May 11, 1999

                                OFFER TO PURCHASE


BETWEEN:          ROZANDA  LYN  SKALBANIA,  as  Vendor          (RLS)
                  RLS  is  a  resident  of  Canada


AND:               649.COM,  INC.,  as  Purchaser               (SIXF)
                   SIXF  is  a  private  company  incorporated  in  Alberta


RLS filed a patent pending on April 23, 1999 (copy attached as Schedule A) which
forms  part  of  this  agreement.  RLS  has  also instructed the patent attorney
(Bruce  Green)  to  file  two  additional patents which are related to the first
patent.

The  patents refer initially to two concepts for playing the 6/49 lottery on the
Internet.  The  first  concept  is  when  a bet is made on the Web site 649.com,
there  is  an instant draw of the 6 numbers out of 49 on the Internet screen.  A
player knows immediately if he has won or lost, and it is intended to insure the
first  prize  payment.

The  second  concept  is  the  play  for  fun  6/49  concept  on  the  Internet.
Substantial  prizes  are put up by advertisers (automobiles, etc.).  Should in a
negotiated  number  of  plays  the  automobile is not won then the automobile is
owned  by  the  casino and another vehicle is provided by the advertisers and so
on.

The  third  related  patent  pending  is to play the 6/49 lottery on stand-along
electronic  video  machines that are normally located wherever electronic gaming
video  machines are permitted.  Again, the unique concept of the patent is that,
upon  selecting  six numbers out of forty-nine on the stand-along video machine,
six  numbers  are randomly computer generated immediately in front of the player
such  that, for a $1.00 wager, the player will know instantly whether he has won
$1,000,000  (the  prize  for  selecting  six  numbers  out  of  forty-nine.

This  is  SIXF's  Offer to Purchase from RLS 100% of her rights and interests in
the  three  patents  pending  as  outlined.

It  is  understood  that  a  public company, Market Formulation & Research, Inc.
(MFRC)  has  agreed  to purchase 100% of the shares of SIXF for 6,500,000 common
shares  of MFRC - post-split of shares, (a copy of this agreement is attached to
this  offer  as  Schedule  B).


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Terms  and  Conditions:
----------------------

1.     Price:  1,500,000  shares  of  the above 6,500,000 shares of MFRC.  It is
understood  that  these  shares  are  reg.  144  shares  and  have  certain  SEC
restrictions.

2.     Closing  date:  Same  date  as  MFRC  closes  on the acquisition of SIXF.

3.     Representations  and  Warranties  required  of the Purchaser on or before
       -------------------------------------------------------------------------
       Closing:
       -------
     a)     that  he  is  legally  entitled  to  enter  into  this  agreement,
     b)     that  SIXF  will  be  sold  to  MFRC  as outlined on a timely basis,
     c)     that  MFRC  is a public trading company listed on the OTC Electronic
          Bulletin  Board  essentially  in full compliance with all regulations,

4.     Representations  and  Warranties  required  of  the  Vendor  on or before
       -------------------------------------------------------------------------
       Closing:
       -------
     a)     that  she  is  legally  entitled  to  enter  into  this transaction,
     b)     that  the  patents  pending  are  free and clear of all liabilities.

5.     Miscellaneous  General  Conditions:
       ----------------------------------
     a)     time is of the essence and this agreement is governed by the laws of
          Alberta,
    b) On execution this is a binding agreement but both parties understand that
     additional  documentation  may  yet  be  necessary to properly outline this
     transaction.  In  particular,  the  documents  may  need  to be modified to
     conform  to  SEC  regulations  and  to  mutually  minimize both present and
     future  income  tax  implications.

6.     This Offer is subject to MFRC completing its purchase of 100% of SIXF for
6,500,000  shares  of  MFRC.

                              SIGNED:
                              ROZANDA  LYN  SKALBANIA

                              /s/  Rozanda  Lyn  Skalbania


AGREED:
649.COM,  INC.

/s/  Irene  Poole