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

                                  FORM 10-KSB/A
                                 AMENDMENT NO. 1

     [X]     ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
             SECURITIES EXCHANGE ACT OF 1934

             For the Fiscal Year ended:  December 31, 2002

                                      OR

     [ ]     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
             OF THE SECURITIES EXCHANGE ACT OF 1934

             For the transition period from: _____ to ____

                         Commission File No. 0-17436

                    SPORTS ENTERTAINMENT ENTERPRISES, INC.
       --------------------------------------------------------------
                (Name of Small Business Issuer in its Charter)

           COLORADO                                         84-1034868
-------------------------------                    ------------------------
(State or Other Jurisdiction of                    (I.R.S. Employer Identi-
Incorporation or Organization)                         fication No.)

              6730 South Las Vegas Boulevard, Las Vegas, NV  89119
     --------------------------------------------------------------------
         (Address of Principal Executive Offices, Including Zip Code)

                Issuer's Telephone Number:  (702) 798-7777

Securities Registered Pursuant to Section 12(b) of the Act:  None.

Securities Registered Pursuant to Section 12(g) of the Act:

                       COMMON STOCK, $.001 PAR VALUE
                       -----------------------------
                             (Title of class)

Check whether the Issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Securities Exchange Act during the past 12 months (or for
such shorter period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past 90 days.
Yes [X]    No [ ]

Check if there is no disclosure of delinquent filers in response to Item 405
of Regulation S-B is not contained in this form, and no disclosure will be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form
10-KSB or any amendment to this Form 10-KSB. [X]

State issuer's revenues for its most recent fiscal year: $0

As of March 24, 2003, 4,240,061 shares of common stock were outstanding, and
the aggregate market value of the common stock of the Registrant held by
non-affiliates was approximately $7,653.

Transitional Small Business Disclosure Format (check one): Yes __   No X



EXPLANATORY NOTE:  This Amendment to the Annual Report on Form 10-KSB for the
year ended December 31, 2002, is being filed solely for the purpose of
amending the financial statements.

           SPORTS ENTERTAINMENT ENTERPRISES, INC. AND SUBSIDIARIES

                         INDEX TO FINANCIAL STATEMENTS

                                                                    Page

Report of Independent Public Accountants ........................  F-1

Consolidated Balance Sheets - December 31, 2002 and 2001 ........  F-2-F-3

Consolidated Statements of Operations and Comprehensive Loss
for the Years Ended December 31, 2002 and 2001 ..................  F-4

Consolidated Statements of Stockholders' Equity Deficiency
for the Years Ended December 31, 2002 and 2001 ..................  F-5

Consolidated Statements of Cash Flows for the Years Ended
December 31, 2002 and 2001 ......................................  F-6

Notes to Consolidated Financial Statements ......................  F-7



























REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS

To the Board of Directors and Shareholders of
  Sports Entertainment Enterprises, Inc.:

     We have audited the accompanying consolidated balance sheets of Sports
Entertainment Enterprises, Inc. and subsidiaries (the "Company") as of
December 31, 2002 and 2001, and the related consolidated statements of
operations, shareholders' equity deficiency and cash flows for the years then
ended. These financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.

     We conducted our audits in accordance with auditing standards generally
accepted in the United States.  Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on
a test basis, evidence supporting the amounts and disclosures in the financial
statements.  An audit also includes assessing the accounting principles used
and significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.

     In our opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of Sports
Entertainment Enterprises, Inc. and subsidiaries as of December 31, 2002 and
2001 and the results of their operations and their cash flows for the years
then ended in conformity with accounting principles generally accepted in the
United States.

     The accompanying consolidated financial statements have been prepared
assuming that the Company will continue as a going concern.  However, as
discussed in Note 1c to the consolidated financial statements, the Company has
disposed of all of its operating businesses leaving it an active public
company seeking a business opportunity.  This raises substantial doubt about
the Company's ability to continue as a going concern.  Management's plans in
regard to these matters are also described in Note 1c.


                                    /s/ Piercy Bowler Taylor & Kern
                                    PIERCY BOWLER TAYLOR & KERN
Las Vegas, Nevada
March 26, 2003
















                                     F-1

<PAGE>
             SPORTS ENTERTAINMENT ENTERPRISES, INC. AND SUBSIDIARIES
                         CONSOLIDATED BALANCE SHEETS
                         DECEMBER 31, 2002 AND 2001



ASSETS

                                                   2002         2001
                                                ----------  ----------

Current assets:
  Cash                                           $  732      $  192,326
  Marketable securities                            -             79,010
  Accounts receivable                              -            126,771
  Inventory                                        -            554,265
  Prepaid expenses and other                       -             82,263
                                                 ------      ----------
     Total current assets                           732       1,034,635

Leasehold improvements and equipment, net          -            981,870
Due from affiliated stores                         -            182,766
Note receivable - related party                    -             20,000
Other assets                                        962          21,729
                                                 ------      ----------
     Total assets                                $1,694      $2,241,000
                                                 ======      ==========





























The accompanying notes are an integral part of these consolidated financial
statements.

                                      F-2


             SPORTS ENTERTAINMENT ENTERPRISES, INC. AND SUBSIDIARIES
                          CONSOLIDATED BALANCE SHEETS
                          DECEMBER 31, 2002 AND 2001
                                 (CONTINUED)

LIABILITIES AND SHAREHOLDERS' EQUITY DEFICIENCY

                                                    2002        2001
                                                -----------  -----------

Current portion of long-term debt               $      -     $    54,827
Current portion of obligations under
 capital leases                                        -          16,358
Accounts payable and accrued expenses                  -       1,380,607
                                                -----------  -----------
     Total current liabilities                         -       1,451,792

Note payable to shareholder                            -       5,129,879
Due to affiliated stores                             71,379    1,391,936
Long-term debt, net of current portion                 -         438,600
Deferred income                                        -         178,929
                                                -----------  -----------
     Total liabilities                               71,379    8,591,136


Minority Interest                                      -         373,724

Shareholders' equity deficiency:
  Series A Convertible Preferred Stock,
   no par value, 5,000,000 shares
   authorized; no shares issued                        -            -
  Common Stock, no par value, 100,000,000
   shares authorized, 4,240,061 and
   4,067,549 shares issued and outstanding
   at December 31, 2002 and 2001, respectively    6,114,590    6,107,700
  Additional paid-in capital                     12,248,316    5,361,687
  Accumulated other comprehensive income               -          47,234
  Accumulated deficit                           (18,432,591) (18,240,481)
                                                -----------  -----------
     Total shareholders' equity deficiency          (69,685)  (6,723,860)
                                                -----------  -----------
Total liabilities and shareholders'
  equity deficiency                             $     1,694  $ 2,241,000
                                                ===========  ===========













The accompanying notes are an integral part of these consolidated financial
statements.

                                      F-3


            SPORTS ENTERTAINMENT ENTERPRISES, INC. AND SUBSIDIARIES
         CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
                FOR THE YEARS ENDED DECEMBER 31, 2002 AND 2001


                                                    2002        2001
                                                -----------  -----------
Operating expenses:
  Selling, general and administrative           $   204,572  $   219,390
                                                -----------  -----------
Operating loss                                     (204,572)    (219,390)

Other income (expense):
  Gain on sale of securities                         43,469         -
  Interest expense, net                              (4,852)      (5,914)
                                                -----------  -----------
                                                     38,617       (5,914)
                                                -----------  -----------
Loss from continuing operations                    (165,955)    (225,304)

DISCONTINUED OPERATIONS:
  Loss from disposal of discontinued segment           -        (373,016)
  Loss from operations of discontinued
   components                                       (26,155)    (557,000)
                                                -----------  -----------
Loss from discontinued operations                   (26,155)    (930,016)
                                                -----------  -----------
     Net loss                                      (192,110)  (1,155,320)

Other comprehensive loss:
  Unrealized holding losses on securities               -        (18,381)
                                                -----------  -----------
     Comprehensive loss                         $  (192,110) $(1,173,701)
                                                ===========  ===========
NET LOSS PER SHARE:
  Basic and diluted:
   Loss from continuing operations              $     (0.04) $     (0.06)
   Loss from discontinued operations                  (0.01)       (0.23)
                                                -----------  -----------
     Net loss per share                         $     (0.05) $     (0.29)
                                                ===========  ===========













The accompanying notes are an integral part of these consolidated financial
statements.

                                      F-4





            SPORTS ENTERTAINMENT ENTERPRISES, INC. AND SUBSIDIARIES
          CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY DEFICIENCY
                 FOR THE YEARS ENDED DECEMBER 31, 2002 AND 2001


<TABLE>
<CAPTION>

                                                         Accumulated
                                            Additional     Other
                    Preferred     Common     Paid-In     Comprehensive   Accumulated
                      Stock       Stock      Capital       Income          Deficit        Total
                    ----------    ------    ----------   ------------   ------------   ------------
<S>                 <C>           <C>       <C>          <C>             <C>           <C>
Balances,
January 1, 2001     $    -      $6,107,700  $   268,300    $65,615      $(17,085,161)  $(10,643,546)

AASP purchase and
retirement of sub-
sidiary's Series A
convertible pre-
ferred stock                                  4,995,000                                   4,995,000

AASP exchange of
minority interest
in its subsidiary
for land lease
obligation                                       98,387                                      98,387

Comprehensive loss:
  Net loss                                                                (1,155,320)    (1,155,320)
  Other comprehensive
   loss:
    Unrealized holding
     losses on
     securities                                            (18,381)                         (18,381)
                    ----------  ----------   ----------     -------      ------------   -----------
Balances,
December 31, 2001         -      6,107,700    5,361,687     47,234       (18,240,481)    (6,723,860)

Common stock issued
for services                         6,890                                                    6,890

Spin-off of AASP
subsidiary                                    6,631,086                                   6,631,086


Debt forgiveness
recorded as con-
tributed capital                                255,543                                     255,543

Comprehensive loss:
  Net loss                                                                  (192,110)      (192,110)
  Other comprehensive
   loss:
    Unrealized holding
     losses on
     securities                                            (47,234)                         (47,234)
                    ----------  ----------  -----------    -------      ------------   ------------
Balances,
December 31, 2002   $     -     $6,114,590  $12,248,316    $  -         $(18,432,591)  $    (69,685)
                    ==========  ==========  ===========    =======      ============   ============
</TABLE>

The accompanying notes are an integral part of these consolidated financial
statements.

                                      F-5


            SPORTS ENTERTAINMENT ENTERPRISES, INC. AND SUBSIDIARIES
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                 FOR THE YEARS ENDED DECEMBER 31, 2002 AND 2001

                                                    2002        2001
                                                -----------  -----------
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss                                      $  (192,110) $(1,155,320)
    Adjustment to reconcile net loss to
     net cash used in operating activities
     of continuing operations:
      Loss from discontinued operations              26,155      930,016
      Gain on sale of securities to subsidiary      (43,469)        -
      Common stock issued for services                6,890         -
      Changes in operating assets and liabilities:
       Decrease in accounts receivable                   20          220
       Decrease (increase) in prepaid expenses
        and other                                     1,323       (1,177)
       Decrease in accounts payable and accrued
        expenses                                       -        (137,810)
                                                -----------  -----------
        Net cash used in operating activities
        of continuing operations                   (201,191)    (364,071)
                                                -----------  -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Increase (decrease) in bank overdraft              (3,286)       3,083
  Increase in due to related entities               205,209      360,988
                                                -----------  -----------
        Net cash provided by financing
        activities of continuing operations         201,923      364,071

Net cash used in discontinued operations           (192,326)    (287,800)

NET DECREASE IN CASH                               (191,594)    (287,800)

CASH, beginning of period                           192,326      480,126
                                                -----------  -----------
CASH, end of period                             $       732  $   192,326
                                                ===========  ===========

NON-CASH INVESTING AND FINANCING ACTIVITIES:
  Sale of subsidiary's stock in exchange
   for reduction of debt                        $   614,000  $      -
                                                ===========  ===========










The accompanying notes are an integral part of these consolidated financial
statements.

                                      F-6




          SPORTS ENTERTAINMENT ENTERPRISES, INC. AND SUBSIDIARIES
                NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1.   ORGANIZATIONAL STRUCTURE AND BASIS OF PRESENTATION

     a. PRINCIPLES OF CONSOLIDATION

     The accompanying consolidated financial statements include the accounts
of Sports Entertainment Enterprises, Inc. ("SPEA" or the "Company"), and its
controlled subsidiaries through the dates of the following transactions.  As
of August 31, 2002, SPEA completed the sale of 100% of the stock of its former
subsidiary, LVDGT Rainbow, Inc. ("Rainbow") to SPEA's President (Note 3).  As
of May 8, 2002, SPEA completed the distribution ("spin-off") of all of the
shares of All-American SportPark, Inc. ("AASP"), a publicly traded company,
held by the Company to SPEA's shareholders of record as of May 3, 2002.
Operations of Rainbow through August 31, 2002, and AASP through May 8, 2002,
have been classified as "Loss from operations of discontinued component"
pursuant to Statement of Financial Accounting Standards ("SFAS") No. 144,
Accounting for the Impairment or Disposal of Long-lived Assets.   As a result
of the Rainbow sale and AASP spin-off, SPEA no longer has any interest in
Rainbow or AASP and has no continuing operations other than those of a company
seeking a business opportunity.

     b.     DISCONTINUED OPERATIONS

     AASP recorded a loss from disposal of the SportPark of $373,016 in 2001.
This loss is reported as "loss from disposal of discontinued segment" in the
accompanying consolidated statement of operations for 2001.  Revenues related
to the discontinued operations of the SportPark were $346,033 in 2001.

     The caption in the accompanying consolidated statements of operations for
2002 and 2001 titled "loss from operations of discontinued components"
represents the losses incurred by AASP and Rainbow for all of 2001 and through
the disposal or spin-off date of the respective entity in 2002.  For 2002, the
loss incurred by AASP was $54,014 on revenues of $841,888; Rainbow earned
income of $27,859 on revenues of $2,001,749.  For 2001, AASP incurred a loss
of $603,775 on revenues of $2,425,781; Rainbow earned income of $46,775 on
revenues of $3,140,654.

     c.     GOING CONCERN MATTERS

     The accompanying consolidated financial statements have been prepared on
a going concern basis, which contemplates the realization of assets and the
satisfaction of liabilities in the normal course of business.

     The Company has disposed of all of its operating businesses.  The Company
will continue to incur costs that are necessary for it to remain an active
public company.  These ongoing costs are expected to be funded by a related
party, and the resultant obligation will accrue interest until repaid.

     The Company's primary objective at this point is to seek out and pursue a
transaction with a business enterprise that might have a desire to take
advantage of the Company's status as a public corporation. There is no
assurance that the Company will acquire a favorable business opportunity
through such a transaction. In addition, even if the Company becomes involved
in such a business opportunity, there is no assurance that it will generate
revenues or profits, or that the market price of the Company's common stock
will be increased thereby.


                                     F-7

     The consolidated financial statements do not include any adjustments
relating to the recoverability of assets and the classification of liabilities
that might be necessary should the Company be unable to continue as a going
concern.

     d. ESTIMATES USED IN THE PREPARATION OF FINANCIAL STATEMENTS

     The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that may require revision in future periods.

2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     a.  STOCK BASED COMPENSATION

     The Company has elected to follow Accounting Principles Board Opinion No.
25, ACCOUNTING FOR STOCK ISSUED TO EMPLOYEES (APB25) and related
Interpretations in accounting for its employee stock options.  Under APB 25,
because the exercise price of the Company's employee stock options equals the
market price of the underlying stock on the date of grant, no compensation
expense is recognized.

     b.  MARKETABLE SECURITIES

     The Company classifies its investments in marketable securities as
"available for sale" and carries them in the financial statements at fair
value.  Realized gains and losses are included in income, and unrealized
holding gains and losses are reported in other comprehensive income.

     c.  RECLASSIFICATIONS

     Certain items previously reported in specific financial statement
captions have been reclassified to conform to the 2002 presentation.

     d.  LOSS PER SHARE

     Basic and diluted loss per share is computed by dividing reported net
loss from continuing operations and discontinued operations by the
weighted-average number of common shares outstanding during the period.  The
weighted-average number of common and common equivalent shares used in the
calculation of basic and diluted earnings per share was 4,180,509 for 2002 and
4,067,549 for 2001.

3.   RELATED PARTY TRANSACTIONS

     On July 3, 2002, the Company's shareholders approved the sale of the
Company's subsidiary, LVDGT Rainbow, Inc., to the Company's President in
exchange for a settlement of debt owed by SPEA to Rainbow in an amount equal
to Rainbow's net book value, which approximated its estimated fair value of
$347,000.  In addition, the Company's President agreed to have Rainbow forgive
all remaining amounts owed, approximately $255,000, to Rainbow by SPEA at the
time the transaction was approved.  These transactions closed August 31, 2002.
No gain or loss was recognized on the sale, and the contemporaneous
forgiveness was accounted for as a contribution of capital.





                                     F-8


     Following the foregoing transactions and the spin-off described in Note
1.b., the Company has had continuing transactions and relationships with AASP
and Rainbow, each of which are now under substantial common control.  The
types of activities that are shared by these entities are payroll and employee
benefits, warehouse rent, equipment leases, and miscellaneous office expenses.
Costs are allocated to each entity based on relative benefits received.
Ongoing expenses incurred by the Company have been paid by Rainbow or AASP,
primarily AASP, and these entities are expected to continue this practice.
AASP allocated administrative payroll costs to the Company of approximately
$50,000 in both 2002 and 2001.  Currently, there is no plan in place regarding
repayment of these advances; however, it is expected that the advances made to
the Company will accrue interest at a market rate until repaid.

4.   INCOME TAXES

     The components of the deferred tax asset (liability) consisted of the
following at December 31:

                                             2002         2001
                                          -----------  -----------
Deferred Tax Assets:
     Net operating loss carryforward          466,234      384,419
                                          -----------  -----------
Net Deferred Tax Asset Before valuation
Allowance                                     466,234      384,419
Valuation allowance                          (466,234)    (384,419)
                                          -----------  -----------
Net Deferred Tax asset (liability)        $      -     $      -
                                          ===========  ===========

     As of December 31, 2001, the Company has available for income tax
purposes approximately $1.2 million in federal net operating loss
carryforwards, which may offset future taxable income.  These loss
carryforwards begin to expire in fiscal year 2011.  A one hundred percent
valuation allowance has been established against the net deferred tax asset
since it appears more likely than not that they will not be realized.

5.  CAPITAL STOCK, STOCK OPTIONS, AND INCENTIVES

     a.  CAPITAL STOCK

     In May 2002, after Board of Directors approval, SPEA issued 129,250
shares of its common stock to SPEA's Chief Financial Officer and an additional
43,000 shares of its common stock to a consultant in exchange for past
services rendered to the Company.  This transaction was valued using the
closing market price on or about the date the shares were issued.

     On July 3, 2002, the Company's shareholders approved a one-for-two
reverse split of the outstanding shares of Common Stock, and approved an
amendment to the Company's Articles of Incorporation to increase the number of
shares of authorized Common Stock from 15,000,000 shares to 100,000,000.  The
reverse split became effective on July 16, 2002.  The reverse split has been
given retroactive effect in the accompanying financial statements and notes.




                                     F-9




     b.  STOCK OPTION PLAN

     The Company has an Incentive Stock Option Plan (the "Plan") that allows
the Board to grant stock options from time to time to employees, officers and
directors of the Company, and consultants to the Company.  The Board of
Directors has the power to determine vesting provisions and expiration at the
time the option is granted and whether the option will be an Incentive Stock
Option or otherwise. Incentive Stock Options will only be granted to persons
who are employees or officers of the Company.  The total number of shares of
Common Stock subject to options under the Plan may not exceed 250,000, subject
to adjustment in the event of certain recapitalizations and reorganizations.
Options representing 210,500 shares were granted in 1999 at an exercise price
of $2.17 and vested immediately; these options expire in August 2004.  An
option for 25,000 shares was granted in 2000 at an exercise price of $2.17;
this option is fully vested and expires April 2005.  Total options outstanding
under the Plan were 235,500 at December 31, 2002 and 2001.

     In connection with common shares issued in a private transaction in 1998,
the Company issued the buyer 173,988 options for common stock of the Company
still outstanding at an exercise price of $3.68 per share through October 19,
2008.

     Pro forma information regarding net income (loss) and earnings (loss) per
share is required by SFAS 123, and has been determined as if the Company had
accounted for its employee stock options under the fair value method of SFAS
No. 123, ACCOUNTING FOR STOCK-BASED COMPENSATION.  The fair value for these
options was estimated at the date of grant using a Black-Scholes option
pricing model with the following assumptions for 2002: risk-free interest
rates of 4.20%; dividend yields of 0.0%; volatility factors of the expected
market price of the Company's common stock of 2.55; and a weighted-average
expected life of the options of 3.48 years.  The assumptions for 2001 were the
same except for the volatility factor of 1.81 and the weighted average
expected life of the options of 4.48 years.

     For purposes of pro forma disclosures, the estimated fair value of the
options is amortized to expense over the options' vesting period.  The
Company's pro forma information follows:

                                     Year ended December 31,
                                     2002              2001
                                 -------------      ------------
Net loss
    As reported                  $(    192,110)     $( 1,155,320)
    Pro forma                     (    192,110)      ( 1,155,320)

Basic and diluted net
  loss per share
    As reported                   (        .05)      (       .29)
    Pro forma                     (        .05)      (       .29)

     A summary of changes in the status of the Company's outstanding stock
options for the years ended December 31, 2002 and 2001, is presented below:













                                     F-10


                                         2002                   2001
                              ----------------------  ----------------------
                                            Weighted               Weighted
                                            Average                Average
                                            Exercise               Exercise
                                 Shares     Price       Shares     Price
                              ----------------------  ----------------------
Outstanding at beginning
 of year                        409,488     $2.82      409,488     $2.82
  Granted                          -          -           -          -
  Exercised                        -          -           -          -
  Forfeited                        -          -           -          -
  Expired                          -          -           -          -
                              ----------------------  ----------------------
Outstanding at end of year     409,488      $2.82      409,488     $2.82
                              ======================  ======================
Exercisable at end of year     409,488      $2.82      409,488     $2.82
                              ======================  ======================
Weighted average fair value
 of options granted                         $0.12                  $0.03
                              ======================  ======================

     The following table summarizes information about stock options
outstanding at December 31, 2002:

                           Options Outstanding          Options Exercisable
                   -----------------------------------  ----------------------
                                 Weighted
                                 Average      Weighted               Weighted
                                 Remaining    Average                Average
                   Number        Contractual  Exercise  Number       Exercise
                   Outstanding   Life (Years) Price     Exercisable  Price
                   -------------------------- --------  ----------------------
Range of exercise
 prices $2.17-$3.68  409,488        3.48       $2.82     409,488      $2.82
                   =========================  =============================

6.   SUPPLEMENTAL NON-QUALIFIED RETIREMENT PLAN

     Until the sale of the Rainbow Store, the Company had a supplemental
retirement plan for certain key employees and accrued contributions to the
plan charged to continuing operations of $17,173 in 2002 and $33,247 in 2001.



















                                      F-11


                                  SIGNATURES

     Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this Amended Report to be
signed on its behalf by the undersigned thereunder duly authorized.

                                   SPORTS ENTERTAINMENT ENTERPRISES, INC.


Dated: May 20, 2003                By:/s/ Kirk Hartle
                                      Kirk Hartle, Chief Financial Officer


                                CERTIFICATIONS

     I, Vaso Boreta, Chief Executive Officer, certify that:

     1.  I have reviewed this amended annual report on Form 10-KSB/A of Sports
Entertainment Enterprises, Inc.;

     2.  Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by
this annual report;

     3.  Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;

     4.  The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

         a)   Designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities,
particularly during the period in which this annual report is being prepared;

         b)   Evaluated the effectiveness of the registrant's disclosure
controls and procedures as of a date within 90 days prior to the filing date
of this annual report (the "Evaluation Date"); and

         c)   Presented in this annual report our conclusions about the
effectiveness of the disclosure controls and procedures based on our
evaluation as of the Evaluation Date;

     5.  The registrant's other certifying officers and I have disclosed,
based on our most recent evaluation, to the registrant's auditors and the
audit committee of the registrant's board of directors (or persons performing
the equivalent function):

         a)   All significant deficiencies in the design or operation of
internal controls which could adversely affect the registrant's ability to
record, process, summarize and report financial data and have identified for
the registrant's auditors any material weaknesses in internal controls; and

         b)   Any fraud, whether or not material, that involves management or
other employees who have a significant role in the registrant's internal
controls; and

     6.  The registrant's other certifying officers and I have indicated in
this annual report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including corrective
actions with regard to significant deficiencies and material weaknesses.

Date:  May 20, 2003


/s/ Vaso Boreta
Vaso Boreta
Chief Executive Officer
(Principal Executive Officer)


     I, Kirk Hartle, Chief Financial Officer, certify that:

     1.  I have reviewed this amended annual report on Form 10-KSB/A of Sports
Entertainment Enterprises, Inc.;

     2.  Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by
this annual report;

     3.   Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;

     4.   The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

          a)  Designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities,
particularly during the period in which this annual report is being prepared;

          b)   Evaluated the effectiveness of the registrant's disclosure
controls and procedures as of a date within 90 days prior to the filing date
of this annual report (the "Evaluation Date"); and

          c)   Presented in this annual report our conclusions about the
effectiveness of the disclosure controls and procedures based on our
evaluation as of the Evaluation Date;

     5.   The registrant's other certifying officers and I have disclosed,
based on our most recent evaluation, to the registrant's auditors and the
audit committee of the registrant's board of directors (or persons performing
the equivalent function):

          a)  All significant deficiencies in the design or operation of
internal controls which could adversely affect the registrant's ability to
record, process, summarize and report financial data and have identified for
the registrant's auditors any material weaknesses in internal controls; and

          b)  Any fraud, whether or not material, that involves management or
other employees who have a significant role in the registrant's internal
controls; and

     6.   The registrant's other certifying officers and I have indicated in
this annual report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including corrective
actions with regard to significant deficiencies and material weaknesses.

Date:  May 20, 2003


/s/ Kirk Hartle
Kirk Hartle
Chief Financial Officer
(Principal Financial Officer)


                CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND
                          CHIEF FINANCIAL OFFICER OF
                    SPORTS ENTERTAINMENT ENTERPRISES, INC.
                      PURSUANT TO 18 U.S.C. SECTION 1350

     We certify that, to the best of our knowledge and belief, the amended
Annual Report on Form 10-KSB/A of Sports Entertainment Enterprises, Inc. for
the year ended December 31, 2002:

     1)  Complies with the requirements of Section 13(a) or 15(d) of the
Securities and Exchange Act of 1934; and

     2)  The information contained in the Report fairly presents, in all
material respects, the financial condition and results of operations of Sports
Entertainment Enterprises, Inc.



/s/ Vaso Boreta                      /s/ Kirk Hartle
Vaso Boreta                          Kirk Hartle
Chief Executive Officer              Chief Financial Officer
May 20, 2003                         May 20, 2003