As filed with the Securities and Exchange Commission on September 8, 1997
Registration No. 333-_____
====================================================================

                    SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, D.C. 20549
                         -------------------------

                                 FORM S-8
                          REGISTRATION STATEMENT
                                   UNDER
                        THE SECURITIES ACT OF 1933
                         -------------------------

                    INTERNET COMMUNICATIONS CORPORATION
                       (Exact name of registrant as specified in its charter)
                         -------------------------

                COLORADO                             84-1095516
     (State or other jurisdiction of                (I.R.S. Employer
     incorporation or organization)              Identification Number)

                          7100 EAST BELLEVIEW AVENUE
                          SUITE 201
                          ENGLEWOOD, COLORADO  80111
                          (303) 770-7600
(Address,  including zip code,  and telephone  number,  including  area code, of
registrant's principal executive offices)

              INTERNET COMMUNICATIONS CORPORATION
                1995 NON-EMPLOYEE DIRECTOR STOCK OPTION PLAN
              INTERNET COMMUNICATIONS CORPORATION
                1996 INCENTIVE STOCK PLAN
              (Full titles of plans)

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

           PAUL W. GREIVING                     WITH A COPY TO:
           CHIEF FINANCIAL OFFICER              NICK NIMMO, ESQ.
           7100 EAST BELLEVIEW AVENUE           HOLME ROBERTS & OWEN LLP
           SUITE 201                            1700 LINCOLN, SUITE 4100
           DENVER, COLORADO  80202              DENVER, COLORADO  80203
           (303) 770-7600                       (303) 866-0216
         (Name, address, including zip code, and telephone number,
                including area code, of agent for service)
                         -------------------------

                      CALCULATION OF REGISTRATION FEE
==============================================================================
                                    Proposed      Proposed
Title of                            maximum       maximum
securities            Amount        offering      aggregate     Amount of
to be                 to be         price         offering      registration
registered            registered    per share     price         fee

Common Stock,          915,000(1)   $7.9375(1)    $7,262,812    $2200.86 (2)
par value $.01
per share

====================================================================

(1)  Calculated pursuant to Rule 457(h).
                                    1

<PAGE>



                                PART II

          INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

3.  INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE

     The  following  documents  filed or to be filed with the  Commission by the
Company under the Exchange Act are herein incorporated by reference:

     (a) The  Company's  Annual Report on Form 10-KSB for the year ended January
31, 1997, file no. 0-19578.

     (b) The Company's  Current Report on Form 8-K, as filed with the Commission
on May 27, 1997, file no. 0-19578.

     (c) The  Company's  Quarterly  Reports on Form 10-QSB for the quarter ended
April 30, 1997, file no. 0-19578.

     (d)  The description of the Company's Common Stock contained in the
Company's Registration Statement on Form S-1 (No. 33-43029), filed with the
Commission on November 9, 1993.

     (e) All other  documents  filed by the Company  pursuant to Sections 13(a),
13(c), 14 or 15(d) of the Exchange Act subsequent to the date of this Prospectus
and prior to the termination of the offering of Common Stock.

     Any  statement  contained  in a  document  incorporated,  or  deemed  to be
incorporated,  by  reference  herein or contained  in this  Prospectus  shall be
deemed to be modified or  superseded  for  purposes  of this  Prospectus  to the
extent  that a statement  contained  herein or in any other  subsequently  filed
document  which also is, or is deemed to be,  incorporated  by reference  herein
modifies  or  supersedes  such  statement.  Any such  statement  so  modified or
superseded  shall  not be  deemed,  except  as so  modified  or  superseded,  to
constitute a part of this Prospectus.

6.   INDEMNIFICATION OF DIRECTORS AND OFFICERS.

     The Company's  Articles of  Incorporation  provide that the Company has the
right and/or duty to indemnify a director of the Company to the extent  provided
by statute and to indemnify any officer, employee or agent of the Company who is
not a  director  to the  extent  provided  by law,  or to a  greater  extent  if
consistent  with  law and if  provided  by  resolution  of the  shareholders  or
directors, or in a contract.

         Section  7-109-102 of the  Colorado  Business  Corporation  Act permits
indemnification of a director of a Colorado corporation,  in the case of a third
party  action,  if the  director  (a)  conducted  himself  in  good  faith,  (b)
reasonably  believed  that (i) in the case of conduct in his official  capacity,
his conduct was in the corporation's best interest,  or (ii) in all other cases,
his conduct was not opposed to the corporation's  best interest,  and (c) in the
case of any criminal  proceeding,  had no  reasonable  cause to believe that his
conduct was unlawful. The section further provides for mandatory indemnification
of  directors  and  officers  who are  successful  on the merits or otherwise in
litigation.

         The statute limits the  indemnification  that a corporation may provide
to its directors in two key respects. A corporation may not indemnify a director
in a derivative  action in which the director is held liable to the corporation,
or in any  proceeding  in which the  director is held liable on the basis of his
improper receipt of a personal benefit.


                                    2
<PAGE>



         The statute  permits a corporation to indemnify and advance  litigation
expenses to officers,  employees  and agents who are not  directors to a greater
extent than directors if consistent with law and provided for by the articles of
incorporation,  the bylaws,  a resolution  of directors  or  shareholders,  or a
contract between the corporation and the officer, employee or agent.

8.   EXHIBITS.

    4.1  Internet Communications Corporation 1995 Non-Employee Director
           Stock Option Plan.
    4.2  Internet Communications Corporation 1996 Incentive Stock Plan.  (1)
    5.1  Opinion and Consent of Holme Roberts & Owen LLP.
   23.1  Consent of Counsel.  See Exhibit 5.1
   23.2  Consent of Hein + Associates LLP
   24.1  Power of Attorney.  See the signature page hereof.
- --------------------

(1) Filed  previously as an appendix to the Company's  Proxy  Statement filed in
connection  with  the  July  10,  1997  Annual  Meeting  of  Shareholders,  and
incorporated herein by reference.

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)
that, for the purpose of determining  any liability  under the Securities Act of
1933,  each  such  post-effective   amendment  shall  be  deemed  to  be  a  new
Registration  Statement  relating to the  securities  offered  therein,  and the
offering of such  securities at that time shall be deemed to be the initial bona
fide  offering  thereof;  and (3) to  remove  from  registration  by  means of a
post-effective  amendment  any of the  securities  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
Company's  annual  report  pursuant  to Section  13(a) or  Section  15(d) of the
Securities  Exchange  Act of  1934  that is  incorporated  by  reference  in the
Registration  Statement  shall  be  deemed  to be a new  Registration  Statement
relating to the securities offered therein,  and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

     C. Insofar as indemnification  for liabilities arising under the Securities
Act of 1933 may be permitted to directors,  officers and controlling  persons of
the Company pursuant to the foregoing provisions,  or otherwise, 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  proceeding)  is  asserted  by such
director,  officer or 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.



                                    3
<PAGE>



                              SIGNATURES

     Pursuant to the  requirements  of the  Securities  Act of 1933, the Company
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  Denver,  State  of  Colorado,  on the  2nd day of
September, 1997.

                             INTERNET COMMUNICATIONS CORPORATION


                              By: /s/ PAUL W. GREIVING
                                  PAUL W. GREIVING
                                  Treasurer

     Each person whose signature appears below does hereby make,  constitute and
appoint each of PAUL W.  GREIVING and THOMAS C. GALLEY as such person's true and
lawful   attorney-in-fact   and  agent,   with  full   power  of   substitution,
resubstitution  and revocation to execute,  deliver and file with the Securities
and Exchange  Commission,  for and on such person's  behalf,  and in any and all
capacities,  this Registration Statement on Form S-8, and any and all amendments
(including  post-effective  amendments)  thereto,  with all exhibits thereto and
other documents in connection therewith, granting unto said attorney-in-fact and
agent full power and  authority  to do and perform  each and every act and thing
requisite  and necessary to be done as fully to all intents and purposes as such
person might or could do in person,  hereby  ratifying and  confirming  all that
said  attorney-in-fact  and agent or such person's substitute or substitutes may
lawfully do or cause to be done by virtue hereof.

     Pursuant to the  requirements  of the  Securities  Act of 1933, as amended,
this  Registration  Statement  has been signed by the  following  persons in the
capacities indicated on September 2, 1997.

Name and Signature                            Title
- -------------------------                     -----


/s/ THOMAS C. GALLEY                          Chairman, President and
- ------------------------------------          Chief Executive Officer
THOMAS C. GALLEY                              (Principal executive officer)


/s/ PAUL W. GREIVING                          Treasurer (Principal financial
- ------------------------------------          and accounting officer)
PAUL W. GREIVING


/s/ ARNELL J. GALLEY                          Secretary
- ------------------------------------
ARNELL J. GALLEY


                                              Director
- ------------------------------------
JOSEPH P. NACCHIO


                                              Director
- ------------------------------------
RICHARD T. LIEBHABER

                                    4
<PAGE>




                                              Director
- ------------------------------------
PETER A. GUGLIELMI


/s/ WILLIAM J. MAXWELL                        Director
- ------------------------------------
WILLIAM J. MAXWELL


/s/ JOHN M. COUZENS                           Director
- ------------------------------------
JOHN M. COUZENS


/s/ CRAIG D. SLATER                           Director
- ------------------------------------
CRAIG D. SLATER


                             EXHIBIT INDEX

Exhibit
No.       Description
- - -------   -----------
    4.1  Internet Communications Corporation 1995 Non-Employee Director
           Stock Option Plan
    4.2  Internet Communications Corporation 1996 Incentive Stock Plan. (1)
    5.1  Opinion and Consent of Holme Roberts & Owen LLP.
   23.1  Consent of Counsel.  See Exhibit 5.1
   23.2  Consent of Hein + Associates LLP
   24.1  Power of Attorney.  See the signature page hereof.
- --------------------

(1) Filed  previously as an appendix to the Company's  Proxy  Statement filed in
connection  with  the  July  10,  1997,  Annual  Meeting  of  Shareholders,  and
incorporated herein by reference.


                                    5
<PAGE>
[{"type": "S-8", "sequence": "1", "description": "1997 S-8", "secsgml_size_bytes": 13788}]
{"company-data": {"conformed-name": "INTERNET COMMUNICATIONS CORP", "cik": "0000841693", "assigned-sic": "5065", "irs-number": "841095516", "state-of-incorporation": "CO", "fiscal-year-end": "0131"}, "filing-values": {"form-type": "S-8", "file-number": "333-35113", "film-number": "97676570"}, "business-address": {"street1": "7100 E BELLEVIEW AVE STE 201", "city": "ENGLEWOOD", "state": "CO", "zip": "80111", "phone": "3037707600"}, "former-company": {"former-conformed-name": "WELLINGTON EQUITIES INC", "date-changed": "19900319"}}
As filed with the Securities and Exchange Commission on September 8, 1997
Registration No. 333-_____
====================================================================

                    SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, D.C. 20549
                         -------------------------

                                 FORM S-8
                          REGISTRATION STATEMENT
                                   UNDER
                        THE SECURITIES ACT OF 1933
                         -------------------------

                    INTERNET COMMUNICATIONS CORPORATION
                       (Exact name of registrant as specified in its charter)
                         -------------------------

                COLORADO                             84-1095516
     (State or other jurisdiction of                (I.R.S. Employer
     incorporation or organization)              Identification Number)

                          7100 EAST BELLEVIEW AVENUE
                          SUITE 201
                          ENGLEWOOD, COLORADO  80111
                          (303) 770-7600
(Address,  including zip code,  and telephone  number,  including  area code, of
registrant's principal executive offices)

              INTERNET COMMUNICATIONS CORPORATION
                1995 NON-EMPLOYEE DIRECTOR STOCK OPTION PLAN
              INTERNET COMMUNICATIONS CORPORATION
                1996 INCENTIVE STOCK PLAN
              (Full titles of plans)

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

           PAUL W. GREIVING                     WITH A COPY TO:
           CHIEF FINANCIAL OFFICER              NICK NIMMO, ESQ.
           7100 EAST BELLEVIEW AVENUE           HOLME ROBERTS & OWEN LLP
           SUITE 201                            1700 LINCOLN, SUITE 4100
           DENVER, COLORADO  80202              DENVER, COLORADO  80203
           (303) 770-7600                       (303) 866-0216
         (Name, address, including zip code, and telephone number,
                including area code, of agent for service)
                         -------------------------

                      CALCULATION OF REGISTRATION FEE
==============================================================================
                                    Proposed      Proposed
Title of                            maximum       maximum
securities            Amount        offering      aggregate     Amount of
to be                 to be         price         offering      registration
registered            registered    per share     price         fee

Common Stock,          915,000(1)   $7.9375(1)    $7,262,812    $2200.86 (2)
par value $.01
per share

====================================================================

(1)  Calculated pursuant to Rule 457(h).
                                    1
PART II

          INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

3.  INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE

     The  following  documents  filed or to be filed with the  Commission by the
Company under the Exchange Act are herein incorporated by reference:

     (a) The  Company's  Annual Report on Form 10-KSB for the year ended January
31, 1997, file no. 0-19578.

     (b) The Company's  Current Report on Form 8-K, as filed with the Commission
on May 27, 1997, file no. 0-19578.

     (c) The  Company's  Quarterly  Reports on Form 10-QSB for the quarter ended
April 30, 1997, file no. 0-19578.

     (d)  The description of the Company's Common Stock contained in the
Company's Registration Statement on Form S-1 (No. 33-43029), filed with the
Commission on November 9, 1993.

     (e) All other  documents  filed by the Company  pursuant to Sections 13(a),
13(c), 14 or 15(d) of the Exchange Act subsequent to the date of this Prospectus
and prior to the termination of the offering of Common Stock.

     Any  statement  contained  in a  document  incorporated,  or  deemed  to be
incorporated,  by  reference  herein or contained  in this  Prospectus  shall be
deemed to be modified or  superseded  for  purposes  of this  Prospectus  to the
extent  that a statement  contained  herein or in any other  subsequently  filed
document  which also is, or is deemed to be,  incorporated  by reference  herein
modifies  or  supersedes  such  statement.  Any such  statement  so  modified or
superseded  shall  not be  deemed,  except  as so  modified  or  superseded,  to
constitute a part of this Prospectus.

6.   INDEMNIFICATION OF DIRECTORS AND OFFICERS.

     The Company's  Articles of  Incorporation  provide that the Company has the
right and/or duty to indemnify a director of the Company to the extent  provided
by statute and to indemnify any officer, employee or agent of the Company who is
not a  director  to the  extent  provided  by law,  or to a  greater  extent  if
consistent  with  law and if  provided  by  resolution  of the  shareholders  or
directors, or in a contract.

         Section  7-109-102 of the  Colorado  Business  Corporation  Act permits
indemnification of a director of a Colorado corporation,  in the case of a third
party  action,  if the  director  (a)  conducted  himself  in  good  faith,  (b)
reasonably  believed  that (i) in the case of conduct in his official  capacity,
his conduct was in the corporation's best interest,  or (ii) in all other cases,
his conduct was not opposed to the corporation's  best interest,  and (c) in the
case of any criminal  proceeding,  had no  reasonable  cause to believe that his
conduct was unlawful. The section further provides for mandatory indemnification
of  directors  and  officers  who are  successful  on the merits or otherwise in
litigation.

         The statute limits the  indemnification  that a corporation may provide
to its directors in two key respects. A corporation may not indemnify a director
in a derivative  action in which the director is held liable to the corporation,
or in any  proceeding  in which the  director is held liable on the basis of his
improper receipt of a personal benefit.

                                    2
The statute  permits a corporation to indemnify and advance  litigation
expenses to officers,  employees  and agents who are not  directors to a greater
extent than directors if consistent with law and provided for by the articles of
incorporation,  the bylaws,  a resolution  of directors  or  shareholders,  or a
contract between the corporation and the officer, employee or agent.

8.   EXHIBITS.

    4.1  Internet Communications Corporation 1995 Non-Employee Director
           Stock Option Plan.
    4.2  Internet Communications Corporation 1996 Incentive Stock Plan.  (1)
    5.1  Opinion and Consent of Holme Roberts & Owen LLP.
   23.1  Consent of Counsel.  See Exhibit 5.1
   23.2  Consent of Hein + Associates LLP
   24.1  Power of Attorney.  See the signature page hereof.
- --------------------

(1) Filed  previously as an appendix to the Company's  Proxy  Statement filed in
connection  with  the  July  10,  1997  Annual  Meeting  of  Shareholders,  and
incorporated herein by reference.

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)
that, for the purpose of determining  any liability  under the Securities Act of
1933,  each  such  post-effective   amendment  shall  be  deemed  to  be  a  new
Registration  Statement  relating to the  securities  offered  therein,  and the
offering of such  securities at that time shall be deemed to be the initial bona
fide  offering  thereof;  and (3) to  remove  from  registration  by  means of a
post-effective  amendment  any of the  securities  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
Company's  annual  report  pursuant  to Section  13(a) or  Section  15(d) of the
Securities  Exchange  Act of  1934  that is  incorporated  by  reference  in the
Registration  Statement  shall  be  deemed  to be a new  Registration  Statement
relating to the securities offered therein,  and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

     C. Insofar as indemnification  for liabilities arising under the Securities
Act of 1933 may be permitted to directors,  officers and controlling  persons of
the Company pursuant to the foregoing provisions,  or otherwise, 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  proceeding)  is  asserted  by such
director,  officer or 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.

                                    3
SIGNATURES

     Pursuant to the  requirements  of the  Securities  Act of 1933, the Company
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  Denver,  State  of  Colorado,  on the  2nd day of
September, 1997.

                             INTERNET COMMUNICATIONS CORPORATION

                              By: /s/ PAUL W. GREIVING
                                  PAUL W. GREIVING
                                  Treasurer

     Each person whose signature appears below does hereby make,  constitute and
appoint each of PAUL W.  GREIVING and THOMAS C. GALLEY as such person's true and
lawful   attorney-in-fact   and  agent,   with  full   power  of   substitution,
resubstitution  and revocation to execute,  deliver and file with the Securities
and Exchange  Commission,  for and on such person's  behalf,  and in any and all
capacities,  this Registration Statement on Form S-8, and any and all amendments
(including  post-effective  amendments)  thereto,  with all exhibits thereto and
other documents in connection therewith, granting unto said attorney-in-fact and
agent full power and  authority  to do and perform  each and every act and thing
requisite  and necessary to be done as fully to all intents and purposes as such
person might or could do in person,  hereby  ratifying and  confirming  all that
said  attorney-in-fact  and agent or such person's substitute or substitutes may
lawfully do or cause to be done by virtue hereof.

     Pursuant to the  requirements  of the  Securities  Act of 1933, as amended,
this  Registration  Statement  has been signed by the  following  persons in the
capacities indicated on September 2, 1997.

Name and Signature                            Title
- -------------------------                     -----

/s/ THOMAS C. GALLEY                          Chairman, President and
- ------------------------------------          Chief Executive Officer
THOMAS C. GALLEY                              (Principal executive officer)

/s/ PAUL W. GREIVING                          Treasurer (Principal financial
- ------------------------------------          and accounting officer)
PAUL W. GREIVING

/s/ ARNELL J. GALLEY                          Secretary
- ------------------------------------
ARNELL J. GALLEY

                                              Director
- ------------------------------------
JOSEPH P. NACCHIO

                                              Director
- ------------------------------------
RICHARD T. LIEBHABER

                                    4
Director
- ------------------------------------
PETER A. GUGLIELMI

/s/ WILLIAM J. MAXWELL                        Director
- ------------------------------------
WILLIAM J. MAXWELL

/s/ JOHN M. COUZENS                           Director
- ------------------------------------
JOHN M. COUZENS

/s/ CRAIG D. SLATER                           Director
- ------------------------------------
CRAIG D. SLATER

                             EXHIBIT INDEX

Exhibit
No.       Description
- - -------   -----------
    4.1  Internet Communications Corporation 1995 Non-Employee Director
           Stock Option Plan
    4.2  Internet Communications Corporation 1996 Incentive Stock Plan. (1)
    5.1  Opinion and Consent of Holme Roberts & Owen LLP.
   23.1  Consent of Counsel.  See Exhibit 5.1
   23.2  Consent of Hein + Associates LLP
   24.1  Power of Attorney.  See the signature page hereof.
- --------------------

(1) Filed  previously as an appendix to the Company's  Proxy  Statement filed in
connection  with  the  July  10,  1997,  Annual  Meeting  of  Shareholders,  and
incorporated herein by reference.

                                    5