SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C. 20549
                               Amendment to
                                 FORM S-8
         Registration Statement Under The Securities Act of 1933


                          KLEENAIR SYSTEMS, INC.
            (Exact name of Registrant as specified in charter)

   NEVADA                                                    87-0431043
State or other jurisdiction of                             (I.R.S. Employer
incorporation or organization)                            Identification No.)

                           1711 Langley Avenue
                         Irvine, California 92614
          (Address of Principal Executive Officers and Zip Code)

                         Lionel Simons, President
                           1711 Langley Avenue
                         Irvine, California 92614
                 (Name and address of agent for service)

                              (949) 955-3492
      (Telephone number, including area code, of agent for service)

              AMENDED 2001 EMPLOYEE STOCK COMPENSATION PLAN
                         (Full Title of the Plan)

   Copies of all communications to:        John Holt Smith, Esq.
                                           Kelly Lytton & Vann LLP
                                           1900 Century Park East, Suite 1450
                                           Los Angeles, California 90067
                                           (310) 277-1250

                     CALCULATION OF REGISTRATION FEE

                                     Proposed     Proposed
        Title of                     maximum       maximum
       securities       Amount       offering    aggregate       Amount of
          to be         to be          price      offering      registration
       registered     registered     per share      price           fee
     -------------    ----------     ---------   ---------     -------------
       Common          2,000,000       $0.20      $400,000 (2)      $50.68
     (value, $.001       shares (1)
      per share)

    (1) Includes an indeterminate number of additional shares that may be
issued pursuant to the above employee benefit plan as a result of any
future stock split, stock dividend or similar adjustment.

    (2) Estimated pursuant to Rule 457(c) solely for purpose of
calculating the amount of the registration fee, based upon the average of
the high and low prices reported on November 15, 2003, as reported on the
OTC Bulletin Board.



                                    1

                                 PART II

            INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


Item 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

     The following  documents are incorporated by reference in this
registration statement of KleenAir Systems, Inc.:

    Annual Report on Form 10-KSB for the year ended December 31, 2003;


     In addition, all documents subsequently filed pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Securities Exchange Act of 1934, 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 into
this registration statement and to be a part hereof from the date of
filing of such documents.


Item 4. DESCRIPTION OF SECURITIES

     The Registrant's authorized capital stock consists of 50,000,000
shares of Common Stock, $.001 par value, of which 43,211,160 shares are
issued and outstanding as of April 20, 2004.

     Subject to the rights of the holders of any series of preferred
stock, the holders of Common Stock are entitled to receive dividends, if
any, as may be declared from time to time by the Board of Directors in its
discretion from funds legally available therefor. Upon liquidation or
dissolution of the Registrant, the holders of Common Stock are entitled to
receive a pro rata share of all assets available for distribution to
stockholders after payment of all obligations of the Registrant including
dividends and preferences attributed to any series of preferred stock. The
shares of Common Stock have no cumulative voting rights or preemptive or
other subscription rights and there are no conversion rights or redemption
provisions with respect to such shares. The shares of Common Stock
presently outstanding are validly issued, fully paid and non-assessable.

     Authorized Common Stock may be issued at any time and from time to
time, in such amounts, and for such consideration as may be fixed by the
Board of Directors of the Registrant.


Item 5. INTERESTS OF NAMED EXPERTS AND COUNSEL.

     The  validity of the securities that may be offered under the
KleenAir Systems Amended 2001 Employee Stock Compensation Plan (the
"Plan") will be passed upon for KAIR by John Holt Smith of Kelly Lytton &
Vann LLP, Attorneys at Law, 1900 Avenue of the Stars, Suite 1450, Los
Angeles, California 90067.



                                    2

Item 6. INDEMNIFICATION OF OFFICERS AND DIRECTORS.

     The Nevada General Corporation Law (the "NGCL"), in general, allows
corporations to indemnify their directors and officers against expenses
actual and reasonable incurred in connection with a proceeding, if the
person acted in good faith and in a manner the person reasonably believed
to be in, or not opposed to, the best interests of the corporation. A
corporation may not indemnify a director in connection with a proceeding
by or in the right of the corporation in which the director was adjudged
liable to the corporation unless and only to the extent that the court in
which the action or suit was brought determines that in view of all the
circumstances, the person is fairly and reasonably entitled to indemnity.


Item 7. EXEMPTION FROM REGISTRATION CLAIMED.

     Not Applicable.


Item 8. EXHIBITS.


      Exhibit
      Number                    Description
      -------    --------------------------------------------------------
       4.6       Amended Employee Stock Compensation Plan pursuant to a
                 resolution dated April 26, 2004

       5.1       Opinion of Counsel regarding legality

      23.1       Consent of Independent Public Accountants

      23.2       Consent of Counsel (included in Exhibit 5.1)


Item 9. UNDERTAKINGS.

     The undersigned registrant hereby undertakes:

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

     (2) That, for the purpose of determining any liability under the
Securities Act of 1933, each such post- effective amendment shall be
deemed to be a new registration statement relating to the securities
offered therein, and the offering of such securities at that time shall be
deemed to be the initial bona fide offering thereof.

     (3) To remove from registration by means of a post-effective
amendment any of the securities being registered which remain unsold at
the termination of the offering.

     (4) That, for purposes of determining any liability under the
Securities Act of 1933, each filing of the registrant's annual report

                                    3

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.

     (5) Insofar as indemnification for liabilities 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 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 Los Angeles, California, on the date below.

DATED:  April 26, 2004                  KLEENAIR SYSTEMS, INC.


                                    By:   /s/ Lionel Simons
                                        -------------------------
                                        Lionel Simons, 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.



/s/  Lionel Simons                       Date:  April 26, 2004
-----------------------
Lionel Simons
Director and President


/s/ Lester Berriman                      Date:  April 26, 2004
-----------------------
Lester Berriman, Assistant Secretary


                                    4
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{"company-data": {"conformed-name": "KLEENAIR SYSTEMS INC", "cik": "0000789885", "assigned-sic": "3510", "irs-number": "870431043", "state-of-incorporation": "NV", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-115285", "film-number": "04789003"}, "business-address": {"street1": "1711 LANGLEY AVENUE", "city": "IRVINE", "state": "CA", "zip": "92614", "phone": "949-955-3492"}, "mail-address": {"street1": "1711 LANGLEY AVENUE", "city": "IRVINE", "state": "CA", "zip": "92614"}, "former-company": [{"former-conformed-name": "INVESTMENT & CONSULTING INTERNATIONAL INC", "date-changed": "19940816"}, {"former-conformed-name": "CURRENTSEA", "date-changed": "19920703"}, {"former-conformed-name": "SOUTHERN LAND & EXPLORATION INC", "date-changed": "19910813"}]}
SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C. 20549
                               Amendment to
                                 FORM S-8
         Registration Statement Under The Securities Act of 1933

                          KLEENAIR SYSTEMS, INC.
            (Exact name of Registrant as specified in charter)

   NEVADA                                                    87-0431043
State or other jurisdiction of                             (I.R.S. Employer
incorporation or organization)                            Identification No.)

                           1711 Langley Avenue
                         Irvine, California 92614
          (Address of Principal Executive Officers and Zip Code)

                         Lionel Simons, President
                           1711 Langley Avenue
                         Irvine, California 92614
                 (Name and address of agent for service)

                              (949) 955-3492
      (Telephone number, including area code, of agent for service)

              AMENDED 2001 EMPLOYEE STOCK COMPENSATION PLAN
                         (Full Title of the Plan)

   Copies of all communications to:        John Holt Smith, Esq.
                                           Kelly Lytton & Vann LLP
                                           1900 Century Park East, Suite 1450
                                           Los Angeles, California 90067
                                           (310) 277-1250

                     CALCULATION OF REGISTRATION FEE

                                     Proposed     Proposed
        Title of                     maximum       maximum
       securities       Amount       offering    aggregate       Amount of
          to be         to be          price      offering      registration
       registered     registered     per share      price           fee
     -------------    ----------     ---------   ---------     -------------
       Common          2,000,000       $0.20      $400,000 (2)      $50.68
     (value, $.001       shares (1)
      per share)

    (1) Includes an indeterminate number of additional shares that may be
issued pursuant to the above employee benefit plan as a result of any
future stock split, stock dividend or similar adjustment.

    (2) Estimated pursuant to Rule 457(c) solely for purpose of
calculating the amount of the registration fee, based upon the average of
the high and low prices reported on November 15, 2003, as reported on the
OTC Bulletin Board.

                                    1

                                 PART II

            INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

     The following  documents are incorporated by reference in this
registration statement of KleenAir Systems, Inc.:

    Annual Report on Form 10-KSB for the year ended December 31, 2003;

     In addition, all documents subsequently filed pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Securities Exchange Act of 1934, 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 into
this registration statement and to be a part hereof from the date of
filing of such documents.

Item 4. DESCRIPTION OF SECURITIES

     The Registrant's authorized capital stock consists of 50,000,000
shares of Common Stock, $.001 par value, of which 43,211,160 shares are
issued and outstanding as of April 20, 2004.

     Subject to the rights of the holders of any series of preferred
stock, the holders of Common Stock are entitled to receive dividends, if
any, as may be declared from time to time by the Board of Directors in its
discretion from funds legally available therefor. Upon liquidation or
dissolution of the Registrant, the holders of Common Stock are entitled to
receive a pro rata share of all assets available for distribution to
stockholders after payment of all obligations of the Registrant including
dividends and preferences attributed to any series of preferred stock. The
shares of Common Stock have no cumulative voting rights or preemptive or
other subscription rights and there are no conversion rights or redemption
provisions with respect to such shares. The shares of Common Stock
presently outstanding are validly issued, fully paid and non-assessable.

     Authorized Common Stock may be issued at any time and from time to
time, in such amounts, and for such consideration as may be fixed by the
Board of Directors of the Registrant.

Item 5. INTERESTS OF NAMED EXPERTS AND COUNSEL.

     The  validity of the securities that may be offered under the
KleenAir Systems Amended 2001 Employee Stock Compensation Plan (the
"Plan") will be passed upon for KAIR by John Holt Smith of Kelly Lytton &
Vann LLP, Attorneys at Law, 1900 Avenue of the Stars, Suite 1450, Los
Angeles, California 90067.

                                    2

Item 6. INDEMNIFICATION OF OFFICERS AND DIRECTORS.

     The Nevada General Corporation Law (the "NGCL"), in general, allows
corporations to indemnify their directors and officers against expenses
actual and reasonable incurred in connection with a proceeding, if the
person acted in good faith and in a manner the person reasonably believed
to be in, or not opposed to, the best interests of the corporation. A
corporation may not indemnify a director in connection with a proceeding
by or in the right of the corporation in which the director was adjudged
liable to the corporation unless and only to the extent that the court in
which the action or suit was brought determines that in view of all the
circumstances, the person is fairly and reasonably entitled to indemnity.

Item 7. EXEMPTION FROM REGISTRATION CLAIMED.

     Not Applicable.

Item 8. EXHIBITS.

      Exhibit
      Number                    Description
      -------    --------------------------------------------------------
       4.6       Amended Employee Stock Compensation Plan pursuant to a
                 resolution dated April 26, 2004

       5.1       Opinion of Counsel regarding legality

      23.1       Consent of Independent Public Accountants

      23.2       Consent of Counsel (included in Exhibit 5.1)

Item 9. UNDERTAKINGS.

     The undersigned registrant hereby undertakes:

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

     (2) That, for the purpose of determining any liability under the
Securities Act of 1933, each such post- effective amendment shall be
deemed to be a new registration statement relating to the securities
offered therein, and the offering of such securities at that time shall be
deemed to be the initial bona fide offering thereof.

     (3) To remove from registration by means of a post-effective
amendment any of the securities being registered which remain unsold at
the termination of the offering.

     (4) That, for purposes of determining any liability under the
Securities Act of 1933, each filing of the registrant's annual report

                                    3

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.

     (5) Insofar as indemnification for liabilities 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 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 Los Angeles, California, on the date below.

DATED:  April 26, 2004                  KLEENAIR SYSTEMS, INC.

                                    By:   /s/ Lionel Simons
                                        -------------------------
                                        Lionel Simons, 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.

/s/  Lionel Simons                       Date:  April 26, 2004
-----------------------
Lionel Simons
Director and President

/s/ Lester Berriman                      Date:  April 26, 2004
-----------------------
Lester Berriman, Assistant Secretary

                                    4