SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                           ---------------------------
                                    FORM S-8
                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933
                           ---------------------------

                   Golden Opportunity Development Corporation
                   ------------------------------------------
             (Exact name of registrant as specified in its charter)



             Nevada                                           87-0067813
             ------                                           ----------
(State or other jurisdiction of                            (I.R.S. Employer
 incorporation or organization)                           Identification No.)


            268 West 400 South, Suite 300, Salt Lake City, Utah 84101
            ---------------------------------------------------------
                    (Address of principal executive offices)


    2000 Employee Benefit Plan of Golden Opportunity Development Corporation
    ------------------------------------------------------------------------
                            (Full title of the plan)


  LaVonne L. Frost, 711 South Carson Street, Suite 1, Carson City, Nevada 89701
  -----------------------------------------------------------------------------
           (Name, address, including zip code, of agent for service)

   Telephone number, including area code, of agent for service: (775) 883-5755
                                                                --------------

<TABLE>
<CAPTION>

                         CALCULATION OF REGISTRATION FEE
=============================   ===============   ===========================   ========================== ===================
Title of Securities to be       Amounts to        Proposed Maximum              Proposed Maximum            Amount of
Registered                      be                Offering Price Per            Aggregate Offering          Registration
                                Registered        Share(1)                      Price                       Fee
<S>                            <C>               <C>                           <C>                         <C>
Common Stock,
$0.001 par value                300,000            $0.13                        $39,000                     $10.30
==============================  ================  ============================  =========================== ==================
</TABLE>


(1)      Bona Fide estimate of maximum offering price solely for calculating the
         registration fee pursuant to Rule 457(h) of the Securities Act of 1933,
         based on the book value of the registrant's  common stock as of June30,
         2000,  the  date  of  the  most  recent  financial  statements  of  the
         registrant.









                                        1

<PAGE>



    2000 Employee Benefit Plan of Golden Opportunity Development Corporation
                  Cross-Reference Sheet Pursuant to Rule 404(a)

Cross-reference  between  items  of Part I of Form  S-8  and the  Section  10(a)
Prospectus that will be delivered to each employee,  consultant, or director who
participates in the Plan.

Registration Statement Item Numbers and Headings        Prospectus Heading
------------------------------------------------        ------------------

1.       Plan Information                               Section 10(a) Prospectus

2.       Registrant Information and                     Section 10(a) Prospectus
         Employee Plan Annual Information


                                     PART II
               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference

The following documents filed by Golden Opportunity Development  Corporation,  a
Nevada corporation (the "Company"),  with the Securities and Exchange Commission
(the "Commission") are hereby incorporated by reference:

     1.   The Company's  Form  10-SB/A-2  filed with the Securities and Exchange
          Commission on May 2, 2000.

     2.   The Company's Form  10-KSB/A-2  filed with the Securities and Exchange
          Commission on August 2, 2000.

     3.   The  Company's  Form 10-QSB  filed with the  Securities  and  Exchange
          Commission on August 14, 2000.

     4.   The Company's  definitive  Schedule 14C filed with the  Securities and
          Exchange Commission on September 8, 2000.

     5.   The  description  of the Common Stock  contained in the Company's Form
          10-SB  Registration  Statement  filed on  October  15,  1999 under the
          Securities  Act,  including  any  amendment  or  report  filed for the
          purpose of updating such description.

Prior to the filing,  if any, of a post-effective  amendment that indicates that
all  securities  covered by this  Registration  Statement have been sold or that
de-registers  all such securities then remaining  unsold,  all reports and other
documents  subsequently filed by the Company pursuant to Sections 13(a),  13(c),
14, or 15(d) of the Exchange Act shall be deemed to be incorporated by reference
herein and to be a part hereof  from the date of the filing of such  reports and
documents.





                                        2

<PAGE>



Item 4.  Description of Securities

The common stock of the Company being registered  pursuant to this  Registration
Statement is part of a class of  securities  registered  under Section 12 of the
Exchange  Act. A  description  of such  securities is contained in the Company's
initial Form 10-SB  Registration  Statement filed with the Commission on October
15, 1999,  and any  amendment  or report filed for the purpose of updating  such
description. Said description is incorporated herein by reference. (See "Item 3.
Incorporation of Documents by Reference.")

Item 5. Interests of Named Experts and Counsel

Michael  Golightly,  an attorney  licensed to practice law in the States of Utah
and Texas,  is named herein as having rendered an opinion on the validity of the
securities being registered herein and with respect to legal matters  concerning
the  registration  and  offering  of the  securities  referred  to  herein.  Mr.
Golightly  will be paid  1,000  shares of the  $0.001  par  value  shares of the
Company's stock pursuant to the Company's 2000 Benefit Plan as compensation  for
his legal work,  which shares represent less than one percent (1%) of the issued
and outstanding shares of the Company. The shares were received by Mr. Golightly
for  services  rendered to the Company  with  respect to the S-8 filing with the
Securities and Exchange Commission.

Item 6. Indemnification of Directors and Officers

Insofar as indemnification  for liabilities  arising under the Securities Act of
1933,  as amended  (the  "Securities  Act"),  may be permitted to members of the
board of directors,  officers,  employees,  or persons  controlling  the Company
pursuant to the immediately subsequent provisions, the Company has been informed
that in the opinion of the SEC such  indemnification is against public policy as
expressed in the Securities Act and is, therefore, unenforceable.

The Company's  Bylaws and section 78.751 of the Nevada Revised  Statutes provide
for   indemnification  of  the  Company's  officers  and  directors  in  certain
situations where they might otherwise  personally  incur  liability,  judgments,
penalties,  fines and expenses in  connection  with a  proceeding  or lawsuit to
which they might become parties because of their position with the Company.

Indemnification: The Company shall indemnify to the fullest extent permitted by,
and in the manner  permissible under the laws of the State of Nevada, any person
made,  or  threatened  to be made, a party to an action or  proceeding,  whether
criminal, civil, administrative or investigative,  by reason of the fact that he
is or was a director or officer of the Company,  or served any other  enterprise
as  director,  officer or employee at the request of the  Company.  The Board of
Directors,  in its discretion,  shall have the power on behalf of the Company to
indemnify  any person,  other than a director  or  officer,  made a party to any
action,  suit or  proceeding  by  reason  of the fact  that  he/she is or was an
employee of the Company.

Insofar  as  indemnification  for  liabilities  arising  under  the  Act  may be
permitted to directors,  officers and  controlling  persons of the Company,  the
Company 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 Company of expenses
incurred or paid by a director,  officer or controlling person of the Company in
the successful  defense of any action,  suit or proceedings) is asserted by such
director, officer, or controlling person in connection with any securities being
registered,  the Company  will,  unless in the opinion of its counsel the matter
has been  settled  by  controlling  precedent,  submit  to 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 issues.


                                        3

<PAGE>



The foregoing discussion of indemnification merely summarizes certain aspects of
indemnification  provisions  and is limited by  reference to the Sections of the
Nevada Revised  Statutes,  provisions of the Company's  Bylaws and the Company's
Articles of Incorporation, or any amendments thereto.

Item 7.   Exemption from Registration Claimed

No  restricted  securities  are  being  reoffered  or  resold  pursuant  to this
registration statement.

Item 8. Exhibits.

The exhibits attached to this  Registration  Statement are listed in the Exhibit
Index, which is found on page 6.

Item 9.  Undertakings

(a)  The undersigned registrant hereby undertakes:

     (1)  To file,  during any period in which offers or sales are being made, a
          post-effective amendment to this Registration Statement 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)  To treat,  for the  purpose of  determining  any  liability  under the
          Securities Act of 1933,  each such  post-effective  amendment as a new
          registration statement relating to the securities offered therein, and
          the offering of such securities at that time shall be deemed to be the
          initial bona fide offering thereof.

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

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

(c)  Insofar as indemnification for liabilities arising under the Securities Act
     of 1933 may be permitted to directors,  officers and controlling persons of
     the  registrant  pursuant to the foregoing  provisions,  or otherwise,  the
     registrant  has been  advised  that in the  opinion of the  Securities  and
     Exchange  Commission  such  indemnification  is  against  public  policy as
     expressed in the Act and is, therefore,  unenforceable. In the event that a
     claim for indemnification  against such liabilities (other than the payment
     by the  registrant 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.



                                        4

<PAGE>



                                   SIGNATURES

Pursuant to the  requirements  of the  Securities  Act of 1933,  the  registrant
certifies  that it has  reasonable  grounds to believe  that it meets all of the
requirements  for  filing  on Form S-8 and has  duly  caused  this  Registration
Statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized, in Salt Lake City, Utah on September 27, 2000

                              Golden Opportunity Development Corporation


                              By:/s/  Richard D. Surber
                              -------------------------
                              Richard D. Surber, President/CEO & Director


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
date indicated.




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


/s/  Richard D. Surber        Director          September 27, 2000
------------------------
Richard D. Surber



/s/  John E. Fry, Jr.         Director          September 27, 2000
------------------------
John E. Fry, Jr.



/s/ Svetlana Senkovskaia      Director          September 27, 2000
------------------------
Svetlana Senkovskaia















                                        5

<PAGE>








                                INDEX TO EXHIBITS

<TABLE>
<CAPTION>

                                                                                Sequentially
Exhibits   SEC Ref. No.     Description of Exhibit                              Numbered Pages
--------   ------------     ----------------------                              --------------
<S>       <C>              <C>                                                 <C>
A           5, 23(b)        Opinion and consent of Counsel with respect to            7
                            the legality of the issuance of securities being
                            issued

B              23(a)        Consent of Accountant                                     9

C               4           2000 Employee Benefit Plan of the Company                 10

D              99           Section 10(a) Prospectus                                  14
</TABLE>



                                        6

<PAGE>
[{"type": "S-8", "sequence": "1", "filename": "0001.txt", "description": "FORM S-8", "secsgml_size_bytes": 15628}]
{"company-data": {"conformed-name": "GOLDEN OPPORTUNITY DEVELOPMENT CORP", "cik": "0001083162", "assigned-sic": "1520", "irs-number": "870067813", "state-of-incorporation": "LA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-47206", "film-number": "734234"}, "business-address": {"street1": "268 WEST 400 SOUTH", "street2": "STE 300", "city": "SALT LAKE CITY", "state": "UT", "zip": "84101", "phone": "8015758073"}, "mail-address": {"street1": "268 WEST 400 SOUTH", "street2": "STE 300", "city": "SALT LAKE CITY", "state": "UT", "zip": "84101"}}
SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                           ---------------------------
                                    FORM S-8
                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933
                           ---------------------------

                   Golden Opportunity Development Corporation
                   ------------------------------------------
             (Exact name of registrant as specified in its charter)

             Nevada                                           87-0067813
             ------                                           ----------
(State or other jurisdiction of                            (I.R.S. Employer
 incorporation or organization)                           Identification No.)

            268 West 400 South, Suite 300, Salt Lake City, Utah 84101
            ---------------------------------------------------------
                    (Address of principal executive offices)

    2000 Employee Benefit Plan of Golden Opportunity Development Corporation
    ------------------------------------------------------------------------
                            (Full title of the plan)

  LaVonne L. Frost, 711 South Carson Street, Suite 1, Carson City, Nevada 89701
  -----------------------------------------------------------------------------
           (Name, address, including zip code, of agent for service)

   Telephone number, including area code, of agent for service: (775) 883-5755
                                                                --------------
CALCULATION OF REGISTRATION FEE
=============================   ===============   ===========================   ========================== ===================
Title of Securities to be       Amounts to        Proposed Maximum              Proposed Maximum            Amount of
Registered                      be                Offering Price Per            Aggregate Offering          Registration
                                Registered        Share(1)                      Price                       Fee
Common Stock,
$0.001 par value                300,000            $0.13                        $39,000                     $10.30
==============================  ================  ============================  =========================== ==================
(1)      Bona Fide estimate of maximum offering price solely for calculating the
         registration fee pursuant to Rule 457(h) of the Securities Act of 1933,
         based on the book value of the registrant's  common stock as of June30,
         2000,  the  date  of  the  most  recent  financial  statements  of  the
         registrant.

                                        1
2000 Employee Benefit Plan of Golden Opportunity Development Corporation
                  Cross-Reference Sheet Pursuant to Rule 404(a)

Cross-reference  between  items  of Part I of Form  S-8  and the  Section  10(a)
Prospectus that will be delivered to each employee,  consultant, or director who
participates in the Plan.

Registration Statement Item Numbers and Headings        Prospectus Heading
------------------------------------------------        ------------------

1.       Plan Information                               Section 10(a) Prospectus

2.       Registrant Information and                     Section 10(a) Prospectus
         Employee Plan Annual Information

                                     PART II
               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference

The following documents filed by Golden Opportunity Development  Corporation,  a
Nevada corporation (the "Company"),  with the Securities and Exchange Commission
(the "Commission") are hereby incorporated by reference:

     1.   The Company's  Form  10-SB/A-2  filed with the Securities and Exchange
          Commission on May 2, 2000.

     2.   The Company's Form  10-KSB/A-2  filed with the Securities and Exchange
          Commission on August 2, 2000.

     3.   The  Company's  Form 10-QSB  filed with the  Securities  and  Exchange
          Commission on August 14, 2000.

     4.   The Company's  definitive  Schedule 14C filed with the  Securities and
          Exchange Commission on September 8, 2000.

     5.   The  description  of the Common Stock  contained in the Company's Form
          10-SB  Registration  Statement  filed on  October  15,  1999 under the
          Securities  Act,  including  any  amendment  or  report  filed for the
          purpose of updating such description.

Prior to the filing,  if any, of a post-effective  amendment that indicates that
all  securities  covered by this  Registration  Statement have been sold or that
de-registers  all such securities then remaining  unsold,  all reports and other
documents  subsequently filed by the Company pursuant to Sections 13(a),  13(c),
14, or 15(d) of the Exchange Act shall be deemed to be incorporated by reference
herein and to be a part hereof  from the date of the filing of such  reports and
documents.

                                        2
Item 4.  Description of Securities

The common stock of the Company being registered  pursuant to this  Registration
Statement is part of a class of  securities  registered  under Section 12 of the
Exchange  Act. A  description  of such  securities is contained in the Company's
initial Form 10-SB  Registration  Statement filed with the Commission on October
15, 1999,  and any  amendment  or report filed for the purpose of updating  such
description. Said description is incorporated herein by reference. (See "Item 3.
Incorporation of Documents by Reference.")

Item 5. Interests of Named Experts and Counsel

Michael  Golightly,  an attorney  licensed to practice law in the States of Utah
and Texas,  is named herein as having rendered an opinion on the validity of the
securities being registered herein and with respect to legal matters  concerning
the  registration  and  offering  of the  securities  referred  to  herein.  Mr.
Golightly  will be paid  1,000  shares of the  $0.001  par  value  shares of the
Company's stock pursuant to the Company's 2000 Benefit Plan as compensation  for
his legal work,  which shares represent less than one percent (1%) of the issued
and outstanding shares of the Company. The shares were received by Mr. Golightly
for  services  rendered to the Company  with  respect to the S-8 filing with the
Securities and Exchange Commission.

Item 6. Indemnification of Directors and Officers

Insofar as indemnification  for liabilities  arising under the Securities Act of
1933,  as amended  (the  "Securities  Act"),  may be permitted to members of the
board of directors,  officers,  employees,  or persons  controlling  the Company
pursuant to the immediately subsequent provisions, the Company has been informed
that in the opinion of the SEC such  indemnification is against public policy as
expressed in the Securities Act and is, therefore, unenforceable.

The Company's  Bylaws and section 78.751 of the Nevada Revised  Statutes provide
for   indemnification  of  the  Company's  officers  and  directors  in  certain
situations where they might otherwise  personally  incur  liability,  judgments,
penalties,  fines and expenses in  connection  with a  proceeding  or lawsuit to
which they might become parties because of their position with the Company.

Indemnification: The Company shall indemnify to the fullest extent permitted by,
and in the manner  permissible under the laws of the State of Nevada, any person
made,  or  threatened  to be made, a party to an action or  proceeding,  whether
criminal, civil, administrative or investigative,  by reason of the fact that he
is or was a director or officer of the Company,  or served any other  enterprise
as  director,  officer or employee at the request of the  Company.  The Board of
Directors,  in its discretion,  shall have the power on behalf of the Company to
indemnify  any person,  other than a director  or  officer,  made a party to any
action,  suit or  proceeding  by  reason  of the fact  that  he/she is or was an
employee of the Company.

Insofar  as  indemnification  for  liabilities  arising  under  the  Act  may be
permitted to directors,  officers and  controlling  persons of the Company,  the
Company 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 Company of expenses
incurred or paid by a director,  officer or controlling person of the Company in
the successful  defense of any action,  suit or proceedings) is asserted by such
director, officer, or controlling person in connection with any securities being
registered,  the Company  will,  unless in the opinion of its counsel the matter
has been  settled  by  controlling  precedent,  submit  to 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 issues.

                                        3
The foregoing discussion of indemnification merely summarizes certain aspects of
indemnification  provisions  and is limited by  reference to the Sections of the
Nevada Revised  Statutes,  provisions of the Company's  Bylaws and the Company's
Articles of Incorporation, or any amendments thereto.

Item 7.   Exemption from Registration Claimed

No  restricted  securities  are  being  reoffered  or  resold  pursuant  to this
registration statement.

Item 8. Exhibits.

The exhibits attached to this  Registration  Statement are listed in the Exhibit
Index, which is found on page 6.

Item 9.  Undertakings

(a)  The undersigned registrant hereby undertakes:

     (1)  To file,  during any period in which offers or sales are being made, a
          post-effective amendment to this Registration Statement 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)  To treat,  for the  purpose of  determining  any  liability  under the
          Securities Act of 1933,  each such  post-effective  amendment as a new
          registration statement relating to the securities offered therein, and
          the offering of such securities at that time shall be deemed to be the
          initial bona fide offering thereof.

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

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

(c)  Insofar as indemnification for liabilities arising under the Securities Act
     of 1933 may be permitted to directors,  officers and controlling persons of
     the  registrant  pursuant to the foregoing  provisions,  or otherwise,  the
     registrant  has been  advised  that in the  opinion of the  Securities  and
     Exchange  Commission  such  indemnification  is  against  public  policy as
     expressed in the Act and is, therefore,  unenforceable. In the event that a
     claim for indemnification  against such liabilities (other than the payment
     by the  registrant 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.

                                        4
SIGNATURES

Pursuant to the  requirements  of the  Securities  Act of 1933,  the  registrant
certifies  that it has  reasonable  grounds to believe  that it meets all of the
requirements  for  filing  on Form S-8 and has  duly  caused  this  Registration
Statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized, in Salt Lake City, Utah on September 27, 2000

                              Golden Opportunity Development Corporation

                              By:/s/  Richard D. Surber
                              -------------------------
                              Richard D. Surber, President/CEO & Director

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
date indicated.

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

/s/  Richard D. Surber        Director          September 27, 2000
------------------------
Richard D. Surber

/s/  John E. Fry, Jr.         Director          September 27, 2000
------------------------
John E. Fry, Jr.

/s/ Svetlana Senkovskaia      Director          September 27, 2000
------------------------
Svetlana Senkovskaia

                                        5
INDEX TO EXHIBITS
Sequentially
Exhibits   SEC Ref. No.     Description of Exhibit                              Numbered Pages
--------   ------------     ----------------------                              --------------
A           5, 23(b)        Opinion and consent of Counsel with respect to            7
                            the legality of the issuance of securities being
                            issued

B              23(a)        Consent of Accountant                                     9

C               4           2000 Employee Benefit Plan of the Company                 10

D              99           Section 10(a) Prospectus                                  14
6