S-8

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM S-8
Registration Statement
under
The Securities Act of 1933, as amended.

TENANTWIZ SOFTWARE CORP.
(Exact name of registrant as specified in charter.)

NEVADA	26-0830987
(State of other jurisdiction or organization)	(I.R.S. Employer of incorporation Identification
	Number)

650 S. Hill St. #J-4
Los Angeles, CA 90014
(866) 993-6879
(Address and telephone of executive offices, including zip code.)

CSC Services of Nevada, Inc.

502 East John Street

Carson City, NV 89706

(775) 882-3072
(Name, address and telephone of agent for service)

Copies of all communications, including all communications sent to the agent for service, should be sent to:

Parsons/Burnett/Bjordahl, LLC

1850 Skyline Tower

10900 NE 4^th Street

Bellevue, WA 98004

(425) 451-8036

(425) 451-8568 (fax)

In addition, pursuant to rule 416(c) under the Securities Act of 1933, this registration statement also covers an indeterminate amount of interests to be offered or sold pursuant to the employee benefit plan described herein.

CALCULATION OF REGISTRATION FEE

Title of Each Class of Securities to be Registered	Amount to be Registered	Aggregate Proposed Maximum Offering Price per Unit/Share	Proposed Maximum Aggregate Offering Price [1][2]	Amount of Registration Fee [1][2]
Common Shares, $0.001 par value, issuable upon exercise of stock options by Grantees	1,250,000	$0.58	$725,000	$28.49
Totals	1,250,000	$0.58	$725,000	$28.49

[1] Based upon the mean between the closing bid and ask prices for common shares on February 12, 2009, in accordance with Rule 457(c).

[2] Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(h) under the Securities Act of 1933, as amended (the “Securities Act”) based upon the price of the options as set by the Board of Directors.

PURPOSE OF REGISTRATION STATEMENT AND DESCRIPTION OF PLAN

This Registration Statement on Form S-8 registers shares issuable under the Company’s 2009 Employee Stock Incentive Plan (the “Plan”).

Under the terms of the Plan, a total of 1,250,000 shares of common stock can be issued to compensate directors, employees and consultants of the Company for services rendered to the Company.

The terms of the Plan are fully disclosed in the attached copy of the Plan, but include the following:

-       price and other terms of issuance of shares under the Plan are to be determined by the Board of Directors, who administer the Plan and who will take into account the market price of the Company’s securities at the date of any agreement to issue shares under the Plan.

-       shares of common stock issuable under the Plan have the same rights and restrictions as all other issued and issuable shares of common stock of the Company.

Any shares issuable under the Plan, although registered by way of this registration statement, may require a resale prospectus prior to resale by affiliates or others.

PART II. INFORMATION REQUIRED IN THE REGISTRATION STATEMENT.

ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE.

We hereby incorporate by reference the following:

a) Our Annual Report on Form 10-K and our Quarterly Reports on Form 10-QSB or 10-Q filed with the Securities and Exchange Commission ("SEC"), SEC file no. 333-147106; and

b) All other reports, proxy statements and information statements filed subsequent to the foregoing Registration Statement pursuant to the continuous disclosure requirements of the Securities Exchange Act of 1934 (the "Exchange Act").

ITEM 4. DESCRIPTION OF SECURITIES.

Our authorized capital stock consists of 100,000,000 shares of common stock, par value $0.001 per share.  The holders of our common stock

·

Have equal ratable rights to dividends from funds legally available if and when declared by our Board of Directors;

·

Are entitled to share ratably in all of our assets available for distribution to holders of common stock upon liquidation, dissolution or winding up of our affairs;

·

Do not have preemptive, subscription or conversion rights and there are no redemption or sinking fund provisions or rights;

·

And are entitled to one non-cumulative vote per share on all matters on which stockholders may vote.

We refer you to the Bylaws of our Articles of Incorporation and the applicable statutes of the State of Nevada for a more complete description of the rights and liabilities of holders of our securities.

Cash Dividends

As of the date of this Prospectus, we have not declared or paid any cash dividends to stockholders.  The declaration of any future dividend will be at the discretion of our Board of Directors and will depend upon our earnings, if any, our capital requirements and financial position, our general economic conditions, and other pertinent conditions.  It is our present intention not to pay any cash dividends in the foreseeable future, but rather to reinvest earnings, if any, in our business operations.

Anti-Takeover Provisions

There are no anti-takeover provisions in our governing documents or under Nevada corporate law that, currently, may have the affect of delaying or preventing a change in our control.  Provisions 78.378 through 78.379 of the Nevada Revised Statutes relate to control share acquisitions that may serve to delay or make more difficult attempts to acquire us or effect a change in control of the Company.  However, these provisions only apply when we have 200 or more stockholders of record, at least 100 of whom have addresses in the State of Nevada appearing on our stock ledger, and we do business in this state directly or through an affiliated corporation.  It is unlikely we will meet all of those conditions in the foreseeable future.  

Reporting

After we complete this Offering, we will not be required to furnish you with an annual report.  Further, we will not voluntarily send you an annual report.  We will be required to file reports with the SEC under section 15(d) of the Securities Act.  We will file the reports electronically.  The reports we will be required to file are Forms 10-K, 10-Q, and 8-K.  You may read copies of any materials we file with the SEC at the SEC’s Public Reference Room at 100 F Street, N.E., Washington, D.C. 20549.  You may obtain information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330.  The SEC also maintains an Internet site that will contain copies of the reports we file electronically.  The address for the Internet site is www.sec.gov.

Stock Transfer Agent

Our transfer agent is Island Stock Transfer, 100 Second Avenue South, Suite 104N, St. Petersburg, FL 33701, (727) 289-0010.

Shares outstanding

We have 50,050,000 shares of common stock outstanding as of the date of this S-8 Registration Statement.

Some of the shares are held by affiliates. Common shares held by affiliates of the Company are restricted securities may be sold in the public market in the United States only if registered or if they qualify for an exemption from registration, including the exemptions under Section 4(1) and/or Rules 144 or 144(k) under the Securities Act.

ITEM 5. INTEREST OF NAMED EXPERTS AND COUNSEL.

None.

ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS.

Under our Articles of Incorporation and Bylaws of the corporation, we may indemnify an officer or director who is made a party to any proceeding, including a lawsuit, because of his position, if he acted in good faith and in a manner he reasonably believed to be in our best interest.  We may advance expenses incurred in defending a proceeding.  To the extent that the officer or director is successful on the merit in a proceeding as to which he is to be indemnified, we must indemnify him against all expenses incurred,

including attorney’s fees.  With respect to a derivative action, indemnity may be made only for expenses actually and reasonably incurred in defending the proceeding, and if the officer or director is judged liable, only by a court order.  The indemnification is intended to be the fullest extent permitted by the laws of the State of Nevada.

ITEM 7. EXEMPTION FROM REGISTRATION.

None; not applicable.

This S-8 Registration Statement registers shares of the Company’s common stock under the Securities Act of 1933.

ITEM 8. EXHIBITS.

The following Exhibits are incorporated herein by reference from the Registrant's SB-2 Registration Statement, as amended, and subsequent documents required to be filed under the Securities Exchange Act of 1934 and filed with the Securities and Exchange Commission, SEC file no. 333-147106. Such exhibits are incorporated herein by reference pursuant to Rule 12b-32:

3.1	Articles of Incorporation
3.2	Bylaws

The following documents are filed herewith:

Exhibit No.	Description
5.1	Opinion of Parsons/Burnett/Bjordahl, LLP, regarding the legality of the securities registered under this Registration Statement
10.1	Employee Stock Incentive Plan
23.1	Consent of Child, Van Wagoner and Bradshaw, PLLC
23.2	Consent of Parsons/Burnett/Bjordahl, LLP  (included in Exhibit 5.1)

ITEM 9. UNDERTAKINGS.

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 being registered which remain unsold at the termination of the offering.

The undersigned registrant hereby undertakes that, for the 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 that is incorporated by reference in the 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.

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the Registrant certifies that it has reasonable grounds to believe that it meets all the requirements for filing on Form S-8 and has duly caused this Registration Statement thereto to be signed on its behalf by the undersigned, thereunto duly authorized on the 13th day of January, 2006.

TenantWIZ Software Corporation
	BY:	/s/ Robert Kanaat
		Robert Kanaat, President, Director

EX-5.1

PARSONS/BURNETT/BJORDAHL LLP

_________________________________

ATTORNEYS

James B. Parsons

jparsons@pblaw.biz

February 10, 2009

Board of Directors

TenantWIZ Software Corp.

To Whom it May Concern:

In my capacity as counsel for TenantWIZ Software Corp.. ("TenantWIZ"), I have participated in the corporate proceedings relative to the authorization and issuance by the Company of a maximum of 1,250,000 shares of common stock pursuant to the Stock Compensation Plan for Employees, Officers, Directors and Consultants as set out and described in the Company's Registration Statement on Form S-8 under the Securities Act of 1933 (the "Registration Statement"). I have also participated in the preparation and filing of the Registration Statement.

Based upon the foregoing and upon my examination of originals (or copies certified to our satisfaction) of such corporate records of the Company and other documents as I have deemed necessary as a basis for the opinions hereinafter expressed, and assuming the accuracy and completeness of all information supplied me by the Company, having regard for the legal considerations which I deem relevant, I opine that:

1.

The Company is a corporation duly organized and validly existing under the laws of the State of Nevada;

2.

The Company has taken all requisite corporate action and all action required by the laws of the State of Nevada with respect to the authorization, issuance and sale of common stock to be issued pursuant to the Registration Statement;

3.

The maximum of 1,250,000 shares of common stock, when issued and distributed pursuant to the Registration Statement, will be validly issued, fully paid and nonassessable.

I hereby consent to the use of this opinion as an exhibit to the Registration Statement and to the references to my firm in the Registration Statement.

Very truly yours.

PARSONS/BURNETT/BJORDAHL, LLP

/s/ James B. Parsons

James B. Parsons

JBP:aqs

Suite 1850 Skyline Tower, 10900 NE 4^th Street, Bellevue, WA  98004 Ÿ T (425) 451-8036  Ÿ F (425) 451-8568 Ÿ www.pblaw.biz

_________________________________________________________________

A Limited Liability Partnership with offices in Bellevue and Spokane

EX-10.1

TenantWIZ Software Corporation
2009 Employee Stock Incentive Plan
For Employees and Consultants

FEBRUARY 16, 2009

1.

 INTRODUCTION.

This plan shall be known as the "TenantWIZ Software Corporation 2009 Stock Incentive Plan for Employees and Consultants" and is hereinafter referred to as the "Plan." The purpose of the Plan is to enable TenantWIZ Software Corporation, a Nevada corporation (the "Company"), to promote the interests of the Company and its shareholders by (a) attracting and retaining employees capable of furthering the future success of the Company, providing incentives for outstanding performance and rewards for such performance; and (b) attracting and retaining Directors and Consultants capable of furthering the future success of the Company, and aligning their economic interests more closely with those of the Company's shareholders, by paying their retainer fees in the form of shares of the Company's common stock (the "Common Stock") on the terms and conditions to be agreed between the Company and these persons. The Plan may also be used to satisfy debts and obligations owing to these persons or for the purpose of satisfying the Company’s obligations under any professional services contracts.

2.

 DEFINITIONS.

The following terms shall have the meanings set forth below:

"BOARD" means the Board of Directors of the Company.

"CHANGE OF CONTROL" has the meaning set forth in Section 12(d).

"CODE" means the Internal Revenue Code of 1986, as amended, and the rules and regulations thereunder. References to any provision of the Code or rule or regulation thereunder shall be deemed to include any amended or successor provision, rule or regulation.

"COMMITTEE" means the committee that administers the Plan, as more fully defined in Section 13.

"COMMON STOCK" has the meaning set forth in Section 1.

"COMPANY" has the meaning set forth in Section 1.

"CONSULTANT" means a person who is contractually obligated as an independent contractor to provide services to the Company.

"DEFERRAL ELECTION" has the meaning set forth in Section 6.

"DEFERRED STOCK ACCOUNT" means a bookkeeping account maintained by the Company for a Participant representing the Participant's interest in the shares credited to such Deferred Stock Account pursuant to Section 7.

"DELIVERY DATE" has the meaning set forth in Section 6.

"DIRECTOR" means a natural person who is a member of the Board of Directors of the Company.

"DIVIDEND EQUIVALENT" for a given dividend or other distribution means a number of shares of Common Stock having a Fair Market Value, as of the record date for such dividend or distribution, equal to the amount of cash, plus the fair market value on the date of distribution of any property, that is distributed with respect to one share of Common Stock pursuant to such dividend or distribution; such fair market value to be determined by the Committee in good faith.

"EFFECTIVE DATE" has the meaning set forth in Section 3.

"EMPLOYEE" means a natural person who is an employee of the Company, or its subsidiaries.

"EXCHANGE ACT" has the meaning set forth in Section 13(b).

"FAIR MARKET VALUE" means the mean between the highest and lowest reported sales prices of the Company's Common Stock on the last trading day prior to the date with respect to which the Fair Market Value is to be determined or such other value as the Company's Board of Directors may, in its sole discretion, determine.

"PARTICIPANT" means an individual who is an Employee, Director or Consultant on the Effective Date or who becomes an Employee, Director or Consultant thereafter during the term of the Plan.

"PAYMENT TIME" means the time when a Granted Stock is payable to a Participant pursuant to Section 5 (without regard to the effect of any Deferral Election).

"GRANTED STOCK" has the meaning set forth in Section 5.

"THIRD ANNIVERSARY" has the meaning set forth in Section 6.

3.

EFFECTIVE DATE OF THE PLAN.

The Plan shall be effective as of February 16, 2009 ("Effective Date"), provided that it is approved by the Board and the Plan shall terminate on February 16, 2014 (being a term of five years).

4.

ELIGIBILITY.

Each Participant is eligible to participate in the Plan.  Each credit of shares of Common Stock pursuant to the Plan shall be evidenced by a written agreement duly executed and delivered by or on behalf of the Company and a Participant, if such an agreement is required by the Company to assure compliance with all applicable laws and regulations.

5.

GRANT OF SHARES.

Commencing on the Effective Date, the Committee may in its absolute discretion grant such shares of the Common Stock pursuant to this Plan as the Committee may in its absolute discretion deem appropriate to (a) reward and incentive Employees; or (b) pay consideration to Directors or Consultants for their services ("Granted Stock").

6.

DEFERRAL OPTION.

From and after the Effective Date, a Participant may make an election (a "Deferral Election") on an annual basis to defer delivery of the Granted Stock so that it is to be delivered: (a) on the date which is three years after the Effective Date for which it was originally payable ("Third Anniversary"), (b) on the date upon which the Participant ceases to qualify as a Participant hereunder for any reason ("Departure Date"), (c) in

five equal annual installments commencing on the Departure Date ("Third Anniversary" and "Departure Date" each being referred to herein as a "Delivery Date") or in such other manner as the Participant and the Company may agree.  Such Deferral Election shall remain in effect for each Subsequent Year unless changed, provided that, any Deferral Election with respect to a particular Subsequent Year may not be changed less than six (6) months prior to the beginning of such Subsequent Year and provided, further, that no more than one Deferral Election or change thereof may be made in any Subsequent Year.

Any Deferral Election and any change or revocation thereof shall be made by delivering written notice thereof to the Committee no later than six (6) months prior to the beginning of the Subsequent Year in which it is to be effected; provided that, with respect to the Subsequent Year beginning on the Effective Date, any Deferral Election or revocation thereof must be delivered no later than the close of business on the thirtieth (30th) day after the Effective Date.

7.

DEFERRED STOCK ACCOUNTS.

The Company shall maintain a Deferred Stock Account for each Participant who makes a Deferral Election to which shall be credited, as of the applicable Payment Time, the number of shares of Common Stock payable pursuant to the Granted Stock to which the Deferral Election relates. So long as any amounts in such Deferred Stock Account have not been delivered to the Participant then on the payment date for any dividend paid or other distribution made with respect to the Common Stock the Deferred Stock Account shall be credited, with a number of shares of Common Stock equal to (a) the number of shares of Common Stock shown in such Deferred Stock Account on the record date for such dividend or distribution multiplied by (b) the Dividend Equivalent for such dividend or distribution.

8.

DELIVERY OF SHARES.

(a) The shares of Common Stock in a Participant's Deferred Stock Account with respect to any Granted Stock for which a Deferral Election has been made (together with dividends attributable to such shares credited to such Deferred Stock Account) shall be delivered in accordance with this Section 8 as soon as practicable after the applicable Delivery Date. Except with respect to a Deferral Election pursuant to Section 6(c), or other agreement between the parties, such shares shall be delivered at one time; provided that, if the number of shares so delivered includes a fractional share, such number shall be rounded to the nearest whole number of shares.  If the Participant has in effect a Deferral Election pursuant to Section 6(c), then such shares shall be delivered in five equal annual installments (together with dividends attributable to such shares credited to such Deferred Stock Account), with the first such installment being delivered on the first anniversary of the Delivery Date. References to a Participant in this Plan shall be deemed to refer to the Participant's estate or legal guardian, where appropriate.

(b) The Company may, but shall not be required to, create a grantor trust or utilize an existing grantor trust (in either case, the "Trust") to assist it in accumulating the shares of Common Stock needed to fulfill its obligations under this Section 8.  However, Participants shall have no beneficial or other interest in the Trust and the assets thereof, and their rights under the Plan shall be as general creditors of the Company, unaffected by the existence or nonexistence of the Trust, except that deliveries of Granted Stocks to Participants from the Trust shall, to the extent thereof, be treated as satisfying the Company's obligations under this Section 8.

9.

SHARE CERTIFICATES; VOTING AND OTHER RIGHTS.

The certificates for shares delivered to a Participant pursuant to Section 8 above shall be issued in the name of the Participant, and from and after the date of such issuance the Participant shall be entitled to all rights of a shareholder with respect to Common Stock for all such shares, and the Participant shall receive all dividends and other distributions paid or made with respect thereto.

10.

GENERAL RESTRICTIONS.

(a) Notwithstanding any other provision of the Plan or agreements made pursuant thereto, the Company shall not be required to issue or deliver any certificate or certificates for shares of Common Stock under the Plan prior to fulfillment of all of the following conditions:

(i) any registration or other qualification of such shares under any state, provincial or federal law or regulation, or the maintaining in effect of any such registration or other qualification which the Committee shall, upon the advice of counsel, deem necessary or advisable; and

(ii) obtaining any other consent, approval, or permit from any state, provincial or federal governmental agency which the Committee shall, after receiving the advice of counsel, determine to be necessary or advisable.

(b) Nothing contained in the Plan shall prevent the Company from adopting other or additional compensation arrangements for the Participants.

11.

SHARES AVAILABLE.

Subject to Section 12 below, the maximum number of shares of Common Stock which may in the aggregate be paid as Granted Stocks pursuant to the Plan is ONE MILLION TWO HUNDRED FIFTY THOUSAND (1,250,000). Shares of Common Stock issuable under the Plan may be taken from treasury shares of the Company or purchased on the open market.

The shares of common stock made available under the Plan may be granted directly under the terms of the Plan or through management and consulting agreements entered into by the Company with qualifying persons.

12.

ADJUSTMENTS; CHANGE OF CONTROL.

(a) In the event that there is, at any time after the Board adopts the Plan, any change in corporate capitalization, such as a stock split, combination of shares, exchange of shares, warrants or rights of offering to purchase Common Stock at a price below its fair market value, reclassification, or recapitalization, or a corporate transaction, such as any merger, consolidation, separation, including a spin-off, or other extraordinary distribution of stock or property of the Company, any reorganization or any partial or complete liquidation of the Company (each of the foregoing a "Transaction"), in each case other than any such Transaction which constitutes a Change of Control (as defined below),

i.	the Deferred Stock Accounts shall be credited with the amount and kind of shares or other property which would have been received by a holder of the number of shares of Common Stock held in such Deferred Stock Account had such shares of Common Stock been outstanding as of the effectiveness of any such Transaction,
ii.	the number and kind of shares or other property subject to the Plan shall likewise be appropriately adjusted to reflect the effectiveness of any such Transaction and
iii.	the Committee shall appropriately adjust any other relevant provisions of the Plan and any such modifications by the Committee shall be binding and conclusive on all persons.

(b) If the shares of Common Stock credited to the Deferred Stock Accounts are converted pursuant to Section 12(a) into another form of property, references in the Plan to the Common Stock shall be deemed, where appropriate, to refer to such other form of property, with such other modifications as may be required for the Plan to operate in accordance with its purposes. Without limiting the generality of the foregoing, references to delivery of certificates for shares of Common Stock shall be deemed to refer to delivery of cash and the incidents of ownership of any other property held in the Deferred Stock Accounts.

(c) In lieu of the adjustment contemplated by Section 12(a), in the event of a Change of Control, the following shall occur on the date of the Change of Control:

i.	the shares of Common Stock held in each Participant's Deferred Stock Account shall be deemed to be issued and outstanding as of the Change of Control;
ii.	the Company shall forthwith deliver to each Participant who has a Deferred Stock Account all of the shares of Common Stock or any other property held in such Participant's Deferred Stock Account; and (iii) the Plan shall be terminated.

(d) For purposes of this Plan, Change of Control shall mean any of the following events:

i.       The acquisition by any individual, entity or group (within the meaning of Section 13(d)(3) or 14(d)(2) of the Securities Exchange Act of 1934, as amended (the "Exchange Act")) (a "Person") of beneficial ownership (within the meaning of Rule 13d-3 promulgated under the Exchange Act) of 20% or more of either (a) the then outstanding shares of common stock of the Company or (b) the combined voting power of the then outstanding voting securities of the Company entitled to vote generally in the election of Directors.

ii.	Individuals who, as of the date hereof, constitute the Board of the Company cease for any reason to constitute at least a majority of the Board of Directors of the Company.
iii.	Approval by the shareholders of the Company of (a) a complete liquidation or dissolution of the Company or (b) the sale or other disposition of all or substantially all of the assets of the Company.

13.

ADMINISTRATION; AMENDMENT AND TERMINATION.

(a) The Plan shall be administered by a committee consisting of all persons who are current Directors of the Company ("Committee"), which shall have full authority to construe and interpret the Plan, to establish, amend and rescind rules and regulations relating to the Plan, and to take all such actions and make all such determinations in connection with the plan as it may deem necessary or desirable.

(b) The Board may from time to time make such amendments to the Plan, including to preserve or come within exemption from liability under Section 16(b) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), as it may deem proper and in the best interest of the Company provided, that, if and to the extent required for the Plan to comply with Rule 16b-3 promulgated under the Exchange Act, no amendment to the Plan shall be made more than once in any six (6) month period that would change the amount, price or timing of the grants of Common Stock hereunder other than to conform with changes in the Internal Revenue Code of 1986, as amended, the Employee Retirement Income Security Act of 1974, as amended, or the regulations thereunder.

(c) The Board may terminate the Plan at any time by a vote of a majority of the members thereof, but shall terminate on February 16, 2014, at the latest, and no grants made be made pursuant to the Plan after that date. The provisions of the Plan governing Deferred Stock Accounts shall survive the termination of the Plan.

14.

MISCELLANEOUS.

(a) Nothing in the Plan shall be deemed to create any obligation on the part of the Board to nominate any Director for re-election by the Company's shareholders or to limit the rights of the shareholders to remove any Director.

(b) The Company shall have the right to require, prior to the issuance or delivery of any share of Common Stock pursuant to the Plan, that a Participant make arrangements satisfactory to the Committee for the withholding of any taxes required by law to be withheld with respect to the issuance or delivery of such shares, including without limitation by the withholding of shares that would otherwise be so issued or delivered, by withholding from any other payment due to the Participant, or by a cash payment to the Company by the Participant.

(c) Where the terms of this Plan and any management or consulting agreement entered into by the Company with an employee, Director, officer or Consultant conflict, the terms of the management or consulting agreement shall supersede the terms of this Plan.

15.

GOVERNING LAW.

The Plan and all actions taken thereunder shall be governed by and construed in accordance with the laws of the State of Nevada.

TenantWIZ Software Corporation
BY:	/s/ Robert Kanaat
	Robert Kanaat
	President and Director

EX-23.1

Child, Van Wagoner & Bradshaw, PLLC

Exhibit 23.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We hereby consent to the use in this Form S-8 of our report dated December 16, 2008 relating to the financial statements of TenantWIZ Software Corp. (the Company) as of August 31, 2008 and 2007, and for the year ended August 31, 2008, the period of May 21, 2007 (inception) to August 31, 2007, and the period of May 21, 2007 (inception) to August 31, 2008, which appear in the Company’s annual report on Form 10-K filed on December 17, 2008, as incorporated by reference in such S-8.

/s/ Child, Van Wagoner & Bradshaw, PLLC

Certified Public Accountants

Salt Lake City, Utah

February 16, 2009

5296 So. Commerce Dr., Suite 300 • Salt Lake City, Utah 84107-5370

Telephone: (801) 281-4700 • Facsimile: (801) 281-4701

Members: American Institute of Certified Public Accountants • Utah Association of Certified Public Accountants