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<TITLE>PART I                                                              </TITLE>
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<P>SECURITIES AND EXCHANGE COMMISSION</P>

<P>WASHINGTON, D.C. 20549<BR>
______________________________________________________________________________</P>

<P>FORM S-8</P>

<P>REGISTRATION STATEMENT</P>

<P>under</P>

<P>THE SECURITIES ACT OF 1933<BR>
______________________________________________________________________________</P>

<P>Lion Capital Holdings, Inc.</P>

<P>(formerly Telecomm.com, Inc.)</P>

<P>(Exact name of registrant as specified in its charter)<BR>

<TABLE BORDER="1" WIDTH="100%">
<TR><TD>Delaware</TD>
<TD>52-2191043</TD></TR>
<TR><TD>(State of Jurisdiction of Incorporation or Organization)</TD>
<TD>(I.R.S. Employer Identification Number)</TD></TR></TABLE>

<P>______________________________________________________________________________</P>

<P>6836 Bee Caves Rd., Ste. 242</P>

<P>Austin, TX 78746</P>

<P>(Address and Zip Code of principal executive offices)</P>

<P>______________________________________________________________________________</P>

<P>Lion Capital Holdings, Inc.</P>

<P>2003 Employees and Consultants Stock Option Plan</P>

<P>(Full title of plan)</P>

<P>______________________________________________________________________________</P>

<P>Tim Page</P>

<P>6836 Bee Caves Rd., Ste. 242</P>

<P>Austin, TX 78746</P>

<P>(512) 617-6350</P>

<P>(Name, address and telephone number, including area code, of agent for service)</P>

<P>______________________________________________________________________________</P>

<P>Copies of all communications, including all communications sent to the agent for service, should be sent to:</P>

<P>W. Andrew Stack, Esq.</P>

<P>9123 Spinning Leaf Cove</P>

<P>Austin, Texas 78735</P>

<P>918-633-2830</P>

<P><HR>
CALCULATION OF REGISTRATION FEE<BR>

<TABLE BORDER="1" WIDTH="100%">
<TR><TD>Title of Securities to be
Registered</TD>
<TD>Amount to be
Registered</TD>
<TD>Proposed Maximum
Offering Price Per
Share*</TD>
<TD>Proposed Maximum
Aggregate Offering
Price*</TD>
<TD>Amount of Registration
Fee*</TD></TR>
<TR><TD>Common Stock ($0.001
par value)</TD>
<TD>5,000,000 shares**</TD>
<TD>$0.03</TD>
<TD>$150,000</TD>
<TD>$36.00</TD></TR></TABLE>

<P>*  Estimated pursuant to rule 457(c)</P>

<P>**  Includes awards that may be granted pursuant to the foregoing plans and an indeterminate number of shares of
Common Stock that may become issuable pursuant to the antidilution provisions of such plan.<BR>
</P>

<P>PART I</P>

<P>INFORMATION REQUIRED IN SECTION 10(a) OF PROSPECTUS</P>

<P>ITEM 1.  PLAN INFORMATION</P>

<P> The documents containing the information required by Part I of Form S-8 will be sent or given to employees as specified
by Rule 428(b)(1) of the Securities Act of 1933, as amended (the "Securities Act").  Such documents are not required to be
and are not filed with the Commission either as part of this Registration Statement or as prospectuses or prospectus
supplements pursuant to Rule 424.  These documents and the documents incorporated by reference in this Registration
Statement pursuant to Item 3 of Part II of this Form S-8, taken together, constitute a prospectus that meets the requirements
of Section 10(a) of the Securities Act.</P>

<P>ITEM 2.  REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION</P>

<P> Upon written or oral request, any of the documents incorporated by reference in Item 3 of Part II of this Registration
Statement, any of the other documents required to be delivered to Plan participants pursuant to Rule 428(b), and any
additional information about the Plan and its administrators are available without charge by contacting:</P>

<P>Lion Capital Holdings, Inc.</P>

<P>6836 Bee Caves Rd., Ste. 242</P>

<P>Austin, TX 78746</P>

<P>Attn:  Tim Page</P>

<P>President</P>

<P><HR>
<BR>
PART II</P>

<P>INFORMATION REQUIRED IN REGISTRATION STATEMENT<BR>
</P>

<P>ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE</P>

<P> The following documents previously filed with the Commission by the Company for purposes of the information reporting
requirements of the Securities Exchange Act of 1934, as amended (the "Exchange Act") are incorporated herein by
reference:</P>

<P>   The Company's Annual Report on Form 10-KSB for the year ended December 31, 2002 filed on or about June 20, 2003;</P>

<P>   The Company's Quarterly Report on Form 10-QSB for the three months ended March 31, 2003 filed on or about July 2,
2003;</P>

<P> All documents filed by the Company pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act subsequent to
the date of this Registration Statement and prior to the filing of a post-effective amendment which indicates that all
securities offered hereby have been sold or which deregisters all securities then remaining unsold, shall be deemed to be
incorporated herein by reference and to be a part hereof from the date of filing of such documents.  Any statement
contained in a document incorporated or deemed to be incorporated herein by reference will be deemed to be modified or
superseded for purposes hereof to the extent that a statement contained herein or in any other subsequently filed document
which also is or is deemed to be incorporated herein by reference modifies or supersedes such statement.  Any such
statement so modified or superseded shall not be deemed, except as so modified or superseded, to constitute a part thereof.</P>

<P>ITEM 4.  DESCRIPTION OF SECURITIES</P>

<P> Not applicable.</P>

<P>ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL</P>

<P> Not applicable.</P>

<P>ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS</P>

<P> Under Delaware law, a corporation may indemnify its directors, officers, employees and agents under certain
circumstances, including indemnification of such persons against liability under the Securities Act of 1933, as amended.
Those circumstances include that a director, officer, employee or agent may be indemnified if the person conducted himself
in good faith and he reasonably believed that his conduct was in the best interests of the corporation.  Delaware Code, Title
8, Section 145 governs indemnification of directors and officers.</P>

<P><HR>
<BR>
<BR>
 The bylaws of Lion Capital Holdings, Inc. provide for indemnification of each person (including the heirs, executors,
administrators, or estate of such person) who is or was a director and officer of the corporation to the fullest extent
permitted or authorized by current or future legislation or judicial or administrative decision against all fines, liabilities,
costs and expenses, including attorneys' fees, arising out of his or her status as a director, officer, agent, employee or
representative.  The foregoing right of indemnification shall not be exclusive of other rights to which those seeking an
indemnification may be entitled.  The corporation may maintain insurance, at its expense, to protect itself and all officers
and directors against fines, liabilities, costs, and expenses, whether or not the corporation would have the legal power to
indemnify them directly against such liability.</P>

<P> Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to directors, officers or
persons controlling an issuer pursuant to the foregoing provisions, the opinion of the Commission is that such
indemnification is against public policy as expressed in the Securities Act of 1933 and is therefore unenforceable.</P>

<P> The effect of these provisions may be to limit the rights of Lion Capital Holdings, Inc. and its stockholders (through
stockholders' derivative suits on behalf of Lion Capital Holdings, Inc.) to recover monetary damages and expenses against a
director for breach of fiduciary duty.</P>

<P>ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED</P>

<P> Not applicable.</P>

<P>ITEM 8. CONSULTANTS AND ADVISORS</P>

<P> Not applicable.</P>

<P>ITEM 9.  EXHIBITS<BR>

<TABLE WIDTH="100%">
<TR><TD>Exhibit No.</TD>
<TD>                Title</TD></TR>
<TR><TD>4.1</TD>
<TD>2003 Employees and Consultants Stock Option Plan</TD></TR>
<TR><TD>5.1</TD>
<TD>Opinion of W. Andrew Stack, Esq.</TD></TR>
<TR><TD>23.1</TD>
<TD>Consent of Malone &amp; Bailey, LLP</TD></TR>
<TR><TD>23.2</TD>
<TD>Consent of W. Andrew Stack, Esq.</TD></TR>
<TR><TD>24.1</TD>
<TD>Power of Attorney (included on page 8)</TD></TR></TABLE>

<P>ITEM 10. UNDERTAKINGS</P>

<P>(a)  The undersigned Registrant hereby undertakes:</P>

<P> (1)  To file, during any period in which offers or sales are being made, a post-effective amendment to this Registration
Statement to;</P>

<P><HR>
<BR>
<BR>
 (i)  include any prospectus required by Section 10(a)(3) of the Securities Act of 1933;</P>

<P>  (ii)  reflect in the prospectus any facts or events arising after the effective date of the registration statement (or the most
recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the
information set forth in the registration statement.  Notwithstanding the foregoing, any increase or decrease in volume of
securities offered (if the total dollar value of securities offered would not exceed t hat which was registered) and any
deviation from the low or high end of the estimated maximum offering range may be reflected in the form of prospectus
filed with the Commission pursuant to Rule 424(b) if, in the aggregate, the changes in volume and price represent no more
than a 20 percent change in the maximum aggregate offering price set forth in the "Calculation of Registration Fee" table in
the effective registration statement; and</P>

<P> (iii) include any additional or changed 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; provided, however,
that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if the information required to be included in a post-effective amendment
by those paragraphs is contained in periodic reports filed with or furnished to the Commission by the Registrant pursuant to
Section 13 or 15(d) or the Securities Exchange Act of 1934 that are incorporated by reference in the registration statement.</P>

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

<P> (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.</P>

<P>(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 15(d) of t he 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 Ex change Act of 1934) that is incorporated by reference in the registration statement shall be deemed to be a
new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be
deemed to be the initial bona fide offering thereof.</P>

<P>(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</P>

<P><HR>
</P>
 as expressed in the Act and is, therefore, unenforceab1e.  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 act ion, 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.

<P>SIGNATURES</P>

<P> Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe
that it meets all of the requirements for filing on Form S-8 and has duly caused this Registration Statement, to be signed on
its behalf by the undersigned, thereunto duly authorized, in the City of Austin, Texas on the 25th day of July 2003.</P>

<P>
<TABLE BORDER="1" WIDTH="100%">
<TR VALIGN="TOP"><TD></TD>
<TD>LION CAPITAL HOLDINGS, INC.</TD></TR>
<TR VALIGN="TOP"><TD></TD>
<TD>   /s/ Tim Page</TD></TR>
<TR VALIGN="TOP"><TD></TD>
<TD>   Tim Page</TD></TR>
<TR VALIGN="TOP"><TD></TD>
<TD>   Chief Executive Officer</TD></TR></TABLE>
</P>

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PART I
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
______________________________________________________________________________
FORM S-8
REGISTRATION STATEMENT
under
THE SECURITIES ACT OF 1933
______________________________________________________________________________
Lion Capital Holdings, Inc.
(formerly Telecomm.com, Inc.)
(Exact name of registrant as specified in its charter)
Delaware
52-2191043
(State of Jurisdiction of Incorporation or Organization)
(I.R.S. Employer Identification Number)
______________________________________________________________________________
6836 Bee Caves Rd., Ste. 242
Austin, TX 78746
(Address and Zip Code of principal executive offices)
______________________________________________________________________________
Lion Capital Holdings, Inc.
2003 Employees and Consultants Stock Option Plan
(Full title of plan)
______________________________________________________________________________
Tim Page
6836 Bee Caves Rd., Ste. 242
Austin, TX 78746
(512) 617-6350
(Name, address and telephone number, including area code, of agent for service)
______________________________________________________________________________
Copies of all communications, including all communications sent to the agent for service, should be sent to:
W. Andrew Stack, Esq.
9123 Spinning Leaf Cove
Austin, Texas 78735
918-633-2830
CALCULATION OF REGISTRATION FEE
Title of Securities to be
Registered
Amount to be
Registered
Proposed Maximum
Offering Price Per
Share*
Proposed Maximum
Aggregate Offering
Price*
Amount of Registration
Fee*
Common Stock ($0.001
par value)
5,000,000 shares**
$0.03
$150,000
$36.00
*  Estimated pursuant to rule 457(c)
**  Includes awards that may be granted pursuant to the foregoing plans and an indeterminate number of shares of
Common Stock that may become issuable pursuant to the antidilution provisions of such plan.
PART I
INFORMATION REQUIRED IN SECTION 10(a) OF PROSPECTUS
ITEM 1.  PLAN INFORMATION
The documents containing the information required by Part I of Form S-8 will be sent or given to employees as specified
by Rule 428(b)(1) of the Securities Act of 1933, as amended (the "Securities Act").  Such documents are not required to be
and are not filed with the Commission either as part of this Registration Statement or as prospectuses or prospectus
supplements pursuant to Rule 424.  These documents and the documents incorporated by reference in this Registration
Statement pursuant to Item 3 of Part II of this Form S-8, taken together, constitute a prospectus that meets the requirements
of Section 10(a) of the Securities Act.
ITEM 2.  REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION
Upon written or oral request, any of the documents incorporated by reference in Item 3 of Part II of this Registration
Statement, any of the other documents required to be delivered to Plan participants pursuant to Rule 428(b), and any
additional information about the Plan and its administrators are available without charge by contacting:
Lion Capital Holdings, Inc.
6836 Bee Caves Rd., Ste. 242
Austin, TX 78746
Attn:  Tim Page
President
PART II
INFORMATION REQUIRED IN REGISTRATION STATEMENT
ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE
The following documents previously filed with the Commission by the Company for purposes of the information reporting
requirements of the Securities Exchange Act of 1934, as amended (the "Exchange Act") are incorporated herein by
reference:
The Company's Annual Report on Form 10-KSB for the year ended December 31, 2002 filed on or about June 20, 2003;
The Company's Quarterly Report on Form 10-QSB for the three months ended March 31, 2003 filed on or about July 2,
2003;
All documents filed by the Company pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act subsequent to
the date of this Registration Statement and prior to the filing of a post-effective amendment which indicates that all
securities offered hereby have been sold or which deregisters all securities then remaining unsold, shall be deemed to be
incorporated herein by reference and to be a part hereof from the date of filing of such documents.  Any statement
contained in a document incorporated or deemed to be incorporated herein by reference will be deemed to be modified or
superseded for purposes hereof to the extent that a statement contained herein or in any other subsequently filed document
which also is or is deemed to be incorporated herein by reference modifies or supersedes such statement.  Any such
statement so modified or superseded shall not be deemed, except as so modified or superseded, to constitute a part thereof.
ITEM 4.  DESCRIPTION OF SECURITIES
Not applicable.
ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL
Not applicable.
ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS
Under Delaware law, a corporation may indemnify its directors, officers, employees and agents under certain
circumstances, including indemnification of such persons against liability under the Securities Act of 1933, as amended.
Those circumstances include that a director, officer, employee or agent may be indemnified if the person conducted himself
in good faith and he reasonably believed that his conduct was in the best interests of the corporation.  Delaware Code, Title
8, Section 145 governs indemnification of directors and officers.
The bylaws of Lion Capital Holdings, Inc. provide for indemnification of each person (including the heirs, executors,
administrators, or estate of such person) who is or was a director and officer of the corporation to the fullest extent
permitted or authorized by current or future legislation or judicial or administrative decision against all fines, liabilities,
costs and expenses, including attorneys' fees, arising out of his or her status as a director, officer, agent, employee or
representative.  The foregoing right of indemnification shall not be exclusive of other rights to which those seeking an
indemnification may be entitled.  The corporation may maintain insurance, at its expense, to protect itself and all officers
and directors against fines, liabilities, costs, and expenses, whether or not the corporation would have the legal power to
indemnify them directly against such liability.
Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to directors, officers or
persons controlling an issuer pursuant to the foregoing provisions, the opinion of the Commission is that such
indemnification is against public policy as expressed in the Securities Act of 1933 and is therefore unenforceable.
The effect of these provisions may be to limit the rights of Lion Capital Holdings, Inc. and its stockholders (through
stockholders' derivative suits on behalf of Lion Capital Holdings, Inc.) to recover monetary damages and expenses against a
director for breach of fiduciary duty.
ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED
Not applicable.
ITEM 8. CONSULTANTS AND ADVISORS
Not applicable.
ITEM 9.  EXHIBITS
Exhibit No.
Title
4.1
2003 Employees and Consultants Stock Option Plan
5.1
Opinion of W. Andrew Stack, Esq.
23.1
Consent of Malone & Bailey, LLP
23.2
Consent of W. Andrew Stack, Esq.
24.1
Power of Attorney (included on page 8)
ITEM 10. 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;
(i)  include any prospectus required by Section 10(a)(3) of the Securities Act of 1933;
(ii)  reflect in the prospectus any facts or events arising after the effective date of the registration statement (or the most
recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the
information set forth in the registration statement.  Notwithstanding the foregoing, any increase or decrease in volume of
securities offered (if the total dollar value of securities offered would not exceed t hat which was registered) and any
deviation from the low or high end of the estimated maximum offering range may be reflected in the form of prospectus
filed with the Commission pursuant to Rule 424(b) if, in the aggregate, the changes in volume and price represent no more
than a 20 percent change in the maximum aggregate offering price set forth in the "Calculation of Registration Fee" table in
the effective registration statement; and
(iii) include any additional or changed 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; provided, however,
that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if the information required to be included in a post-effective amendment
by those paragraphs is contained in periodic reports filed with or furnished to the Commission by the Registrant pursuant to
Section 13 or 15(d) or the Securities Exchange Act of 1934 that are incorporated by reference in the registration statement.
(2)  That, for the purpose of determining any liability under the Securities Act of 1933, each such post-effective
amendment shall be deemed to be a new registration statement relating to the securities offered the rein, 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 15(d) of t he 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 Ex change Act of 1934) that is incorporated by reference in the registration statement shall be deemed to be a
new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be
deemed to be the initial bona fide offering thereof.
(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, unenforceab1e.  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 act ion, suit or proceeding) is asserted by such director, officer or
controlling person in connection with the securities being registered, the Registrant will, unless in the opinion of its counsel
the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such
issue.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe
that it meets all of the requirements for filing on Form S-8 and has duly caused this Registration Statement, to be signed on
its behalf by the undersigned, thereunto duly authorized, in the City of Austin, Texas on the 25th day of July 2003.
LION CAPITAL HOLDINGS, INC.
/s/ Tim Page
Tim Page
Chief Executive Officer