffing
Solutions, Inc.
("Medical Staffing Solutions") with the Securities and Exchange Commission
(the "Commission") and are hereby incorporated by reference into
this Registration Statement as of their respective dates:

 (a)  The Company's Annual Report on Form 10-KSB/A for the fiscal year
ended December 31, 2002, filed with the Commission on March 27,
2003;

       (b)  All other reports filed by the Company pursuant to Section
13(a) or 15(d) of the Securities Exchange Act of 1934 (the
"Exchange Act") since the end of the Company's fiscal year ended
December 31, 2002; and

       (c)  The description of the Company's common stock contained in the
Company's registration statement on Form SB-2/A.

 All documents subsequently filed by the Company with the Commission since
the date of the latest annual report pursuant to Sections 13(a),
13(c), 14 and 15(d) of the 1934 Act, prior to the filing of a
post-effective amendment which indicates that all the Company's
common stock offered hereby has been sold or which de-registers
such Company common stock then remaining unsold, shall be deemed to
be incorporated herein by reference and to be a part hereof from
the date of filing such documents.  Any statement contained in a
document incorporated or deemed to be incorporated by reference
herein shall be deemed to be modified or superseded for purposes of
this registration statement to the extent that a statement
contained herein or in any other subsequently filed document which
also is or is deemed to be incorporated by reference herein
modifies or supersedes such statement.  Any such statement so
modified or superseded shall not be deemed, except as so modified
or superseded, to constitute a part of this registration statement.




                               -3-




ITEM 4.  DESCRIPTION OF SECURITIES

Not Applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL

The Company is represented by David B. Stocker, Esq., 4745 North 7th
Street, Suite 234, Phoenix, Arizona 85014, Telephone: 602-235-9080.

ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS

 The Nevada Revised Statutes, as amended, permit a Nevada corporation in
general to indemnify any of its officers and directors, and any
person serving at its request as an officer or director or another
corporation or enterprise if he acted in good faith and in a manner
which he believed to be in, or not opposed to, the best interest of
the corporation. In the event, however, that such person is
adjudged liable to the corporation, he will not be entitled to
indemnification.  Furthermore, unless limited by its articles of
incorporation, a corporation shall indemnify a director who
entirely prevails in the defense of any proceeding to which he was
a party because he is or was a director of the corporation.

ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED

Not Applicable.

ITEM 8. EXHIBITS

EXHIBIT NO.  DESCRIPTION                                        LOCATION
-----------  -----------                                        --------

5.1         David B. Stocker, Esq. re: legality              Provided herewith


23.1        Consent of Bagell Josephs & Company, L.L.C.      Provided herewith
            Independent Public Accountants

99.1        2004 Stock Plan                                  Provided herewith

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 this registration statement (or the
most recent post-effective amendment thereof) which, individually
or in the aggregate, represents a fundamental change in the
information set forth in the registration statement;

      (iii)  To include any material information with respect to the
Agreement 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) shall not apply to information contained
in periodic reports filed by the registrant pursuant to Section 13
or Section 15(d) of the Securities Exchange Act of 1934 that are
incorporated by reference in this registration statement.




                               -4-




 (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 this registration statement
shall be deemed to be a new registration statement relating to the
securities offered herein, 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 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 of whether such
indemnification by it is against policy as expressed in the
Securities Act of 1933 and will be governed by the final
adjudication of such issue.

                                  SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the undersigned
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 Vienna,
Virginia, on the 13th day of January, 2004.

                  Medical Staffing Solutions, Inc.



                  By: /s/ Dr. B.B. Sahay, Ph.D.
                   --------------------------------------
                       Dr. B.B. Sahay, Ph.D.
                       President

 KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
below constitutes and appoints Dr. B.B. Sahay, Ph.D., each of them
such person's true and lawful attorney-in-fact and agent, with full
powers of substitution and resubstitution, for such person and in
his or her name, place and stead, in any and all capacities, to
sign any and all amendments to this registration statement
(including any post-effective amendment thereto), and to file the
same, with all exhibits thereto, and other documents in connection
therewith with the Securities and Exchange Commission, granting
unto said attorney-in-fact and agent full power and authority to do
and to perform each and every act and thing requisite and necessary
to be done in and about the premises, as fully and to all intents
and purposes as he or she might or would do in person, hereby
ratifying and conforming all that said attorney-in-fact and agent,
or their substitutes may lawfully do or cause to be done by virtue
hereof.

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:

NAME                           TITLE                       DATE
------                         -----                       ----
B.B. Sahay                 President, CEO            January 13, 2004
Director, Principal
Accounting and Financial
Officer

/s/ B.B. Sahay
------------------------------------
Dr. B.B. Sahay, Ph.D.




                               -5-






                                 EXHIBIT LIST


EXHIBIT NO.  DESCRIPTION                                        LOCATION
-----------  -----------                                        --------

5.1         David B. Stocker, Esq. re: legality              Provided herewith


23.1        Consent of Bagell Josephs & Company, L.L.C.      Provided herewith
            Independent Public Accountants

99.1        2004 Stock Plan                                  Provided herewith
[{"type": "S-8", "sequence": "1", "filename": "mssi_s8.txt", "description": "REGISTRATION", "secsgml_size_bytes": 14765}]
{"company-data": {"conformed-name": "MEDICAL STAFFING SOLUTIONS INC", "cik": "0001160437", "assigned-sic": "7363", "state-of-incorporation": "NV", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-111947", "film-number": "04527897"}, "business-address": {"street1": "8150 LEESBURG PIKE, SUITE 1200", "city": "VIENNA", "state": "VA", "zip": "22182", "phone": "703-641-8890"}}
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JANUARY 13, 2004
                   REGISTRATION NO.: 333-_______

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

                            FORM S-8

                     REGISTRATION STATEMENT
                             UNDER
                   THE SECURITIES ACT OF 1933

                MEDICAL STAFFING SOLUTIONS, INC.
     (Exact name of registrant as specified in its charter)

     NEVADA                333-71276            91-2135006
(State or jurisdiction   (Commission       (I.R.S. Employer
of incorporation or         File           Identification Number)
   organization)            Number)

                 8150 Leesburg Pike, Suite 1200
                     Vienna, Virginia 22182
            (Address of principal executive offices)

                          703-641-8890
      Registrant's telephone number, including area code)

                        3021 West Excel
                   Spokane, Washington 99208
 (Former name or former address, if changed since last report)

                        2004 STOCK PLAN

                   (Full title of the plan)
                   ------------------------

                     Dr. B.B. Sahay, Ph.D.
                    Chief Executive Officer
                  8105 Leesburg Pike, Suite 1200
                       Vienna, VA 22182
                    Telephone: 703-641-8890
                    -----------------------
            (Name and Address of Agent for Service)

                          Copy To:
                          ________

                    David B. Stocker, Esq.
                    4745 North 7th Street
                          Suite 234
                    Phoenix, Arizona 85014
                    Telephone: 602-235-9080

                               -1-

                       CALCULATION OF REGISTRATION FEE

Title of each                   Proposed        Proposed
class of         Amount         maximum         maximum           Amount of
securities to    to be          offering price  aggregate         registration
be registered    registered(1)  per share(2)    offering price(2)    fee
------------------------------------------------------------------------------
Common Stock(1)    4,000,000     $0.21            $840,000.00        $77.28

                                                         Total:      $77.28

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

(2)  Pursuant to Rule 457(h)(1) of the Securities Exchange Act of 1934, the
proposed maximum offering price per share, proposed maximum
aggregate offering price and amount of registration fee were
computed based on the average of the high and low prices of the
shares of common stock on January 13, 2004.

                               -1-

                              PART I

        INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

ITEM 1.  PLAN INFORMATION

 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.

ITEM 2. REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION

 The registrant shall provide a written statement to individual
consultants and advisers who provide services to the registrant
pursuant to consulting or advisory agreements providing for the
issuance of securities as compensation, in whole or in part,
advising them of the availability without charge, upon written or
oral request, of the documents incorporated by reference in Item 3
of PART II of this registration statement, and stating that these
documents are incorporated by reference in the Section 10(a)
prospectus.

 Requests should be made to: Dr. B.B. Sahay, Ph.D., Chief Executive
Officer, 8105 Leesburg Pike, Suite 1200, Vienna, VA 22182,
Telephone: 703-641-8890.

                               PART II

         INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE

 Medical Staffing Solutions, Inc. (the "Company") will furnish
shareholders with annual reports containing audited financial
statements and with quarterly reports containing unaudited
financial statements for the first three quarters of each fiscal
year. Copies of these documents, and any other communications sent
to the Company's shareholders generally, also will be furnished to
all eligible consultants and advisors.

 The following documents have been previously filed by Medical Staffing
Solutions, Inc.
("Medical Staffing Solutions") with the Securities and Exchange Commission
(the "Commission") and are hereby incorporated by reference into
this Registration Statement as of their respective dates:

 (a)  The Company's Annual Report on Form 10-KSB/A for the fiscal year
ended December 31, 2002, filed with the Commission on March 27,
2003;

       (b)  All other reports filed by the Company pursuant to Section
13(a) or 15(d) of the Securities Exchange Act of 1934 (the
"Exchange Act") since the end of the Company's fiscal year ended
December 31, 2002; and

       (c)  The description of the Company's common stock contained in the
Company's registration statement on Form SB-2/A.

 All documents subsequently filed by the Company with the Commission since
the date of the latest annual report pursuant to Sections 13(a),
13(c), 14 and 15(d) of the 1934 Act, prior to the filing of a
post-effective amendment which indicates that all the Company's
common stock offered hereby has been sold or which de-registers
such Company common stock then remaining unsold, shall be deemed to
be incorporated herein by reference and to be a part hereof from
the date of filing such documents.  Any statement contained in a
document incorporated or deemed to be incorporated by reference
herein shall be deemed to be modified or superseded for purposes of
this registration statement to the extent that a statement
contained herein or in any other subsequently filed document which
also is or is deemed to be incorporated by reference herein
modifies or supersedes such statement.  Any such statement so
modified or superseded shall not be deemed, except as so modified
or superseded, to constitute a part of this registration statement.

                               -3-

ITEM 4.  DESCRIPTION OF SECURITIES

Not Applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL

The Company is represented by David B. Stocker, Esq., 4745 North 7th
Street, Suite 234, Phoenix, Arizona 85014, Telephone: 602-235-9080.

ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS

 The Nevada Revised Statutes, as amended, permit a Nevada corporation in
general to indemnify any of its officers and directors, and any
person serving at its request as an officer or director or another
corporation or enterprise if he acted in good faith and in a manner
which he believed to be in, or not opposed to, the best interest of
the corporation. In the event, however, that such person is
adjudged liable to the corporation, he will not be entitled to
indemnification.  Furthermore, unless limited by its articles of
incorporation, a corporation shall indemnify a director who
entirely prevails in the defense of any proceeding to which he was
a party because he is or was a director of the corporation.

ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED

Not Applicable.

ITEM 8. EXHIBITS

EXHIBIT NO.  DESCRIPTION                                        LOCATION
-----------  -----------                                        --------

5.1         David B. Stocker, Esq. re: legality              Provided herewith

23.1        Consent of Bagell Josephs & Company, L.L.C.      Provided herewith
            Independent Public Accountants

99.1        2004 Stock Plan                                  Provided herewith

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 this registration statement (or the
most recent post-effective amendment thereof) which, individually
or in the aggregate, represents a fundamental change in the
information set forth in the registration statement;

      (iii)  To include any material information with respect to the
Agreement 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) shall not apply to information contained
in periodic reports filed by the registrant pursuant to Section 13
or Section 15(d) of the Securities Exchange Act of 1934 that are
incorporated by reference in this registration statement.

                               -4-

 (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 this registration statement
shall be deemed to be a new registration statement relating to the
securities offered herein, 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 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 of whether such
indemnification by it is against policy as expressed in the
Securities Act of 1933 and will be governed by the final
adjudication of such issue.

                                  SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the undersigned
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 Vienna,
Virginia, on the 13th day of January, 2004.

                  Medical Staffing Solutions, Inc.

                  By: /s/ Dr. B.B. Sahay, Ph.D.
                   --------------------------------------
                       Dr. B.B. Sahay, Ph.D.
                       President

 KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
below constitutes and appoints Dr. B.B. Sahay, Ph.D., each of them
such person's true and lawful attorney-in-fact and agent, with full
powers of substitution and resubstitution, for such person and in
his or her name, place and stead, in any and all capacities, to
sign any and all amendments to this registration statement
(including any post-effective amendment thereto), and to file the
same, with all exhibits thereto, and other documents in connection
therewith with the Securities and Exchange Commission, granting
unto said attorney-in-fact and agent full power and authority to do
and to perform each and every act and thing requisite and necessary
to be done in and about the premises, as fully and to all intents
and purposes as he or she might or would do in person, hereby
ratifying and conforming all that said attorney-in-fact and agent,
or their substitutes may lawfully do or cause to be done by virtue
hereof.

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:

NAME                           TITLE                       DATE
------                         -----                       ----
B.B. Sahay                 President, CEO            January 13, 2004
Director, Principal
Accounting and Financial
Officer

/s/ B.B. Sahay
------------------------------------
Dr. B.B. Sahay, Ph.D.

                               -5-

                                 EXHIBIT LIST

EXHIBIT NO.  DESCRIPTION                                        LOCATION
-----------  -----------                                        --------

5.1         David B. Stocker, Esq. re: legality              Provided herewith

23.1        Consent of Bagell Josephs & Company, L.L.C.      Provided herewith
            Independent Public Accountants

99.1        2004 Stock Plan                                  Provided herewith