<PAGE>

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

                                    FORM S-8

                             Registration Statement
                                    under the
                             Securities Act of 1933


                         PLANETLINK COMMUNICATIONS, INC.
             (Exact name of registrant as specified in its charter)

<TABLE>
<S>                                                      <C>                                 <C>
                Georgia                                  5731                                58-2466623
       (State or jurisdiction of             (Primary Standard Industrial                 (I.R.S. Employer
    incorporation or organization)            Classification Code Number)                Identification No.)
</TABLE>


           1415 Bookhout Drive, Cumming, Georgia 30041; (678) 455-7075
  (Address and telephone number of Registrant's principal executive offices and
                          principal place of business)

              Employee Stock Incentive Plan for the Year 2003 No. 3
       Non-Employee Directors and Consultants Retainer Stock Plan for the
                                 Year 2003 No. 2
                            (Full title of the Plans)

           M. Dewey Bain, 1415 Bookhout Drive, Cumming, Georgia 30041
                     (Name and address of agent for service)

                                 (678) 455-7075
          (Telephone number, including area code, of agent for service)

                         Calculation of Registration Fee

<TABLE>
<CAPTION>
------------------------- ---------------------- ----------------------- ---------------------- ----------------------
                                                                           Proposed maximum
 Title of securities to       Amount to be         Proposed offering      aggregate offering          Amount of
     be registered             registered         price per share (1)            price            registration fee
------------------------- ---------------------- ----------------------- ---------------------- ----------------------
<S>                       <C>                    <C>                     <C>                    <C>
  Options to Purchase
  Common Stock, Common           25,000,000            $0.016 (2)                 $400,000              $36.80
   Shares Underlying
        Options
------------------------- ---------------------- ----------------------- ---------------------- ----------------------
      Common Stock                 1,660,000           $0.016 (3)                 $  26,560             $ 2.44
------------------------- ---------------------- ----------------------- ---------------------- ----------------------
         Total                    26,660,000                                       $426,560             $39.24
------------------------- ---------------------- ----------------------- ---------------------- ----------------------
</TABLE>

(1)  The  Offering   Price  is  used  solely  for  purposes  of  estimating  the
     registration  fee  pursuant  to Rule  457(h)  promulgated  pursuant  to the
     Securities Act of 1933.
(2)  This  Offering  Price  per  Share is  established  pursuant  to the  option
     exercise price set forth in the Employee Stock  Incentive Plan for the Year
     2003 No. 3, set forth in Exhibit 4.1 to this Form S-8.
(3)  This Offering Price per Share is established  pursuant to the  Non-Employee
     Directors and Consultants  Retainer Stock Plan for the Year 2003 No. 2, set
     forth in Exhibit 4.2 to this Form S-8.

<PAGE>



                                     Part I
              Information Required in the Section 10(a) Prospectus

Item 1.  Plan Information.

         See Item 2 below.

Item 2.  Registrant Information and Employee Plan Annual Information.

         The documents  containing the information  specified in Part I, Items 1
and 2, will be delivered to each of the participants in accordance with Form S-8
and Rule 428  promulgated  under the Securities  Act of 1933.  The  participants
shall be provided a written  statement  notifying them that upon written or oral
request they will be provided, without charge, (i) the documents incorporated by
reference  in Item 3 of Part II of the  registration  statement,  and (ii) other
documents  required to be delivered  pursuant to Rule 428(b). The statement will
inform the  participants  that these documents are  incorporated by reference in
the Section 10(a)  prospectus,  and shall  include the address  (giving title or
department) and telephone number to which the request is to be directed.

                                    Part II
               Information Required in the Registration Statement

Item 3.  Incorporation of Documents by Reference.

         The following are hereby incorporated by reference:

              (a) The  Registrant's  latest annual report on Form 10-KSB for the
fiscal year ended December 31, 2002, filed on March 31, 2003.

              (b) All other reports filed  pursuant to Section 13(a) or 15(d) of
the Securities  Exchange Act of 1934 since the end of the fiscal year covered by
the Form 10-KSB referred to in (a) above.

              (c) A description of the Registrant's  securities contained in the
Registration Statement on Form 10-SB/12g filed by the Registrant to register the
common stock under the Exchange  Act,  including  all  amendments  filed for the
purpose of updating such common stock description.

         All documents subsequently filed by the Registrant pursuant to Sections
13(a),  13(c),  14,  and 15(d) of the  Exchange  Act,  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 the  registration  statement and to be part
thereof from the date of filing of such documents.

Item 4.  Description of Securities.

         Not applicable.

Item 5.  Interest of Named Experts and Counsel.

         Other than as set forth below,  no named expert or counsel was hired on
a  contingent  basis,  will  receive a direct or indirect  interest in the small
business  issuer,  or was a promoter,  underwriter,  voting  trustee,  director,
officer, or employee of the Registrant.

Item 6.  Indemnification of Directors and Officers.

         Our  bylaws do not  contain  a  provision  entitling  any  director  or
executive officer to indemnification  against its liability under the Securities
Act.

         Section  14-2-851(a) of the Georgia Business  Corporation Code provides
as follows:


                                       2
<PAGE>

         "(a) Except as otherwise  provided in this Code section,  a corporation
may indemnify an individual who is a party to a proceeding  because he or she is
or was a director against liability incurred in the proceeding if:


                  "(1) Such  individual  conducted  himself  or  herself in good
faith; and


                  "(2) Such individual reasonably believed:


                           "(A) In the case of conduct in his or her official
capacity, that such conduct was in the best interests of
the corporation;


                           "(B) In all other cases, that such conduct was at
least not opposed to the best interests of the
corporation; and


                           "(C) In the case of any criminal proceeding, that the
individual had no reasonable cause to believe such
conduct was unlawful.


         "(b) A director's  conduct with respect to an employee benefit plan for
a  purpose  he or she  believed  in good  faith  to be in the  interests  of the
participants  in and  beneficiaries  of the plan is conduct that  satisfies  the
requirement of subparagraph (a)(2)(B) of this Code section.


         "(c) The termination of a proceeding by judgment, order, settlement, or
conviction,  or upon a plea of nolo  contendere  or its  equivalent  is not,  of
itself,  determinative  that the  director  did not meet the standard of conduct
described in this Code section.


         "(d) A  corporation  may not  indemnify  a  director  under  this  Code
section.


                  "(1) In connection with a proceeding by or in the right of the
corporation,  except for  reasonable  expenses  incurred in connection  with the
proceeding if it is determined  that the director has met the relevant  standard
of conduct under this Code section; or

                  "(2) In connection with any proceeding with respect to conduct
for which he or she was adjudged  liable on the basis that personal  benefit was
improperly received by him or her, whether or not involving action in his or her
official capacity."


         The Georgia Business Corporation Code, stated herein,  provides further
for permissive indemnification of officers and directors, as follows:


         Section  14-2-852  provides that to the extent that a director has been
successful,  on the merits or  otherwise,  in the defense of any  proceeding  to
which he was a party, because he or she is or was a director of the corporation,
the  corporation  shall  indemnify  the  director  against  reasonable  expenses
incurred by the director in connection therewith.

         Section 14-2-853.


                  "(a)  A  corporation  may,  before  final   disposition  of  a
proceeding,  advance  funds  to pay for or  reimburse  the  reasonable  expenses
incurred  by a director  who is a party to a  proceeding  because he or she is a
director if he or she delivers to the corporation:


                           "(1) A written affirmation of his or her good faith
belief that he or she has met the relevant standard of conduct described in Code
Section 14-2-851 or that the proceeding involves conduct for which liability has
been eliminated under a provision of the articles of incorporation as authorized
by paragraph (4) of subsection (b) of Code Section 14-2-202; and


                           "(2) His or her written undertaking to repay any
funds advanced if it is ultimately  determined that the director is not entitled
to indemnification under this part.




                                       3
<PAGE>

         "(b) The  undertaking  required by paragraph (2) of  subsection  (a) of
this Code section must be an unlimited  general  obligation  of the director but
need not be secured  and may be  accepted  without  reference  to the  financial
ability of the director to make repayment.


         "(c) Authorizations under this Code section shall be made:


              "(1) By the board of directors:


                      "(A) When  there are two or more  disinterested directors,
by a majority vote of all the disinterested  directors (a majority of whom shall
for such  purpose  constitute  a quorum)  or by a majority  of the  members of a
committee of two or more disinterested directors appointed by such a vote; or


                         "(B) When there are fewer than two disinterested
directors,  by the vote  necessary  for action by the board in  accordance  with
subsection (c) of Code Section 14-2-824, in which authorization directors who do
not qualify as disinterested directors may participate; or


              "(2) By the  shareholders,  but  shares  owned or voted  under the
control  of a  director  who at the time  does not  qualify  as a  disinterested
director with respect to the proceeding may not be voted on the authorization.


         Section 14-2-854.

                  "(a) A director who is a party to a  proceeding  because he or
she is a director may apply for  indemnification  or advance for expenses to the
court  conducting the proceeding or to another court of competent  jurisdiction.
After  receipt  of an  application  and after  giving  any  notice it  considers
necessary, the court shall:


                           "(1) Order indemnification or advance for expenses if
it determines that the director is entitled to indemnification  under this part;
or


                           "(2) Order indemnification or advance for expenses if
it determines,  in view of all the relevant  circumstances,  that it is fair and
reasonable  to indemnify  the director or to advance  expenses to the  director,
even if the director  has not met the relevant  standard of conduct set forth in
subsections  (a) and (b) of Code  Section  14-2-851,  failed to comply with Code
Section  14-2-853,  or  was  adjudged  liable  in a  proceeding  referred  to in
paragraph  (1) or (2) of  subsection  (d) of Code Section  14-2-851,  but if the
director  was  adjudged  so  liable,  the  indemnification  shall be  limited to
reasonable expenses incurred in connection with the proceeding.


                  "(b) If the court  determines that the director is entitled to
indemnification  or advance for expenses  under this part, it may also order the
corporation   to  pay  the   director's   reasonable   expenses   to  obtain
court-ordered indemnification or advance for expenses.


         Section 14-2-855.


                  "(a) A  corporation  may not  indemnify a director  under Code
Section 14-2-851 unless authorized  thereunder and a determination has been made
for a specific proceeding that indemnification of the director is permissible in
the circumstances because he or she has met the relevant standard of conduct set
forth in Code Section 14-2-851.


                  "(b) The determination shall be made:


                           "(1) If there are two or more disinterested
directors, by the board of directors by a majority vote of all the disinterested
directors (a majority of whom shall for such purpose  constitute a quorum) or by
a majority of the members of a committee of two or more disinterested  directors
appointed by such a vote;

                           "(2) By special legal counsel:

                                    "(A) Selected in the manner prescribed in
paragraph (1) of this subsection; or




                                       4
<PAGE>

                                    "(B) If there are fewer than two
disinterested directors,  selected by the board of directors (in which selection
directors who do not qualify as disinterested directors may participate); or


                           "(3) By the shareholders, but shares owned by or
voted  under the  control  of a director  who at the time does not  qualify as a
disinterested director may not be voted on the determination.


                  "(c)  Authorization  of  indemnification  or an  obligation to
indemnify and evaluation as to  reasonableness  of expenses shall be made in the
same manner as the determination  that  indemnification  is permissible,  except
that if there are fewer than two disinterested directors or if the determination
is  made  by  special  legal  counsel,   authorization  of  indemnification  and
evaluation  as to  reasonableness  of expenses  shall be made by those  entitled
under  subparagraph  (b)(2)(B)  of this Code  section  to select  special  legal
counsel.

         Section 14-2-856.

                  "(a) If  authorized  by the  articles  of  incorporation  or a
bylaw,  contract,  or resolution  approved or ratified by the  shareholders by a
majority of the votes  entitled  to be cast,  a  corporation  may  indemnify  or
obligate itself to indemnify a director made a party to a proceeding including a
proceeding brought by or in the right of the corporation,  without regard to the
limitations in other Code sections of this part, but shares owned or voted under
the control of a director  who at the time does not  qualify as a  disinterested
director  with respect to any existing or  threatened  proceeding  that would be
covered by the authorization may not be voted on the authorization.


                  "(b) The corporation shall not indemnify a director under this
Code section for any liability incurred in a proceeding in which the director is
adjudged liable to the corporation or is subjected to injunctive relief in favor
of the corporation:


                           "(1) For any appropriation, in violation of the
director's duties, of any business opportunity of the corporation;


                           "(2) For acts or omissions which involve intentional
misconduct or a knowing violation of law;


                           "(3) For the types of liability set forth in Code
Section 14-2-832; or


                           "(4) For any transaction from which he or she
received an improper personal benefit.


                  "(c) Where  approved or authorized in the manner  described in
subsection  (a) of this Code  section,  a  corporation  may advance or reimburse
expenses incurred in advance of final disposition of the proceeding only if:


                           "(1) The director furnishes the corporation a written
affirmation  of his or her good faith  belief that his or her  conduct  does not
constitute  behavior  of the  kind  described  in  subsection  (b) of this  Code
section; and


                           "(2) The director furnishes the corporation a written
undertaking,  executed personally or on his or her behalf, to repay any advances
if  it  is  ultimately   determined   that  the  director  is  not  entitled  to
indemnification under this Code section.

         Section 14-2-857.


         "(a) A corporation  may indemnify and advance  expenses under this part
to an officer of the  corporation  who is a party to a proceeding  because he or
she is an officer of the corporation:


                  "(1) To the same extent as a director; and


                  "(2) If he or she is not a director, to such further extent as
may be provided by the articles of  incorporation,  the bylaws,  a resolution of
the board of directors,  or contract except for liability arising out of conduct
that constitutes:

                                       5
<PAGE>



                           "(A) Appropriation, in violation of his or her
duties, of any business opportunity of the corporation;


                           "(B) Acts or omissions which involve intentional
misconduct or a knowing violation of law;


                           "(C) The types of liability set forth in Code Section
14-2-832; or


                           "(D) Receipt of an improper personal benefit.


                  "(b) The provisions of paragraph (2) of subsection (a) of this
         Code  section  shall  apply to an officer who is also a director if the
         sole basis on which he or she is made a party to the  proceeding  is an
         act or omission solely as an officer.


         "(c) An officer of a  corporation  who is not a director is entitled to
mandatory  indemnification under Code Section 14-2-852, and may apply to a court
under Code Section  14-2-854 for  indemnification  or advances for expenses,  in
each  case  to  the  same  extent  to  which  a  director  may  be  entitled  to
indemnification or advances for expenses under those provisions.


         "(d) A  corporation  may also  indemnify  and  advance  expenses  to an
employee or agent who is not a director to the  extent,  consistent  with public
policy, that may be provided by its articles of incorporation,  bylaws,  general
or specific action of its board of directors, or contract."

         The  foregoing  rights  of  indemnification  are  not  intended  to  be
exclusive of any other right to which those indemnified may be entitled, and the
Company has reserved the right to provide additional indemnity and rights to its
directors,  officers, employees or agents to the extent they are consistent with
law.

Item 7.  Exemption from Registration Claimed.

         Not applicable.

Item 8.  Exhibits.

         The  Exhibits  required  by Item 601 of  Regulation  S-B,  and an index
thereto, are attached.

Item 9.  Undertakings.

         The undersigned registrant hereby undertakes:

         (a) (1) To file,  during any period in which  offers or sales are being
made,  a  post-effective  amendment  to this  registration  statement:  (iii) To
include any material  information  with respect to the plan of distribution  not
previously  disclosed in the  registration  statement or any material  change to
such information in the registration statement;

              (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)  That,  for  purposes  of  determining   any  liability  under  the
Securities Act of 1933, each filing of the  registrant's  annual report pursuant
to section 13(a) or section 15(d) of the  Securities  Exchange Act of 1934 (and,
where  applicable,  each  filing of an employee  benefit  plan's  annual  report
pursuant  to  section  15(d) of the  Securities  Exchange  Act of 1934)  that is
incorporated by reference in the registration  statement shall be deemed to be a
new registration  statement relating to the securities offered therein,  and the
offering of such  securities at that time shall be deemed to be the initial bona
fide offering thereof.



                                       6
<PAGE>

         (c) To deliver or cause to be delivered  with the  prospectus,  to each
person to whom the  prospectus  is sent or given,  the latest  annual  report to
security  holders  that is  incorporated  by  reference  in the  prospectus  and
furnished  pursuant to and meeting the  requirements of Rule 14a-3 or Rule 14c-3
under  the  Securities  Exchange  Act of  1934;  and,  where  interim  financial
information  required to be presented by Article 3 of Regulation S-X are not set
forth in the prospectus,  to deliver, or cause to be delivered to each person to
whom the  prospectus  is sent or given,  the  latest  quarterly  report  that is
specifically incorporated by reference in the prospectus to provide such interim
financial information

         (d) That 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 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 Cumming, Georgia, on November 21, 2003.


                                PLANETLINK COMMUNICATIONS, INC.



                                By /s/ M. Dewey Bain
                                   -----------------------------------------
                                   M. Dewey Bain, President




                                       7
<PAGE>


         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.

<TABLE>
<CAPTION>
Signature                               Title                                   Date
---------                               -----                                   ----
<S>                                     <C>                                     <C>
   /s/ Harold Jackson                   Chairman                                November 21, 2003
------------------------------
       Harold Jackson

   /s/ M. Dewey Bain                    President, Treasurer, and Director      November 21, 2003
------------------------------
       M. Dewey Bain

   /s/ Jonathan Rosser                  Director                                November 21, 2003
------------------------------
       Jonathan Rosser

   /s/ Darrell Carver                   Director                                November 21, 2003
------------------------------
       Darrell Carver
</TABLE>




                                       8
<PAGE>

                                  EXHIBIT INDEX

Exhibit No.   Description
-----------   -----------

4.1           Employee Stock Incentive Plan for the Year 2003 No. 3

4.2           Non-Employee Directors and Consultants Retainer Stock Plan for the
              Year No. 2

5             Opinion Re: Legality

23.1          Consent of Accountants

23.2          Consent of Counsel
[{"type": "S-8", "sequence": "1", "filename": "forms8.txt", "secsgml_size_bytes": 26012}]
{"company-data": {"conformed-name": "PLANETLINK COMMUNICATIONS INC", "cik": "0001123845", "assigned-sic": "5731", "irs-number": "582466623", "state-of-incorporation": "GA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-110770", "film-number": "031025157"}, "business-address": {"street1": "165 WEST WIEUCA ROAD", "street2": "SUITE 205", "city": "ATLANTA", "state": "GA", "zip": "30342", "phone": "404-8430123"}, "former-company": {"former-conformed-name": "FIFTH AVENUE ACQUISITION I CORP", "date-changed": "20000914"}}
U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8

                             Registration Statement
                                    under the
                             Securities Act of 1933

                         PLANETLINK COMMUNICATIONS, INC.
             (Exact name of registrant as specified in its charter)
Georgia                                  5731                                58-2466623
       (State or jurisdiction of             (Primary Standard Industrial                 (I.R.S. Employer
    incorporation or organization)            Classification Code Number)                Identification No.)
1415 Bookhout Drive, Cumming, Georgia 30041; (678) 455-7075
  (Address and telephone number of Registrant's principal executive offices and
                          principal place of business)

              Employee Stock Incentive Plan for the Year 2003 No. 3
       Non-Employee Directors and Consultants Retainer Stock Plan for the
                                 Year 2003 No. 2
                            (Full title of the Plans)

           M. Dewey Bain, 1415 Bookhout Drive, Cumming, Georgia 30041
                     (Name and address of agent for service)

                                 (678) 455-7075
          (Telephone number, including area code, of agent for service)

                         Calculation of Registration Fee
------------------------- ---------------------- ----------------------- ---------------------- ----------------------
                                                                           Proposed maximum
 Title of securities to       Amount to be         Proposed offering      aggregate offering          Amount of
     be registered             registered         price per share (1)            price            registration fee
------------------------- ---------------------- ----------------------- ---------------------- ----------------------
Options to Purchase
  Common Stock, Common           25,000,000            $0.016 (2)                 $400,000              $36.80
   Shares Underlying
        Options
------------------------- ---------------------- ----------------------- ---------------------- ----------------------
      Common Stock                 1,660,000           $0.016 (3)                 $  26,560             $ 2.44
------------------------- ---------------------- ----------------------- ---------------------- ----------------------
         Total                    26,660,000                                       $426,560             $39.24
------------------------- ---------------------- ----------------------- ---------------------- ----------------------
(1)  The  Offering   Price  is  used  solely  for  purposes  of  estimating  the
     registration  fee  pursuant  to Rule  457(h)  promulgated  pursuant  to the
     Securities Act of 1933.
(2)  This  Offering  Price  per  Share is  established  pursuant  to the  option
     exercise price set forth in the Employee Stock  Incentive Plan for the Year
     2003 No. 3, set forth in Exhibit 4.1 to this Form S-8.
(3)  This Offering Price per Share is established  pursuant to the  Non-Employee
     Directors and Consultants  Retainer Stock Plan for the Year 2003 No. 2, set
     forth in Exhibit 4.2 to this Form S-8.
Part I
              Information Required in the Section 10(a) Prospectus

Item 1.  Plan Information.

         See Item 2 below.

Item 2.  Registrant Information and Employee Plan Annual Information.

         The documents  containing the information  specified in Part I, Items 1
and 2, will be delivered to each of the participants in accordance with Form S-8
and Rule 428  promulgated  under the Securities  Act of 1933.  The  participants
shall be provided a written  statement  notifying them that upon written or oral
request they will be provided, without charge, (i) the documents incorporated by
reference  in Item 3 of Part II of the  registration  statement,  and (ii) other
documents  required to be delivered  pursuant to Rule 428(b). The statement will
inform the  participants  that these documents are  incorporated by reference in
the Section 10(a)  prospectus,  and shall  include the address  (giving title or
department) and telephone number to which the request is to be directed.

                                    Part II
               Information Required in the Registration Statement

Item 3.  Incorporation of Documents by Reference.

         The following are hereby incorporated by reference:

              (a) The  Registrant's  latest annual report on Form 10-KSB for the
fiscal year ended December 31, 2002, filed on March 31, 2003.

              (b) All other reports filed  pursuant to Section 13(a) or 15(d) of
the Securities  Exchange Act of 1934 since the end of the fiscal year covered by
the Form 10-KSB referred to in (a) above.

              (c) A description of the Registrant's  securities contained in the
Registration Statement on Form 10-SB/12g filed by the Registrant to register the
common stock under the Exchange  Act,  including  all  amendments  filed for the
purpose of updating such common stock description.

         All documents subsequently filed by the Registrant pursuant to Sections
13(a),  13(c),  14,  and 15(d) of the  Exchange  Act,  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 the  registration  statement and to be part
thereof from the date of filing of such documents.

Item 4.  Description of Securities.

         Not applicable.

Item 5.  Interest of Named Experts and Counsel.

         Other than as set forth below,  no named expert or counsel was hired on
a  contingent  basis,  will  receive a direct or indirect  interest in the small
business  issuer,  or was a promoter,  underwriter,  voting  trustee,  director,
officer, or employee of the Registrant.

Item 6.  Indemnification of Directors and Officers.

         Our  bylaws do not  contain  a  provision  entitling  any  director  or
executive officer to indemnification  against its liability under the Securities
Act.

         Section  14-2-851(a) of the Georgia Business  Corporation Code provides
as follows:

                                       2
"(a) Except as otherwise  provided in this Code section,  a corporation
may indemnify an individual who is a party to a proceeding  because he or she is
or was a director against liability incurred in the proceeding if:

                  "(1) Such  individual  conducted  himself  or  herself in good
faith; and

                  "(2) Such individual reasonably believed:

                           "(A) In the case of conduct in his or her official
capacity, that such conduct was in the best interests of
the corporation;

                           "(B) In all other cases, that such conduct was at
least not opposed to the best interests of the
corporation; and

                           "(C) In the case of any criminal proceeding, that the
individual had no reasonable cause to believe such
conduct was unlawful.

         "(b) A director's  conduct with respect to an employee benefit plan for
a  purpose  he or she  believed  in good  faith  to be in the  interests  of the
participants  in and  beneficiaries  of the plan is conduct that  satisfies  the
requirement of subparagraph (a)(2)(B) of this Code section.

         "(c) The termination of a proceeding by judgment, order, settlement, or
conviction,  or upon a plea of nolo  contendere  or its  equivalent  is not,  of
itself,  determinative  that the  director  did not meet the standard of conduct
described in this Code section.

         "(d) A  corporation  may not  indemnify  a  director  under  this  Code
section.

                  "(1) In connection with a proceeding by or in the right of the
corporation,  except for  reasonable  expenses  incurred in connection  with the
proceeding if it is determined  that the director has met the relevant  standard
of conduct under this Code section; or

                  "(2) In connection with any proceeding with respect to conduct
for which he or she was adjudged  liable on the basis that personal  benefit was
improperly received by him or her, whether or not involving action in his or her
official capacity."

         The Georgia Business Corporation Code, stated herein,  provides further
for permissive indemnification of officers and directors, as follows:

         Section  14-2-852  provides that to the extent that a director has been
successful,  on the merits or  otherwise,  in the defense of any  proceeding  to
which he was a party, because he or she is or was a director of the corporation,
the  corporation  shall  indemnify  the  director  against  reasonable  expenses
incurred by the director in connection therewith.

         Section 14-2-853.

                  "(a)  A  corporation  may,  before  final   disposition  of  a
proceeding,  advance  funds  to pay for or  reimburse  the  reasonable  expenses
incurred  by a director  who is a party to a  proceeding  because he or she is a
director if he or she delivers to the corporation:

                           "(1) A written affirmation of his or her good faith
belief that he or she has met the relevant standard of conduct described in Code
Section 14-2-851 or that the proceeding involves conduct for which liability has
been eliminated under a provision of the articles of incorporation as authorized
by paragraph (4) of subsection (b) of Code Section 14-2-202; and

                           "(2) His or her written undertaking to repay any
funds advanced if it is ultimately  determined that the director is not entitled
to indemnification under this part.

                                       3
"(b) The  undertaking  required by paragraph (2) of  subsection  (a) of
this Code section must be an unlimited  general  obligation  of the director but
need not be secured  and may be  accepted  without  reference  to the  financial
ability of the director to make repayment.

         "(c) Authorizations under this Code section shall be made:

              "(1) By the board of directors:

                      "(A) When  there are two or more  disinterested directors,
by a majority vote of all the disinterested  directors (a majority of whom shall
for such  purpose  constitute  a quorum)  or by a majority  of the  members of a
committee of two or more disinterested directors appointed by such a vote; or

                         "(B) When there are fewer than two disinterested
directors,  by the vote  necessary  for action by the board in  accordance  with
subsection (c) of Code Section 14-2-824, in which authorization directors who do
not qualify as disinterested directors may participate; or

              "(2) By the  shareholders,  but  shares  owned or voted  under the
control  of a  director  who at the time  does not  qualify  as a  disinterested
director with respect to the proceeding may not be voted on the authorization.

         Section 14-2-854.

                  "(a) A director who is a party to a  proceeding  because he or
she is a director may apply for  indemnification  or advance for expenses to the
court  conducting the proceeding or to another court of competent  jurisdiction.
After  receipt  of an  application  and after  giving  any  notice it  considers
necessary, the court shall:

                           "(1) Order indemnification or advance for expenses if
it determines that the director is entitled to indemnification  under this part;
or

                           "(2) Order indemnification or advance for expenses if
it determines,  in view of all the relevant  circumstances,  that it is fair and
reasonable  to indemnify  the director or to advance  expenses to the  director,
even if the director  has not met the relevant  standard of conduct set forth in
subsections  (a) and (b) of Code  Section  14-2-851,  failed to comply with Code
Section  14-2-853,  or  was  adjudged  liable  in a  proceeding  referred  to in
paragraph  (1) or (2) of  subsection  (d) of Code Section  14-2-851,  but if the
director  was  adjudged  so  liable,  the  indemnification  shall be  limited to
reasonable expenses incurred in connection with the proceeding.

                  "(b) If the court  determines that the director is entitled to
indemnification  or advance for expenses  under this part, it may also order the
corporation   to  pay  the   director's   reasonable   expenses   to  obtain
court-ordered indemnification or advance for expenses.

         Section 14-2-855.

                  "(a) A  corporation  may not  indemnify a director  under Code
Section 14-2-851 unless authorized  thereunder and a determination has been made
for a specific proceeding that indemnification of the director is permissible in
the circumstances because he or she has met the relevant standard of conduct set
forth in Code Section 14-2-851.

                  "(b) The determination shall be made:

                           "(1) If there are two or more disinterested
directors, by the board of directors by a majority vote of all the disinterested
directors (a majority of whom shall for such purpose  constitute a quorum) or by
a majority of the members of a committee of two or more disinterested  directors
appointed by such a vote;

                           "(2) By special legal counsel:

                                    "(A) Selected in the manner prescribed in
paragraph (1) of this subsection; or

                                       4
"(B) If there are fewer than two
disinterested directors,  selected by the board of directors (in which selection
directors who do not qualify as disinterested directors may participate); or

                           "(3) By the shareholders, but shares owned by or
voted  under the  control  of a director  who at the time does not  qualify as a
disinterested director may not be voted on the determination.

                  "(c)  Authorization  of  indemnification  or an  obligation to
indemnify and evaluation as to  reasonableness  of expenses shall be made in the
same manner as the determination  that  indemnification  is permissible,  except
that if there are fewer than two disinterested directors or if the determination
is  made  by  special  legal  counsel,   authorization  of  indemnification  and
evaluation  as to  reasonableness  of expenses  shall be made by those  entitled
under  subparagraph  (b)(2)(B)  of this Code  section  to select  special  legal
counsel.

         Section 14-2-856.

                  "(a) If  authorized  by the  articles  of  incorporation  or a
bylaw,  contract,  or resolution  approved or ratified by the  shareholders by a
majority of the votes  entitled  to be cast,  a  corporation  may  indemnify  or
obligate itself to indemnify a director made a party to a proceeding including a
proceeding brought by or in the right of the corporation,  without regard to the
limitations in other Code sections of this part, but shares owned or voted under
the control of a director  who at the time does not  qualify as a  disinterested
director  with respect to any existing or  threatened  proceeding  that would be
covered by the authorization may not be voted on the authorization.

                  "(b) The corporation shall not indemnify a director under this
Code section for any liability incurred in a proceeding in which the director is
adjudged liable to the corporation or is subjected to injunctive relief in favor
of the corporation:

                           "(1) For any appropriation, in violation of the
director's duties, of any business opportunity of the corporation;

                           "(2) For acts or omissions which involve intentional
misconduct or a knowing violation of law;

                           "(3) For the types of liability set forth in Code
Section 14-2-832; or

                           "(4) For any transaction from which he or she
received an improper personal benefit.

                  "(c) Where  approved or authorized in the manner  described in
subsection  (a) of this Code  section,  a  corporation  may advance or reimburse
expenses incurred in advance of final disposition of the proceeding only if:

                           "(1) The director furnishes the corporation a written
affirmation  of his or her good faith  belief that his or her  conduct  does not
constitute  behavior  of the  kind  described  in  subsection  (b) of this  Code
section; and

                           "(2) The director furnishes the corporation a written
undertaking,  executed personally or on his or her behalf, to repay any advances
if  it  is  ultimately   determined   that  the  director  is  not  entitled  to
indemnification under this Code section.

         Section 14-2-857.

         "(a) A corporation  may indemnify and advance  expenses under this part
to an officer of the  corporation  who is a party to a proceeding  because he or
she is an officer of the corporation:

                  "(1) To the same extent as a director; and

                  "(2) If he or she is not a director, to such further extent as
may be provided by the articles of  incorporation,  the bylaws,  a resolution of
the board of directors,  or contract except for liability arising out of conduct
that constitutes:

                                       5
"(A) Appropriation, in violation of his or her
duties, of any business opportunity of the corporation;

                           "(B) Acts or omissions which involve intentional
misconduct or a knowing violation of law;

                           "(C) The types of liability set forth in Code Section
14-2-832; or

                           "(D) Receipt of an improper personal benefit.

                  "(b) The provisions of paragraph (2) of subsection (a) of this
         Code  section  shall  apply to an officer who is also a director if the
         sole basis on which he or she is made a party to the  proceeding  is an
         act or omission solely as an officer.

         "(c) An officer of a  corporation  who is not a director is entitled to
mandatory  indemnification under Code Section 14-2-852, and may apply to a court
under Code Section  14-2-854 for  indemnification  or advances for expenses,  in
each  case  to  the  same  extent  to  which  a  director  may  be  entitled  to
indemnification or advances for expenses under those provisions.

         "(d) A  corporation  may also  indemnify  and  advance  expenses  to an
employee or agent who is not a director to the  extent,  consistent  with public
policy, that may be provided by its articles of incorporation,  bylaws,  general
or specific action of its board of directors, or contract."

         The  foregoing  rights  of  indemnification  are  not  intended  to  be
exclusive of any other right to which those indemnified may be entitled, and the
Company has reserved the right to provide additional indemnity and rights to its
directors,  officers, employees or agents to the extent they are consistent with
law.

Item 7.  Exemption from Registration Claimed.

         Not applicable.

Item 8.  Exhibits.

         The  Exhibits  required  by Item 601 of  Regulation  S-B,  and an index
thereto, are attached.

Item 9.  Undertakings.

         The undersigned registrant hereby undertakes:

         (a) (1) To file,  during any period in which  offers or sales are being
made,  a  post-effective  amendment  to this  registration  statement:  (iii) To
include any material  information  with respect to the plan of distribution  not
previously  disclosed in the  registration  statement or any material  change to
such information in the registration statement;

              (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)  That,  for  purposes  of  determining   any  liability  under  the
Securities Act of 1933, each filing of the  registrant's  annual report pursuant
to section 13(a) or section 15(d) of the  Securities  Exchange Act of 1934 (and,
where  applicable,  each  filing of an employee  benefit  plan's  annual  report
pursuant  to  section  15(d) of the  Securities  Exchange  Act of 1934)  that is
incorporated by reference in the registration  statement shall be deemed to be a
new registration  statement relating to the securities offered therein,  and the
offering of such  securities at that time shall be deemed to be the initial bona
fide offering thereof.

                                       6
(c) To deliver or cause to be delivered  with the  prospectus,  to each
person to whom the  prospectus  is sent or given,  the latest  annual  report to
security  holders  that is  incorporated  by  reference  in the  prospectus  and
furnished  pursuant to and meeting the  requirements of Rule 14a-3 or Rule 14c-3
under  the  Securities  Exchange  Act of  1934;  and,  where  interim  financial
information  required to be presented by Article 3 of Regulation S-X are not set
forth in the prospectus,  to deliver, or cause to be delivered to each person to
whom the  prospectus  is sent or given,  the  latest  quarterly  report  that is
specifically incorporated by reference in the prospectus to provide such interim
financial information

         (d) That 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 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 Cumming, Georgia, on November 21, 2003.

                                PLANETLINK COMMUNICATIONS, INC.

                                By /s/ M. Dewey Bain
                                   -----------------------------------------
                                   M. Dewey Bain, President

                                       7
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.
Signature                               Title                                   Date
---------                               -----                                   ----
/s/ Harold Jackson                   Chairman                                November 21, 2003
------------------------------
       Harold Jackson

   /s/ M. Dewey Bain                    President, Treasurer, and Director      November 21, 2003
------------------------------
       M. Dewey Bain

   /s/ Jonathan Rosser                  Director                                November 21, 2003
------------------------------
       Jonathan Rosser

   /s/ Darrell Carver                   Director                                November 21, 2003
------------------------------
       Darrell Carver
8
EXHIBIT INDEX

Exhibit No.   Description
-----------   -----------

4.1           Employee Stock Incentive Plan for the Year 2003 No. 3

4.2           Non-Employee Directors and Consultants Retainer Stock Plan for the
              Year No. 2

5             Opinion Re: Legality

23.1          Consent of Accountants

23.2          Consent of Counsel