content: Registration No. 333-_________
  
  As  filed  with  the  Securities  and  Exchange  Commission  on October 15, 2003
  
                         SECURITIES AND EXCHANGE COMMISSION
                               WASHINGTON, D.C.  20549
  
  
                                   AMENDMENT NO. 1
                                         TO
                                      FORM S-8
                               REGISTRATION STATEMENT
                                        UNDER
                             THE SECURITIES ACT OF 1933
  
  
                             THE WORLD GOLF LEAGUE, INC.
               (Exact name of registrant as specified in its charter)
  
  
            DELAWARE                               95-0201235
  (State or other jurisdiction of              (I.R.S. Employer
  incorporation or organization)              Identification No.)
  
  
                              258 EAST ALTAMONTE DRIVE
                          ALTAMONTE SPRINGS, FLORIDA, 32701
                      (Address of principal executive offices)
  
  
      THE WORLD GOLF LEAGUE, INC. AMENDED 2003 NON-QUALIFIED STOCK OPTION PLAN
                              (Full title of the plan)
  
  
                                                       Copy to:
  Michael S. Pagnano
  Chief Executive Officer                              David M. Loev, Esquire
  258 East Altamonte Drive                             Attorney-at-Law
  Altamonte Springs, Florida, 32701                    2777 Allen Parkway
  (407) 331-6272                                       Suite 1000
  (Name, address and telephone number,                 Houston, Texas 77019
  including area code, of agent for service)          (713) 524-4110
  
  <TABLE>
  <CAPTION>
  
  CALCULATION OF REGISTRATION FEE
  
  Title of           Amount to be      Proposed       Proposed Maximum        Amount of
  Securities to be    Registered       Maximum       Aggregate Offering   Registration Fee
  Registered                        Offering Price          Price
                                      Per Share
  <S>                <C>           <C>               <C>                  <C>
  Common Stock,      50,000,000       $ .035(1)          $ 1,750,000         $ 161.00
  ..001 par value
  <FN>
  
  (1)     Estimated pursuant to Rule 457(c) under the Securities Act of 1933 solely for the
  purpose of calculating the registration fee based on the average of the bid and ask price
  </TABLE>
  
  <PAGE>
  
                             INCORPORATION BY REFERENCE
                                         OF
                           EARLIER REGISTRATION STATEMENT
  
       The  World  Golf  League,  Inc.  (the  "Registrant")  previously registered
  35,000,000 shares of Common Stock, par value $.001 per share, for issuance under
  The  World  Golf  League 2003 Non-Qualified Stock Option Plan (the "Plan").  The
  registration  of  such  shares was affected on a Form S-8 Registration Statement
  filed with the Securities and Exchange Commission on August 1, 2003, bearing the
  file  number  333-107582 (the "Initial Registration Statement").  The Registrant
  has  amended  the  Plan  to provide for the issuance thereunder of an additional
  50,000,000  shares  of  Common  Stock  (the  "Amended Plan").  This Registration
  Statement  is being filed to register the additional 50,000,000 shares of Common
  Stock of the same class as those for which the Initial Registration Statement is
  effective  as  well as .  Accordingly, pursuant to General Instruction E of Form
  S-8,  the  contents of the Initial Registration Statement is hereby incorporated
  herein  by  reference.
  
                                       PART II
                                       -------
  
                 INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
                 --------------------------------------------------
  
  ITEM  8.          EXHIBITS.
                    --------
  EXHIBIT NO.                             Exhibit
  -----------
  
  (4.1)     The  World  Golf  League 2003 Non-Qualified Stock Option Agreement, as
            amended
  
  (5.1)     Opinion  of  David  M.  Loev,  Attorney  at  Law
  
  (23.1)    Consent  of  David M. Loev, Attorney at Law (contained in Exhibit 5.1
            hereto)
  
  (23.2)    Consent  of  Parker  &  Co.
  
  <PAGE>
  
                                     SIGNATURES
  
       The  Registrant.  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 a 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 Altamonte Springs, and State of Florida, on this
  15th  day  of  October  2003.
  
                                             THE  WORLD  GOLF  LEAGUE,  INC.
  
  
                                             By: /s/ Michael S. Pagnano
                                                ----------------------------
                                                Michael  S.  Pagnano
                                                Chief  Executive  Officer
  
  
                                  POWER OF ATTORNEY
  
       Pursuant  to  the  requirements  of  the  Securities  Act  of  1933,  this
  Registration  Statement  has  been  signed below by the following persons in the
  capacities  and  on  the  dates  indicated.  Each person whose signature appears
  below  constitutes  and  appoints  Michael  S.  Pagnano  his  true  and  lawful
  attorney-in-fact  and agent, with full power of substitution and revocation, for
  him  and in his, place and stead, in any and all capacities, to sign any and all
  amendments  (including post-effective amendments) to this Registration Statement
  and  to  file  the  same,  with  all  exhibits  thereto,  and other documents in
  connection therewith, with the Securities and Exchange Commission, granting unto
  said  attorney-in-fact and agents, and each of them, full power and authority to
  do  and  perform each and every act and thing requisite and necessary to be done
  in  connection  therewith,  as  fully to all intents and purposes as he might or
  could  do  in  person,  hereby  ratifying  and  confirming  all  that  said
  attorney-in-fact  and  agents, or either of them, may lawfully do or cause to be
  done  by  virtue  hereof.
  
  SIGNATURE                           TITLE                          DATE
  ---------                            -----                         ----
  /s/ Michael S. Pagnano     Chief Executive Officer           October 15, 2003
  --------------------      (Principal Executive Officer)
  Michael S. Pagnano
  
  
  /s/ Michael S. Pagnano     Chief Executive Officer           October 15, 2003
  --------------------      (Principal Executive Officer)
  Michael S. Pagnano
  
  
  /s/ Michael S. Pagnano     Director                          October 15, 2003
  ---------------------
  Michael  S.  Pagnano
  
  
  /s/ William Page           Director                          October 15, 2003
  ---------------------
  William Page
  
  
  /s/ King Simmons           Director                          October 15, 2003
  ---------------------
  King Simmons
  
  <PAGE>
  
  EX-4.1
  
                            THE  WORLD  GOLF  LEAGUE,  INC.
                        AMENDED  2003  NON-QUALIFIED  STOCK  OPTION  PLAN
  
       1.  Purpose. This Amended 2003 Non-Qualified Stock Option Plan (the "Plan")
  is  intended  to  promote  the financial success and interests of The World Golf
  League, Inc. (the "Company") and materially increase shareholder value by giving
  incentives to officers and other employees and directors of, and consultants and
  advisors  to  the  Company,  its  parent  (if  any)  and  any  present or future
  subsidiaries  of  the  Company  (collectively,  "Related  Corporations") through
  providing  opportunities  to  acquire  stock in the Company. As used herein, the
  terms  "parent"  and  "subsidiary"  mean  "parent  corporation"  and "subsidiary
  corporation",  respectively,  as  those terms are defined in Sections 424(e) and
  424(f)  or  successor provisions of the Internal Revenue Code of 1986 as amended
  from time to time (the "Code"). Any proceeds of cash or property received by the
  Company  for  the  sale  of The World Golf League, Inc. Common Stock pursuant to
  options  granted  under  this  Plan will be used for general corporate purposes.
  
       2.     Structure  of  the  Plan.  The  Plan  permits the following separate
              ------------------------
  types  of  grant:
  
       A.     Options  may be granted hereunder to purchase shares of common stock
  of  the  Company.  These options may not meet the requirements of Section 422 of
  the  Code  ("Non-Qualified  Options").  Non-Qualified  Options  are  sometimes
  referred  to  hereinafter  as  "Options".
  
       B.     Awards  of  stock  in  the  Company  ("Awards")  may  be  granted.
  
       C.     Opportunities  to  make  direct  purchases  of  stock in the Company
  ("Purchases")  may  be  authorized.
  
  Options,  Awards  and authorizations to make Purchases are sometimes referred to
  hereinafter  as  "Stock  Rights".
  
        3.     Administration  of  the  Plan.
               -----------------------------
  
       A.     The  Plan  shall  be  administered  by the Board of Directors of the
  Company  (the  "Board").  The  Board  may  in its sole discretion grant Options,
  authorize  Purchases  and grant Awards, as provided in the Plan. The Board shall
  have full power and authority, subject to the express provisions of the Plan, to
  construe  and  interpret  the  Plan  and  all  Option  agreements,  Purchase
  authorizations and Award grants thereunder, to establish, amend and rescind such
  rules  and  regulations as it may deem appropriate for the proper administration
  of  the  Plan,  to  determine  in each case the terms and provisions which shall
  apply  to a particular Option agreement, Purchase authorization, or Award grant,
  and  to  make  all  other  determinations  which  are,  in the Board's judgment,
  necessary or desirable for the proper administration of the Plan.  The Board may
  correct  any  defect,  supply any omission or reconcile any inconsistency in the
  Plan  or  in  any Option agreement, Purchase authorization or Award grant in the
  manner  and  to the extent it shall, in its sole discretion, consider expedient.
  Decisions  of  the  Board  shall be final and binding on all parties who have an
  interest  in  the  Plan  or  any  Option,  Purchase,  Award,  or  stock issuance
  thereunder.  No director or person acting pursuant to authority delegated by the
  Board  shall  be  liable  for any action or determination under the Plan made in
  good  faith.
  
  <PAGE>
  
       B.     The  Board  may, to the full extent permitted by and consistent with
  applicable  law  and  the  Company's  By-laws,  and  subject  to  Subparagraph D
  herein below,  delegate  any  or  all  of  its  powers  with  respect  to  the
  administration  of  the  Plan  to a committee (the "Committee") appointed by the
  Board.  If  a  Committee  has been appointed, all references in this Plan to the
  Board  shall  mean  and  relate  to  that  Committee.
  
       C.     Those  provisions  of this Plan which make express reference to Rule
  16b-3  under  the  Securities  Exchange  Act  of 1934, as amended (the "Exchange
  Act"),  or any successor rule ("Rule 16b-3"), or which are required in order for
  certain  option  transactions  to  qualify for exemption under Rule 16b-3, shall
  apply  only to those persons required to file reports under Section 16(a) of the
  Exchange  Act  (a  "Reporting  Person").
  
       D.     If  the Company registers any class of equity security under Section
  12  of the Exchange Act, the selection of a director or an officer (as the terms
  "director"  and "officer" are defined for purposes of Rule 16b-3) as a recipient
  of  an  option, the timing of the option grant, the exercise price of the option
  and the number of shares subject to the option shall be determined either (i) by
  the  Board,  if  all  of  the Board members are disinterested persons within the
  meaning of Rule 16(b)(3), or (ii) by two or more directors having full authority
  to  act  in  the  matter,  each  of  whom  shall be such a disinterested person.
  
       4.     Eligible Employees and Others.  Non-Qualified  Options,  Awards, and
            --------------------------------
  authorizations  to  make  Purchases  may  be granted to any employee, officer or
  director of, or consultant or advisor to the Company or any Related Corporation,
  except  for instances where services are in connection with the offer or sale of
  securities  in  a  capital-raising  transaction,  or they directly or indirectly
  promote  or  maintain  a  market  for  the Company's securities.  In making such
  determinations,  the Board and/or the Committee may take into account the nature
  of  the  services  rendered  by  such  person, his or her present  and potential
  contribution  to  the  Company's  success,  and  such other factors as the Board
  and/or  Committee  in  its  discretion shall deem relevant.  The granting of any
  Stock Right to any individual or entity shall neither entitle that individual or
  entity  to,  nor  disqualify him from, participation in any other grant of Stock
  Rights.
  
       5.     Stock.  The  stock subject to Options, Awards and Purchases shall be
              -----
  authorized  but unissued shares of common stock of the Company ("Common Stock"),
  or  shares  of  Common  Stock  reacquired  by  the  Company  in any manner.  The
  aggregate  number  of  shares  which may be issued under the Plan is Eighty Five
  Million (85,000,000), subject to adjustment as provided in Paragraph 13.  If any
  Option  granted  under the Plan shall expire or terminate for any reason without
  having been exercised in full or shall cease for any reason to be exercisable in
  whole  or in part, or if the Company shall reacquire any nonvested shares issued
  pursuant  to Awards or Purchases, the unpurchased shares subject to such Option,
  or  such  nonvested  shares so reacquired shall again be available for grants of
  Stock  Rights  under  the  Plan.  No  fractional shares of Common Stock shall be
  issued,  and  the  Board  and/or  Committee  shall determine the manner in which
  fractional  share  value  shall  be  treated.
  
       6.     Option  Agreements.  As  a condition to the grant of an Option, each
              ------------------
  recipient  of  an  Option  shall  execute  an  option agreement in such form not
  inconsistent  with the Plan as the Board shall approve.  These option agreements
  may  differ  among  recipients.  The  Board may, in its sole discretion, include
  additional  provisions  in  option  agreements,  including  without  limitation
  restrictions on transfer, repurchase rights, commitments to pay cash bonuses, to
  make,  arrange for or guarantee loans or to transfer other property to optionees
  upon exercise of options, or such other provisions as shall be determined by the
  Board;  provided,  however,  that  such  additional  provisions  shall  not  be
  inconsistent  with  any  provision  of  the  Plan
  
  <PAGE>
  
       7.     Option  Exercise  Price.
              -----------------------
  
       A.     Subject  to  Subparagraph 3D of this Plan and Subparagraph B of this
  Paragraph  7,  the purchase price per share of Common Stock deliverable upon the
  exercise  of  an  Option  ("exercise  price")  shall be determined by the Board.
  
       B.     The  exercise  price  of each Non-Qualified Option granted under the
  Plan  shall  in  no  event be less than the par value per share of the Company's
  Common  Stock.
  
       8.     Cancellation  and  New  Grant of Options, Etc.  The Board shall have
              ---------------------------------------------
  the  authority to effect, at any time and from time to time, with the consent of
  the  affected  optionees, the cancellation of any or all outstanding Options and
  the grant in substitution therefor of new Options covering the same or different
  shares of Common Stock and having an exercise price per share which may be lower
  or  higher  than  the  exercise  price  per  share  of  the  canceled  Options.
  
       9.     Exercise  of  Options.
              ---------------------
  
       A.     Each  Option  granted  under the Plan shall be exercisable either in
  full or in installments at such time or times and during such period as shall be
  set  forth  in the agreement evidencing the Option, subject to the provisions of
  the  Plan.  The  partial  exercise  of an option shall not cause the expiration,
  termination or cancellation of the remaining portion thereof.  The Board may, in
  its  sole  discretion,  (i)  accelerate  the  date  or dates on which all or any
  particular  Option  or  Options  granted under the Plan may be exercised or (ii)
  extend  the dates during which all, or any particular, Option or Options granted
  under  the  Plan  may  be  exercised.
  
       B.     Options  granted  under  the  Plan  may  provide  for payment of the
  exercise  price  by  any  of  the  following  methods:
  
             (i)     In  cash,  by wire transfer, by certified or cashier's check,
  or  by  money  order;  or
  
             (ii)     By  delivery  to  the  Company  of  an  exercise notice that
  requests  the Company to issue to the  Optionee  the full  number  of  shares as
  to which the Option is then exercisable,  less the  number  of shares  that have
  an  aggregate  Fair  Market  Value,  as  determined  by  the  Board  in its sole
  discretion  at  the  time of exercise,  equal to the aggregate purchase price of
  the shares to which such exercise relates.  (This  method of exercise allows the
  Optionee  to  use  a portion of the shares issuable at the time of  exercise  as
  payment for the shares to which the option relates and is often referred to as a
  "cashless  exercise."  For  example,  if  the  Optionee elects to exercise 1,000
  shares  at  an exercise price of $0.25 and the current  Fair Market Value of the
  shares on the date of exercise is $1.00,  the  Optionee can use 250 of the 1,000
  shares at  $1.00 per share to pay for the  exercise  of the entire  Option  (250
  x  $1.00  =  $250.00)  and  receive  only  the  remaining  750  shares.)
  
  For  purposes  of  this  section,  "  Fair Market Value" shall be defined as the
  average  closing price of the common stock (if actual sales price information on
  any  trading  day is not available, the closing bid price shall be used) for the
  five  trading  days  prior  to the Date of Exercise of this Option (the "Average
  Closing  Bid  Price"),  as  reported  by  the National Association of Securities
  Dealers  Automated  Quotation  System  ("NASDAQ"), or if the common stock is not
  traded  on NASDAQ, the Average Closing Bid Price in the over-the-counter market;
  provided,  however,  that if the common stock is listed on a stock exchange, the
  Fair  Market Value shall be the Average Closing Bid Price on such exchange; and,
  provided  further,  that  if  the  common  stock  is not quoted or listed by any
  organization,  the fair value of the common stock, as determined by the Board of
  Directors  of  the  Company,  whose  determination shall be conclusive, shall be
  used).  In  no event shall the Fair Market Value of any share of Common Stock be
  less  than  its  par  value.
  
  <PAGE>
  
       10.     Option  Period.  Subject  to  earlier  termination  under  other
               --------------
  provisions  of  this Plan, each Option and all rights thereunder shall expire on
  such  date  as  shall  be  set  forth  in  the  applicable  option  agreement.
  
       11.     Nontransferability  of Options.  Non-Qualified Options shall not be
               ------------------------------
  assignable  or  transferable by the optionee, either voluntarily or by operation
  of  law, except by will or the laws of descent and distribution, and, during the
  life  of  the optionee, except to the extent otherwise provided in the agreement
  evidencing  the  Non-Qualified  Option.
  
       12.     Effect of Termination of Employment or Other Relationship.  Subject
               ---------------------------------------------------------
  to  all  other  provisions  of the Plan, the Board shall determine the period of
  time  during  which  an  Optionee  may  exercise  an  Option  following  (i) the
  termination  of the optionee's employment or other relationship with the Company
  or  a Related Corporation or (ii) the death or disability of the optionee.  Such
  periods  shall  be  set  forth  in  the  agreement  evidencing  the  Option.
  
       13.     Adjustments.
               -----------
  
       A.     If, through or as a result of any merger, consolidation, sale of all
  or  substantially  all  of  the  assets  of  the  Company,  reorganization,
  recapitalization,  reclassification,  stock dividend, stock split, reverse stock
  split  or  other similar transaction, (i) the outstanding shares of Common Stock
  are  increased,  decreased or exchanged for a different number or kind of shares
  or  other  securities  of  the  Company,  or  (ii)  additional  shares or new or
  different shares or other securities of the Company or other non-cash assets are
  distributed  with respect to such shares of Common Stock or other securities, an
  appropriate and proportionate adjustment shall be made in (a) the maximum number
  and kind of shares reserved for issuance under the Plan, (b) the number and kind
  of  shares or other securities subject to any then outstanding Options under the
  Plan,  and  (c) the price for each share subject to any then outstanding Options
  under  the  Plan, without changing the aggregate purchase price as to which such
  Options  remain exercisable. No fractional shares shall be issued under the Plan
  on  account  of  any  such  adjustments.
  
       B.     Any  adjustments  under this Paragraph 13 shall be made by the Board
  of  Directors,  whose determination as to what adjustments, if any, will be made
  and  the  extent  thereof  shall  be  final,  binding  and  conclusive.
  
       14.     Rights  as  a  Shareholder.  The  holder of an Option shall have no
               --------------------------
  rights  as  a  shareholder  with  respect  to  any  shares covered by the option
  (including,  without  limitation,  any  voting  rights,  the right to inspect or
  receive  the  Company's  balance sheets or financial statements or any rights to
  receive  dividends  or non-cash distributions with respect to such shares) until
  the  date  of issue of a stock certificate for such shares.  No adjustment shall
  be  made for dividends or other rights for which the record date is prior to the
  date  such  stock  certificate  is  issued.
  
  <PAGE>
  
       15.     Merger,  Consolidation,  Asset  Sale,  Liquidation,  Etc.
               --------------------------------------------------------
  
       A.     Except  as  may  otherwise  be  provided  in  the  applicable option
  agreement,  in  the  event  of  a  consolidation  or  merger  or  sale of all or
  substantially  all  of  the assets of the Company in which outstanding shares of
  Common  Stock  are exchanged for securities, cash or other property of any other
  corporation  or  business  entity,  or  in  the  event of the liquidation of the
  Company  (each,  a "Change in Control"), the Board, or the board of directors of
  any  corporation  assuming  the  obligations  of  the  Company,  shall,  in  its
  discretion,  take  any  one  or more of the following actions, as to outstanding
  Options:  (i)  provide that such Options shall be assumed, or equivalent options
  shall  be  substituted,  by  the  acquiring  or  succeeding  corporation  (or an
  affiliate  thereof); (ii) upon written notice to the optionees, provide that any
  and  all outstanding Options shall become exercisable in full (to the extent not
  otherwise  so  exercisable) as of a specified date or time ("Accelerated Vesting
  Date")  prior  to the consummation of such transaction, and that all unexercised
  Options  shall terminate as of a specified date or time ("Accelerated Expiration
  Date")  following  the Accelerated Vesting Date unless exercised by the Optionee
  prior  to  the  Accelerated  Expiration  Date; provided, however, that optionees
  shall  be  given a reasonable period of time within which to exercise or provide
  for the exercise of outstanding Options following such written notice and before
  the  Accelerated Expiration Date; (iii) in the event of a merger under the terms
  of  which  holders  of  the  Common  Stock  of  the  Company  will  receive upon
  consummation  thereof  a  cash  payment for each share surrendered in the merger
  (the  "Merger  Price"),  terminate  each  outstanding  Option  in exchange for a
  payment,  made or provided for by the Company, equal in amount to the excess, if
  any,  of the Merger Price over the per-share exercise price of each such Option,
  times  the  number  of  shares  of  Common Stock subject to such Option; or (iv)
  terminate each outstanding Option in exchange for a cash payment equal in amount
  to  the  product  of  the excess, if any, of the fair market value of a share of
  Common  Stock  over  the per-share exercise price of each such Option, times the
  number  of  shares  subject  to such Option.  The Board shall determine the fair
  market  value  of a share of Common Stock for purposes of the foregoing, and the
  Board's  determination  of  such  fair  market value shall be final, binding and
  conclusive.
  
       B.     In  the  event  of  a Change in Control and to the extent the rights
  described  in  this  Section  16B are not already substantially provided to each
  Qualified  Option  Recipient  by  the  Board  (or  the board of directors of any
  corporation  assuming  the  obligations of the Company) pursuant to Section 16A,
  beginning on the date which is 180 days from the date of such Change in Control,
  each  Qualified  Option  Recipient  (as  defined  below) shall have the right to
  exercise  and  receive  from  the  Company  or  its  successor  their respective
  Acceleration  Amount  (as  defined  below).  A  "Qualified  Option Recipient" is
  defined  as  an  option  recipient  hereunder  who  both  (A)  has  maintained a
  relationship  as  an  employee, officer or director of, or consultant or advisor
  to,  the  Company  or  its  successor  for the 180 days immediately prior to the
  Change  in  Control  and (B) on the date which is 180 days after the date of the
  Change  in  Control, either (i) maintains a relationship as an employee, officer
  or  director  of,  or  consultant or advisor to, the Company or its successor or
  (ii) fails to maintain a relationship as an employee, officer or director of, or
  consultant  or advisor to, the Company or its successor by reason of having such
  relationship  terminated  by  the Company or its successor other than for Cause,
  where  "Cause"  means  willful  misconduct  or  willful  failure  of  the option
  recipient to perform the responsibilities of such option recipient's agreed-upon
  business  relationship  with  the  Company  or  its successor, including without
  limitation  such  option  recipient's breach of any provision of any employment,
  consulting,  nondisclosure,  non-competition  or  similar  agreement between the
  option  recipient  and  the  Company.  With  respect  to  each  Qualified Option
  Recipient,  the "Acceleration Amount" shall mean the lesser of (a) the number of
  additional  shares of Common Stock (or their equivalent) which would have become
  vested  pursuant  to  their  option  agreement over the twelve (12) month period
  following  the  date  of the Change in Control or (b) fifty percent (50%) of the
  shares  of  Common Stock (or their equivalent) which had not yet vested pursuant
  to  their  option  agreement as of the date of the Change in Control.  The Board
  and,  where  applicable,  the board of directors of any corporation assuming the
  obligations  of  the  Company, shall take all necessary action to accomplish the
  purposes  of  this  Section  16B, including all such actions as are necessary to
  provide  for  the  assumption  of  such  obligation  upon the Change in Control.
  
  <PAGE>
  
       C.     The  Company  may  grant  Options under the Plan in substitution for
  Options  held  by  employees  of another corporation who become employees of the
  Company  or  a Related Corporation as the result of a merger or consolidation of
  the  employing  corporation  with  the Company or a Related Corporation, or as a
  result of the acquisition by the Company or a Related Corporation of property or
  stock  of  the  employing  corporation.  The  Company may direct that substitute
  Options  be  granted  on  such  terms  and  conditions  as  the  Board considers
  appropriate  in  the  circumstances.
  
       D.     In  the  event  of a Change in Control and with respect thereto, the
  rights  and  responsibilities  of  holders of Stock Rights pursuant to this Plan
  shall  be  governed  first  and  foremost  by  the  Company's agreement with the
  respective recipient of such Stock Rights and then, to the extent applicable, by
  the  terms  of  this  Section  15.
  
       16.     Stock Restriction Agreement.  The Company may require the recipient
               ---------------------------
  of  the  Award  or  Purchase  authorization  to  execute  an  agreement  ("Stock
  Restriction  Agreement")  in  such form not inconsistent with the Plan as may be
  approved  by  the  Board.  Stock  Restriction  Agreements  may  differ  among
  recipients.  Stock  Restriction  Agreements may include any provisions the Board
  determines  should  be included and that are not inconsistent with any provision
  of  the  Plan.
  
       17.     No  Special Employment Rights.  Nothing contained in the Plan or in
               -----------------------------
  any  option  agreement or other agreement or instrument executed pursuant to the
  provisions  of the Plan shall confer upon any Optionee any right with respect to
  the  continuation  of  his  or  her  employment  by  the  Company or any Related
  Corporation  or  interfere in any way with the right of the Company or a Related
  Corporation  at any time to terminate such employment or to increase or decrease
  the  compensation  of  the  optionee.
  
       18.     Other  Employee  Benefits.  Except as to plans which by their terms
               -------------------------
  include  such  amounts  as  compensation, no amount of compensation deemed to be
  received by an employee as a result of the grant or exercise of an Option or the
  sale  of  shares  received upon such exercise, or as a result of the grant of an
  Award  or the authorization or making of a Purchase will constitute compensation
  with  respect  to  which  any  other  employee  benefits  of  such  employee are
  determined,  including,  without  limitation, benefits under any bonus, pension,
  profit-sharing,  life insurance or salary continuation plan, except as otherwise
  specifically  determined  by  the  Board.
  
  <PAGE>
  
       19.     Amendment  of  the  Plan.
               ------------------------
  
       A.     The  Board  may  at any time, and from time to time, modify or amend
  the  Plan  in  any respect, except as otherwise expressly provided in this Plan.
  
       B.     The  termination  or any modification or amendment of the Plan shall
  not,  without  the consent of an optionee, affect the optionee's rights under an
  Option previously granted.  With the consent of the Optionee affected, the Board
  may  amend  outstanding  option agreements in a manner not inconsistent with the
  Plan.  The Board shall have the right to amend or modify terms and provisions of
  the  Plan, the terms and provisions of the Plan and of any outstanding Option to
  the  extent  necessary to ensure the qualification of the Plan under Rule 16b-3.
  
       20.     Investment  Representations.  The  Board  may require any person to
               ---------------------------
  whom  an  Option  is  granted, as a condition of exercising such Option, and any
  person  to  whom an Award is granted or a Purchase is authorized, as a condition
  thereof,  to  give  written assurances in substance and form satisfactory to the
  Board  to  the  effect that such person is acquiring the Common Stock subject to
  the  Option,  Award or Purchase for such person's own account for investment and
  not  with  any  present intention of selling or otherwise distributing the same,
  and to such other effects as the Company deems necessary or appropriate in order
  to  comply  with federal and applicable state securities laws, or with covenants
  or representations made by the Company in connection with any public offering of
  its  Common  Stock.
  
       21.     Compliance  With  Securities Laws.  Each Option shall be subject to
               ---------------------------------
  the  requirement  that  if,  at any time, counsel to the Company shall determine
  that  the  listing,  registration or qualification of the shares subject to such
  Option  upon  any  securities exchange or under any state or federal law, or the
  consent  or  approval  of  any  governmental  or  regulatory  body,  or that the
  disclosure  of non-public information or the satisfaction of any other condition
  is  necessary as a condition of, or in connection with, the issuance or purchase
  of  shares  thereunder,  such  Option may not be exercised, in whole or in part,
  unless  such  listing,  registration,  qualification,  consent  or  approval, or
  satisfaction  of  such  condition  shall  have  been  effected  or  obtained  on
  conditions  acceptable to the  Board.  Nothing herein shall be deemed to require
  the  Company  to  apply  for  or  to  obtain  such  listing,  registration  or
  qualification,  or  to  satisfy  such  condition.
  
       22.     Withholding.  The  Company  shall  have  the  right  to deduct from
               -----------
  payments  of  any kind otherwise due to the Optionee any federal, state or local
  taxes  of  any  kind  required  by law to be withheld with respect to any shares
  issued  upon  exercise  of Options under the Plan or upon the grant of an Award,
  the making of a Purchase of Common Stock for less than its fair market value, or
  the  vesting of restricted Common Stock acquired pursuant to a Stock Right.  The
  Board  in its sole discretion may condition the exercise of an Option, the grant
  of  an  Award,  the  making  of  a Purchase, or the vesting of restricted shares
  acquired by exercising a Stock Right on the grantee's payment of such additional
  withholding  taxes.
  
  <PAGE>
  
       23.     Effective  Date  and  Duration  of  the  Plan.
               ---------------------------------------------
  
       A.  The  Plan  shall  become effective when adopted by the Board, and Stock
  Rights granted under the Plan shall become exercisable upon the Board's approval
  of  the  Plan.  Amendments  to the Plan not requiring shareholder approval shall
  become  effective  when  adopted by the Board. Stock Rights may be granted under
  the Plan at any time after the effective date and before the termination date of
  the  Plan.
  
       B.  Unless  sooner terminated as provided elsewhere in this Plan, this Plan
  shall  terminate  upon the close of business on the day next preceding the tenth
  anniversary  of the date of its adoption by the Board.  Stock Rights outstanding
  on  such  date  shall  continue  to have force and effect in accordance with the
  provisions  of  the  instruments  evidencing  such  Stock  Rights.
  
  
  Adopted  by  the  Board  of  Directors  on  October  14,  2003.
  
  <PAGE>
  
  EX-5.1
  
                           DAVID M. LOEV, ATTORNEY AT LAW
                           2777 ALLEN PARKWAY, SUITE 1000
                                  HOUSTON, TX 77019
                                 713-524-4110 PHONE
                               713-524-4122 FACSIMILE
  
  October 14, 2003
  
  
  The  World  Golf  League,  Inc.
  258  East  Altamonte  Drive
  Altamonte  Springs,  Florida  32701
  
  Re:     Amendment No. 1 to Form  S-8  Registration  Statement
  
  Gentlemen:
  
  You have requested that I furnish you my legal opinion with respect to the
  legality of the following described securities of The World Golf League, Inc.
  (the "Company")covered by Amendment No. 1 to a Form S-8 Registration Statement
  (the "Registration Statement"),  filed  with the Securities and Exchange
  Commission for the purpose of registering  such  securities  under  the
  Securities  Act  of  1933:
  
       1.     an additional 50,000,000 shares of common stock, $.001 par value
  issuable pursuant to The  World  Golf  League,  Inc.  2003 Non-Qualified  Stock
  Option Plan (the "Shares").
  
  In connection with this opinion, I have examined the corporate records of the
  Company, including the Company's Articles of Incorporation, Bylaws, and the
  Minutes of its Board of Directors and Shareholders meetings, the Registration
  Statement, and such other documents and records as I deemed relevant in order to
  render this opinion.
  
  Based on the foregoing, it is my opinion that, after the Registration Statement
  becomes  effective  and  the  Shares have been issued and delivered as described
  therein,  the  Shares  will  be  validly  issued, fully paid and non-assessable.
  
  I hereby consent to the filing of this opinion with the Securities and Exchange
  Commission  as  an  exhibit to the Registration Statement and further consent to
  statements made therein regarding this firm and use of my name under the heading
  "Legal  Matters"  in  the  Prospectus  constituting  a part of such Registration
  Statement.
  
       Sincerely,
  
  
       /s/  David  M.  Loev
       -------------------------------
       David M. Loev, Attorney at Law
  
  <PAGE>
  
  EX-23.2
  
  
  CONSENT OF INDEPENDENT AUDITORS
  
       We consent to the incorporation by reference in this Registration Statement
  for  World  Golf  League,  Inc. (World Golf) on Form S-8 of our report April 14,
  2003  and as amended on April 24, 2003, with respect to the financial statements
  of World Golf Incorporated by reference in its Annual Report on Form 10-KSB for
  the year ended December 31, 2002, and the related financial statement schedule
  included  therein,  filed  with  the  Securities and  Exchange  Commission.
  
  
  /s/ Parker & Co.
  - -------------------------------------
  Parker & Co., Chartered Accountants
  Independent Professional Accountants
  
  
  October 14, 2003
  
  <PAGE>
metadata_documents: [{"type": "S-8", "sequence": "1", "filename": "doc1.txt", "secsgml_size_bytes": 38035}]
metadata_filer: {"company-data": {"conformed-name": "WORLD GOLF INC", "cik": "0001171176", "assigned-sic": "6770", "irs-number": "980201235", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-109731", "film-number": "03942645"}, "business-address": {"street1": "258 EAST ALTAMONTE DRIVE", "street2": ",", "city": "ALTAMONTE SPRINGS", "state": "FL", "zip": "32701", "phone": "4073316272"}, "mail-address": {"street1": "258 EAST ALTAMONTE DRIVE", "street2": ",", "city": "ALTAMONTE SPRINGS", "state": "FL", "zip": "32701"}, "former-company": {"former-conformed-name": "NOVUS LABORATORIES INC", "date-changed": "20020415"}}
text: Registration No. 333-_________
  
  As  filed  with  the  Securities  and  Exchange  Commission  on October 15, 2003
  
                         SECURITIES AND EXCHANGE COMMISSION
                               WASHINGTON, D.C.  20549
  
                                   AMENDMENT NO. 1
                                         TO
                                      FORM S-8
                               REGISTRATION STATEMENT
                                        UNDER
                             THE SECURITIES ACT OF 1933
  
                             THE WORLD GOLF LEAGUE, INC.
               (Exact name of registrant as specified in its charter)
  
            DELAWARE                               95-0201235
  (State or other jurisdiction of              (I.R.S. Employer
  incorporation or organization)              Identification No.)
  
                              258 EAST ALTAMONTE DRIVE
                          ALTAMONTE SPRINGS, FLORIDA, 32701
                      (Address of principal executive offices)
  
      THE WORLD GOLF LEAGUE, INC. AMENDED 2003 NON-QUALIFIED STOCK OPTION PLAN
                              (Full title of the plan)
  
                                                       Copy to:
  Michael S. Pagnano
  Chief Executive Officer                              David M. Loev, Esquire
  258 East Altamonte Drive                             Attorney-at-Law
  Altamonte Springs, Florida, 32701                    2777 Allen Parkway
  (407) 331-6272                                       Suite 1000
  (Name, address and telephone number,                 Houston, Texas 77019
  including area code, of agent for service)          (713) 524-4110
  CALCULATION OF REGISTRATION FEE
  
  Title of           Amount to be      Proposed       Proposed Maximum        Amount of
  Securities to be    Registered       Maximum       Aggregate Offering   Registration Fee
  Registered                        Offering Price          Price
                                      Per Share
  Common Stock,      50,000,000       $ .035(1)          $ 1,750,000         $ 161.00
  ..001 par value
  (1)     Estimated pursuant to Rule 457(c) under the Securities Act of 1933 solely for the
  purpose of calculating the registration fee based on the average of the bid and ask price
  INCORPORATION BY REFERENCE
                                         OF
                           EARLIER REGISTRATION STATEMENT
  
       The  World  Golf  League,  Inc.  (the  "Registrant")  previously registered
  35,000,000 shares of Common Stock, par value $.001 per share, for issuance under
  The  World  Golf  League 2003 Non-Qualified Stock Option Plan (the "Plan").  The
  registration  of  such  shares was affected on a Form S-8 Registration Statement
  filed with the Securities and Exchange Commission on August 1, 2003, bearing the
  file  number  333-107582 (the "Initial Registration Statement").  The Registrant
  has  amended  the  Plan  to provide for the issuance thereunder of an additional
  50,000,000  shares  of  Common  Stock  (the  "Amended Plan").  This Registration
  Statement  is being filed to register the additional 50,000,000 shares of Common
  Stock of the same class as those for which the Initial Registration Statement is
  effective  as  well as .  Accordingly, pursuant to General Instruction E of Form
  S-8,  the  contents of the Initial Registration Statement is hereby incorporated
  herein  by  reference.
  
                                       PART II
                                       -------
  
                 INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
                 --------------------------------------------------
  
  ITEM  8.          EXHIBITS.
                    --------
  EXHIBIT NO.                             Exhibit
  -----------
  
  (4.1)     The  World  Golf  League 2003 Non-Qualified Stock Option Agreement, as
            amended
  
  (5.1)     Opinion  of  David  M.  Loev,  Attorney  at  Law
  
  (23.1)    Consent  of  David M. Loev, Attorney at Law (contained in Exhibit 5.1
            hereto)
  
  (23.2)    Consent  of  Parker  &  Co.
  SIGNATURES
  
       The  Registrant.  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 a 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 Altamonte Springs, and State of Florida, on this
  15th  day  of  October  2003.
  
                                             THE  WORLD  GOLF  LEAGUE,  INC.
  
                                             By: /s/ Michael S. Pagnano
                                                ----------------------------
                                                Michael  S.  Pagnano
                                                Chief  Executive  Officer
  
                                  POWER OF ATTORNEY
  
       Pursuant  to  the  requirements  of  the  Securities  Act  of  1933,  this
  Registration  Statement  has  been  signed below by the following persons in the
  capacities  and  on  the  dates  indicated.  Each person whose signature appears
  below  constitutes  and  appoints  Michael  S.  Pagnano  his  true  and  lawful
  attorney-in-fact  and agent, with full power of substitution and revocation, for
  him  and in his, place and stead, in any and all capacities, to sign any and all
  amendments  (including post-effective amendments) to this Registration Statement
  and  to  file  the  same,  with  all  exhibits  thereto,  and other documents in
  connection therewith, with the Securities and Exchange Commission, granting unto
  said  attorney-in-fact and agents, and each of them, full power and authority to
  do  and  perform each and every act and thing requisite and necessary to be done
  in  connection  therewith,  as  fully to all intents and purposes as he might or
  could  do  in  person,  hereby  ratifying  and  confirming  all  that  said
  attorney-in-fact  and  agents, or either of them, may lawfully do or cause to be
  done  by  virtue  hereof.
  
  SIGNATURE                           TITLE                          DATE
  ---------                            -----                         ----
  /s/ Michael S. Pagnano     Chief Executive Officer           October 15, 2003
  --------------------      (Principal Executive Officer)
  Michael S. Pagnano
  
  /s/ Michael S. Pagnano     Chief Executive Officer           October 15, 2003
  --------------------      (Principal Executive Officer)
  Michael S. Pagnano
  
  /s/ Michael S. Pagnano     Director                          October 15, 2003
  ---------------------
  Michael  S.  Pagnano
  
  /s/ William Page           Director                          October 15, 2003
  ---------------------
  William Page
  
  /s/ King Simmons           Director                          October 15, 2003
  ---------------------
  King Simmons
  EX-4.1
  
                            THE  WORLD  GOLF  LEAGUE,  INC.
                        AMENDED  2003  NON-QUALIFIED  STOCK  OPTION  PLAN
  
       1.  Purpose. This Amended 2003 Non-Qualified Stock Option Plan (the "Plan")
  is  intended  to  promote  the financial success and interests of The World Golf
  League, Inc. (the "Company") and materially increase shareholder value by giving
  incentives to officers and other employees and directors of, and consultants and
  advisors  to  the  Company,  its  parent  (if  any)  and  any  present or future
  subsidiaries  of  the  Company  (collectively,  "Related  Corporations") through
  providing  opportunities  to  acquire  stock in the Company. As used herein, the
  terms  "parent"  and  "subsidiary"  mean  "parent  corporation"  and "subsidiary
  corporation",  respectively,  as  those terms are defined in Sections 424(e) and
  424(f)  or  successor provisions of the Internal Revenue Code of 1986 as amended
  from time to time (the "Code"). Any proceeds of cash or property received by the
  Company  for  the  sale  of The World Golf League, Inc. Common Stock pursuant to
  options  granted  under  this  Plan will be used for general corporate purposes.
  
       2.     Structure  of  the  Plan.  The  Plan  permits the following separate
              ------------------------
  types  of  grant:
  
       A.     Options  may be granted hereunder to purchase shares of common stock
  of  the  Company.  These options may not meet the requirements of Section 422 of
  the  Code  ("Non-Qualified  Options").  Non-Qualified  Options  are  sometimes
  referred  to  hereinafter  as  "Options".
  
       B.     Awards  of  stock  in  the  Company  ("Awards")  may  be  granted.
  
       C.     Opportunities  to  make  direct  purchases  of  stock in the Company
  ("Purchases")  may  be  authorized.
  
  Options,  Awards  and authorizations to make Purchases are sometimes referred to
  hereinafter  as  "Stock  Rights".
  
        3.     Administration  of  the  Plan.
               -----------------------------
  
       A.     The  Plan  shall  be  administered  by the Board of Directors of the
  Company  (the  "Board").  The  Board  may  in its sole discretion grant Options,
  authorize  Purchases  and grant Awards, as provided in the Plan. The Board shall
  have full power and authority, subject to the express provisions of the Plan, to
  construe  and  interpret  the  Plan  and  all  Option  agreements,  Purchase
  authorizations and Award grants thereunder, to establish, amend and rescind such
  rules  and  regulations as it may deem appropriate for the proper administration
  of  the  Plan,  to  determine  in each case the terms and provisions which shall
  apply  to a particular Option agreement, Purchase authorization, or Award grant,
  and  to  make  all  other  determinations  which  are,  in the Board's judgment,
  necessary or desirable for the proper administration of the Plan.  The Board may
  correct  any  defect,  supply any omission or reconcile any inconsistency in the
  Plan  or  in  any Option agreement, Purchase authorization or Award grant in the
  manner  and  to the extent it shall, in its sole discretion, consider expedient.
  Decisions  of  the  Board  shall be final and binding on all parties who have an
  interest  in  the  Plan  or  any  Option,  Purchase,  Award,  or  stock issuance
  thereunder.  No director or person acting pursuant to authority delegated by the
  Board  shall  be  liable  for any action or determination under the Plan made in
  good  faith.
  B.     The  Board  may, to the full extent permitted by and consistent with
  applicable  law  and  the  Company's  By-laws,  and  subject  to  Subparagraph D
  herein below,  delegate  any  or  all  of  its  powers  with  respect  to  the
  administration  of  the  Plan  to a committee (the "Committee") appointed by the
  Board.  If  a  Committee  has been appointed, all references in this Plan to the
  Board  shall  mean  and  relate  to  that  Committee.
  
       C.     Those  provisions  of this Plan which make express reference to Rule
  16b-3  under  the  Securities  Exchange  Act  of 1934, as amended (the "Exchange
  Act"),  or any successor rule ("Rule 16b-3"), or which are required in order for
  certain  option  transactions  to  qualify for exemption under Rule 16b-3, shall
  apply  only to those persons required to file reports under Section 16(a) of the
  Exchange  Act  (a  "Reporting  Person").
  
       D.     If  the Company registers any class of equity security under Section
  12  of the Exchange Act, the selection of a director or an officer (as the terms
  "director"  and "officer" are defined for purposes of Rule 16b-3) as a recipient
  of  an  option, the timing of the option grant, the exercise price of the option
  and the number of shares subject to the option shall be determined either (i) by
  the  Board,  if  all  of  the Board members are disinterested persons within the
  meaning of Rule 16(b)(3), or (ii) by two or more directors having full authority
  to  act  in  the  matter,  each  of  whom  shall be such a disinterested person.
  
       4.     Eligible Employees and Others.  Non-Qualified  Options,  Awards, and
            --------------------------------
  authorizations  to  make  Purchases  may  be granted to any employee, officer or
  director of, or consultant or advisor to the Company or any Related Corporation,
  except  for instances where services are in connection with the offer or sale of
  securities  in  a  capital-raising  transaction,  or they directly or indirectly
  promote  or  maintain  a  market  for  the Company's securities.  In making such
  determinations,  the Board and/or the Committee may take into account the nature
  of  the  services  rendered  by  such  person, his or her present  and potential
  contribution  to  the  Company's  success,  and  such other factors as the Board
  and/or  Committee  in  its  discretion shall deem relevant.  The granting of any
  Stock Right to any individual or entity shall neither entitle that individual or
  entity  to,  nor  disqualify him from, participation in any other grant of Stock
  Rights.
  
       5.     Stock.  The  stock subject to Options, Awards and Purchases shall be
              -----
  authorized  but unissued shares of common stock of the Company ("Common Stock"),
  or  shares  of  Common  Stock  reacquired  by  the  Company  in any manner.  The
  aggregate  number  of  shares  which may be issued under the Plan is Eighty Five
  Million (85,000,000), subject to adjustment as provided in Paragraph 13.  If any
  Option  granted  under the Plan shall expire or terminate for any reason without
  having been exercised in full or shall cease for any reason to be exercisable in
  whole  or in part, or if the Company shall reacquire any nonvested shares issued
  pursuant  to Awards or Purchases, the unpurchased shares subject to such Option,
  or  such  nonvested  shares so reacquired shall again be available for grants of
  Stock  Rights  under  the  Plan.  No  fractional shares of Common Stock shall be
  issued,  and  the  Board  and/or  Committee  shall determine the manner in which
  fractional  share  value  shall  be  treated.
  
       6.     Option  Agreements.  As  a condition to the grant of an Option, each
              ------------------
  recipient  of  an  Option  shall  execute  an  option agreement in such form not
  inconsistent  with the Plan as the Board shall approve.  These option agreements
  may  differ  among  recipients.  The  Board may, in its sole discretion, include
  additional  provisions  in  option  agreements,  including  without  limitation
  restrictions on transfer, repurchase rights, commitments to pay cash bonuses, to
  make,  arrange for or guarantee loans or to transfer other property to optionees
  upon exercise of options, or such other provisions as shall be determined by the
  Board;  provided,  however,  that  such  additional  provisions  shall  not  be
  inconsistent  with  any  provision  of  the  Plan
  7.     Option  Exercise  Price.
              -----------------------
  
       A.     Subject  to  Subparagraph 3D of this Plan and Subparagraph B of this
  Paragraph  7,  the purchase price per share of Common Stock deliverable upon the
  exercise  of  an  Option  ("exercise  price")  shall be determined by the Board.
  
       B.     The  exercise  price  of each Non-Qualified Option granted under the
  Plan  shall  in  no  event be less than the par value per share of the Company's
  Common  Stock.
  
       8.     Cancellation  and  New  Grant of Options, Etc.  The Board shall have
              ---------------------------------------------
  the  authority to effect, at any time and from time to time, with the consent of
  the  affected  optionees, the cancellation of any or all outstanding Options and
  the grant in substitution therefor of new Options covering the same or different
  shares of Common Stock and having an exercise price per share which may be lower
  or  higher  than  the  exercise  price  per  share  of  the  canceled  Options.
  
       9.     Exercise  of  Options.
              ---------------------
  
       A.     Each  Option  granted  under the Plan shall be exercisable either in
  full or in installments at such time or times and during such period as shall be
  set  forth  in the agreement evidencing the Option, subject to the provisions of
  the  Plan.  The  partial  exercise  of an option shall not cause the expiration,
  termination or cancellation of the remaining portion thereof.  The Board may, in
  its  sole  discretion,  (i)  accelerate  the  date  or dates on which all or any
  particular  Option  or  Options  granted under the Plan may be exercised or (ii)
  extend  the dates during which all, or any particular, Option or Options granted
  under  the  Plan  may  be  exercised.
  
       B.     Options  granted  under  the  Plan  may  provide  for payment of the
  exercise  price  by  any  of  the  following  methods:
  
             (i)     In  cash,  by wire transfer, by certified or cashier's check,
  or  by  money  order;  or
  
             (ii)     By  delivery  to  the  Company  of  an  exercise notice that
  requests  the Company to issue to the  Optionee  the full  number  of  shares as
  to which the Option is then exercisable,  less the  number  of shares  that have
  an  aggregate  Fair  Market  Value,  as  determined  by  the  Board  in its sole
  discretion  at  the  time of exercise,  equal to the aggregate purchase price of
  the shares to which such exercise relates.  (This  method of exercise allows the
  Optionee  to  use  a portion of the shares issuable at the time of  exercise  as
  payment for the shares to which the option relates and is often referred to as a
  "cashless  exercise."  For  example,  if  the  Optionee elects to exercise 1,000
  shares  at  an exercise price of $0.25 and the current  Fair Market Value of the
  shares on the date of exercise is $1.00,  the  Optionee can use 250 of the 1,000
  shares at  $1.00 per share to pay for the  exercise  of the entire  Option  (250
  x  $1.00  =  $250.00)  and  receive  only  the  remaining  750  shares.)
  
  For  purposes  of  this  section,  "  Fair Market Value" shall be defined as the
  average  closing price of the common stock (if actual sales price information on
  any  trading  day is not available, the closing bid price shall be used) for the
  five  trading  days  prior  to the Date of Exercise of this Option (the "Average
  Closing  Bid  Price"),  as  reported  by  the National Association of Securities
  Dealers  Automated  Quotation  System  ("NASDAQ"), or if the common stock is not
  traded  on NASDAQ, the Average Closing Bid Price in the over-the-counter market;
  provided,  however,  that if the common stock is listed on a stock exchange, the
  Fair  Market Value shall be the Average Closing Bid Price on such exchange; and,
  provided  further,  that  if  the  common  stock  is not quoted or listed by any
  organization,  the fair value of the common stock, as determined by the Board of
  Directors  of  the  Company,  whose  determination shall be conclusive, shall be
  used).  In  no event shall the Fair Market Value of any share of Common Stock be
  less  than  its  par  value.
  10.     Option  Period.  Subject  to  earlier  termination  under  other
               --------------
  provisions  of  this Plan, each Option and all rights thereunder shall expire on
  such  date  as  shall  be  set  forth  in  the  applicable  option  agreement.
  
       11.     Nontransferability  of Options.  Non-Qualified Options shall not be
               ------------------------------
  assignable  or  transferable by the optionee, either voluntarily or by operation
  of  law, except by will or the laws of descent and distribution, and, during the
  life  of  the optionee, except to the extent otherwise provided in the agreement
  evidencing  the  Non-Qualified  Option.
  
       12.     Effect of Termination of Employment or Other Relationship.  Subject
               ---------------------------------------------------------
  to  all  other  provisions  of the Plan, the Board shall determine the period of
  time  during  which  an  Optionee  may  exercise  an  Option  following  (i) the
  termination  of the optionee's employment or other relationship with the Company
  or  a Related Corporation or (ii) the death or disability of the optionee.  Such
  periods  shall  be  set  forth  in  the  agreement  evidencing  the  Option.
  
       13.     Adjustments.
               -----------
  
       A.     If, through or as a result of any merger, consolidation, sale of all
  or  substantially  all  of  the  assets  of  the  Company,  reorganization,
  recapitalization,  reclassification,  stock dividend, stock split, reverse stock
  split  or  other similar transaction, (i) the outstanding shares of Common Stock
  are  increased,  decreased or exchanged for a different number or kind of shares
  or  other  securities  of  the  Company,  or  (ii)  additional  shares or new or
  different shares or other securities of the Company or other non-cash assets are
  distributed  with respect to such shares of Common Stock or other securities, an
  appropriate and proportionate adjustment shall be made in (a) the maximum number
  and kind of shares reserved for issuance under the Plan, (b) the number and kind
  of  shares or other securities subject to any then outstanding Options under the
  Plan,  and  (c) the price for each share subject to any then outstanding Options
  under  the  Plan, without changing the aggregate purchase price as to which such
  Options  remain exercisable. No fractional shares shall be issued under the Plan
  on  account  of  any  such  adjustments.
  
       B.     Any  adjustments  under this Paragraph 13 shall be made by the Board
  of  Directors,  whose determination as to what adjustments, if any, will be made
  and  the  extent  thereof  shall  be  final,  binding  and  conclusive.
  
       14.     Rights  as  a  Shareholder.  The  holder of an Option shall have no
               --------------------------
  rights  as  a  shareholder  with  respect  to  any  shares covered by the option
  (including,  without  limitation,  any  voting  rights,  the right to inspect or
  receive  the  Company's  balance sheets or financial statements or any rights to
  receive  dividends  or non-cash distributions with respect to such shares) until
  the  date  of issue of a stock certificate for such shares.  No adjustment shall
  be  made for dividends or other rights for which the record date is prior to the
  date  such  stock  certificate  is  issued.
  15.     Merger,  Consolidation,  Asset  Sale,  Liquidation,  Etc.
               --------------------------------------------------------
  
       A.     Except  as  may  otherwise  be  provided  in  the  applicable option
  agreement,  in  the  event  of  a  consolidation  or  merger  or  sale of all or
  substantially  all  of  the assets of the Company in which outstanding shares of
  Common  Stock  are exchanged for securities, cash or other property of any other
  corporation  or  business  entity,  or  in  the  event of the liquidation of the
  Company  (each,  a "Change in Control"), the Board, or the board of directors of
  any  corporation  assuming  the  obligations  of  the  Company,  shall,  in  its
  discretion,  take  any  one  or more of the following actions, as to outstanding
  Options:  (i)  provide that such Options shall be assumed, or equivalent options
  shall  be  substituted,  by  the  acquiring  or  succeeding  corporation  (or an
  affiliate  thereof); (ii) upon written notice to the optionees, provide that any
  and  all outstanding Options shall become exercisable in full (to the extent not
  otherwise  so  exercisable) as of a specified date or time ("Accelerated Vesting
  Date")  prior  to the consummation of such transaction, and that all unexercised
  Options  shall terminate as of a specified date or time ("Accelerated Expiration
  Date")  following  the Accelerated Vesting Date unless exercised by the Optionee
  prior  to  the  Accelerated  Expiration  Date; provided, however, that optionees
  shall  be  given a reasonable period of time within which to exercise or provide
  for the exercise of outstanding Options following such written notice and before
  the  Accelerated Expiration Date; (iii) in the event of a merger under the terms
  of  which  holders  of  the  Common  Stock  of  the  Company  will  receive upon
  consummation  thereof  a  cash  payment for each share surrendered in the merger
  (the  "Merger  Price"),  terminate  each  outstanding  Option  in exchange for a
  payment,  made or provided for by the Company, equal in amount to the excess, if
  any,  of the Merger Price over the per-share exercise price of each such Option,
  times  the  number  of  shares  of  Common Stock subject to such Option; or (iv)
  terminate each outstanding Option in exchange for a cash payment equal in amount
  to  the  product  of  the excess, if any, of the fair market value of a share of
  Common  Stock  over  the per-share exercise price of each such Option, times the
  number  of  shares  subject  to such Option.  The Board shall determine the fair
  market  value  of a share of Common Stock for purposes of the foregoing, and the
  Board's  determination  of  such  fair  market value shall be final, binding and
  conclusive.
  
       B.     In  the  event  of  a Change in Control and to the extent the rights
  described  in  this  Section  16B are not already substantially provided to each
  Qualified  Option  Recipient  by  the  Board  (or  the board of directors of any
  corporation  assuming  the  obligations of the Company) pursuant to Section 16A,
  beginning on the date which is 180 days from the date of such Change in Control,
  each  Qualified  Option  Recipient  (as  defined  below) shall have the right to
  exercise  and  receive  from  the  Company  or  its  successor  their respective
  Acceleration  Amount  (as  defined  below).  A  "Qualified  Option Recipient" is
  defined  as  an  option  recipient  hereunder  who  both  (A)  has  maintained a
  relationship  as  an  employee, officer or director of, or consultant or advisor
  to,  the  Company  or  its  successor  for the 180 days immediately prior to the
  Change  in  Control  and (B) on the date which is 180 days after the date of the
  Change  in  Control, either (i) maintains a relationship as an employee, officer
  or  director  of,  or  consultant or advisor to, the Company or its successor or
  (ii) fails to maintain a relationship as an employee, officer or director of, or
  consultant  or advisor to, the Company or its successor by reason of having such
  relationship  terminated  by  the Company or its successor other than for Cause,
  where  "Cause"  means  willful  misconduct  or  willful  failure  of  the option
  recipient to perform the responsibilities of such option recipient's agreed-upon
  business  relationship  with  the  Company  or  its successor, including without
  limitation  such  option  recipient's breach of any provision of any employment,
  consulting,  nondisclosure,  non-competition  or  similar  agreement between the
  option  recipient  and  the  Company.  With  respect  to  each  Qualified Option
  Recipient,  the "Acceleration Amount" shall mean the lesser of (a) the number of
  additional  shares of Common Stock (or their equivalent) which would have become
  vested  pursuant  to  their  option  agreement over the twelve (12) month period
  following  the  date  of the Change in Control or (b) fifty percent (50%) of the
  shares  of  Common Stock (or their equivalent) which had not yet vested pursuant
  to  their  option  agreement as of the date of the Change in Control.  The Board
  and,  where  applicable,  the board of directors of any corporation assuming the
  obligations  of  the  Company, shall take all necessary action to accomplish the
  purposes  of  this  Section  16B, including all such actions as are necessary to
  provide  for  the  assumption  of  such  obligation  upon the Change in Control.
  C.     The  Company  may  grant  Options under the Plan in substitution for
  Options  held  by  employees  of another corporation who become employees of the
  Company  or  a Related Corporation as the result of a merger or consolidation of
  the  employing  corporation  with  the Company or a Related Corporation, or as a
  result of the acquisition by the Company or a Related Corporation of property or
  stock  of  the  employing  corporation.  The  Company may direct that substitute
  Options  be  granted  on  such  terms  and  conditions  as  the  Board considers
  appropriate  in  the  circumstances.
  
       D.     In  the  event  of a Change in Control and with respect thereto, the
  rights  and  responsibilities  of  holders of Stock Rights pursuant to this Plan
  shall  be  governed  first  and  foremost  by  the  Company's agreement with the
  respective recipient of such Stock Rights and then, to the extent applicable, by
  the  terms  of  this  Section  15.
  
       16.     Stock Restriction Agreement.  The Company may require the recipient
               ---------------------------
  of  the  Award  or  Purchase  authorization  to  execute  an  agreement  ("Stock
  Restriction  Agreement")  in  such form not inconsistent with the Plan as may be
  approved  by  the  Board.  Stock  Restriction  Agreements  may  differ  among
  recipients.  Stock  Restriction  Agreements may include any provisions the Board
  determines  should  be included and that are not inconsistent with any provision
  of  the  Plan.
  
       17.     No  Special Employment Rights.  Nothing contained in the Plan or in
               -----------------------------
  any  option  agreement or other agreement or instrument executed pursuant to the
  provisions  of the Plan shall confer upon any Optionee any right with respect to
  the  continuation  of  his  or  her  employment  by  the  Company or any Related
  Corporation  or  interfere in any way with the right of the Company or a Related
  Corporation  at any time to terminate such employment or to increase or decrease
  the  compensation  of  the  optionee.
  
       18.     Other  Employee  Benefits.  Except as to plans which by their terms
               -------------------------
  include  such  amounts  as  compensation, no amount of compensation deemed to be
  received by an employee as a result of the grant or exercise of an Option or the
  sale  of  shares  received upon such exercise, or as a result of the grant of an
  Award  or the authorization or making of a Purchase will constitute compensation
  with  respect  to  which  any  other  employee  benefits  of  such  employee are
  determined,  including,  without  limitation, benefits under any bonus, pension,
  profit-sharing,  life insurance or salary continuation plan, except as otherwise
  specifically  determined  by  the  Board.
  19.     Amendment  of  the  Plan.
               ------------------------
  
       A.     The  Board  may  at any time, and from time to time, modify or amend
  the  Plan  in  any respect, except as otherwise expressly provided in this Plan.
  
       B.     The  termination  or any modification or amendment of the Plan shall
  not,  without  the consent of an optionee, affect the optionee's rights under an
  Option previously granted.  With the consent of the Optionee affected, the Board
  may  amend  outstanding  option agreements in a manner not inconsistent with the
  Plan.  The Board shall have the right to amend or modify terms and provisions of
  the  Plan, the terms and provisions of the Plan and of any outstanding Option to
  the  extent  necessary to ensure the qualification of the Plan under Rule 16b-3.
  
       20.     Investment  Representations.  The  Board  may require any person to
               ---------------------------
  whom  an  Option  is  granted, as a condition of exercising such Option, and any
  person  to  whom an Award is granted or a Purchase is authorized, as a condition
  thereof,  to  give  written assurances in substance and form satisfactory to the
  Board  to  the  effect that such person is acquiring the Common Stock subject to
  the  Option,  Award or Purchase for such person's own account for investment and
  not  with  any  present intention of selling or otherwise distributing the same,
  and to such other effects as the Company deems necessary or appropriate in order
  to  comply  with federal and applicable state securities laws, or with covenants
  or representations made by the Company in connection with any public offering of
  its  Common  Stock.
  
       21.     Compliance  With  Securities Laws.  Each Option shall be subject to
               ---------------------------------
  the  requirement  that  if,  at any time, counsel to the Company shall determine
  that  the  listing,  registration or qualification of the shares subject to such
  Option  upon  any  securities exchange or under any state or federal law, or the
  consent  or  approval  of  any  governmental  or  regulatory  body,  or that the
  disclosure  of non-public information or the satisfaction of any other condition
  is  necessary as a condition of, or in connection with, the issuance or purchase
  of  shares  thereunder,  such  Option may not be exercised, in whole or in part,
  unless  such  listing,  registration,  qualification,  consent  or  approval, or
  satisfaction  of  such  condition  shall  have  been  effected  or  obtained  on
  conditions  acceptable to the  Board.  Nothing herein shall be deemed to require
  the  Company  to  apply  for  or  to  obtain  such  listing,  registration  or
  qualification,  or  to  satisfy  such  condition.
  
       22.     Withholding.  The  Company  shall  have  the  right  to deduct from
               -----------
  payments  of  any kind otherwise due to the Optionee any federal, state or local
  taxes  of  any  kind  required  by law to be withheld with respect to any shares
  issued  upon  exercise  of Options under the Plan or upon the grant of an Award,
  the making of a Purchase of Common Stock for less than its fair market value, or
  the  vesting of restricted Common Stock acquired pursuant to a Stock Right.  The
  Board  in its sole discretion may condition the exercise of an Option, the grant
  of  an  Award,  the  making  of  a Purchase, or the vesting of restricted shares
  acquired by exercising a Stock Right on the grantee's payment of such additional
  withholding  taxes.
  23.     Effective  Date  and  Duration  of  the  Plan.
               ---------------------------------------------
  
       A.  The  Plan  shall  become effective when adopted by the Board, and Stock
  Rights granted under the Plan shall become exercisable upon the Board's approval
  of  the  Plan.  Amendments  to the Plan not requiring shareholder approval shall
  become  effective  when  adopted by the Board. Stock Rights may be granted under
  the Plan at any time after the effective date and before the termination date of
  the  Plan.
  
       B.  Unless  sooner terminated as provided elsewhere in this Plan, this Plan
  shall  terminate  upon the close of business on the day next preceding the tenth
  anniversary  of the date of its adoption by the Board.  Stock Rights outstanding
  on  such  date  shall  continue  to have force and effect in accordance with the
  provisions  of  the  instruments  evidencing  such  Stock  Rights.
  
  Adopted  by  the  Board  of  Directors  on  October  14,  2003.
  EX-5.1
  
                           DAVID M. LOEV, ATTORNEY AT LAW
                           2777 ALLEN PARKWAY, SUITE 1000
                                  HOUSTON, TX 77019
                                 713-524-4110 PHONE
                               713-524-4122 FACSIMILE
  
  October 14, 2003
  
  The  World  Golf  League,  Inc.
  258  East  Altamonte  Drive
  Altamonte  Springs,  Florida  32701
  
  Re:     Amendment No. 1 to Form  S-8  Registration  Statement
  
  Gentlemen:
  
  You have requested that I furnish you my legal opinion with respect to the
  legality of the following described securities of The World Golf League, Inc.
  (the "Company")covered by Amendment No. 1 to a Form S-8 Registration Statement
  (the "Registration Statement"),  filed  with the Securities and Exchange
  Commission for the purpose of registering  such  securities  under  the
  Securities  Act  of  1933:
  
       1.     an additional 50,000,000 shares of common stock, $.001 par value
  issuable pursuant to The  World  Golf  League,  Inc.  2003 Non-Qualified  Stock
  Option Plan (the "Shares").
  
  In connection with this opinion, I have examined the corporate records of the
  Company, including the Company's Articles of Incorporation, Bylaws, and the
  Minutes of its Board of Directors and Shareholders meetings, the Registration
  Statement, and such other documents and records as I deemed relevant in order to
  render this opinion.
  
  Based on the foregoing, it is my opinion that, after the Registration Statement
  becomes  effective  and  the  Shares have been issued and delivered as described
  therein,  the  Shares  will  be  validly  issued, fully paid and non-assessable.
  
  I hereby consent to the filing of this opinion with the Securities and Exchange
  Commission  as  an  exhibit to the Registration Statement and further consent to
  statements made therein regarding this firm and use of my name under the heading
  "Legal  Matters"  in  the  Prospectus  constituting  a part of such Registration
  Statement.
  
       Sincerely,
  
       /s/  David  M.  Loev
       -------------------------------
       David M. Loev, Attorney at Law
  EX-23.2
  
  CONSENT OF INDEPENDENT AUDITORS
  
       We consent to the incorporation by reference in this Registration Statement
  for  World  Golf  League,  Inc. (World Golf) on Form S-8 of our report April 14,
  2003  and as amended on April 24, 2003, with respect to the financial statements
  of World Golf Incorporated by reference in its Annual Report on Form 10-KSB for
  the year ended December 31, 2002, and the related financial statement schedule
  included  therein,  filed  with  the  Securities and  Exchange  Commission.
  
  /s/ Parker & Co.
  - -------------------------------------
  Parker & Co., Chartered Accountants
  Independent Professional Accountants
  
  October 14, 2003