content: <PAGE>   1
      As filed with the Securities and Exchange Commission on September 8, 1999
                                                     Registration No. 333-________
  
                                    UNITED STATES
  
                         SECURITIES AND EXCHANGE COMMISSION
  
                               WASHINGTON, D.C. 20549
  
                                      FORM S-8
  
               REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
  
  <TABLE>
  <S>                                                                            <C>
                                            TeleServices Internet Group Inc.
  -------------------------------------------------------------------------------------------------------------------
                                (Exact name of registrant as specified in its charter)
  
                           Florida                                                           59-2773602
  -------------------------------------------------------------------------------------------------------------------
  (State or other jurisdiction of incorporation or organization)                 (I.R.S. Employer Identification No.)
  
  100 Second Avenue South, Suite 1000, St. Petersburg, Florida                                               33701
  -------------------------------------------------------------------------------------------------------------------
  (Address of Principal Executive Offices)                                                                 (Zip Code)
  
                                                TSIG.com 1999 Stock Plan
  -------------------------------------------------------------------------------------------------------------------
                                                (Full title of the plan)
  
              Paul W. Henry, Secretary, 100 Second Avenue South, Suite 1000, St. Petersburg, Florida 33701
  -------------------------------------------------------------------------------------------------------------------
                                        (Name and address of agent for service)
  
                                                      (727) 895-4410
  -------------------------------------------------------------------------------------------------------------------
                             (Telephone number, including area code, of agent for service)
  </TABLE>
  
                           CALCULATION OF REGISTRATION FEE
  
  <TABLE>
  <CAPTION>
                                                      Proposed maximum       Proposed maximum
    Title of securities         Amount to be           offering price       aggregate offering          Amount of
      to be registered           registered            per share (1)             price (1)        registration fee (1)
  --------------------------------------------------------------------------------------------------------------------
  <S>                           <C>                       <C>                   <C>                     <C>
       Common Stock,
    $.0001 Par Value (2)         25,000,000                 $.05                $1,250,000               $347.50
  --------------------------------------------------------------------------------------------------------------------
           TOTALS                25,000,000                                     $1,250,000               $347.50
  ====================================================================================================================
  </TABLE>
  
  (1)  Because neither the offering price of shares of Common Stock being
       registered nor the exercise price of any options to be granted under the
       TSIG.com 1999 Stock Plan is not known at this time, the proposed maximum
       offering price per share, the proposed maximum aggregate offering price and
       the registration fee with respect to these shares have been calculated
       pursuant to Rule 457(h)(1) and Rule 457(c) of Regulation C under the
       Securities Act of 1933, as amended, which require that, solely for purposes
       of calculating the registration fee, these figures are based upon the
       average of the bid and asked price per share of the Registrant's common
       stock on a date within five (5) days prior to the date of filing of this
       Registration Statement, as reported on the National Association of
       Securities Dealers, Inc. OTC Bulletin Board.
  
  (2)  To be issued, at the sole discretion of the Registrant, directly or
       pursuant to options under the TSIG.com 1999 Stock Plan.
  
  
  <PAGE>   2
  
  
  
                                       PART I
  
                       INFORMATION REQUIRED IN THE PROSPECTUS
  
           The document(s) containing the information concerning the TSIG.com 1999
  Stock Plan, effective as of August 25, 1999 (the "Plan"), required by Item 1 of
  Form S-8, and the statement of availability of registrant information and other
  information required by Item 2 of Form S-8 will be sent or given to participants
  as specified by Rule 428. In accordance with Rule 428 and the requirements of
  Part I of Form S-8, such documents are not being filed with the Securities and
  Exchange Commission (the "Commission") either as part of this registration
  statement on Form S-8 (the "Registration Statement") or as prospectuses or
  prospectus supplements pursuant to Rule 424. TeleServices Internet Group Inc., a
  Florida corporation (the "Company"), shall maintain a file of such documents in
  accordance with the provisions of Rule 428. Upon request, the Company shall
  furnish to the Commission or its staff a copy or copies of all of the documents
  included in such file.
  
  
  
                                         1
  <PAGE>   3
  
  
  
                                       PART II
  
                 INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
  
  ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE.
  
           Incorporated by reference into this Registration Statement are the
  contents of the Company's Annual Report on Form 10-KSB for the year ended
  December 31, 1998; Quarterly Reports on Form 10-QSB for the periods ended March
  31, 1999 and June 30, 1999; and Current Reports on Form 8-K filed February 16,
  1999, March 8, 1999, June 23, 1999, and July 14, 1999. All documents filed by
  the Company with the Commission pursuant to Section 13(a), 13(c), 14 or 15(d) of
  the Securities Exchange Act of 1934, as amended, after the date of this
  Registration Statement and prior to the termination of the offering shall be
  deemed to be incorporated by reference into this Registration Statement and to
  be a part hereof from the date of filing of such documents. Any statement
  contained in a document incorporated or deemed to be incorporated by reference
  herein shall be deemed to be modified or superseded for purposes of this
  Registration Statement 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 Registration Statement. The Company will provide
  without charge to each person to whom a copy of this Registration Statement is
  delivered, on the written or oral request of such person, a copy of any or all
  of the documents referred to above which have been or may be incorporated by
  reference into this Registration Statement, other than certain exhibits to such
  documents. Requests for such copies shall be directed to Shareholder Relations,
  TeleServices Internet Group Inc., 100 Second Avenue South, Suite 1000, St.
  Petersburg, Florida 33701 (telephone: 727-895-4410).
  
  ITEM 4. DESCRIPTION OF SECURITIES.
  
           COMMON STOCK.
  
           The authorized capital of the Company consists of 300,000,000 shares of
  Common Stock, $.0001 par value per share. The holders of the shares of Common
  Stock have equal ratable rights to dividends from funds legally available
  therefore, when, as and if declared by the Board of Directors of the Company and
  entitled to share ratably in all of the assets of the Company available for
  distribution to holders of Common Stock upon the liquidation, dissolution or
  winding-up of the affairs of the Company. Holders of Common Stock do not have
  pre-emptive, subscription or conversion rights. There are no redemption
  provisions in the Company's Articles of Incorporation. Holders of Common Stock
  are entitled to one vote per share on all matters which shareholders are
  entitled to vote upon at all meetings of the shareholders. All shares of Common
  Stock to be issued in this offering, when paid for in accordance with the terms
  hereof, will be validly issued, fully paid and non-assessable.
  
           The Company's Bylaws permit the holders of the minimum number of shares
  necessary to take action at a meeting of shareholders (normally a majority of
  the outstanding shares) to take action by written consent without a meeting,
  provided notice is given within ten days to all other shareholders.
  
           The holders of shares of Common Stock do not have cumulative voting
  rights, which means that the holders of more than 50% of such outstanding shares
  can elect all of the directors of the Company.
  
  ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL.
  
           Futro & Trauernicht, LLC, Attorneys and Counselors at Law, counsel to
  the Company, and whose opinion as to the validity of the issuance of shares of
  Common Stock hereunder is attached hereto as Exhibit 5.5, may in the future be
  issued shares of Common Stock or options to purchase shares of Common Stock
  pursuant to the Plan, which shares of Common Stock may be restricted or
  registered pursuant to this Registration Statement.
  
  
  
                                         2
  <PAGE>   4
  
  
  
  ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS.
  
           The General Corporation Law of Florida eliminates the personal
  liability of its directors to the Company or its stockholders for monetary
  damages for breach of fiduciary duty of loyalty and care as a director, unless:
  (a) the director breached or failed to perform his duties as a director; and (b)
  the directors breach of, or failure to perform, those duties constitutes: (i) a
  violation of criminal law, unless the director had reasonable cause to believe
  his conduct was lawful or had no reasonable cause to believe his conduct was
  unlawful; (ii) a transaction from which the director derived an improper person
  benefit, either directly or indirectly; (iii) a circumstance under which a
  director votes for or assents to an unlawful distribution; (iv) in a proceeding
  by or in the right of the Company to procure a judgment in its favor or in the
  right of a shareholder, conscious disregard for the best interests of the
  Company, or willful misconduct; or (v) in a proceeding by or in the right of
  someone other than the Company or a shareholder with, recklessness or an act of
  omission which was committed in bad faith or with malicious purpose or in a
  manner exhibiting wanton and willful disregard of human rights, safety or
  property.
  
  ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED.
  
           Not applicable.
  
  ITEM 8. EXHIBITS.
  
                                      EXHIBITS
  <TABLE>
  <CAPTION>
   Exhibit Number             Description
   --------------             -----------
  <S>                         <C>
         4.8                 The Company's Articles of Incorporation, as amended,
                             which define the rights of holders of the equity
                             securities being registered. (Incorporated by
                             reference to Exhibit 3.7 of the Company's Current
                             Report on Form 8-K dated July 8, 1999 and filed July
                             13, 1999).
  
         4.9                 The Company's Bylaws, as amended, which define the
                             rights of holders of the equity securities being
                             registered. (Incorporated by reference to Exhibit 3.6
                             of the Registrant's Registration Statement on Form
                             SB-2 (file no. 333-78077) filed on May 7, 1999).
  
         5.10                Opinion of Counsel, Futro & Trauernicht LLC. (Filed
                             herewith.)
  
        10.13                TSIG.com Stock Plan dated August 25, 1999. (Filed
                             herewith.)
  
        23.21                Consent of Schumacher & Associates, Inc., Certified
                             Public Accountants. (Filed herewith.)
  
        23.22                Consent of Counsel, Futro & Trauernicht LLC.
                             (Included in Exhibit 5.10.)
  </TABLE>
  
  
  ITEM 9. UNDERTAKINGS.
  
           The undersigned Company hereby undertakes:
  
  (1)      To file, during any period in which offers or sales are being made, a
           post-effective amendment to this registration statement:
  
           (i)      To include any prospectus required by Section 10(a)(3)of the
                    Securities Act of 1933;
  
  
                                         3
  <PAGE>   5
  
           (ii)     To 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;
  
           (iii)    To include any material information with respect to the plan
                    of distribution not previously disclosed in the registration
                    statement or any material change to such information in the
                    registration statement.
  
  (2)      That, for the purpose of determining any liability under the Securities
           Act of 1933, each such post-effective amendment shall be deemed to be a
           new registration statement relating to the securities offered therein,
           and the offering of such securities at that time shall be deemed to be
           the initial bona fide offering thereof.
  
  (3)      To remove from registration by means of a post-effective amendment any
           of the securities being registered which remain unsold at the
           termination of the offering.
  
  (4)      The undersigned Company 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 the registration statement shall be deemed
           to be a new registration statement relating to the securities offered
           therein, and the offering of such securities at that time shall be
           deemed to be the initial bona fide offering thereof.
  
  (5)      Insofar as indemnification for liabilities 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 that 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 controlling person of the Company in the
           successful defense of that action suit, or proceeding) is asserted by
           such director, officer, or controlling person in connection with the
           securities being registered, the Company 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 of 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>   6
  
  
  
                                     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 or amendment to be signed on its behalf by the undersigned, thereunto
  duly authorized, in the City of St. Petersburg, State of Florida, on the 8th day
  of September, 1999.
  
                                    TELESERVICES INTERNET GROUP INC.
  
                                    By: /s/ Robert P. Gordon
                                        ------------------------------------------
                                        Robert P. Gordon, Chairman
  
           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.
  
                                    By: /s/ Robert P. Gordon
                                        ------------------------------------------
                                            Robert P. Gordon, Chairman, Director
  
                                    Dated:  September 8, 1999
  
                                    By: /s/ Anthony Peterson
                                        ------------------------------------------
                                        Anthony Peterson, Chief Financial Officer,
                                        Principal Accounting Officer
  
                                    Dated:  September 8, 1999
  
                                    By: /s/ Paul W. Henry
                                        ------------------------------------------
                                        Paul W. Henry, Secretary, Treasurer,
                                        Director
  
                                    Dated:  September 8, 1999
  
                                    By: /s/ Michael J. Gordon
                                        ------------------------------------------
                                        Michael J. Gordon, Director
  
                                    Dated:  September 8, 1999
  
                                    By: /s/ J.R. LeShufy
                                        ------------------------------------------
                                        J.R. LeShufy, Director
  
                                    Dated:  September 8, 1999
  
                                         5
  
  <PAGE>   7
  
  
  
  
                                    EXHIBIT INDEX
  
  <TABLE>
  <CAPTION>
   Exhibit Number             Description
   --------------             -----------
  <S>                         <C>
         4.8                 The Company's Articles of Incorporation, as amended,
                             which define the rights of holders of the equity
                             securities being registered. (Incorporated by
                             reference to Exhibit 3.7 of the Company's Current
                             Report on Form 8-K dated July 8, 1999 and filed July
                             13, 1999).
  
         4.9                 The Company's Bylaws, as amended, which define the
                             rights of holders of the equity securities being
                             registered. (Incorporated by reference to Exhibit 3.6
                             of the Registrant's Registration Statement on Form
                             SB-2 (file no. 333-78077) filed on May 7, 1999).
  
         5.10                Opinion of Counsel, Futro & Trauernicht LLC. (Filed
                             herewith.)
  
        10.13                TSIG.com Stock Plan dated August 25, 1999. (Filed
                             herewith.)
  
        23.21                Consent of Schumacher & Associates, Inc., Certified
                             Public Accountants. (Filed herewith.)
  
        23.22                Consent of Counsel, Futro & Trauernicht LLC.
                             (Included in Exhibit 5.10.)
  </TABLE>
metadata_documents: [{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 20457}]
metadata_filer: {"company-data": {"conformed-name": "TELESERVICES INTERNET GROUP INC", "cik": "0000808713", "assigned-sic": "7389", "irs-number": "592773602", "state-of-incorporation": "FL", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-86751", "film-number": "99707988"}, "business-address": {"street1": "100 SECOND AVENUE SOUTH", "street2": "SUITE 1000", "city": "ST PETERSBURG", "state": "FL", "zip": "33701", "phone": "7278954410"}, "mail-address": {"street1": "100 SECOND AVENUE SOUTH", "street2": "STE 1000", "city": "ST PETERSBURG", "state": "FL", "zip": "33701"}, "former-company": [{"former-conformed-name": "TELESERVICES INTERNATIONAL GROUP INC", "date-changed": "19970312"}, {"former-conformed-name": "VISITORS SERVICES INTERNATIONAL CORP", "date-changed": "19961023"}, {"former-conformed-name": "DYNASTY CAPITAL CORP", "date-changed": "19941026"}]}
text: 1
      As filed with the Securities and Exchange Commission on September 8, 1999
                                                     Registration No. 333-________
  
                                    UNITED STATES
  
                         SECURITIES AND EXCHANGE COMMISSION
  
                               WASHINGTON, D.C. 20549
  
                                      FORM S-8
  
               REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
  TeleServices Internet Group Inc.
  -------------------------------------------------------------------------------------------------------------------
                                (Exact name of registrant as specified in its charter)
  
                           Florida                                                           59-2773602
  -------------------------------------------------------------------------------------------------------------------
  (State or other jurisdiction of incorporation or organization)                 (I.R.S. Employer Identification No.)
  
  100 Second Avenue South, Suite 1000, St. Petersburg, Florida                                               33701
  -------------------------------------------------------------------------------------------------------------------
  (Address of Principal Executive Offices)                                                                 (Zip Code)
  
                                                TSIG.com 1999 Stock Plan
  -------------------------------------------------------------------------------------------------------------------
                                                (Full title of the plan)
  
              Paul W. Henry, Secretary, 100 Second Avenue South, Suite 1000, St. Petersburg, Florida 33701
  -------------------------------------------------------------------------------------------------------------------
                                        (Name and address of agent for service)
  
                                                      (727) 895-4410
  -------------------------------------------------------------------------------------------------------------------
                             (Telephone number, including area code, of agent for service)
  CALCULATION OF REGISTRATION FEE
  Proposed maximum       Proposed maximum
    Title of securities         Amount to be           offering price       aggregate offering          Amount of
      to be registered           registered            per share (1)             price (1)        registration fee (1)
  --------------------------------------------------------------------------------------------------------------------
  Common Stock,
    $.0001 Par Value (2)         25,000,000                 $.05                $1,250,000               $347.50
  --------------------------------------------------------------------------------------------------------------------
           TOTALS                25,000,000                                     $1,250,000               $347.50
  ====================================================================================================================
  (1)  Because neither the offering price of shares of Common Stock being
       registered nor the exercise price of any options to be granted under the
       TSIG.com 1999 Stock Plan is not known at this time, the proposed maximum
       offering price per share, the proposed maximum aggregate offering price and
       the registration fee with respect to these shares have been calculated
       pursuant to Rule 457(h)(1) and Rule 457(c) of Regulation C under the
       Securities Act of 1933, as amended, which require that, solely for purposes
       of calculating the registration fee, these figures are based upon the
       average of the bid and asked price per share of the Registrant's common
       stock on a date within five (5) days prior to the date of filing of this
       Registration Statement, as reported on the National Association of
       Securities Dealers, Inc. OTC Bulletin Board.
  
  (2)  To be issued, at the sole discretion of the Registrant, directly or
       pursuant to options under the TSIG.com 1999 Stock Plan.
  2
  
                                       PART I
  
                       INFORMATION REQUIRED IN THE PROSPECTUS
  
           The document(s) containing the information concerning the TSIG.com 1999
  Stock Plan, effective as of August 25, 1999 (the "Plan"), required by Item 1 of
  Form S-8, and the statement of availability of registrant information and other
  information required by Item 2 of Form S-8 will be sent or given to participants
  as specified by Rule 428. In accordance with Rule 428 and the requirements of
  Part I of Form S-8, such documents are not being filed with the Securities and
  Exchange Commission (the "Commission") either as part of this registration
  statement on Form S-8 (the "Registration Statement") or as prospectuses or
  prospectus supplements pursuant to Rule 424. TeleServices Internet Group Inc., a
  Florida corporation (the "Company"), shall maintain a file of such documents in
  accordance with the provisions of Rule 428. Upon request, the Company shall
  furnish to the Commission or its staff a copy or copies of all of the documents
  included in such file.
  
                                         1
  3
  
                                       PART II
  
                 INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
  
  ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE.
  
           Incorporated by reference into this Registration Statement are the
  contents of the Company's Annual Report on Form 10-KSB for the year ended
  December 31, 1998; Quarterly Reports on Form 10-QSB for the periods ended March
  31, 1999 and June 30, 1999; and Current Reports on Form 8-K filed February 16,
  1999, March 8, 1999, June 23, 1999, and July 14, 1999. All documents filed by
  the Company with the Commission pursuant to Section 13(a), 13(c), 14 or 15(d) of
  the Securities Exchange Act of 1934, as amended, after the date of this
  Registration Statement and prior to the termination of the offering shall be
  deemed to be incorporated by reference into this Registration Statement and to
  be a part hereof from the date of filing of such documents. Any statement
  contained in a document incorporated or deemed to be incorporated by reference
  herein shall be deemed to be modified or superseded for purposes of this
  Registration Statement 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 Registration Statement. The Company will provide
  without charge to each person to whom a copy of this Registration Statement is
  delivered, on the written or oral request of such person, a copy of any or all
  of the documents referred to above which have been or may be incorporated by
  reference into this Registration Statement, other than certain exhibits to such
  documents. Requests for such copies shall be directed to Shareholder Relations,
  TeleServices Internet Group Inc., 100 Second Avenue South, Suite 1000, St.
  Petersburg, Florida 33701 (telephone: 727-895-4410).
  
  ITEM 4. DESCRIPTION OF SECURITIES.
  
           COMMON STOCK.
  
           The authorized capital of the Company consists of 300,000,000 shares of
  Common Stock, $.0001 par value per share. The holders of the shares of Common
  Stock have equal ratable rights to dividends from funds legally available
  therefore, when, as and if declared by the Board of Directors of the Company and
  entitled to share ratably in all of the assets of the Company available for
  distribution to holders of Common Stock upon the liquidation, dissolution or
  winding-up of the affairs of the Company. Holders of Common Stock do not have
  pre-emptive, subscription or conversion rights. There are no redemption
  provisions in the Company's Articles of Incorporation. Holders of Common Stock
  are entitled to one vote per share on all matters which shareholders are
  entitled to vote upon at all meetings of the shareholders. All shares of Common
  Stock to be issued in this offering, when paid for in accordance with the terms
  hereof, will be validly issued, fully paid and non-assessable.
  
           The Company's Bylaws permit the holders of the minimum number of shares
  necessary to take action at a meeting of shareholders (normally a majority of
  the outstanding shares) to take action by written consent without a meeting,
  provided notice is given within ten days to all other shareholders.
  
           The holders of shares of Common Stock do not have cumulative voting
  rights, which means that the holders of more than 50% of such outstanding shares
  can elect all of the directors of the Company.
  
  ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL.
  
           Futro & Trauernicht, LLC, Attorneys and Counselors at Law, counsel to
  the Company, and whose opinion as to the validity of the issuance of shares of
  Common Stock hereunder is attached hereto as Exhibit 5.5, may in the future be
  issued shares of Common Stock or options to purchase shares of Common Stock
  pursuant to the Plan, which shares of Common Stock may be restricted or
  registered pursuant to this Registration Statement.
  
                                         2
  4
  
  ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS.
  
           The General Corporation Law of Florida eliminates the personal
  liability of its directors to the Company or its stockholders for monetary
  damages for breach of fiduciary duty of loyalty and care as a director, unless:
  (a) the director breached or failed to perform his duties as a director; and (b)
  the directors breach of, or failure to perform, those duties constitutes: (i) a
  violation of criminal law, unless the director had reasonable cause to believe
  his conduct was lawful or had no reasonable cause to believe his conduct was
  unlawful; (ii) a transaction from which the director derived an improper person
  benefit, either directly or indirectly; (iii) a circumstance under which a
  director votes for or assents to an unlawful distribution; (iv) in a proceeding
  by or in the right of the Company to procure a judgment in its favor or in the
  right of a shareholder, conscious disregard for the best interests of the
  Company, or willful misconduct; or (v) in a proceeding by or in the right of
  someone other than the Company or a shareholder with, recklessness or an act of
  omission which was committed in bad faith or with malicious purpose or in a
  manner exhibiting wanton and willful disregard of human rights, safety or
  property.
  
  ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED.
  
           Not applicable.
  
  ITEM 8. EXHIBITS.
  
                                      EXHIBITS
  Exhibit Number             Description
   --------------             -----------
  4.8                 The Company's Articles of Incorporation, as amended,
                             which define the rights of holders of the equity
                             securities being registered. (Incorporated by
                             reference to Exhibit 3.7 of the Company's Current
                             Report on Form 8-K dated July 8, 1999 and filed July
                             13, 1999).
  
         4.9                 The Company's Bylaws, as amended, which define the
                             rights of holders of the equity securities being
                             registered. (Incorporated by reference to Exhibit 3.6
                             of the Registrant's Registration Statement on Form
                             SB-2 (file no. 333-78077) filed on May 7, 1999).
  
         5.10                Opinion of Counsel, Futro & Trauernicht LLC. (Filed
                             herewith.)
  
        10.13                TSIG.com Stock Plan dated August 25, 1999. (Filed
                             herewith.)
  
        23.21                Consent of Schumacher & Associates, Inc., Certified
                             Public Accountants. (Filed herewith.)
  
        23.22                Consent of Counsel, Futro & Trauernicht LLC.
                             (Included in Exhibit 5.10.)
  ITEM 9. UNDERTAKINGS.
  
           The undersigned Company hereby undertakes:
  
  (1)      To file, during any period in which offers or sales are being made, a
           post-effective amendment to this registration statement:
  
           (i)      To include any prospectus required by Section 10(a)(3)of the
                    Securities Act of 1933;
  
                                         3
  5
  
           (ii)     To 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;
  
           (iii)    To include any material information with respect to the plan
                    of distribution not previously disclosed in the registration
                    statement or any material change to such information in the
                    registration statement.
  
  (2)      That, for the purpose of determining any liability under the Securities
           Act of 1933, each such post-effective amendment shall be deemed to be a
           new registration statement relating to the securities offered therein,
           and the offering of such securities at that time shall be deemed to be
           the initial bona fide offering thereof.
  
  (3)      To remove from registration by means of a post-effective amendment any
           of the securities being registered which remain unsold at the
           termination of the offering.
  
  (4)      The undersigned Company 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 the registration statement shall be deemed
           to be a new registration statement relating to the securities offered
           therein, and the offering of such securities at that time shall be
           deemed to be the initial bona fide offering thereof.
  
  (5)      Insofar as indemnification for liabilities 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 that 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 controlling person of the Company in the
           successful defense of that action suit, or proceeding) is asserted by
           such director, officer, or controlling person in connection with the
           securities being registered, the Company 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 of 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
  6
  
                                     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 or amendment to be signed on its behalf by the undersigned, thereunto
  duly authorized, in the City of St. Petersburg, State of Florida, on the 8th day
  of September, 1999.
  
                                    TELESERVICES INTERNET GROUP INC.
  
                                    By: /s/ Robert P. Gordon
                                        ------------------------------------------
                                        Robert P. Gordon, Chairman
  
           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.
  
                                    By: /s/ Robert P. Gordon
                                        ------------------------------------------
                                            Robert P. Gordon, Chairman, Director
  
                                    Dated:  September 8, 1999
  
                                    By: /s/ Anthony Peterson
                                        ------------------------------------------
                                        Anthony Peterson, Chief Financial Officer,
                                        Principal Accounting Officer
  
                                    Dated:  September 8, 1999
  
                                    By: /s/ Paul W. Henry
                                        ------------------------------------------
                                        Paul W. Henry, Secretary, Treasurer,
                                        Director
  
                                    Dated:  September 8, 1999
  
                                    By: /s/ Michael J. Gordon
                                        ------------------------------------------
                                        Michael J. Gordon, Director
  
                                    Dated:  September 8, 1999
  
                                    By: /s/ J.R. LeShufy
                                        ------------------------------------------
                                        J.R. LeShufy, Director
  
                                    Dated:  September 8, 1999
  
                                         5
  7
  
                                    EXHIBIT INDEX
  Exhibit Number             Description
   --------------             -----------
  4.8                 The Company's Articles of Incorporation, as amended,
                             which define the rights of holders of the equity
                             securities being registered. (Incorporated by
                             reference to Exhibit 3.7 of the Company's Current
                             Report on Form 8-K dated July 8, 1999 and filed July
                             13, 1999).
  
         4.9                 The Company's Bylaws, as amended, which define the
                             rights of holders of the equity securities being
                             registered. (Incorporated by reference to Exhibit 3.6
                             of the Registrant's Registration Statement on Form
                             SB-2 (file no. 333-78077) filed on May 7, 1999).
  
         5.10                Opinion of Counsel, Futro & Trauernicht LLC. (Filed
                             herewith.)
  
        10.13                TSIG.com Stock Plan dated August 25, 1999. (Filed
                             herewith.)
  
        23.21                Consent of Schumacher & Associates, Inc., Certified
                             Public Accountants. (Filed herewith.)
  
        23.22                Consent of Counsel, Futro & Trauernicht LLC.
                             (Included in Exhibit 5.10.)