AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON DECEMBER 16, 2003.
                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                    FORM S-8

             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

                            EXPLORATIONS GROUP, INC.
             (Exact name of registrant as specified in its charter)

          Delaware                                            65-1089222
(State or other jurisdiction of                             (I.R.S. Employer
incorporation or organization)                              Identification No)


1801 Clint Moore Rd., Suite 108, Boca Raton, FL                        33487
            (561)997-1188
 (Address of Principal Executive Offices)                            (Zip code)

                        2003/04 CONSULTING SERVICES PLAN
                            (Full Title of the Plan)



          (Telephone number, including area code, of agent for service)


                             All Correspondence to:
                            Jeffrey G. Klein, Esquire
                          Newman, Pollock & Klein, LLP
                       2101 NW Corporate Blvd., Suite 414
                            Boca Raton, Florida 33431
                                 (561) 997-9920

<PAGE>


                         CALCULATION OF REGISTRATION FEE

--------------------------------------------------------------------------------
Title of          Proposed        Proposed
Securities        Amount          Maximum          Maximum          Amount of
to be             to be           Offering Price   Aggregate        Registration
Registered        Registered(3)   per Share (1)    Offering Price   Fee (2)
--------------------------------------------------------------------------------
Common Stock,
$0.01 par value:   300,000          $0.22           $66,000            $5.39

--------------------------------------------------------------------------------

(1)      The prices hereof may change prior to the effective date of the
         Registration Statement; therefore, such prices are estimated solely for
         the purposes of computing the registration fee pursuant to Rule 457(a).

(2)      Computed pursuant to Rule 457 ( c) of the Securities Act of 1933, as
         amended solely for the purpose of calculating the registration fee and
         not as a representation as to any actual proposed price. The offering
         price per share, maximum aggregate offering price and registration fee
         is based on the average (any day within five days) of the bid and ask
         price of the Common Stock as reported on OTCBB on December 15, 2003.

(3)      This Registration Statement shall also cover any additional shares of
         common stock which become issuable by reason of any stock dividend,
         stock split, recapitalization or other similar transaction effected
         without the receipt of consideration which results in an increase in
         the number of outstanding shares of common stock.

         Unless otherwise stated in this Registration Statement, references to
"Explorations", "we", "our" and "us" refer to Explorations Group, Inc. a
Delaware corporation.

               SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES
                         LITIGATION REFORM ACT OF 1995

         This Registration Statement contains "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995.
Forward-looking statements are not statements of historical facts, but rather
reflect our current expectations concerning future events and results. We
generally use the words "believes", "expects", "intends", "plans",
"anticipates", "likely", "may", and similar expressions to identify
forward-looking statements. Such forward- looking statements, including those
concerning our expectations, involve risks, uncertainties and other factors,
some of which are beyond our control, which may cause our actual results,
performance or achievements, or industry results to be materially different from
any future results, performance, or achievements expressed or implied by such
forward-looking statements. We undertake no obligation to publicly update or
revise any forward-looking statements, whether as a result of new information,
future events or otherwise. You are cautioned not to unduly rely on such
forward-looking statements when evaluating the information presented in this
Registration Statement.


<PAGE>


                                     PART I

ITEM 1.  PLAN INFORMATION
-------------------------
We are offering up to 300,000 Shares pursuant to our Plan titled 2003/04
Consulting Services Plan.

Plan Purpose
------------

We will issue common stock to certain Consultants (including employees) pursuant
to written Consulting Agreements and the 2003/04 Consulting Services Plan, which
have been approved by our Board of Directors. The written Consulting Agreements
and the 2003/04 Consulting Services Plan are intended to provide a method
whereby we may compensate Consultants for services rendered to us in lieu of
cash compensation due to our limited cash resources. The Consultants who will
participate in the Plan have agreed or will agree in the future to provide their
expertise and advice to us for the purposes and consideration set forth in their
written Consulting Agreements and the 2003/04 Consulting Services Plan. The
services to be provided by the Consultants under the Plan do not relate to the
offer or sale of our securities in a capital raising transaction or the direct
or indirect promotion or maintenance of a market for our common stock. A copy of
the 2003/04 Consulting Services Plan have been filed as Exhibits to this
Registration Statement.

Employee Retirement Income Security Act of 1975 ("ERISA") The 2003/04 Consulting
--------------------------------------------------------------------------------
Services Plan is not qualified under ERISA.

Additional Information
----------------------
Participants may obtain additional information about the 2003/04 Consulting
Services Plan without charge, upon written or oral request directed to
Explorations Group, Inc. Attention: Michelle Tucker, President, at 1801 Clint
Moore Road, Suite 108, Boca Raton, Florida 33487, telephone Number (561)
997-1188. All other documents required to be delivered to participants are also
available without charge, upon written or oral request, at the same address and
telephone number.

Securities to be Offered
------------------------
Our Board of Directors has authorized the issuance of up to 300,000 shares of
our common stock to Consultants upon effectiveness of this Registration
Statement.

Purchase of Securities Pursuant to the Plan and Payment for Shares Offered
--------------------------------------------------------------------------
Consultants shall have shares issued to them as full consideration for their
services. Consultants shall be deemed to have paid in full for the shares as
compensation for the consulting services under our 2003/04 Consulting Services
Plan. Consultants are permitted to receive a total of 300,000 shares. The shares
issued pursuant to our 2003/04 Consulting Services Plan will be issued directly
from our treasury and no fees, commissions or other charges will be paid by us
to any party.

Restrictions on Resales
-----------------------
In the event that a person or entity that is an affiliate of ours acquires
shares of our common stock hereunder, the affiliate will be subject to Section
16(b) of the Securities Exchange Act of 1934 ("the Exchange Act"). Further, in
the event that any affiliate acquiring shares hereunder has sold or sells any
shares of common stock in the six months preceding or following the receipt of
shares hereunder, any so called "profit," as computed under Section 16(b) of the
Exchange Act, would be required to be disgorged from the recipient to us.
Services rendered have been recognized as valid consideration for the "purchase"
of shares in connection with the "profit" computation under Section 16(b) of the
Exchange Act. We have agreed that for the purpose of any "profit" computation
under Section 16(b), the price paid for the common stock issued to affiliates is
equal to the value of services rendered. Shares of common stock acquired
hereunder by persons other than affiliates are not subject to Section 16(b) of
the Exchange Act.

<PAGE>


Tax Effects of Consultants Who Participate in the Plan
------------------------------------------------------
Consultants will realize income when they receive the shares, based on their
agreement with us, and will realize a gain or loss when they sell the shares,
based on the sale price they receive versus the purchase price. We do not
foresee a tax consequence for ourself. The Plan does not, to the best of our
knowledge, qualify under Section 401(a) of the Internal Revenue Code.

Tax Treatment to Us
-------------------
The amount of income recognized by any recipient hereunder in accordance with
the foregoing discussion will be a tax deductible expense by us for federal
income tax purposes in the taxable year during which we recognize income.

Investment of Funds
-------------------
We will not receive any funds in consideration for the issuance of the shares.
The shares are being issued in consideration for services rendered to us. We
will not receive proceeds from the sale of the shares by the Consultants.

Withdrawal From the Plan; Assignment of Interest
------------------------------------------------
No withdrawal or termination terms are currently contemplated. No assignment or
hypothecation terms are currently contemplated, but we will permit an assignment
of the interests if Consultants choose to assign their interest to a third
party.

Forfeitures and Penalties
-------------------------
There is currently no contemplated forfeiture or penalty event.

Charges, Deductions and Liens
-----------------------------
There are no charges or deductions currently contemplated. There are no
creations of lien terms currently contemplated.

ITEM 2. REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION
-------------------------------------------------------------------
We plan to immediately forward a copy of this form and all of the documents
incorporated by reference to the consultants upon the filing of this form, thus
satisfying the requirements for this section.


                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE
------------------------------------------------
The Securities and Exchange Commission allows us to "incorporate by reference"
the information we file with them, which means that we can disclose important
information to you by referring you to documents we file with the Securities and
Exchange Commission. The information incorporated by reference is considered to
be part of this Registration Statement. Information that we file later with the
Securities and Exchange Commission will automatically update and supersede this
information. We incorporate by reference the documents listed below and any
future filings we will make with the Securities and Exchange Commission under
Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act until all of the shares
covered by this Registration Statement have been sold or deregistered:

         (a) Our Annual Report on Form 10-KSB filed on March 31, 2003, which
includes audited financial statements as of and for the year ended December 31,
2002;

         (b) Our Quarterly Reports on Form 10-QSB for the quarter ending March
31, 2003;

         (c) Our Quarterly Report on Form 10-QSB for the quarter ending June 30,
2003;

<PAGE>


         (d) Our Quarterly Report on Form 10-QSB for the quarter ending
September 30, 2003;

         (e) All other documents filed by us after date of this Registration
Statement under Section 13(a), 13(c), 14 and 15(d) of the Securities Exchange
Act of 1934, prior to the filing of a post-effective amendment to this
Registration Statement that registers securities covered hereunder that remain
unsold.

         (f) 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 statement so modified or superseded shall not be deemed, except
as so modified or superseded, to constitute a part of this Registration
Statement.

ITEM 4.  DESCRIPTION OF SECURITIES
----------------------------------
Not Applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL
-----------------------------------------------
Certain legal matters in connection with this Registration Statement will be
passed upon for review by Newman, Pollock & Klein, LLP, which will, after
effectiveness of this Registration Statement, be a shareholder. The shares of
our common stock will be issued for legal services rendered to us by Newman ,
Pollock & Klein, LLP. We are currently in negotiation as to the total number of
shares that will be issued to Newman, Pollock & Klein, LLP

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS
--------------------------------------------------
Section 145 of the General Corporation Law of the State of Delaware authorizes a
corporation's board of directors to grant indemnity under certain circumstances
to directors and officers, when made, or threatened to be made, parties to
certain proceedings by reason of such status with the corporation, against
judgments, fines, settlements and expenses, including attorneys' fees. In
addition, under certain circumstances such persons may be indemnified against
expenses actually and reasonably incurred in defense of a proceeding by or on
behalf of the corporation. Similarly, the corporation, under certain
circumstances, is authorized to indemnify directors and officers of other
corporations or enterprises who are serving as such at the request of the
corporation, when such persons are made, or threatened to be made, parties to
certain proceedings by reason of such status, against judgments, fines,
settlements and expenses, including attorneys' fees; and under certain
circumstances, such persons may be indemnified against expenses actually and
reasonably incurred in connection with the defense or settlement of a proceeding
by or in the right of such other corporation or enterprise. Indemnification is
permitted where such person (I) was acting in good faith, (ii) was acting in a
manner he reasonably believed to be in or not opposed to the best interests of
the corporation or other corporation or enterprise, as appropriate, (iii) with
respect to a criminal proceeding, had no reasonable cause to believe his conduct
was unlawful, and (iv) was not adjudged to be liable to the corporation or other
corporation or enterprise (unless the court where the proceeding was brought
determines that such person is fairly and reasonably entitled to indemnity).

Unless ordered by a court, indemnification may be made only following a
determination that such indemnification is permissible because the person being
indemnified has met the requisite standard of conduct. Such determination may be
made (I) by a majority vote of the Directors of the Company who are not parties
to such action, suit or proceeding, even though such directors constitute less
than a quorum, or (ii) if there are no such directors, or if such directors so
direct, by independent legal counsel in a written opinion, or (iii) by the
stockholders.

Section 145 also permits expenses incurred by directors and officers in
defending a proceeding to be paid by the corporation in advance of the final
disposition of such proceedings upon the receipt of an undertaking by the
director or officer to repay such amount if it is ultimately determined that he
is not entitled to be indemnified by the corporation against such expenses.

We shall indemnify directors and executive officers to the fullest extent now or
hereafter permitted under Delaware law.
<PAGE>


ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED
--------------------------------------------
Not Applicable.

ITEM 8.  EXHIBITS
-----------------
The following exhibits have been filed (except where otherwise indicated) as
part of this Registration Statement:

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

5.0      Opinion of Newman, Pollock & Klein, LL
10.1     2003/04 Consulting Services Plan
23.1     Consent of Salberg & Company, P.A.
23.2     Consent of Newman, Pollock & Klein, LLP (contained in Exhibit 5 hereto)

ITEM 9.  UNDERTAKINGS
---------------------

(a) We hereby undertake:

         (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,
represent a fundamental change in the information set forth in this Registration
Statement;

                  (iii) To include any material information with respect to the
plan of distribution not previously disclosed in this Registration Statement or
any material change to such information in this Registration Statement.
Provided, however, that paragraphs (a) (1) (i) and (a)(1)(ii) do not apply if
the information required to be included in a post- effective amendment by those
paragraphs is contained in periodic reports filed with or furnished to the
Securities and Exchange Commission by us pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934 that are incorporated by reference in this
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 herein, 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) We hereby undertake that, for purposes of determining any liability under
the Securities Act of 1933, each filing of our annual report pursuant to Section
13(a) or Section 15(d) of the Securities Exchange Act of 1934 (and, where

<PAGE>


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 our directors, officers and controlling persons
pursuant to the foregoing provisions, or otherwise, we have 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 us of expenses incurred or paid by our directors, officers
or controlling persons 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, we will, unless in the opinion
of our 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.

<PAGE>

                                   SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Boca Raton, state of Florida, on this 16th day of
December, 2003.

DATED:   December 16, 2003


EXPLORATIONS GROUP, INC.
(Registrant)


By: /s/ Michelle Tucker
    --------------------
Its: president


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 respectively indicated.


Signature                          Title                            Date
---------                          -----                            ----

/s/Michelle Tucker            Director/Pres/CEO               December 16, 2003
-------------------
Michelle Tucker

/s/Vanessa Lindsey            Director/Sec                    December 16, 2003
-------------------
Vanessa Lindsey

/s/Adam Wasserman             CFO                             December 16, 2003
-------------------
Adam Wasserman

<PAGE>


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

5.0      Opinion of Newman, Pollock & Klein, LL
10.1     2003/04 Consulting Services Plan
23.1     Consent of Salberg & Company, P.A.
23.2     Consent of Newman, Pollock & Klein, LLP (contained in Exhibit 5 hereto)
[{"type": "S-8", "sequence": "1", "filename": "exploration-s8.txt", "description": "REGISTRATION STATEMENT", "secsgml_size_bytes": 22060}]
{"company-data": {"conformed-name": "EXPLORATIONS GROUP INC", "cik": "0001175445", "assigned-sic": "7990", "irs-number": "651089222", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-111252", "film-number": "031059131"}, "business-address": {"street1": "2500 NORTH MILITARY TRAIL", "street2": "SUITE 225 D", "city": "BOCA RATON", "state": "FL", "zip": "33431", "phone": "5619982032"}, "mail-address": {"street1": "2500 NORTH MILITARY TRAIL", "street2": "SUITE 225 D", "city": "BOCA RATON", "state": "FL", "zip": "33431"}}
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON DECEMBER 16, 2003.
                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM S-8

             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

                            EXPLORATIONS GROUP, INC.
             (Exact name of registrant as specified in its charter)

          Delaware                                            65-1089222
(State or other jurisdiction of                             (I.R.S. Employer
incorporation or organization)                              Identification No)

1801 Clint Moore Rd., Suite 108, Boca Raton, FL                        33487
            (561)997-1188
 (Address of Principal Executive Offices)                            (Zip code)

                        2003/04 CONSULTING SERVICES PLAN
                            (Full Title of the Plan)

          (Telephone number, including area code, of agent for service)

                             All Correspondence to:
                            Jeffrey G. Klein, Esquire
                          Newman, Pollock & Klein, LLP
                       2101 NW Corporate Blvd., Suite 414
                            Boca Raton, Florida 33431
                                 (561) 997-9920
CALCULATION OF REGISTRATION FEE

--------------------------------------------------------------------------------
Title of          Proposed        Proposed
Securities        Amount          Maximum          Maximum          Amount of
to be             to be           Offering Price   Aggregate        Registration
Registered        Registered(3)   per Share (1)    Offering Price   Fee (2)
--------------------------------------------------------------------------------
Common Stock,
$0.01 par value:   300,000          $0.22           $66,000            $5.39

--------------------------------------------------------------------------------

(1)      The prices hereof may change prior to the effective date of the
         Registration Statement; therefore, such prices are estimated solely for
         the purposes of computing the registration fee pursuant to Rule 457(a).

(2)      Computed pursuant to Rule 457 ( c) of the Securities Act of 1933, as
         amended solely for the purpose of calculating the registration fee and
         not as a representation as to any actual proposed price. The offering
         price per share, maximum aggregate offering price and registration fee
         is based on the average (any day within five days) of the bid and ask
         price of the Common Stock as reported on OTCBB on December 15, 2003.

(3)      This Registration Statement shall also cover any additional shares of
         common stock which become issuable by reason of any stock dividend,
         stock split, recapitalization or other similar transaction effected
         without the receipt of consideration which results in an increase in
         the number of outstanding shares of common stock.

         Unless otherwise stated in this Registration Statement, references to
"Explorations", "we", "our" and "us" refer to Explorations Group, Inc. a
Delaware corporation.

               SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES
                         LITIGATION REFORM ACT OF 1995

         This Registration Statement contains "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995.
Forward-looking statements are not statements of historical facts, but rather
reflect our current expectations concerning future events and results. We
generally use the words "believes", "expects", "intends", "plans",
"anticipates", "likely", "may", and similar expressions to identify
forward-looking statements. Such forward- looking statements, including those
concerning our expectations, involve risks, uncertainties and other factors,
some of which are beyond our control, which may cause our actual results,
performance or achievements, or industry results to be materially different from
any future results, performance, or achievements expressed or implied by such
forward-looking statements. We undertake no obligation to publicly update or
revise any forward-looking statements, whether as a result of new information,
future events or otherwise. You are cautioned not to unduly rely on such
forward-looking statements when evaluating the information presented in this
Registration Statement.
PART I

ITEM 1.  PLAN INFORMATION
-------------------------
We are offering up to 300,000 Shares pursuant to our Plan titled 2003/04
Consulting Services Plan.

Plan Purpose
------------

We will issue common stock to certain Consultants (including employees) pursuant
to written Consulting Agreements and the 2003/04 Consulting Services Plan, which
have been approved by our Board of Directors. The written Consulting Agreements
and the 2003/04 Consulting Services Plan are intended to provide a method
whereby we may compensate Consultants for services rendered to us in lieu of
cash compensation due to our limited cash resources. The Consultants who will
participate in the Plan have agreed or will agree in the future to provide their
expertise and advice to us for the purposes and consideration set forth in their
written Consulting Agreements and the 2003/04 Consulting Services Plan. The
services to be provided by the Consultants under the Plan do not relate to the
offer or sale of our securities in a capital raising transaction or the direct
or indirect promotion or maintenance of a market for our common stock. A copy of
the 2003/04 Consulting Services Plan have been filed as Exhibits to this
Registration Statement.

Employee Retirement Income Security Act of 1975 ("ERISA") The 2003/04 Consulting
--------------------------------------------------------------------------------
Services Plan is not qualified under ERISA.

Additional Information
----------------------
Participants may obtain additional information about the 2003/04 Consulting
Services Plan without charge, upon written or oral request directed to
Explorations Group, Inc. Attention: Michelle Tucker, President, at 1801 Clint
Moore Road, Suite 108, Boca Raton, Florida 33487, telephone Number (561)
997-1188. All other documents required to be delivered to participants are also
available without charge, upon written or oral request, at the same address and
telephone number.

Securities to be Offered
------------------------
Our Board of Directors has authorized the issuance of up to 300,000 shares of
our common stock to Consultants upon effectiveness of this Registration
Statement.

Purchase of Securities Pursuant to the Plan and Payment for Shares Offered
--------------------------------------------------------------------------
Consultants shall have shares issued to them as full consideration for their
services. Consultants shall be deemed to have paid in full for the shares as
compensation for the consulting services under our 2003/04 Consulting Services
Plan. Consultants are permitted to receive a total of 300,000 shares. The shares
issued pursuant to our 2003/04 Consulting Services Plan will be issued directly
from our treasury and no fees, commissions or other charges will be paid by us
to any party.

Restrictions on Resales
-----------------------
In the event that a person or entity that is an affiliate of ours acquires
shares of our common stock hereunder, the affiliate will be subject to Section
16(b) of the Securities Exchange Act of 1934 ("the Exchange Act"). Further, in
the event that any affiliate acquiring shares hereunder has sold or sells any
shares of common stock in the six months preceding or following the receipt of
shares hereunder, any so called "profit," as computed under Section 16(b) of the
Exchange Act, would be required to be disgorged from the recipient to us.
Services rendered have been recognized as valid consideration for the "purchase"
of shares in connection with the "profit" computation under Section 16(b) of the
Exchange Act. We have agreed that for the purpose of any "profit" computation
under Section 16(b), the price paid for the common stock issued to affiliates is
equal to the value of services rendered. Shares of common stock acquired
hereunder by persons other than affiliates are not subject to Section 16(b) of
the Exchange Act.
Tax Effects of Consultants Who Participate in the Plan
------------------------------------------------------
Consultants will realize income when they receive the shares, based on their
agreement with us, and will realize a gain or loss when they sell the shares,
based on the sale price they receive versus the purchase price. We do not
foresee a tax consequence for ourself. The Plan does not, to the best of our
knowledge, qualify under Section 401(a) of the Internal Revenue Code.

Tax Treatment to Us
-------------------
The amount of income recognized by any recipient hereunder in accordance with
the foregoing discussion will be a tax deductible expense by us for federal
income tax purposes in the taxable year during which we recognize income.

Investment of Funds
-------------------
We will not receive any funds in consideration for the issuance of the shares.
The shares are being issued in consideration for services rendered to us. We
will not receive proceeds from the sale of the shares by the Consultants.

Withdrawal From the Plan; Assignment of Interest
------------------------------------------------
No withdrawal or termination terms are currently contemplated. No assignment or
hypothecation terms are currently contemplated, but we will permit an assignment
of the interests if Consultants choose to assign their interest to a third
party.

Forfeitures and Penalties
-------------------------
There is currently no contemplated forfeiture or penalty event.

Charges, Deductions and Liens
-----------------------------
There are no charges or deductions currently contemplated. There are no
creations of lien terms currently contemplated.

ITEM 2. REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION
-------------------------------------------------------------------
We plan to immediately forward a copy of this form and all of the documents
incorporated by reference to the consultants upon the filing of this form, thus
satisfying the requirements for this section.

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE
------------------------------------------------
The Securities and Exchange Commission allows us to "incorporate by reference"
the information we file with them, which means that we can disclose important
information to you by referring you to documents we file with the Securities and
Exchange Commission. The information incorporated by reference is considered to
be part of this Registration Statement. Information that we file later with the
Securities and Exchange Commission will automatically update and supersede this
information. We incorporate by reference the documents listed below and any
future filings we will make with the Securities and Exchange Commission under
Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act until all of the shares
covered by this Registration Statement have been sold or deregistered:

         (a) Our Annual Report on Form 10-KSB filed on March 31, 2003, which
includes audited financial statements as of and for the year ended December 31,
2002;

         (b) Our Quarterly Reports on Form 10-QSB for the quarter ending March
31, 2003;

         (c) Our Quarterly Report on Form 10-QSB for the quarter ending June 30,
2003;
(d) Our Quarterly Report on Form 10-QSB for the quarter ending
September 30, 2003;

         (e) All other documents filed by us after date of this Registration
Statement under Section 13(a), 13(c), 14 and 15(d) of the Securities Exchange
Act of 1934, prior to the filing of a post-effective amendment to this
Registration Statement that registers securities covered hereunder that remain
unsold.

         (f) 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 statement so modified or superseded shall not be deemed, except
as so modified or superseded, to constitute a part of this Registration
Statement.

ITEM 4.  DESCRIPTION OF SECURITIES
----------------------------------
Not Applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL
-----------------------------------------------
Certain legal matters in connection with this Registration Statement will be
passed upon for review by Newman, Pollock & Klein, LLP, which will, after
effectiveness of this Registration Statement, be a shareholder. The shares of
our common stock will be issued for legal services rendered to us by Newman ,
Pollock & Klein, LLP. We are currently in negotiation as to the total number of
shares that will be issued to Newman, Pollock & Klein, LLP

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS
--------------------------------------------------
Section 145 of the General Corporation Law of the State of Delaware authorizes a
corporation's board of directors to grant indemnity under certain circumstances
to directors and officers, when made, or threatened to be made, parties to
certain proceedings by reason of such status with the corporation, against
judgments, fines, settlements and expenses, including attorneys' fees. In
addition, under certain circumstances such persons may be indemnified against
expenses actually and reasonably incurred in defense of a proceeding by or on
behalf of the corporation. Similarly, the corporation, under certain
circumstances, is authorized to indemnify directors and officers of other
corporations or enterprises who are serving as such at the request of the
corporation, when such persons are made, or threatened to be made, parties to
certain proceedings by reason of such status, against judgments, fines,
settlements and expenses, including attorneys' fees; and under certain
circumstances, such persons may be indemnified against expenses actually and
reasonably incurred in connection with the defense or settlement of a proceeding
by or in the right of such other corporation or enterprise. Indemnification is
permitted where such person (I) was acting in good faith, (ii) was acting in a
manner he reasonably believed to be in or not opposed to the best interests of
the corporation or other corporation or enterprise, as appropriate, (iii) with
respect to a criminal proceeding, had no reasonable cause to believe his conduct
was unlawful, and (iv) was not adjudged to be liable to the corporation or other
corporation or enterprise (unless the court where the proceeding was brought
determines that such person is fairly and reasonably entitled to indemnity).

Unless ordered by a court, indemnification may be made only following a
determination that such indemnification is permissible because the person being
indemnified has met the requisite standard of conduct. Such determination may be
made (I) by a majority vote of the Directors of the Company who are not parties
to such action, suit or proceeding, even though such directors constitute less
than a quorum, or (ii) if there are no such directors, or if such directors so
direct, by independent legal counsel in a written opinion, or (iii) by the
stockholders.

Section 145 also permits expenses incurred by directors and officers in
defending a proceeding to be paid by the corporation in advance of the final
disposition of such proceedings upon the receipt of an undertaking by the
director or officer to repay such amount if it is ultimately determined that he
is not entitled to be indemnified by the corporation against such expenses.

We shall indemnify directors and executive officers to the fullest extent now or
hereafter permitted under Delaware law.
ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED
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Not Applicable.

ITEM 8.  EXHIBITS
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The following exhibits have been filed (except where otherwise indicated) as
part of this Registration Statement:

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

5.0      Opinion of Newman, Pollock & Klein, LL
10.1     2003/04 Consulting Services Plan
23.1     Consent of Salberg & Company, P.A.
23.2     Consent of Newman, Pollock & Klein, LLP (contained in Exhibit 5 hereto)

ITEM 9.  UNDERTAKINGS
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(a) We hereby undertake:

         (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,
represent a fundamental change in the information set forth in this Registration
Statement;

                  (iii) To include any material information with respect to the
plan of distribution not previously disclosed in this Registration Statement or
any material change to such information in this Registration Statement.
Provided, however, that paragraphs (a) (1) (i) and (a)(1)(ii) do not apply if
the information required to be included in a post- effective amendment by those
paragraphs is contained in periodic reports filed with or furnished to the
Securities and Exchange Commission by us pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934 that are incorporated by reference in this
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 herein, 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) We hereby undertake that, for purposes of determining any liability under
the Securities Act of 1933, each filing of our 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 our directors, officers and controlling persons
pursuant to the foregoing provisions, or otherwise, we have 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 us of expenses incurred or paid by our directors, officers
or controlling persons 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, we will, unless in the opinion
of our 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 Boca Raton, state of Florida, on this 16th day of
December, 2003.

DATED:   December 16, 2003

EXPLORATIONS GROUP, INC.
(Registrant)

By: /s/ Michelle Tucker
    --------------------
Its: president

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 respectively indicated.

Signature                          Title                            Date
---------                          -----                            ----

/s/Michelle Tucker            Director/Pres/CEO               December 16, 2003
-------------------
Michelle Tucker

/s/Vanessa Lindsey            Director/Sec                    December 16, 2003
-------------------
Vanessa Lindsey

/s/Adam Wasserman             CFO                             December 16, 2003
-------------------
Adam Wasserman
Exhibit.
No.         Exhibit
------   ------------------------------------------------

5.0      Opinion of Newman, Pollock & Klein, LL
10.1     2003/04 Consulting Services Plan
23.1     Consent of Salberg & Company, P.A.
23.2     Consent of Newman, Pollock & Klein, LLP (contained in Exhibit 5 hereto)