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


                              FORM 10-KSB/A AMENDED

(X)  ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE  SECURITIES AND EXCHANGE ACT
     OF 1934 (Fee Required)


FOR THE FISCAL YEAR ENDED SEPT. 30, 2001          COMMISSION FILE NUMBER 0-31987


                              MAKE YOUR MOVE, INC.
                     (Small Business Issuer in its Charter)


             NEVADA                                              33-0925319
 ---------------------------------------                     -------------------
(State or other jurisdiction of                              (I.R.S. Employer
 incorporation or organization)                              Identification No.)

  321 Broadway Blvd., Reno, Nevada                                  89502
----------------------------------------                     -------------------
(Address of principal executive offices)                           (Zip Code)

     Issuer's Telephone Number:                                 (775) 322-5567
----------------------------------------                     -------------------

         Securities registered under Section 12(b) of the Exchange Act:
     ----------------------------------------------------------------------

 (Title of each class)               (Name of each exchange on which registered)

                                                          N/A

         Securities registered under Section 12(g) of the Exchange Act:
                              (Title of each class)
                          COMMON STOCK, PAR VALUE $.001
           ----------------------------------------------------------

Check  whether the issuer (1) file call reports  required to be filed by Section
13 or 15(d) of the  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 disclosure  of delinquent  filers in response to Item 405 of Regulation
S-B is not contained herein, and will not be contained,  to the best of issuer'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: $0.00
State the aggregate market value of the voting stock held by  non-affiliates  of
the issuer computed by reference to the price at which stock was sold: $50,000

Number of shares of the issuer's common stock,  par value $.001,  outstanding as
of September 30, 2001: 12,100,000 shares.



                                       1
<PAGE>

DOCUMENTS INCORPORATED BY REFERENCE:  Certificate of Incorporation (incorporated
by  reference to Exhibit 1 filed with the  Registration  Statement on Form 10-SB
filed on November 17, 2000). Bylaws of the registrant (incorporated by reference
to  Exhibit 2 filed  with the  Registration  Statement  on Form  10-SB  filed on
November 17,  2000).  The  issuer's  information  statement  for its 2001 Annual
Meeting and the Annual Report on Form 10-KSB for the fiscal year ended September
30, 2001, for Make Your Move, Inc.

Transitional Small Business Disclosure Format               YES ( )      NO (X )




                                TABLE OF CONTENTS

PART I

     Item 1.DESCRIPTION OF BUSINESS........................................... 3

     Item 2.DESCRIPTION OF PROPERTY.......................................... 15

     Item 3. LEGAL PROCEEDINGS............................................... 16

     Item 4 SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDER................. 16

PART II

     Item 5 MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS......... 16

     Item 6  MANAGEMENT'S  DISCUSSION  AND ANALYSIS OF FINANCIAL  CONDITION
             AND RESULTS OF OPERATIONS....................................... 17

     Item 7 FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA...................... 24

     Item 8 CHANGES IN AND  DISAGREEMENTS  WITH  ACCOUNTANT  ON  ACCOUNTING
            AND FINANCIAL DISCLOSURE......................................... 24

      Item 9 DIRECTORS,  EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS
            OF THE REGISTRANT; COMPLIANCE WITH SECTION 10(A) OF
            THE EXCHANGE ACT ................................................ 24

     Item 10 EXECUTIVE COMPENSATION.......................................... 27

     Item 11 SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.. 28

     Item 12 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.................. 28

     Item 13 EXHIBITS LIST AND REPORTS ON FORM 8-K........................... 36

SIGNATURES    .

EXHIBIT INDEX


                                       2
<PAGE>

PART I

ITEM 1.  DESCRIPTION OF BUSINESS/HISTORY

SAFE HARBOR FOR FORWARD-LOOKING STATEMENTS

The private  securities  litigation  reform act of 1995 provides a 'safe harbor'
for forward-looking statements, certain information contained herein (as well as
information  included in oral statements or other written  statements made or to
be made by Make Your Move, Inc.) contains  statements that are  forward-looking,
such as statements relating to consummation of a transaction, anticipated future
revenues  of the  company  and  success  of  current  products  offerings,  such
forward-looking  statements  involve known and unknown  risks and  uncertainties
which  could  significantly  affect  anticipated  results  in  the  future,  and
accordingly,  such  results may differ  materially  from those  expressed in any
forward-looking  statements  made by or on behalf of Make Your Move,  Inc. These
risks and uncertainties  include,  among other things,  the continued demand for
the company's  services,  competitive and economic  factors of the market place,
availability  of supplies,  ability of the company to raise  needed  capital for
development of new products and additional working capital for current business,
health care regulations and the state of the economy.

BUSINESS DESCRIPTION


Make Your Move,  Inc.  ("MYM" or the  "Company")  proposes to become a designer,
developer and marketer of a wide range of game products and game technology. The
Company plans to apply proven  technologies  to games to advance and enhance the
quality and experience of game play. The Company's  proposed  product line spans
traditional  board games,  computer  games,  video games and online  games.  The
Company plans to include in its proposed product line a new series of flat panel
game systems  presently under research and development by the Company.  With the
development of a new game system, the Company believes its proposed product line
will  appeal to age  groups  from 6 years to adult and will  range in  wholesale
price from $7 for a most simple board game to $1,200 for a game system.



Make Your Move,  Inc. is a reporting  company.  As of the Company's  fiscal year
end,  September  30, 2001,  the Company was a  development  stage  company.  The
Company has not designed or manufactured any hardware  components or board games
and has not written any software  programs  for game play.  During the third and
fourth  quarter of the Company's  fiscal year,  yearend  September 30, 2001, the
Company was  finalizing the new artwork,  rules,  order forms and business reply
cards  for the  board  games it  plans to  produce  based  on DCP's  games  Cube
Checkers,  Doubles Chess,  Doubles  Checkers and Doubles  Backgammon.  DCP is an
affiliated  company.  (Refer to Item 12 of 10-KSB/A,  Management  Agreement)  In
addition, the Company was researching the development of an online game site and
finalizing  the  feasibility  of  developing a new game system for playing board
games.



As of the  Company's  fiscal  year end,  September  30,  2001,  the  Company has
generated  $0 in  revenues  from sales and has not begun the  production  of any
products.  In  order  for the  Company  to begin to  generate  revenues  it must
successfully  raise  capital to hire  personnel,  to complete  the  research and
development of its proposed product line and to begin production of its proposed
product line.


                                       3
<PAGE>

PROPOSED PRODUCT LINES


Make  Your  Move,  Inc.  ("MYM" or the  "Company")  proposes  to be a  designer,
developer and marketer of a wide range of game products and game technology.  As
of the  Company's  fiscal  year end,  September  30,  2001,  the  Company  was a
development  stage  company and had  generated  $0 in revenues  from sales.  The
following  are the  proposed  product  lines for which the  Company  proposes to
design, develop and market products.


Proposed Board Games


As of the  Company's  fiscal year end,  September  30, 200,  the Company had not
completed the  development  of any board game products and had not generated any
revenues  from  sales.  The  Company  anticipates  that the  development  of the
proposed board games Cube Checkers,  Doubles Chess, Doubles Checkers and Doubles
Backgammon  may be completed in the first quarter of the Company's  fiscal year,
quarter ending December 31, 2001. The Company plans to target the second quarter
of 2002 to begin a product  launch and plans to create  samples of the  proposed
board games  during that period to solicit  orders from  retailers.  The Company
anticipates  realizing revenues from the sale of the proposed board games in the
third quarter of the Company's fiscal year.


Proposed Online Game Site


As of the  Company's  fiscal  year end,  September  30, 2001 the Company had not
started the  development of its proposed  online game site and had not generated
any  revenues  from  online  game  membership  subscription  sales.  The Company
anticipates  that its  proposed  online game site may be completed by the end of
the first  quarter of 2002 and plans to target  the end of the first  quarter of
2002 to launch the proposed  online game site. The Company  anticipates  that it
will  begin  to  generate   revenues   from  selling   online  game   membership
subscriptions  to the  proposed  online game site  during the second  quarter of
2002.


Proposed Game System


As of the Company's  fiscal year end,  September  30, 2001,  the Company had not
started the  development  of its proposed  game system and had not generated any
revenues  from  sales.  The  Company  anticipates  that the  development  of its
proposed game system may be completed by the end of the fourth  quarter of 2002.
The Company plans to target the first quarter of 2003 to begin a product  launch
and  anticipates  realizing  revenues in the third quarter of 2003 from sales of
its proposed game system.


THE COMPANY


The Company  anticipates  that its operations will span a wide and diverse range
and  include  in  order  of  what  management   believes  will  be  the  revenue
contribution of the Company's proposed product line:


                                       4
<PAGE>

1.   Proposed Game System

2.   Proposed Online Game Membership Subscriptions


The  Company  plans to  develop an online  game site for game play.  The
     website  address for the proposed  online game site is  (www.mymgames.com).
     The Company plans to charge a  subscription  fee for members to join and be
     eligible to participate in the Company's online game money tournaments.


3.   Proposed Board Games


The following are the descriptions of DCP's board games, Cube Checkers,  Doubles
Chess,  Doubles Checkers and Doubles  Backgammon.  These are the four games that
the Company proposes to produce, market and sell: (Refer to Item 12 of 10-KSB/A,
Management Agreement)


     Cube Checkers.....Players: 2
     The traditional  checkers game piece has been exchanged for a cube with one
     through  six  labeled on the sides.  Players  are allowed two moves on each
     turn--the  first move consists of the regular  checkers move and the second
     allows the player to roll a cube over to the next highest  number.  Players
     can  protect  their  cube  from a jump by simply  rolling  over to a higher
     number than the attacking  cube. When a cube reaches the maximum number six
     by performing the roll-over or is moved to the end row of the opponent,  it
     becomes a king.

     Doubles Chess..............Players: 2, 3 or 4 Description: A chess game for
     partners  Partners sit opposite  each other with  opponents at their sides.
     Teams plan and  coordinate  their  attacks to  checkmate  both of the other
     teams kings. This board game is played exactly like its classic cousin - no
     rule  changes or  additional  rules.  The board was designed by merging two
     classic  original boards into one board opening up the playing field to two
     or more  players and  increasing  the  sociability  and  excitement  of the
     classic game.

     Doubles  Checkers..Players:  2, 3 or 4  Description:  A  checkers  game for
     partners  Partners sit opposite  each other with  opponents at their sides.
     Teams move,  block and jump until all of their opponents pieces are capture
     or blocked from moving.  This board game is played exactly like its classic
     cousin - no rule  changes or  additional  rules.  The board was designed by
     merging two classic original boards into one - opening up the playing field
     to two or more players and increasing the sociability and excitement of the
     classic game.

     Doubles Backgammon  Players:  2, 3 or 4 Description:  A backgammon game for
     partners  Partners sit opposite  each other with  opponents at their sides.
     Teams race around the board until their last runner is bared off and safely
     into the team's  home base.  This  board  game is played  exactly  like its
     classic  cousin - no rule  changes  or  additional  rules.  The  board  was
     designed by merging two classic  original  boards into one - opening up the
     playing field to two or more players and  increasing  the  sociability  and
     excitement of the classic game.

     DCP's Sales Revenue From 1999 to 2001

                                       5
<PAGE>


The Company has exclusive  marketing and  distribution  rights to Cube Checkers,
Doubles Chess, Doubles Checkers and Doubles Backgammon as part of its management
agreement with DCP. (Refer to Item 12 of 10-KSB/A,  Management  Agreement) These
four games have been  commercially  sold by DCP and below is a table showing the
revenues  that DCP realized from sales during the period from January 1, 1999 to
September 30, 2001:


     Revenues  Realized by DCP From Sales from January 1, 1999 to September  30,
     2001:


         Board Games            1999             2000              2001
         ---------------------------------------------------------------
         Cube Checkers          $303,216         $24,257           $0
         Doubles Chess          $12,167          $1,798            $0
         Doubles Checkers       $8,299           $1,958            $0
         Doubles Backgammon     $269             $419              $0
         Total                  $323,951         $28,432           $0
         ---------------------------------------------------------------


4.   Computer Games - The Company plans to develop computerized  versions of its
     proposed board games and licensed board game titles.


5.   Other Board Games - The Company plans to license,  acquire or develop other
     board game content in an attempt to increase market share.


6.   Licensed  Video Games - The Company  plans to license  video game titles to
     distribute and deploy on the Company's proposed game system.



Company  management  believes  that, in order to be successful  and  distinguish
itself in the fragmented and highly  competitive game industry,  it must provide
its customers  distinctive,  high quality  products and services at a reasonable
price and produce a unique,  enjoyable  and  challenging  game  experience.  The
Company  plans to match that  belief  through its  proposed  product  line.  The
Company  plans to develop its own game system  designs,  hardware and  software;
with an attempt of bridging the  familiarity,  look and feel of traditional game
boards  with the latest  proven  technologies,  to develop  its own  distinctive
brand.  The Company  believes  that the proposed game system will be easy to use
and highly configurable.


COMPANY HISTORY

Make Your Move, Inc.

The Company was incorporated  under the laws of the State of Nevada on September
28, 1998 and was  organized to own and operate a  professional  basketball  team
that would be a member of the  American  Basketball  Association.  The  American
Basketball Association was not successful in organizing the league so the member
teams ceased all operating  activities in 1999,  and the company was  considered
dormant until October 20, 2000.

                                       6
<PAGE>

On June 30,  2001,  the Issuer,  originally  incorporated  with the name Pacific
Sports  Enterprises,  Inc.  amended its Articles of  Incorporation to change its
name to Make Your Move,  Inc.  and  increase  its  authorized  common stock from
10,000,000  shares to 50,000,000 shares of $.001 par value. The amendment to the
Articles of  Incorporation  also  authorizes  the Issuer to issue an  additional
class of Preferred stock with a par value of $.001.  Said Preferred stock may be
issued  from time to time in one or more  classes or series  with such  dividend
rates,  voting  rights,  rights  of  conversion,   rights  upon  dissolution  or
liquidation,  and with such  designations  or  restriction  thereof  as shall be
determined  by  resolution  adopted by the Board of  Directors  at the time such
stock is issued without further approval of the shareholders.

On June 30, 2001, The Rolling Group,  LLC, a Nevada Limited  Liability  Company,
owned by Mr.  Henry  Rolling,  purchased  7,000,000  shares  of  Pacific  Sports
Enterprises,  Inc.  from ASI  Acquisition  Corporation  for  $50,000.  Mr. Henry
Rolling  (Mr.  Rolling) is the sole owner,  manager,  member and investor of The
Rolling  Group (the Group) and owns 100% of the Group and  controls the company.
There are no other  members or managers  in the Group.  Mr.  Rolling  formed the
Group for the purpose of making private investments. The Group has made no other
investments  in any  companies  and has no  percentage  ownership  in any  other
companies.  The Group has no present plans to acquire shares in other  companies
and at present has no business activities.

This  transaction  gave The Rolling  Group,  LLC,  which  became Make Your Move,
Inc.'s (the Company)  parent,  70% of the outstanding  stock of the Company.  At
this time Mr. Henry Rolling was elected  President and took over the  management
of the Company.  There were no significant  operating  activities of the Company
prior to the acquisition of the Company by The Rolling Group, LLC.

Acquisition of DCP Limited

On June 30, 2001, Make Your Move, Inc.'s (MYM) board of directors voted to issue
100,000  post split  shares of MYM common  stock to acquire  100% of DCP Limited
(DCP), a Limited Liability Company that manufactured  board games and other game
products.  On June 30,  2001  DCP's  board of  directors  voted and agreed to be
acquired by MYM. DCP has four board games that are the  company's  only products
that have  patent,  copyright  and  trademark  protections.  The four board game
titles  are:  Cube  Checkers,   Doubles  Chess,  Doubles  Checkers  and  Doubles
Backgammon, which are DCP's versions of the classic games of chess, checkers and
backgammon.  DCP has developed and produced other products, but their four board
games,  Cube Checkers,  Doubles Chess,  Doubles Checkers and Doubles  Backgammon
(the Products) are the only products that the company has sold commercially.


On June 30, 2001,  DCP Limited (DCP) was acquired by Make Your Move,  Inc. (MYM,
formerly Pacific Sports  Enterprises,  Inc.). DCP is a board game company,  that
Mr. Henry  Rolling (Mr.  Rolling),  the president of MYM,  founded in 1996.  Mr.
Rolling holds a 55% ownership  interest in DCP. Mr. Rolling has not provided any
management  services  for DCP  since the end of 1999 and is  currently  devoting
substantially  all of his time toward developing the business of Make Your Move,
Inc. There are no formal or informal compensation arrangements between Mr. Henry
Rolling and DCP.



Since  1999  DCP has had no  significant  sales.  In  2000,  DCP  sales  of Cube
Checkers,  Doubles  Chess,  Doubles  Checkers  and  Doubles  Backgammon  totaled
$28,432,  which was 8% of 1999's  total sales of $323,951 of the same games.  In
2001, the company generated $0 in sales.


                                       7
<PAGE>


Since  1999  DCP  has had no  significant  business  activities.  In  2000,  DCP
generated  $19,938  in  total  business  expenses,  which  was 9% of 1999  total
business  expenses of $207,404.  From January 1, 2001 to September  30, 2001 the
company generated $8,082 in business expenses.


Rescission of DCP Limited Acquisition


On November 1, 2001,  Make Your Move,  Inc.'s (MYM) board of  directors  and DCP
Limited's (DCP) board of directors  voted to rescind MYM's original  acquisition
of DCP and voted to make it effective from inception.  MYM and DCP (the parties)
agreed  that  it was in  both  parties  best  interest  to  remain  "independent
entities."  MYM  wanted to remain an independent entity because it is a develop-
ment stage company that proposes to develop  new  technology  and  proposes to
grow and develop a major  business.  And the  success of MYM's proposed  busi-
ness is not contingent upon its relationship with DCP. DCP wanted to remain an
independent entity becasue it has no interest in developing new technology or
expanding its business.  In addition DCP wants to retain 100% ownership in its
patents, copyrights and trademarks.



MYM and DCP executed the rescission agreement on November 1, 2001. All ownership
interest was returned to DCP. Mr. Rolling holds a 55% ownership interest in DCP.
DCP  has  had no  significant  business  activities  since  1999  and has had no
significant sales of its four board games, Cube Checkers, Doubles Chess, Doubles
Checkers and Doubles Backgammon since that time.



During the period  from June 30,  2001 to  November  1, 2001 that DCP was wholly
owned by MYM, DCP had no significant  business  activities and during the period
DCP generated $2,695 in total business expenses.  During that same period,  from
June 30, 2001 to November 1, 2001 DCP generated $0 in sales. As of September 30,
2001, DCP was not producing or selling products.


Management Agreement With DCP Limited


On November 1, 2001 MYM's board of directors and DCP's board of directors  voted
to enter into a management agreement and further voted to make it effective June
30, 2001. On November 1, 2001,  MYM and DCP entered into a management  agreement
whereby  MYM would  manage and  purchase  games from DCP and resell  them to the
general  public.  MYM's Board of  Directors  voted that the  100,000  post split
shares of MYM  common  stock  previously  issued for the  acquisition  of DCP be
retained  by DCP,  for the  "future  opportunity  to  combine"  DCP's games Cube
Checkers,  Doubles  Chess,  Doubles  Checkers or Doubles  Backgammon and related
products into the Company's  proposed game technology i.e.  proposed game system
and  related  products or proposed  online game site and related  products.  The
future  opportunity  begins when MYM has developed its proposed game  technology
and is ready to  incorporate  the proposed  product  line.  DCP is an affiliated
company and MYM has no direct or indirect  ownership  interest in DCP. (Refer to
Item 12 of 10-KSB/A, Management Agreement)


Make Your Move,  Inc.  (MYM) did not provide  any  management  services  for DCP
Limited (DCP) during the period between June 30, 2001 and September 30, 2001.

                                       8
<PAGE>

Amendments to Management Agreement

On February 7, 2002 MYM's board of directors and DCP's board of directors  voted
to amend the original management agreement in order to clarify and establish the
terms and  conditions of the business  relationship  between the parties.  MYM's
board of  directors  and DCP's board of  directors  voted to make the  amendment
effective from inception.


The parties  agreed  that MYM would  manage the  operations  of DCP for a 5 year
term. The agreement shall automatically be renewed on a yearly basis. DCP agreed
that it would pay  $25,000  per year for the next 5 years  for MYM's  management
services.  After seeking and receiving competitive bids for management services,
DCP  Limited  determined  that  it  would  have to pay  this  same  amount  to a
non-affiliated party. MYM's management services would include the maintenance of
DCP's  books and  records,  preparation  of state and local  filings,  hiring of
auditors and accounts to complete  annual reviews and prepare  federal and state
tax returns and  anything  else to maintain the company in good  standing.  Such
payment  would be made on June 30 for each  consecutive  calendar  year with the
first payment due in 2002.  Effective  dates of the agreement were from June 30,
2001 through June 30, 2006.  MYM believes that it will have to provide less than
10% of any employee resource to discharge its management services to DCP.


The parties agreed that MYM will bear all cost associated with the production of
the  products  and that it will pay DCP on a sliding  scale of  collected  gross
sales less  discounts,  returns and allowances paid on a quarterly basis and MYM
will retain the balance of collected  gross sales.  The parties have agreed that
MYM would pay DCP 10% for the first  $1,000,000  of  collected  gross sales less
discounts,  returns and  allowances  during the 5 year  period,  9% for the next
$1,000,000 of collected gross sales less discounts,  returns and allowances,  8%
for the next  $1,000,000 of collected  gross sales less  discounts,  returns and
allowances,  7% for the next $1,000,000 of collected gross sales less discounts,
returns and allowances, 6% for the next $1,000,000 of collected gross sales less
discounts,  returns and allowances  and 5% for the next  $1,000,000 of collected
gross sales less discounts, returns and allowances. The parties have agreed that
the sliding scale will bottom out at 5% of collected gross sales less discounts,
returns and allowances.


The parties agreed that the agreement  could be cancelled by either party at any
time.  Upon  cancellation,  both parties agreed that MYM (the Company) would own
100% of the rights to all the artwork designs,  product designs or services that
the Company produces or develops  related to DCP's games Cube Checkers,  Doubles
Chess,  Doubles Checkers and Doubles Backgammon and that all management payments
between the parties would immediately stop.



The  parties  agree  that MYM  will  record  the  warehoused  inventory  balance
immediately  at the time of  cancellation.  MYM will sell the inventory and make
quarterly  payments to DCP until the exact  quantity of recorded  inventory  has
been sold and DCP has been paid in full.  Whatever  percentage  from the sliding
scale is in effect would be the basis for the revenue split between MYM and DCP,
less discounts,  returns and allowances in regard to these sales.  MYM will have
no other payment obligations to DCP.


                                       9
<PAGE>


As stated  in the  management  agreement,  the  parties  agree  that upon  MYM's
successfully reaching $10 million in sales of DCP's games Cube Checkers, Doubles
Chess,  Doubles Checkers and Doubles Backgammon over the five year term of their
agreement,  that DCP would transfer ownership of its intellectual properties for
these games.  In addition,  upon the decision of DCP to sell any, all or part of
its' intellectual  properties related to Cube Checkers,  Doubles Chess,  Doubles
Checkers or Doubles  Backgammon,  the parties  agreed that MYM could  exercise a
right of first  refusal with a one year  expiration.  Upon the transfer of DCP's
intellectual  properties  to MYM or  another  party  during  the  term of  their
management agreement,  the parties agreed that the management agreement would be
considered cancelled and would be immediately terminated.



he  parties  agree  that  MYM  will  record  the  warehoused  inventory  balance
immediately  at the time of  cancellation  (the  transfer of DCP's  intellectual
properties).  MYM will sell the  inventory  and make  quarterly  payments to DCP
until the exact  quantity of recorded  inventory  has been sold and DCP has been
paid in full.  Whatever  percentage from the sliding scale is in effect would be
the basis for the revenue split between MYM and DCP, less discounts, returns and
allowances in regard to these sales. MYM will have no other payment  obligations
to DCP.


The parties  agreed  during the term of the agreement  and any  extensions,  MYM
would allow DCP to audit the accounting records of MYM to establish  correctness
of gross sales.  Expense to be borne by DCP unless there is a significant  under
reporting of gross sales or over  reporting of gross sales or over  reporting of
discounts,  returns and allowances in which case MYM would pay for any audit and
proceedings necessary to enable recovery of any unpaid amounts to DCP.

As part of the management agreement the parties agreed that MYM is not obligated
to sell any products  related to DCP's,  intellectual  properties.  The parties'
agreement as it relates to sales is on a best  efforts  basis only and there are
no  minimum  or  maximum  sales  quantities  that MYM must  achieve  under  this
agreement.


DCP received 100,000 shares of MYM common stock for MYM's "future opportunity to
combine"  four of DCP's games into future game  technology  that MYM proposes to
develop.  In the amended  management  agreement,  the parties define the "future
opportunity  to combine" to mean that when MYM had completed the  development of
its  proposed  game  system  and  proposed  online  game  site,  that MYM  could
incorporate  DCP's games Cube  Checkers,  Doubles  Chess,  Doubles  Checkers and
Doubles  Backgammon  into MYM's  proposed game system and  incorporate  the same
games into MYM's proposed online game site.





Acquisition of Allpaq Technologies Corporation

On June 30, 2001, Make Your Move, Inc.'s (MYM) board of directors voted to issue
1,000,000  post  split  shares  of MYM  common  stock  to  acquire  100%  of the
outstanding  shares  of  Allpaq   Technologies   Corporation,   a  company  that
manufactured  and sold  computers  and flat  panel  displays.  On June 30,  2001
Allpaq's board of directors voted and agreed to be acquired by MYM for 1,000,000
post split shares of MYM common  stock.  MYM's board of directors  voted that in


                                       10
<PAGE>

the  event  that  MYM  was  successful  in  raising   twelve   million   dollars
($12,000,000.00)  or more in a public  offering  within  two years  from July 1,
2001,   Allpaq  would   receive  one  million  two  hundred   thousand   dollars
($1,200,000.00)  as  additional  compensation.  MYM's  board  of  directors  and
Allpaq's board of directors  voted to amend the  acquisition  agreement and give
Allpaq an additional 1,000,000 post split shares of MYM common stock, or a total
of 2,000,000 post split shares of MYM common stock.

Prior to MYM's acquisition of Allpaq, Allpaq had no business activities.  It had
equipment and made claims to some intellectual properties.

Rescission of Allpaq Technologies Corporation Acquisition

On November 1, 2001 Make Your Move,  Inc.'s (MYM) board of directors  and Allpaq
Technologies  Corporation's  board of  directors  voted to mutually  rescind the
acquisition of Allpaq. After further due diligence by MYM's management in regard
to Allpaq's business activities, MYM's management determined that Allpaq did not
possess the technological know how that MYM needed to develop the technology for
its proposed game system.  The Parties executed the mutual rescission  agreement
on November 1, 2001 and MYM's board of directors and Allpaq's board or directors
voted to make the rescission effective from inception.

Upon the execution of the "Mutual Rescission  Agreement" between MYM and Allpaq,
the 2,000,000  post split shares issued to Allpaq were  considered  canceled and
all shares and certificates  were to be immediately  surrendered and returned to
MYM. MYM returned all 100,000  shares of Allpaq stock to the company on November
27, 2001.


On November  27,  2001,  the Company was  informed by the  President  and CEO of
Allpaq Technologies Corporation, that the physical certificates that the Company
had issued to Allpaq,  were missing. On November 27, 2001 MYM filed a FORM X-17F
1A  (Missing/Lost/Stolen/Counterfeit  Securities  Report) reflecting the loss of
the  certificates  with the company's  transfer agent and the  certificates  and
issued shares were then canceled.  As of September 30, 2001 having rescinded the
acquisition  transaction,  which was created on June 30, 2001, the consideration
pertaining  to the  issuance  of these  shares was  classified  as a  receivable
because it was owed to the company  similar to a  subscription  receivable.  The
Company will record the  cancellation  of the shares and  receivable  during the
first quarter of the Company's fiscal year, quarter ending December 31, 2001. We
have analyzed this in accordance with GAAP.


During the period  that Allpaq was wholly  owned by MYM,  Allpaq had no business
activities  and incurred no  expenses.  At no time before the period that Allpaq
was wholly owned by MYM, did MYM  participate  in any business  activities  with
Allpaq  nor did MYM own any of  Allpaq  shares  or any  percentage  of  Allpaq's
company.

INTELLECTUAL PROPERTIES


As of the Company's  fiscal year end,  September  30, 2001,  the Company had not
filed for and did not own any patents,  copyrights or trademarks. The Company is
in  the  process  of  developing  patents  for  its  proposed  game  system  and
anticipates filing patents on the proposed game system during the fourth quarter
of the Company's  fiscal year.  Present,  future and  contemplated  intellectual
properties  (IP)  are  very  important  to the  Company's  business.  Management
believes  that the  Company's  ability or inability to protect its  intellectual
properties  will have a direct  and  possible  adverse  effect on the  Company's


                                       11
<PAGE>

business.  If the  Company is unable to protect  its IP rights  then the Company
will  lose  market  share  to the  competitor  who has  made  the  infringement.
Management  will take all steps  necessary  to protect the  Company's IP rights,
however, Management states that there is no guarantee that it will be successful
at accomplishing that goal.



The following table depicts the  intellectual  property  protection to the games
that  the  Company  has  exclusives  rights  to sell  as a part of a  management
agreement with DCP. (Refer to Item 12 of 10-KSB/A, Management Agreement).



IP Protection: Patents Issued     Copyrights Issued   Trademarks Issued
-----------------------------------------------------------------------------
Cube Checkers     Yes (1997)          Yes                     Yes
Doubles Chess     No.                 Yes                     Yes
Doubles Checkers  No                  Yes                     Yes
Doubles Backg.    No                  Yes                     Yes




DCP has only one issued  patent and that is for Cube  Checkers.  The company has
not filed any other  patents.  The duration of DCP's patent on Cube  Checkers is
for seventeen  years. As of the Company's  fiscal year end,  September 30, 2001,
there  were  approximately  11years  remaining  on the  patent  issued  for Cube
Checkers.  The  intellectual  property  (IP)  protection on DCP's games will not
prevent other companies from developing  their own versions of the classic games
of chess,  checkers  and  backgammon.  The IP's are  intended  to prevent  other
companies  from  infringing  upon DCP's  versions of the classic  games of chess
checkers and backgammon.


DISTRIBUTION METHODS FOR PRODUCTS AND SERVICES


As a proposed designer, developer and marketer of what the Company believes will
be  distinctive,  high  quality,  branded  games and proposed  game system,  the
Company plans to penetrate the markets comprising independent toy retailers, toy
chain stores and department stores, smaller department stores,  discount stores,
online  retailers and catalog houses,  specifically  in that order.  The Company
plans to address  these markets by offering  unique and superior  games and game
systems with unprecedented  game experiences and marketing support.  The Company
plans to establish a national sales representative program to assist the Company
in penetrating these markets.



The  Company  plans to  distinguish  itself in the  market by  highlighting  the
distinct  features  and  functionality  of its  proposed  games and game systems
capable of delivering a wide range of  traditionally  proven and new games.  The
Company's planned marketing of a previously unavailable ultimate game experience
should  clearly   separate  the  Company's   proposed   product  line  from  the
competition.


                                       12
<PAGE>


The Company  plans to market its  proposed  board games to the mass  market.  In
order to reach that broad  market,  the Company  plans to focus on the following
channels of distribution:  Discount Retailers, Toy Chains, Food and Drug Chains,
Specialty Game Stores,  Hobby Stores,  Educational Stores,  Online Retailers and
Game Catalogs.



The Company plans to initially market its proposed game system to high end users
who possess more  discretionary  income.  In order to reach that market segment,
the Company plans to target the following areas for distribution of the proposed
game system and game software:  Upscale Catalogs,  Department Stores,  Specialty
Stores, Exclusive Toy Stores, and Electronics Stores.


The Company plans to develop a promotional  kit for marketing to the  individual
game user and retail store, which Management believes will prove successful. The
Company plans to include the following in the  promotional  kit: Press Releases,
Picture Packet, Radio Script, Talking Points, Ad Slicks

Future marketing  efforts will be supported by: MYM E-mail Game User Newsletter,
MYM Web Page, Zip-code locator, Product information

Promotional efforts will include:  Game tournaments,  Full time Public Relations
support


Individual Game Users:  The Company plans to position its proposed  product line
for individual game users in locations where they can easily access and purchase
the  proposed  products  and  proposed  services.  In addition to the  Company's
proposed  website  where  the  Company  plans  to sell  online  game  membership
subscriptions  and its proposed  product line, the Company plans to position its
proposed  product  line in  traditional  retail  stores on  television  via home
shopping  channels and in mail order  catalogs.  The Company  plans to offer the
proposed game system hardware and proposed  software  initially through high-end
specialty retailers and catalogs.


Individual  Retail  Stores:  The target  individual  retailers  are, in order of
preference:  independent toy retailers,  toy chain stores and department stores,
smaller department stores, discount stores, online retailers and catalog houses.


As a first  priority,  the Company plans to target  independent  toy  retailers;
because  management  believes  they may have the greatest need for the Company's
proposed  product  line and  proposed  services,  which the Company  proposes to
include distinct, exclusive merchandise and professional marketing tools.



Once the Company targets larger chains and department  stores, the Company plans
to  create a  different  value  and sales  proposition  in order to avoid  brand
confusion and so that the proposed  product line  available in larger stores are
not  necessarily  in conflict or  competition  with  smaller  independents.  The
Company  plans to also  distribute  content for its proposed game system that is
unique for that chain or department store.


                                       13
<PAGE>

NEW PRODUCTS


As of the  Company's  fiscal  yearend,  September  30,  2001,  the  Company  was
researching  the   development  of  its  proposed   product  line.  The  Company
anticipates that in order for it to complete its research and development and do
a full launch of its  proposed  product  line the Company  will have to raise $2
million.  Upon the successful raise of capital,  the Company  anticipates market
testing its proposed  product  line in 2002 during the second,  third and fourth
quarters of the calendar year. The Company anticipates an official launch of its
entire  proposed  product line in 2002 during the fourth quarter of the calendar
year or in 2003, during the first quarter of the calendar year.





GAME COMPETITION AND INDUSTRY PARTICIPANTS

Some of the  Company's  competitors  are bigger,  better  financed and have well
established  distribution  channels for their products and services.  Many small
companies and hundreds of new game  products are  introduced to the market every
year, and many have difficulty penetrating the market.

The top five board game manufacturers are Milton Bradley, Parker Brothers, Patch
Products,  Mattel,  and Pressman Toys. Hasbro  Corporation owns the top two game
companies Milton Bradley and Parker Brothers.  In addition to these competitors,
University Games is a game manufacturer  whose game titles reflect popular books
and  television  shows.  There are also a number  of  smaller  companies  with a
limited number of titles.

In 1999,  Hasbro  stated in their  annual  report  that the game sector of their
business  contributed  over  50% of  their  total  revenue  which  totaled  over
$4,232,000,000 in 1999. According to that same report,  Hasbro stated that their
core  businesses  (board  games and trading card  games),  are stable  annuities
providing  cash  flow to fund  growth  businesses  like  hand-held  electronics,
interactive software games, and online games.

In 2000,  Hasbro  stated in their annual  report that their board game  division
continues to be their dominant revenue generating division.  Management believes
that the trend  within the toy and game  industry is that board games are proven
cash producing winners.

RESEARCH AND DEVELOPMENT ACTIVITIES

The Company,  formerly known as Pacific  Sports  Enterprises,  was  incorporated
under the laws of the State of Nevada on September 28, 1998 and was organized to
own and  operate a  professional  basketball  team that would be a member of the
American Basketball  Association.  The American  Basketball  Association was not
successful  in  organizing  the league so the member teams ceased all  operating
activities in 1999, and at that time,  the company  ceased all activities  until
October 20, 2000.  During that time span,  the company did not have any expenses
associated  with  research and  development  and was  considered  dormant  until
October 20, 2000.  At this time,  the company was audited and filed a Form 10 SB
on November  17, 2000 with the SEC to become a full  reporting  company.  It was
approved  automatically  sixty days later on January 16, 2001. At this time, the
company began looking for an acquisition or merger candidate.  For the first and
second  quarters of 2001,  the company was still  inactive  and did not have any
cost associated with research and development.  In 2001 during the third quarter
of the company's  fiscal year, the Rolling Group acquired 700,000 shares on June
30, 2001, which gave the Rolling Group a controlling interest in the company.

                                       14
<PAGE>


In the fourth quarter of the Company's  2001 fiscal year,  the Company  incurred
cost associated with research and  development.  The Company was researching the
development  of  its  proposed  game  system.  In  addition,   the  Company  was
researching the  development  its proposed  online game site,  which the Company
anticipates  deploying  in the  second  or  third  quarter  of 2002  and will be
accessed  through the domain  address,  www.mymgames.com,  which is owned by the
Company.  The domain will not be active until the second or third quarter of the
Company's  2002  fiscal  year.  The Company has spent  $75,293  researching  and
developing its corporate identity and redesigning and developing new artwork for
the game packaging of the four board games that the Company  proposes to produce
based on the patents,  copyrights  and trademarks DCP owns. DCP is an affiliated
company. The four DCP game titles that the Company proposes to initially produce
board games for are: Cube Checkers,  Doubles Chess, Doubles Checkers and Doubles
Backgammon which are DCP's versions of the classic games of chess,  checkers and
backgammon.  The Company plans to research and develop other  products  based on
the board games mentioned  above. The Company plans to take steps to develop its
own intellectual properties.


The following is a break down of the development  cost that the Company incurred
for the research and  development  of the Company's  corporate  identity and the
cost incurred for the redesign and  development  of the board game packaging for
the board games that the Company  proposes to produce based on DCP's board games
Cube  Checkers,  Doubles Chess,  Doubles  Checkers and Doubles  Backgammon.  The
research and development cost breakdown is as follows:

MYM Corporate Logo:                                           $33,484.59
MYM Redesigned Package for Cube Checkers:                     $9,177.57
MYM Redesigned Package for Doubles Chess:                     $9105.82
MYM Redesigned Package for Doubles Checkers:                  $7838.94
MYM Redesigned Package for Doubles Backgammon:                $5708.82
Size Adjustment of Boxes and Boards:                          $9,977.26
-----------------------------------------------------------------------
Total Research and Development Cost:                          $75,293


As of the Company's fiscal yearend,  September 30, 2001the Company has generated
no sales and thus no  research  and  development  cost  have  been  passed on to
customers.


EMPLOYEES


As of the  Company's  fiscal  year end,  September  30, 2001 the Company had one
fulltime  employee,  Mr. Henry Rolling and one part time employee,  Mrs. Kristin
Rolling.  Mr.  Rolling  currently  serves as the  Company's  President  and Mrs.
Rolling currently serves part time as the Company's secretary and controller.



ITEM 2.  DESCRIPTION OF PROPERTY

The company  occupies  office space located at 321 Broadway  Blvd.,  Reno Nevada
89502.


                                       15
<PAGE>

ITEM 3. LEGAL PROCEEDINGS

The company is not involved in any litigation.


ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

No matters were submitted to a vote of security holders.


PART II

ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

Number of Holders of Make Your Move, Inc. Common Stock:

There are 74 holders of Make Your Move, Inc. common stock

ISSUANCE OF SECURITIES

MYM issued  securities  for  acquisition  transactions  that were not registered
under the  Securities  Act of 1933  during  the fourth  quarter  of the  yearend
September 30, 2001. The shares were issued on a private placement basis pursuant
to the exemption allowed under Section 4(2) of the Securities Act of 1933.

On June 30,  2001 Make  Your  Move,  Inc.'s  board of  directors  voted to issue
100,000 post split shares of MYM common  stock to  initially  acquire DCP.  Make
Your Move,  Inc.'s board of directors and DCP Limited's board of directors voted
to rescind the acquisition and enter into a management agreement. MYM's board of
directors voted that DCP could retain the 100,000 shares of MYM common stock for
MYM's future opportunity to combine four of DCP's games into MYM's technology.

On June 30,  2001 Make  Your  Move,  Inc.'s  board of  directors  voted to issue
1,000,000 post split shares of MYM common stock to acquire  Allpaq  Technologies
Corporation.  Make  Your  Move,  Inc.'s  (MYM)  board of  directors  and  Allpaq
Technologies  Corporations  (Allpaq)  board of  directors  voted  to  amend  the
agreement  and issue an  additional  1,000,000  post split  shares of MYM common
stock for a total of  2,000,000  post split shares of MYM common stock issued to
Allpaq.  Make Your Move, Inc.'s (MYM) board of directors and Allpaq Technologies
Corporation's  (Allpaq)  board  of  directors  voted  to  mutually  rescind  the
acquisition of Allpaq on November 1, 2001. MYM's board of directors and Allpaq's
Board of directors voted to give effect to the rescission  from inception.  Upon
the execution of the "Mutual  Rescission  Agreement" between MYM and Allpaq, the
2,000,000  post split shares issued to Allpaq were  considered  canceled and all
shares and certificates were to be immediately surrendered and returned to MYM.


On November  27,  2001,  the Company was  informed by the  President  and CEO of
Allpaq Technologies Corporation, that the physical certificates that the Company
had issued to Allpaq,  were missing. On November 27, 2001 MYM filed a FORM X-17F
1A  (Missing/Lost/Stolen/Counterfeit  Securities  Report) reflecting the loss of
the  certificates  with the company's  transfer agent and the  certificates  and
issued shares were then canceled.  As of September 30, 2001 having rescinded the
acquisition  transaction,  which was created on June 30, 2001, the consideration
pertaining  to the  issuance  of these  shares was  classified  as a  receivable
because it was owed to the company  similar to a  subscription  receivable.  The
Company will record the cancellation of the shares and the receivable during the
first quarter of the Company's fiscal year, quarter ending December 31, 2001. We
have analyzed this in accordance with GAAP.


                                       16
<PAGE>

Common stock of the company is not listed or traded on any exchange. The company
is currently applied for listing on the NASD bulletin board.


ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS PLAN OF OPERATION

The following discussion of the financial condition and results of operations of
the company  should be read in  conjunction  with the financial  statements  and
notes thereto included elsewhere in this report.

This  discussion  contains  forward-looking  statements  that involve  risks and
uncertainties,  the company's  actual results may differ  materially  from those
anticipated in these forward-looking  statements as a result of certain factors,
including,   but  not  limited  to,   competition  and  overall   macro-economic
conditions.

THE COMPANY'S PLAN OF OPERATIONS FOR THE NEXT TWELVE MONTHS


Over the past two years the  Company has not  generated  any  revenues  from its
operations. Over the next twelve months, in order for the Company to enhance its
business,  grow its  business  and  continue  its  business,  which the  Company
anticipates  will  include  producing  and selling  its  proposed  board  games,
generating  revenues  from its  proposed  online  game site and  completing  the
research and development of its proposed game system  technology,  the Company's
management  estimates the Company may need $2 million to completely  rollout its
operations.  The Company has no  contractually  committed  funds and therefore a
material uncertainty does exist for the Company.



Over the next  twelve  months the  Company's  present  shareholders  have orally
stated  that  they  will loan the  Company  $2  million  to  initially  fund the
Company's  business  operations.  The Company has no written  contracts  to this
effect  and  therefore  a  material  uncertainty  does  exist  that the  present
shareholders may decide not to loan these funds to the Company.  The Company has
no means of enforcing their oral statements.



The principal  stockholder,  Mr. Henry  Rolling,  has orally stated that he will
loan the  Company  the  majority  of the funds that it is seeking to raise.  Mr.
Rolling  has the  ability  to loan  the  majority  of these  funds  based on his
personal  earnings  that he  generated  while  playing  and  starting at outside
linebacker in the National  Football League (NFL) for eight seasons from 1987 to
1995. Mr. Rolling  played for the Tampa  Buccaneers,  the San Diego Chargers and
the Los Angeles Rams. Mr. Rolling is under no contractual obligation to loan the
Company  the  majority  of the funds that it is  seeking.  Therefore  a material
uncertainty  does exist for the Company that Mr.  Rolling may decide not to loan
any funds to the Company.  The Company has no means of enforcing  Mr.  Rolling's
oral statements.



If the Company does not receive funding from the present  shareholders  then the
Company plans to file an SB-2 to register Company's shares. However, the Company
may  not  succeed  in its  efforts  to file  and  have a  registration  declared
effective and therefore a material  uncertainty does exist for the Company.  The
Company  plans to then engage a registered  broker  dealer to sell the Company's
securities  however,  the Company  may not  succeed in its  attempts to engage a


                                       17
<PAGE>

broker  dealer to market  and sell the  Company's  securities  and  therefore  a
material  uncertainty does exist for the Company.  The Company has not engaged a
registered broker dealer at this time.



The Company has no other sources of funds and  therefore a material  uncertainty
does  exist for the  Company.  If the  Company  is  unsuccessful  at  raising $2
million, then the Company will not be able to initiate its full business rollout
and  therefore,  the  Company's  growth will be impeded and the Company  will be
forced to discontinue its business operations.


Proposed Rollout of the Company's Proposed Business


The Company plans to begin full business  operations and believes it can satisfy
its cash  requirements over the next twelve months with a successful raise of $2
million.  The  Company's  management  believes  that these funds can provide the
Company with the  necessary  capital to do a complete  rollout of the  Company's
business.  The Company's  management  believes the Company can begin to generate
enough  revenues  that will in turn  allow the  Company  to fund  future  growth
internally  without  the need for the  Company  to raise  additional  capital in
twelve months. The Company's complete business rollout includes:



*    A launch and production of the Company's  proposed board games and proposed
     online game site
*    Increased  research and development  expenditure in regard to the Company's
     proposed game technology development,  which includes the new proposed game
     systems and the development of the Company's proposed online game site.
*    Hiring of sales and marketing personnel
*    Hiring of internal research and development personnel
*    Hiring of general administration personnel
*    Attendance by the company at all tradeshows  that are relevant to marketing
     the  Company's  proposed  game  system,  proposed  board games and proposed
     online game site, e.g. The New York Toy Fair and Comdex Tradeshow
*    Place full page colored ads in magazines and  periodicals  to advertise the
     Company's  proposed game system,  proposed board games and proposed  online
     game site.
*    Place Radio ads to advertise the Company's proposed online game site.


The following is the Company's anticipated use of funds:

Total Funds:  $2,000,000
Anticipated Use of Funds

Sales & Marketing             $ 750,000
Research & Development          300,000
Beginning Inventory             250,000
Costs of Issuance               160,000
Other Working Capital           540,000
                             ----------
Total Uses                   $2,000.000
                             ==========

As of the  Company's  fiscal year end,  September 30, 2001 Mr. Henry Rolling the
President and principal  stockholder of the Company has provided the majority of


                                       18
<PAGE>

the  funding to cover the costs and  expenses  incurred by the  company.  Of the
$193,000 total capital  contributed by both he and the former  president  during
the fiscal year 2001, approximately $81,441 was for services rendered by them to
the company, $75,409 for the redesign of packaging for the contemplated sales of
the Company's  proposed product line,  $15,000 for investment  banking services,
$6,980 for audit  services,  and the  balance of $14,798  for other  general and
administrative expenses including rent and transfer and filing fees.

Make Your Move, Inc.'s Long Term Financing Plan


As  part  of  the  Company's  long-term  plan,  the  Company  plans  to  file  a
registration  statement Form SB-2 and engage a registered  broker dealer to sell
the  Company's  securities  to  raise  $3  million  to $5  million.  A  material
uncertainty  may exist for the Company because it may not succeed in its efforts
to file and have a registration declared effective. In addition, the Company may
not  succeed in its  attempts  to engage a broker  dealer to market and sell the
Company's securities.


Management's Contingency Plans For Funding

MYM (the Company) has no  contractually  committed  funds. The Company hired Mr.
George  Schneider  on June 19, 2001 for a period of 6 months as an advisor  with
the goal of  having  him  engage a  registered  broker  dealer  on behalf of the
Company to sell up to $15,000,000 of the Company's  convertible  preferred stock
and/or implementing a business  combination.  The Company has no guarantees that
the advisor will be successful at engaging a broker dealer to sell the Company's
securities.

The Company  advanced a total of $17,500 as of  September  30,  2001,  which was
contributed  by the  principal  shareholder  to the  Company.  If the Company is
successful in raising additional  equity,  total compensation less the retainer,
is applicable of 6 percent of total equity  placements and warrants equal to one
percent of the fully  diluted  shareholder  interest of the  company,  after the
effect of the issuance of all the equity securities with a strike price equal to
the implied  sale price per share in a  placement,  with a term of 5 years,  and
piggy-back  rights  after  the  completion  of  an  offering  of  the  Company's
securities  through  a  registered  broker  dealer.  In the  case of a  business
combination,  a fee payable in cash of 3 percent of the total  enterprise  value
will apply, less the retainer.

The advisor was  entitled to receive  reimbursement  for up to $3,500 per month,
excluding  any legal fees and costs,  without  prior  written  permission of the
Company.

On February 22, 2002, Make Your Move, Inc.'s board of directors reviewed Section
15 and 29(b) of the Securities and Exchange Act and voted to void and cancel the
investment banking agreement, dated June 19, 2001, with Mr. George Schneider. On
February 22, 2002 Make Your Move, Inc. and Mr. Schneider mutually agreed to void
and cancel the agreement and make it effective 30 days from inception.


If the Company does not receive funding from the principal stockholders then the
Company plans to file an SB-2 to register Company's shares. However, the Company
may  not  succeed  in its  efforts  to file  and  have a  registration  declared
effective and therefore a material  uncertainty does exist for the Company.  The
Company  plans to then engage a registered  broker  dealer to sell the Company's
securities  however,  the Company  may not  succeed in its  attempts to engage a
broker  dealer to market  and sell the  Company's  securities  and  therefore  a


                                       19
<PAGE>

material  uncertainty does exist for the Company.  The Company has not engaged a
registered broker dealer at this time.


PRODUCT RESEARCH AND DEVELOPMENT AND PRODUCT LAUNCH


As of the  Company's  fiscal year end,  September  30,  2001,  the Company was a
development  stage  company.  The Company had not designed or  manufactured  any
hardware components or board games and had not written any software programs for
game play.  During the third and fourth  quarter of the  Company's  fiscal year,
yearend  September 30, 2001, the Company was finalizing the new artwork,  rules,
order  forms and  business  reply  cards for the board games it plans to produce
based on DCP's games Cube Checkers,  Doubles Chess, Doubles Checkers and Doubles
Backgammon.  DCP  is  an  affiliated  company.  In  addition,  the  Company  was
researching  the development of its proposed online game site and finalizing the
feasibility  of developing a new game system for playing  board games.  Over the
next twelve  months the Company  anticipates  that it will  continue to generate
research and development expenses related to its proposed product line.



Over the next twelve  months the Company  anticipates  that in order to complete
its research and development  and do a launch of its proposed  product line, the
Company will have to raise $2 million.  Upon the successful  raise of $2 million
the  Company  anticipates  a product  launch  of its  proposed  board  games and
proposed  online game site in 2002 followed by a product  launch of its proposed
game system in 2003.


Proposed Board Games


As of the  Company's  fiscal year end,  September  30, 200,  the Company had not
completed the  development  of any board game products and had not generated any
revenues  from  sales.  The  Company  anticipates  that the  development  of the
proposed board games Cube Checkers,  Doubles Chess, Doubles Checkers and Doubles
Backgammon  may be completed in the first quarter of the Company's  fiscal year,
quarter ending December 31, 2001. The Company plans to target the second quarter
of 2002 to begin a product  launch and plans to create  samples of the  proposed
board games  during that period to solicit  orders from  retailers.  The Company
anticipates  realizing revenues from the sale of the proposed board games in the
third quarter of the Company's fiscal year.




Proposed Online Game Site


As of the  Company's  fiscal  year end,  September  30, 2001 the Company had not
started the  development of its proposed  online game site and had not generated
any  revenues  from  online  game  membership  subscription  sales.  The Company
anticipates  that its  proposed  online game site may be completed by the end of
the first  quarter of 2002 and plans to target  the end of the first  quarter of
2002 to launch the proposed  online game site. The Company  anticipates  that it
will  begin  to  generate   revenues   from  selling   online  game   membership
subscriptions  to the  proposed  online game site  during the second  quarter of
2002.


                                       20
<PAGE>

Proposed Game System


As of the Company's  fiscal year end,  September  30, 2001,  the Company had not
started the  development  of its proposed  game system and had not generated any
revenues  from  sales.  The  Company  anticipates  that the  development  of its
proposed game system may be completed by the end of the fourth  quarter of 2002.
The Company plans to target the first quarter of 2003 to begin a product  launch
and  anticipates  realizing  revenues in the third quarter of 2003 from sales of
its proposed game system.


GENERAL

Make Your Move, Inc.

The Company,  formerly known as Pacific  Sports  Enterprises,  was  incorporated
under the laws of the State of Nevada on September 28, 1998 and was organized to
own and  operate a  professional  basketball  team that would be a member of the
American Basketball  Association.  The American  Basketball  Association was not
successful  in  organizing  the league so the member teams ceased all  operating
activities in 1999, and at that time,  the company  ceased all activities  until
October 20, 2000.  During that time span,  the company did not have any expenses
associated  with  research and  development  and was  considered  dormant  until
October 20, 2000.  At this time,  the company was audited and filed a Form 10 SB
on November  17, 2000 with the SEC to become a full  reporting  company.  It was
approved  automatically  sixty days later on January 16, 2001. At this time, the
company began looking for an acquisition or merger candidate.  For the first and
second  quarters of 2001,  the company was still  inactive  and did not have any
cost associated with research and development.  In 2001 during the third quarter
of the company's  fiscal year, The Rolling Group acquired 700,000 shares on June
30, 2001, which gave the Rolling Group a controlling interest in the company.

On June 30,  2001,  the Issuer,  originally  incorporated  with the name Pacific
Sports  Enterprises,  Inc.  amended its Articles of  Incorporation to change its
name to Make Your Move,  Inc.  and  increase  its  authorized  common stock from
10,000,000  shares to 50,000,000 shares of $.001 par value. The amendment to the
Articles of  Incorporation  also  authorizes  the Issuer to issue an  additional
class of Preferred stock with a par value of $.001.  Said Preferred stock may be
issued  from time to time in one or more  classes or series  with such  dividend
rates,  voting  rights,  rights  of  conversion,   rights  upon  dissolution  or
liquidation,  and with such  designations  or  restriction  thereof  as shall be
determined  by  resolution  adopted by the Board of  Directors  at the time such
stock is issued without further approval of the shareholders.

On June 30, 2001, The Rolling Group,  LLC, a Nevada Limited  Liability  Company,
owned by Mr.  Henry  Rolling,  purchased  7,000,000  shares  of  Pacific  Sports
Enterprises,  Inc.  from ASI  Acquisition  Corporation  for  $50,000.  Mr. Henry
Rolling  (Mr.  Rolling) is the sole owner,  manager,  member and investor of The
Rolling  Group (the Group) and owns 100% of the Group's  shares and controls the
company. There are no other members or managers in the Group. Mr. Rolling formed
the Group for the sole purpose of buying shares in the Company formerly known as
Pacific Sports Enterprises, Inc., now Make Your Move, Inc. The Group has made no
other investments in any companies and has no percentage  ownership in any other
companies.  The Group has no present or future plans to acquire  shares in other
companies. The Group is not a shell company. The Group is privately held and has
no present business  activities nor does the Group have future plans to commence
any business activities.

                                       21
<PAGE>

This  transaction  gave The Rolling  Group,  LLC,  which  became Make Your Move,
Inc.'s (the Company)  parent,  70% of the outstanding  stock of the Company.  At
this time Mr. Henry Rolling was elected  President and took over the  management
of the Company.  There were no significant  operating  activities of the Company
prior to the acquisition of the Company by The Rolling Group, LLC.

Management Agreement With DCP Limited


On November 1, 2001 MYM's board of directors and DCP's board of directors  voted
to enter into a management agreement and further voted to make it effective June
30, 2001. On November 1, 2001,  MYM and DCP entered into a management  agreement
whereby  MYM would  manage and  purchase  games from DCP and resell  them to the
general  public.  MYM's Board of  Directors  voted that the  100,000  post split
shares of MYM  common  stock  previously  issued for the  acquisition  of DCP be
retained  by DCP,  for the  "future  opportunity  to  combine"  DCP's games Cube
Checkers,  Doubles  Chess,  Doubles  Checkers or Doubles  Backgammon and related
products into the Company's  proposed game technology i.e.  proposed game system
and  related  products or proposed  online game site and related  products.  The
future  opportunity  begins when MYM has developed its proposed game  technology
and is ready to  incorporate  the proposed  product  line.  DCP is an affiliated
company and MYM has no direct or indirect  ownership  interest in DCP. (Refer to
Item 12 of 10-KSB/A, Management Agreement)


Make Your Move,  Inc.  (MYM) did not provide  any  management  services  for DCP
Limited (DCP) during the period between June 30, 2001 and September 30, 2001.

Amendments to Management Agreement

On February 7, 2002 MYM's board of directors and DCP's board of directors  voted
to amend the original management agreement in order to clarify and establish the
terms and  conditions of the business  relationship  between the parties.  MYM's
board of  directors  and DCP's board of  directors  voted to make the  amendment
effective from inception.


The parties  agreed  that MYM would  manage the  operations  of DCP for a 5 year
term. The agreement shall automatically be renewed on a yearly basis. DCP agreed
that it would pay  $25,000  per year for the next 5 years  for MYM's  management
services.  After seeking and receiving competitive bids for management services,
DCP  Limited  determined  that  it  would  have to pay  this  same  amount  to a
non-affiliated party. MYM's management services would include the maintenance of
DCP's  books and  records,  preparation  of state and local  filings,  hiring of
auditors and accounts to complete  annual reviews and prepare  federal and state
tax returns and  anything  else to maintain the company in good  standing.  Such
payment  would be made on June 30 for each  consecutive  calendar  year with the
first payment due in 2002.  Effective  dates of the agreement were from June 30,
2001 through June 30, 2006.  MYM believes that it will have to provide less than
10% of any employee resource to discharge its management services to DCP.


The parties agreed that MYM will bear all cost associated with the production of
the  products  and that it will pay DCP on a sliding  scale of  collected  gross
sales less  discounts,  returns and allowances paid on a quarterly basis and MYM
will retain the balance of collected  gross sales.  The parties have agreed that
MYM would pay DCP 10% for the first  $1,000,000  of  collected  gross sales less
discounts,  returns and  allowances  during the 5 year  period,  9% for the next
$1,000,000 of collected gross sales less discounts,  returns and allowances,  8%
for the next  $1,000,000 of collected  gross sales less  discounts,  returns and


                                       22
<PAGE>

allowances,  7% for the next $1,000,000 of collected gross sales less discounts,
returns and allowances, 6% for the next $1,000,000 of collected gross sales less
discounts,  returns and allowances  and 5% for the next  $1,000,000 of collected
gross sales less discounts, returns and allowances. The parties have agreed that
the sliding scale will bottom out at 5% of collected gross sales less discounts,
returns and allowances.


The parties agreed that the agreement  could be cancelled by either party at any
time.  Upon  cancellation,  both parties agreed that MYM (the Company) would own
100% of the rights to all the artwork designs,  product designs or services that
the Company produces or develops  related to DCP's games Cube Checkers,  Doubles
Chess,  Doubles Checkers and Doubles Backgammon and that all management payments
between the parties would immediately stop.



The  parties  agree  that MYM  will  record  the  warehoused  inventory  balance
immediately  at the time of  cancellation.  MYM will sell the inventory and make
quarterly  payments to DCP until the exact  quantity of recorded  inventory  has
been sold and DCP has been paid in full.  Whatever  percentage  from the sliding
scale is in effect would be the basis for the revenue split between MYM and DCP,
less discounts,  returns and allowances in regard to these sales.  MYM will have
no other payment obligations to DCP.



As stated  in the  management  agreement,  the  parties  agree  that upon  MYM's
successfully reaching $10 million in sales of DCP's games Cube Checkers, Doubles
Chess,  Doubles Checkers and Doubles Backgammon over the five year term of their
agreement,  that DCP would transfer ownership of its intellectual properties for
these games.  In addition,  upon the decision of DCP to sell any, all or part of
its' intellectual  properties related to Cube Checkers,  Doubles Chess,  Doubles
Checkers or Doubles  Backgammon,  the parties  agreed that MYM could  exercise a
right of first  refusal with a one year  expiration.  Upon the transfer of DCP's
intellectual  properties  to MYM or  another  party  during  the  term of  their
management agreement,  the parties agreed that the management agreement would be
considered cancelled and would be immediately terminated.



The  parties  agree  that MYM  will  record  the  warehoused  inventory  balance
immediately  at the time of  cancellation  (the  transfer of DCP's  intellectual
properties).  MYM will sell the  inventory  and make  quarterly  payments to DCP
until the exact  quantity of recorded  inventory  has been sold and DCP has been
paid in full.  Whatever  percentage from the sliding scale is in effect would be
the basis for the revenue split between MYM and DCP, less discounts, returns and
allowances in regard to these sales. MYM will have no other payment  obligations
to DCP.


The parties  agreed  during the term of the agreement  and any  extensions,  MYM
would allow DCP to audit the accounting records of MYM to establish  correctness
of gross sales.  Expense to be borne by DCP unless there is a significant  under
reporting of gross sales or over  reporting of gross sales or over  reporting of
discounts,  returns and allowances in which case MYM would pay for any audit and
proceedings necessary to enable recovery of any unpaid amounts to DCP.

As part of the management agreement the parties agreed that MYM is not obligated
to sell any products  related to DCP's,  intellectual  properties.  The parties'


                                       23
<PAGE>

agreement as it relates to sales is on a best  efforts  basis only and there are
no  minimum  or  maximum  sales  quantities  that MYM must  achieve  under  this
agreement.


DCP received 100,000 shares of MYM common stock for MYM's "future opportunity to
combine"  four of DCP's games into future game  technology  that MYM proposes to
develop.  In the amended  management  agreement,  the parties define the "future
opportunity  to combine" to mean that when MYM had completed the  development of
its  proposed  game  system  and  proposed  online  game  site,  that MYM  could
incorporate  DCP's games Cube  Checkers,  Doubles  Chess,  Doubles  Checkers and
Doubles  Backgammon  into MYM's  proposed game system and  incorporate  the same
games into MYM's proposed online game site.





PLANTS AND EQUIPMENT

The Company does not  presently  own any plants or  equipment  and over the next
twelve months the Company has no plans to purchase any plants or equipment.

EMPLOYEES

Upon  the  successful  capital  raise  of $2  million  the  Company  expects  to
significantly  increase its number of employees  from currently one fulltime and
one part time employee to ten full time employees over the next twelve months.


ITEM 7. FINANCIAL STATEMENTS

The full text of the company's audited financial statements for the fiscal years
ended September 30, 2001 and 2000 are attached to this filing as Exhibit 11.


ITEM 8.  CHANGES  IN  AND  DISAGREEMENTS  WITH  ACCOUNTANTS  ON  ACCOUNTING  AND
         FINANCIAL DISCLOSURE

The  company's  prior  independent   accountant  elected  not  to  audit  public
companies.  So the  company  changed its  principal  independent  accountant  to
Braverman  and  Company,  P.C.  There is no dispute  between the company and the
prior accountant.




ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS; COMPLIANCE
        WITH SECTION 16(a) OF THE EXCHANGE ACT

The  following  are the ages of the  directors  and  executive  officers  of the
Company. Directors:
                                         Age:
Luther Mack                              63
Stuart Brown                             71
Henry Rolling                            36

Executive Officers:                      Age:
Henry Rolling, President                 36
Kristin Rolling, Secretary, /Controller  36

                                       24
<PAGE>

The  directors  and  executive  officers of the company were as of September 30,
2001:

Henry Rolling                   CEO, President, Director                7/1/2001
Kristin Rolling                 Secretary, Controller                   7/1/2001
Dr. Luther Mack, Jr.            Director                                7/1/200
Stuart L. Brown                 Director                                7/1/2001
John Vallagi                    President, Director            Resigned 7/1/2001
Karen Fowler                    Secretary, Treasurer, Director Resigned 7/1/2001

The  directors of the Company  serve for a term of one year.  Each  director has
served for the following  periods  during the Company's  fiscal year 2001 ending
September 30:

Luther  Mack was elected a director on June 30, 2001 and has served for a period
of 3 months.

Stuart Brown was elected a director on June 30, 2001 and has served for a period
of 3 months.  Henry  Rolling  was  elected a director  on June 30,  2001 and has
served for a period of 3 months.

HENRY L. ROLLING - CEO, President, Director

From June 30, 2001 to present - Mr. Henry  Rolling (Mr.  Rolling) is the CEO and
President of Make Your Move, Inc.

From  2000  to  2001  - Mr.  Rolling  has  been  self  employed  and  has  spent
substantially  all of his time during this span  developing the business of Make
Your Move, Inc.

From 1996 to 1999 - Mr. Rolling served as the President of DCP Limited,  a board
game manufacturer.

From 1994 to 1996 Mr.  Rolling  served as the Vice  President  of Doubles  Chess
Partners,  a general  partnership  that  produced the Doubles  Chess board game.
Henry L. Rolling is the founder of DCP, Ltd. - doing business as DCP Games.  Mr.
Rolling is the co-creator of the games in the Doubles  Classic  Series  (Doubles
Chess,  Doubles  Checkers,  and Doubles  Backgammon),  and the developer of Cube
Checkers.  Mr.  Rolling  served as the President and CEO of DCP Ltd., and he was
responsible  for  overseeing and  participating  in all aspects of the business,
including financing,  manufacturing,  marketing,  and strategic planning.  While
playing the position of outside  linebacker in the NFL Mr. Rolling  received his
B.A.  degree in  Economics  from the  University  of Nevada.  Mr.  Rolling  also
received his M.S. degree in Economics from the University of Nevada. Mr. Rolling
played outside  linebacker in the National  Football  League for nine years with
the Tampa Bay Buccaneers,  San Diego Chargers,  and the Los Angeles Rams. It was
also during this time that Mr.  Rolling  started  marketing and selling  Doubles
Chess, which led to the formation of DCP Limited.

KRISTIN ROLLING - Secretary, Controller

From June 30, 2001 to present - Mrs.  Kristin  Rolling  (Mrs.  Rolling) has been
working part time as the Secretary and controller of Make Your Move, Inc.

From 2000 to 2001 - Mrs.  Rolling  has been  self  employed  and has spent  time
during this span assisting in developing the business of Make Your Move, Inc.

From  1996 to 1999 - Mrs.  Rolling  served  as the Vice  President  of Sales and
Marketing for DCP Limited, a board game manufacturer

                                       25
<PAGE>

From 1994 to 1996 Mrs.  Rolling  served as Vice President of Sales and Marketing
for Doubles Chess  Partners,  a general  partnership,  that produced the Doubles
Chess board game.

Mrs.  Rolling  received her B.S. degree in Finance from Arizona State University
and an M.B.A.  degree with an emphasis in Marketing and  International  Business
from the University of San Diego. She formerly worked in the investment  banking
industry as an account executive for Dean Witter in San Francisco, California.

LUTHER MACK, JR. - Director

From 1989 to the present  Luther Mack (Mr.  Mack) has been the President and CEO
of Mack and  Associates,  a  company  that  owns  and  operates  eight  McDonald
restaurants.

Mr. Mack brings an extensive business background to the company.  Mr. Mack owned
KXRI Fox Television in Reno and eight McDonalds Restaurants.  Mr. Mack serves on
the boards of Wells Fargo Bank Reno and Harveys Hotel and Casino Properties. Mr.
Mack is the  former  chairman  of the  Reno  Airport  Authority.  Mr.  Mack is a
frequent guest lecturer for the University of Nevada, Reno Business  Department.
Mr. Mack has  received  an honorary  doctorate  degree  from the  University  of
Nevada, Reno. STUART L. BROWN - Director

From 1990 to the present Stuart Brown (Mr.  Brown) has been the President of The
Stu Brown Livestock  Company,  The Double Horseshoe  Ranch,  LLC, and The Warner
Sierra Corporation.

Mr. Brown brings a lifetime of business experience to the Company.  Mr. Brown is
the owner of four  companies in the  agriculture  business  spanning a period of
more than 25 years. He is currently  operating the Stu Brown Livestock  Company,
the Double  Horseshoe  Ranch,  LLC, the Warner  Sierra  Corporation  and Pacific
Agribusiness  Services.  Mr. Brown has held several senior  positions with Wells
Fargo Bank,  including Loan Officer,  Appraisal  Officer and Senior  Agriculture
Business Officer. Mr. Brown has a B.S. degree from Cal Poly State University.

Mr. Henry  Rolling the current  president has devoted  substantially  all of his
time managing Make Your Move,  Inc.  business since the Company's  inception and
has not  devoted  any of his  time  towards  the  business  of  another  company
including DCP Limited, the company he founded in 1996.

Mr.  Rolling has devoted  substantially  all of his time towards  developing the
business of the Company and has put tremendous  efforts toward adding board game
products,  researching the development of the Company's proposed game system and
finding the human  resources to develop the Company's  proposed online game site
in addition to looking for content for the Company's proposed online game site.

Other  executives  of the Company  have not  provided  services  for any outside
companies or affiliates of the Company or Mr. Rolling.  Mrs. Kristin Rolling has
devoted  substantially  all of her time  toward the  business of Make Your Move,
Inc. (the  Company).  The Company's  executives are committed to the business of
Make Your Move, Inc. and any business opportunities that arise will be Make Your
Move, Inc. business.

The current  executive  officers of the Company will focus  substantially all of
their time and energy  bringing  all business  opportunities  to the Company and
therefore, management believes that there is no potential uncertainties or risks
associated with the methods of allocating future business opportunities.

Mr. Henry Rolling who currently  serves as the President and holds a seat on the
Board of Make Your Move,  Inc. (the Company) is married to Mrs.  Kristin Rolling
who currently serves as the Secretary and controller of the Company.

                                       26
<PAGE>


ITEM 10. EXECUTIVE COMPENSATION

During  fiscal year 2001,  the Company paid the  following  compensation  to the
Company's officers and directors:

Cash Compensation - None
Non-cash Compensation-None
Stock Compensation-None








<table>
<caption>
---------------------------------------------------------------------------------------------------------------------------------
SUMMARY COMPENSATION TABLE
                                            Long Term Compensation
                           Annual Compensation      Awards                    Payouts
(a)             (b)           (c)           (d)           (e)           (f)            (g)           (h)           (i)
Name and        Year          Salary ($)    Bonus ($)     Other Annual  Restricted     Securities    LTIP Payouts  All Other
Principle                                                 Compensation  Stock          Underlying    ($)           Compensation
Position                                                  ($)           Award(s) ($)   Options/SARs                ($)
                                                                                       (#)
<S>             <C>           <C>           <C>           <C>           <C>            <C>           <C>           <C>
CEO             2001          $0            $0            $0            $0             0             $0            $0
Henry Rolling   ------
                ------
A               2001          $0            $0            $0            $0             0             $0            $0
President       ------
Henry Rolling   ------
B               2001          $0            $0            $0            $0             0             $0            $0
Secretary,      ------
Controller      ------
Kristin Rolling
C               2001          $0            $0            $0            $0             0             $0            $0
President       ------
(Resigned       ------
7/1/01)
John Vallagi
D               2001          $0            $0            $0            $0             0             $0            $0
Secretary,      ------
Treasure        ------
(Resigned
7/1/01)
Karen Fowler
---------------------------------------------------------------------------------------------------------------------------------
</table>
Prior to Mr. Henry Rolling the Company did not have a CEO.

Other Executive Compensation:

MYM has not paid or  issued  any  shares to  compensate  the  Company's  current
executive  officers.  The current executive officers have provided their time in
order to assist the Company in its business development.

                                       27
<PAGE>

Management  Compensations:   MYM  and  DCP  (the  Parties)  have  amended  their
management  agreement to disclose  that  Parties  agree that MYM will manage the
operations  of DCP for a 5 year term.  DCP agreed  that it would pay $25,000 per
year for the next 5 years for  MYM's  management  services.  After  seeking  and
receiving  competitive bids for management  services,DCP Limited determined that
it  would  have  to pay  this  same  amount  to a  non-affiliated  party.  MYM's
management  services  would include the  maintenance of DCP's books and records,
preparation  of state and local  filings,  hiring of  auditors  and  accounts to
complete  annual reviews and prepare  federal and state tax returns and anything
else to maintain the company in good  standing.  Such  payment  shall be made on
June 30 for each  consecutive  calendar year with the first payment due in 2002.
Effective  dates of the  agreement  are from June 30, 2001 through June 30,2006.
Upon  expiration  of the  management  agreement,  the  Parties  agreed  that the
management  agreement  would be  automatically  renewed  for another 5 year term
unless canceled in writing by either party.

There are no formal or informal  compensation  arrangements  between  Mr.  Henry
Rolling and Mrs. Kristin Rolling,  the current  executive  officers of Make Your
Move, Inc., and DCP Limited (DCP),  (collectively  the "Parties).  Neither,  Mr.
Rolling or Mrs.  Rolling,  have ever received any forms of compensation from DCP
nor has DCP ever  promised Mr.  Rolling or Mrs.  Rolling that the company  would
compensate them for the services they provided.

Compensation of Directors

MYM has not paid or  issued  any  shares to  compensate  the  Company's  current
directors  for  serving on the  Company's  board.  The  current  directors  have
volunteered  their  time  in  order  to  assist  the  Company  in  its  business
development.  The Company has no other  arrangements  or  agreements in place to
further compensate the directors.


ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

As of September 30, 2001, the company's  directors,  officers and over 5% of the
shareholders   held  beneficially  the  following  shares  of  common  stock  or
beneficial interest.  Numbers of shares have been adjusted to reflect the 10 for
1 forward split effective June 30, 2001.


Name     Title                            Common Shares             % Class
-----------------------------------------------------------------------------
The Rolling Group                         6,801,500                   67%
a.k.a. Henry L. Rolling,
CEO, President, Director

Kristin Rolling, Secretary, Controller       10,000                   .09%

Luther Mack, Jr., Director                   10,000                   .09%

Stuart L. Brown, Director                     1,000                .00009%


ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

On June 30, 2001, The Rolling Group,  LLC, a Nevada Limited  Liability  Company,
owned by Mr.  Henry  Rolling,  purchased  7,000,000  shares  of  Pacific  Sports
Enterprises,  Inc.  from ASI  Acquisition  Corporation  for  $50,000.  Mr. Henry
Rolling  (Mr.  Rolling) is the sole owner,  manager,  member and investor of The
Rolling  Group (the Group) and owns 100% of the Group's  shares and controls the
company. There are no other members or managers in the Group. Mr. Rolling formed
the Group for the purpose of making private  investments.  The Group has made no
other investments in any companies and has no percentage  ownership in any other
companies.  The Group has no present plans to acquire shares in other companies.
The Group is not a shell company.

                                       28
<PAGE>

This  transaction  gave The Rolling  Group,  LLC,  which  became Make Your Move,
Inc.'s (the Company)  parent,  70% of the outstanding  stock of the Company.  At
this time Mr. Henry Rolling was elected  President and took over the  management
of the Company.  There were no significant  operating  activities of the Company
prior to the acquisition of the Company by The Rolling Group, LLC.

Acquisition of DCP Limited

On June 30, 2001, Make Your Move, Inc.'s (MYM) board of directors voted to issue
100,000  post split  shares of MYM common  stock to acquire  100% of DCP Limited
(DCP), a Limited Liability Company that manufactured  board games and other game
products.  On June 30,  2001  DCP's  board of  directors  voted and agreed to be
acquired by MYM. DCP has four board games that are the  company's  only products
that have  patent,  copyright  and  trademark  protections.  The four board game
titles  are:  Cube  Checkers,   Doubles  Chess,  Doubles  Checkers  and  Doubles
Backgammon, which are DCP's versions of the classic games of chess, checkers and
backgammon.  DCP has developed and produced other products, but their four board
games,  Cube Checkers,  Doubles Chess,  Doubles Checkers and Doubles  Backgammon
(the Products) are the only products that the company has sold commercially.


On June 30, 2001,  DCP Limited (DCP) was acquired by Make Your Move,  Inc. (MYM,
formerly Pacific Sports  Enterprises,  Inc.). DCP is a board game company,  that
Mr. Henry  Rolling (Mr.  Rolling),  the president of MYM,  founded in 1996.  Mr.
Rolling holds a 55% ownership  interest in DCP. Mr. Rolling has not provided any
management  services  for DCP  since the end of 1999 and is  currently  devoting
substantially  all of his time toward developing the business of Make Your Move,
Inc. There are no formal or informal compensation arrangements between Mr. Henry
Rolling and DCP.



Since  1999  DCP has had no  significant  sales.  In  2000,  DCP  sales  of Cube
Checkers,  Doubles  Chess,  Doubles  Checkers  and  Doubles  Backgammon  totaled
$28,432,  which was 8% of 1999's  total sales of $323,951 of the same games.  In
2001, the company generated $0 in sales.



Since  1999  DCP  has had no  significant  business  activities.  In  2000,  DCP
generated  $19,938  in  total  business  expenses,  which  was 9% of 1999  total
business  expenses of $207,404.  From January 1, 2001 to September  30, 2001 the
company generated $8,082 in business expenses.


Rescission of DCP Limited Acquisition


On November 1, 2001,  Make Your Move,  Inc.'s (MYM) board of  directors  and DCP
Limited's (DCP) board of directors  voted to rescind MYM's original  acquisition
of DCP and voted to make it effective from inception.  MYM and DCP (the parties)
agreed  that  it was in  both  parties  best  interest  to  remain  "independent
entities."  MYM  wanted to remain an independent entity because it is a develop-
ment stage company that proposes to develop  new  technology  and  proposes to
grow and develop a major  business.  And the  success of MYM's proposed  busi-
ness is not contingent upon its relationship with DCP. DCP wanted to remain an
independent entity becasue it has no interest in developing new technology or
expanding its business.  In addition DCP wants to retain 100% ownership in its
patents, copyrights and trademarks.


                                       29
<PAGE>


MYM and DCP executed the rescission agreement on November 1, 2001. All ownership
interest was returned to DCP. Mr. Rolling holds a 55% ownership interest in DCP.
DCP  has  had no  significant  business  activities  since  1999  and has had no
significant sales of its four board games, Cube Checkers, Doubles Chess, Doubles
Checkers and Doubles Backgammon since that time.



During the period  from June 30,  2001 to  November  1, 2001 that DCP was wholly
owned by MYM, DCP had no significant  business  activities and during the period
DCP generated $2,695 in total business expenses.  During that same period,  from
June 30, 2001 to November 1, 2001 DCP generated $0 in sales. As of September 30,
2001, DCP was not producing or selling products.


Management Agreement With DCP Limited


On November 1, 2001 MYM's board of directors and DCP's board of directors  voted
to enter into a management agreement and further voted to make it effective June
30, 2001. On November 1, 2001,  MYM and DCP entered into a management  agreement
whereby  MYM would  manage and  purchase  games from DCP and resell  them to the
general  public.  MYM's Board of  Directors  voted that the  100,000  post split
shares of MYM  common  stock  previously  issued for the  acquisition  of DCP be
retained  by DCP,  for the  "future  opportunity  to  combine"  DCP's games Cube
Checkers,  Doubles  Chess,  Doubles  Checkers or Doubles  Backgammon and related
products into the Company's  proposed game technology i.e.  proposed game system
and  related  products or proposed  online game site and related  products.  The
future  opportunity  begins when MYM has developed its proposed game  technology
and is ready to  incorporate  the proposed  product  line.  DCP is an affiliated
company and MYM has no direct or indirect  ownership  interest in DCP. (Refer to
Item 12 of 10-KSB/A, Management Agreement)


Make Your Move,  Inc.  (MYM) did not provide  any  management  services  for DCP
Limited (DCP) during the period between June 30, 2001 and September 30, 2001.

Amendments to Management Agreement

On February 7, 2002 MYM's board of directors and DCP's board of directors  voted
to amend the original management agreement in order to clarify and establish the
terms and  conditions of the business  relationship  between the parties.  MYM's
board of  directors  and DCP's board of  directors  voted to make the  amendment
effective from inception.


The parties  agreed  that MYM would  manage the  operations  of DCP for a 5 year
term. The agreement shall automatically be renewed on a yearly basis. DCP agreed
that it would pay  $25,000  per year for the next 5 years  for MYM's  management
services.  After seeking and receiving competitive bids for management services,
DCP  Limited  determined  that  it  would  have to pay  this  same  amount  to a
non-affiliated party. MYM's management services would include the maintenance of
DCP's  books and  records,  preparation  of state and local  filings,  hiring of
auditors and accounts to complete  annual reviews and prepare  federal and state
tax returns and  anything  else to maintain the company in good  standing.  Such
payment  would be made on June 30 for each  consecutive  calendar  year with the
first payment due in 2002.  Effective  dates of the agreement were from June 30,
2001 through June 30, 2006.  MYM believes that it will have to provide less than
10% of any employee resource to discharge its management services to DCP.


                                       30
<PAGE>

The parties agreed that MYM will bear all cost associated with the production of
the  products  and that it will pay DCP on a sliding  scale of  collected  gross
sales less  discounts,  returns and allowances paid on a quarterly basis and MYM
will retain the balance of collected  gross sales.  The parties have agreed that
MYM would pay DCP 10% for the first  $1,000,000  of  collected  gross sales less
discounts,  returns and  allowances  during the 5 year  period,  9% for the next
$1,000,000 of collected gross sales less discounts,  returns and allowances,  8%
for the next  $1,000,000 of collected  gross sales less  discounts,  returns and
allowances,  7% for the next $1,000,000 of collected gross sales less discounts,
returns and allowances, 6% for the next $1,000,000 of collected gross sales less
discounts,  returns and allowances  and 5% for the next  $1,000,000 of collected
gross sales less discounts, returns and allowances. The parties have agreed that
the sliding scale will bottom out at 5% of collected gross sales less discounts,
returns and allowances.


The parties agreed that the agreement  could be cancelled by either party at any
time.  Upon  cancellation,  both parties agreed that MYM (the Company) would own
100% of the rights to all the artwork designs,  product designs or services that
the Company produces or develops  related to DCP's games Cube Checkers,  Doubles
Chess,  Doubles Checkers and Doubles Backgammon and that all management payments
between the parties would immediately stop.



The  parties  agree  that MYM  will  record  the  warehoused  inventory  balance
immediately  at the time of  cancellation.  MYM will sell the inventory and make
quarterly  payments to DCP until the exact  quantity of recorded  inventory  has
been sold and DCP has been paid in full.  Whatever  percentage  from the sliding
scale is in effect would be the basis for the revenue split between MYM and DCP,
less discounts,  returns and allowances in regard to these sales.  MYM will have
no other payment obligations to DCP.



As stated  in the  management  agreement,  the  parties  agree  that upon  MYM's
successfully reaching $10 million in sales of DCP's games Cube Checkers, Doubles
Chess,  Doubles Checkers and Doubles Backgammon over the five year term of their
agreement,  that DCP would transfer ownership of its intellectual properties for
these games.  In addition,  upon the decision of DCP to sell any, all or part of
its' intellectual  properties related to Cube Checkers,  Doubles Chess,  Doubles
Checkers or Doubles  Backgammon,  the parties  agreed that MYM could  exercise a
right of first  refusal with a one year  expiration.  Upon the transfer of DCP's
intellectual  properties  to MYM or  another  party  during  the  term of  their
management agreement,  the parties agreed that the management agreement would be
considered cancelled and would be immediately terminated.



The  parties  agree  that MYM  will  record  the  warehoused  inventory  balance
immediately  at the time of  cancellation  (the  transfer of DCP's  intellectual
properties).  MYM will sell the  inventory  and make  quarterly  payments to DCP
until the exact  quantity of recorded  inventory  has been sold and DCP has been
paid in full.  Whatever  percentage from the sliding scale is in effect would be
the basis for the revenue split between MYM and DCP, less discounts, returns and
allowances in regard to these sales. MYM will have no other payment  obligations
to DCP.


                                       31
<PAGE>

The parties  agreed  during the term of the agreement  and any  extensions,  MYM
would allow DCP to audit the accounting records of MYM to establish  correctness
of gross sales.  Expense to be borne by DCP unless there is a significant  under
reporting of gross sales or over  reporting of gross sales or over  reporting of
discounts,  returns and allowances in which case MYM would pay for any audit and
proceedings necessary to enable recovery of any unpaid amounts to DCP.

As part of the management agreement the parties agreed that MYM is not obligated
to sell any products  related to DCP's,  intellectual  properties.  The parties'
agreement as it relates to sales is on a best  efforts  basis only and there are
no  minimum  or  maximum  sales  quantities  that MYM must  achieve  under  this
agreement.


DCP received 100,000 shares of MYM common stock for MYM's "future opportunity to
combine"  four of DCP's games into future game  technology  that MYM proposes to
develop.  In the amended  management  agreement,  the parties define the "future
opportunity  to combine" to mean that when MYM had completed the  development of
its  proposed  game  system  and  proposed  online  game  site,  that MYM  could
incorporate  DCP's games Cube  Checkers,  Doubles  Chess,  Doubles  Checkers and
Doubles  Backgammon  into MYM's  proposed game system and  incorporate  the same
games into MYM's proposed online game site.


Mr. Rolling, the principal shareholder and President of Make Your Move, Inc, has
provided  the  Company  with the  majority of the funding to cover the costs and
expenses incurred by the company.  Of the $193,000 total capital  contributed by
both he and the former  president  during the  fiscal  year 2001,  approximately
$81,441  was for  services  rendered  by them to the  company,  $75,409  for the
redesign of packaging for the contemplated sales of DCP Ltd's games, $15,000 for
investment  banking  services,  $6,980 for audit  services,  and the  balance of
$14,798  for  other  general  and  administrative  expenses  including  rent and
transfer and filing fees.


Over the next  twelve  months the  Company's  present  shareholders  have orally
stated  that  they  will loan the  Company  $2  million  to  initially  fund the
Company's  business  operations.  The Company has no written  contracts  to this
effect  and  therefore  a  material  uncertainty  does  exist  that the  present
shareholders may decide not to loan these funds to the Company.  The Company has
no means of enforcing their oral statements.



The principal  stockholder,  Mr. Henry  Rolling,  has orally stated that he will
loan the  Company  the  majority  of the funds that it is seeking to raise.  Mr.
Rolling  has the  ability  to loan  the  majority  of these  funds  based on his
personal  earnings  that he  generated  while  playing  and  starting at outside
linebacker in the National  Football League (NFL) for eight seasons from 1987 to
1995. Mr. Rolling  played for the Tampa  Buccaneers,  the San Diego Chargers and
the Los Angeles Rams. Mr. Rolling is under no contractual obligation to loan the
Company  the  majority  of the funds that it is  seeking.  Therefore  a material
uncertainty  does exist for the Company that Mr.  Rolling may decide not to loan
any funds to the Company.  The Company has no means of enforcing  Mr.  Rolling's
oral statements.



Make Your Move,  Inc.  (the  Company)  has not  entered  into any  contracts  or
arrangements  with  affiliates of Mr. Rolling.  In addition,  the Company has no
contracts or arrangements in place with Mr. Rolling.

                                       32
<PAGE>

MANAGEMENT AGREEMENT

                              MANAGEMENT AGREEMENT

This Management Agreement (the "Agreement") is made and entered into on February
7, 2002,  by and between Make Your Move,  Inc.  ("manager"  or "MYM") a state of
Nevada  corporation,  and DCP Limited  ("managed"  or "DCP"),  a Nevada  limited
liability company, with reference to the following facts:

A.   DCP Limited is engaged in the business of producing games.

B.   DCP claims 100 % exclusive  rights to patents,  copyrights  and  trademarks
     (collectively,  intellectual  properties  (IP))  as  they  relate  to  Cube
     Checkers,  Double  Chess,  Doubles  Checkers  and Doubles  Backgammon  (the
     Products).

C.   DCP has products that are not part of this agreement and MYM lays no claims
     to those products.

D.   DCP states that the IP's disclosed in this agreement are the only IP's they
     possess.

E.   Mr.  Henry  Rolling owns 55% of DCP and is the  controlling  manager of the
     company.

F.   MYM has no ownership interest in DCP or in any of DCP's patents, copyrights
     and trademarks.

G.   DCP claims that it has sold the Products commercially.

H.   MYM designs, develops, markets and sells a wide range of games.

I.   MYM does not own any patents, copyrights and trademarks for any products.

J.   MYM and DCP desire to enter into a  management  agreement  whereby MYM will
     manage the operations of DCP as it relates to the Products.

Based upon the foregoing,  and in consideration of the mutual promises set forth
herein, and other good and valuable  consideration,  the receipt and sufficiency
of which is  hereby  acknowledged,  MYM and DCP  (collectively,  the  "Parties")
hereby agree as follows.

DEFINITIONS:  In addition to the terms defined  elsewhere in this Agreement,  as
used in this Agreement, the following terms shall have the following meanings:

"Future  opportunity  to  Combine"  shall mean that when MYM has  completed  the
development of its game system and online game site, MYM can incorporate four of
DCP's  games,  Cube  Checkers,  Doubles  Chess,  Doubles  Checkers  and  Doubles
Backgammon,  into MYM's game  system and MYM can  incorporate  the same four DCP
games and into MYM's online game site. (1)

"Reasonable  value for management  services" means that DCP will pay $25,000 per
year for MYM's management services. (2)

"Management  Services"  shall mean the  management  services MYM will perform on
behalf of DCP. (3)

"Products" shall mean DCP's Cube Checkers,  Doubles Chess,  Doubles Checkers and
Doubles Backgammon. (4)

                                       33
<PAGE>

"Transfer of Intellectual Properties" means transferring the rights of ownership
of the patents, copyrights and trademarks of DCP's products. (5)

"Intellectual Property" means (i) all patents,  patent applications,  and patent
disclosures,      together     with     all     reissuances,      continuations,
continuations-in-part,  revisions,  extensions, and reexaminations thereof, (ii)
all  trademarks,   service  marks,  trade  dress,   logos,   together  with  all
translations,  adaptations,  derivations, and combinations thereof and including
all goodwill  associated  therewith,  and all applications,  registrations,  and
renewals in connection therewith, (iii) all copyrightable works, all copyrights,
and all  applications,  registrations,  and renewals in connection  therewith as
they relate to DCP's products. (6) AGREEMENT

The Parties agree that MYM will manage the  operations  of DCP for 5 years.  DCP
agrees  that it will  pay  $25,000  per  year  for the  next 5 years  for  MYM's
management  services.  (2)  Such  payment  shall  be made  on  June 30 for  each
consecutive calendar year with the first payment due in 2002. Effective dates of
the agreement are from June 30, 2001 through June 30, 2006.

The Parties agree that Mr. Henry Rolling will manage the affairs of DCP but will
devote substantially all of his time towards the business of MYM.

The Parties agree that as part of this agreement MYM will have exclusive  rights
to produce any  products  based on the four DCP's games  titles that are part of
the  management  agreement  and that MYM  will own 100% of the  artwork  designs
product  designs and  services  that the Company  develops or produces  based on
those four DCP game titles.

The Parties  agree that the 100,000 post split shares of MYM common stock issued
to originally  acquire DCP, be retained by DCP for MYM's future  opportunity  to
combine DCP's products in to MYM's game technology. (1)

The Parties agree that MYM will bear all cost  associated with the production of
the  products  and that it will pay DCP on a sliding  scale of  collected  gross
sales less  discounts,  returns and allowances paid on a quarterly basis and MYM
will retain the balance of collected  gross sales.  The Parties have agreed that
MYM would pay DCP 10% for the first  $1,000,000  of  collected  gross sales less
discounts,  returns and  allowances  during the 5 year  period,  9% for the next
$1,000,000 of collected gross sales less discounts,  returns and allowances,  8%
for the next  $1,000,000 of collected  gross sales less  discounts,  returns and
allowances,  7% for the next $1,000,000 of collected gross sales less discounts,
returns and allowances, 6% for the next $1,000,000 of collected gross sales less
discounts,  returns and allowances  and 5% for the next  $1,000,000 of collected
gross sales less discounts, returns and allowances. The Parties have agreed that
the sliding scale will bottom out at 5% of collected gross sales less discounts,
returns and allowances.

The Parties agree that upon MYM  successfully  reaching  $10,000,000 in sales of
DCP's products over the five year term of this agreement, that DCP will transfer
ownership of its  intellectual  properties  for Cube  Checkers,  Doubles  Chess,
Doubles Checkers and Doubles Backgammon. (6)

The Parties  agreed  during the term of the agreement  and any  extensions,  MYM
would allow DCP to audit the accounting records of MYM to establish  correctness
of gross sales.  Expense to be borne by DCP unless there is a significant  under
reporting of gross sales or over  reporting of gross sales or over  reporting of
discounts,  returns and allowances in which case MYM would pay for any audit and
proceedings necessary to enable recovery of any unpaid amounts to DCP.

                                       34
<PAGE>

The Parties  agreed that MYM is not  obligated to sell any  products  related to
DCP's, intellectual properties.  The Parties agreement as it relates to sales is
on a best  efforts  basis  only  and  there  are no  minimum  or  maximum  sales
quantities that MYM must achieve under this agreement.

TERM OF AGREEMENT

The term of the management  agreement shall be for 5 years.  The agreement shall
automatically  be  renewed  on a  yearly  basis if  neither  Party  cancels  the
agreement with written notice.

CANCELLATION

The Parties agree that the management agreement can be cancelled by either party
upon receipt of 30 day written notice. Upon cancellation of the agreement:

The  Parties  agree  that MYM would  own and hold 100% of the  rights to all the
product or services that it produced or developed related to DCP's Products.

The Parties  agree that all  management  payments  between the Parties will stop
immediately  and  that MYM  would  reimburse  DCP for any time  that MYM did not
provide its management service.

The  Parties  agree  that MYM  will  record  the  warehoused  inventory  balance
immediately  at the time of  cancellation.  MYM will sell the inventory and make
quarterly  payments to DCP until the exact  quantity of recorded  inventory  has
been sold and DCP has been paid in full.  Whatever  percentage  from the sliding
scale is in effect would be the basis for the revenue split between MYM and DCP,
less  discounts,  returns and  allowances in regard to these sales.  MYM will be
under no obligation to make future payments on sales to DCP.

Sale or transfer of  intellectual  properties:  The Parties  agree that DCP will
immediately  notify  MYM  of is  decision  to  sell  any,  all  or  part  of its
intellectual properties whether the offer is bona fide or not.

Right of First Refusal:  The Parties agree that MYM will have the right of first
refusal to buy DCP's intellectual properties.

The Parties  agree that MYM has 90 days to exercise  its' right of first refusal
and that its' right of first  refusal  shall remain in force during or after the
term or termination of the management agreement for a period of 1 years.

Renewal of Management Agreement: Upon expiration of the management agreement the
Parties agree that the management agreement will be automatically  renewed on an
annual basis.

Value Determination of the Intellectual Properties: The Parties have agreed that
the value of the  intellectual  properties that are part of this agreement shall
be  determined  by market  conditions  at the time of any  proposed  sale of the
intellectual properties by DCP or by a bona fide offer from an unrelated party.

Entire  Agreement . This  Agreement  contains  the entire  understanding  of the
parties in respect of its subject matter and supersedes all prior agreements and
understandings  (oral or written)  between or among the parties  with respect to
such subject matter.

Expenses . Except as otherwise  provided herein, the parties shall pay their own
fees and expenses, including their own counsel fees, incurred in connection with
this Agreement or any transaction contemplated hereby.

                                       35
<PAGE>

Amendment;  Binding  Effect;  Assignment . This  Agreement  may not be modified,
amended,  supplemented,  canceled or  discharged,  except by written  instrument
executed by all parties. The rights and obligations of this Agreement shall bind
and inure to the  benefit of the  parties and their  respective  successors  and
assigns. Except as expressly provided herein, the rights and obligations of this
Agreement may not be assigned by either party without the prior written  consent
of the other party.

Counterparts  . This  Agreement  may be executed in any number of  counterparts,
each of which shall be an original but all of which  together  shall  constitute
one and the same instrument.

Governing Law;  Interpretation . This Agreement shall be construed in accordance
with and governed for all purposes by the laws of the State of Nevada applicable
to contracts executed and to be wholly performed within such State.

Joint  Efforts.   This  Agreement  is  the  result  of  the  joint  efforts  and
negotiations of the parties hereto, with each party being represented, or having
the  opportunity to be represented,  by legal counsel of its own choice,  and no
singular  party is the author or drafter of the provisions  hereof.  Each of the
parties  assumes  joint  responsibility  for the  form and  composition  of this
Agreement  and each party agrees that this  Agreement  shall be  interpreted  as
though  each of the  parties  participated  equally in the  composition  of this
Agreement and each and every  provision and part hereof.  The parties agree that
the  rule of  judicial  interpretation  to the  effect  that  any  ambiguity  or
uncertainty  contained in an agreement is to be construed against the party that
drafted the agreement  shall not be applied in the event of any  disagreement or
dispute arising out of this Agreement.

Headings.  All  paragraph  headings  herein  are  inserted  for  convenience  of
reference only and shall not modify or affect the construction or interpretation
of any provision of this Agreement.

Severability.  If any  provision  or  covenant,  or any  part  thereof,  of this
Agreement should be held by any court to be illegal,  invalid or  unenforceable,
either in whole or in part,  such  illegality,  invalidity  or  unenforceability
shall not affect the  legality,  validity  or  enforceability  of the  remaining
provisions or covenants,  or any part thereof, all of which shall remain in full
force and effect.

Attorneys' Fees. The prevailing  party in any proceeding  brought to enforce the
provisions  of this  Agreement  shall be  entitled  to an  award  of  reasonable
attorneys'  fees and  costs  incurred  at both the trial  and  appellate  levels
incurred in enforcing its rights hereunder.

Make Your Move, Inc., a Nevada corporation

DCP Limited

By /s/Henry Rolling
-----------------------
      Henry Rolling

Make Your Move, Inc.                    Henry Rolling

By /s/ Henry Rolling
----------------------                  By /s/ Henry Rolling
       Henry Rolling                    ---------------------
                                               Henry Rolling

                                       36
<PAGE>

Item 13. EXHIBITS AND REPORTS ON FORM 8-K

Certificate of Incorporation  (incorporated by reference to Exhibit 1 filed with
the Registration Statement on Form 10-SB filed on November 17, 2000).

Bylaws of the registrant  (incorporated by reference to Exhibit 2 filed with the
Registration Statement on Form 10-SB filed November 17, 2000).

REPORTS OF FORM 8K

1. On July 12, 2001 the company filed Form 8K12g-3 to report.

     A.   That  The  Rolling  Group,  a  Nevada  Limited  Liability  Corporation
          purchased 800,000 shares of Pacific Sports Enterprises,  Inc. from ASI
          Acquisition  Corp.  for $50,000.  This  transaction  gives the Rolling
          Group 80% of the outstanding stock of Pacific Sports Enterprises, Inc.

     B.   To report the election to the board of  directors of Dr.  Luther Mack,
          Jr., Stuart L. Brown, Mimi Hui Ban and Henry L. Rolling.

     C.   To report that the company  authorized  an increase in the  authorized
          common stock from 10,000,000  shares to 50,000,000  shares of .001 par
          value.

     D.   To report  the  acquisition  of the assets of DCP  Limited  for 10,000
          shares of common stock.

     E.   To  report  purchase  of  100%  of the  outstanding  stock  of  Allpaq
          Technologies Corporation for 100,000 shares of stock.

     F.   To report the name change to Make Your Move,  Inc.  and  increase  the
          authorized common stock.

2. On August 24, 2001 the company filed Form 8K12g-3 Amended to report

     A.   That The Rolling Group  purchase of 800,000  shares in Pacific  Sports
          Enterprises,  Inc. was Amended changing the purchase of Pacific Sports
          stock by the Rolling Group to 700,000 shares.

     B.   To report the revision or void of the purchase  agreement  between the
          company and DCP Ltd.

     C.   To report the Company  entering into a management  agreement to manage
          the affairs of DCP Ltd.

     D.   To report on the financial statements pro forms financial  information
          and exhibits required by the acquisitions of Allpaq Technologies, Inc.
          and DCP Ltd.

3. On August 27, 2001, the company filed a Form 8K to report

     A.   To report the  appointment  of  Bravermnan  and  Company,  P.C. as the
          company's public accountant to replace John I. Moyer, CPA

     B.   The company also  reported that it entered into an agreement to supply
          Allpaq computers to Viscus Coffee International, Inc.

4. On October 5, 2001 the Company file a form 8K/A amendment to file a copy of a
letter from the former independent accountant.

                                       37
<PAGE>

5. On November 16, 2001 the company filed a Form 8K to report

     A.   To report the  rescission  of the contract  with Allpaq  Technologies,
          Inc.  and the  rescission  of the  appointment  of  Mimi  Hui Ban as a
          director of the company.

     B.   To report the  rescission of the  exclusive  supplier  agreement  with
          Viscus Coffee International, Inc.

     C.   To report a split of the  outstanding  shares of the company's  common
          stock effective June 30, 2001. Each share presently  outstanding shall
          be exchanged for ten shares.

     D.   To report  entering  into an  investment  banking  agreement  to raise
          $15,000,000 in convertible preferred stock.


SIGNATURES

In  accordance  with  Section 13 or 15 (d) of the Exchange  Act, the  registrant
caused  this  report to be signed on its behalf by the  undersigned,  there unto
duly authorized.

Dated: November 19, 2001                Make Your Move, Inc.
                                        Registrant

                                        By /s/Henry L. Rolling
                                        -----------------------
                                              Henry L. Rolling
                                              President

In  accordance  with the Exchange  Act, this report has been signed below by the
following persons on behalf of the registrant and in the capacities,  and on the
dates indicated.

Signature and Capacity

                  By /s/Henry L. Rolling
                  ----------------------
                  Henry L. Rolling                             November 19, 2001
                  Chief Executive Officer
                  Chairman of the Board and Director

                  By /s/ Kristin Rolling
                  ----------------------
                  Kristin Rolling                              November 19, 2001
                  Secretary, Controller
                  By /s/Luther Mack, Jr.
                  ----------------------
                  Luther Mack, Jr.                             November 19, 2001
                  Director

                  By /s/ Stuart L. Brown
                  ----------------------
                  Stuart L. Brown                              November 19, 2001
                  Director


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                                  EXHIBIT INDEX

                                                                    SEQUENTIALLY
EXHIBIT NUMBER                   DESCRIPTIONS                           NUMBERED

1.  *Certificate of Incorporation  (incorporated by reference to Exhibit 1 filed
     with the Registration Statement on Form 10-SB filed on November 17, 2000).

2.  *Bylaws of the registrant (incorporated by reference to Exhibit 2 filed with
     the Registration Statement on Form 10-SB filed November 17, 2000).

3. **Asset purchase agreement between DCP Ltd. and Make Your Move, Inc. -- Dated
     June 30, 2001.

4. **Rescission  Agreement  between DCP Ltd.  and Make Your Move,  Inc. -- Dated
     November 10, 2001.

5. **Management  Agreement  between DCP Ltd. and Make Your Move,  Inc. -- Dated:
     June 30, 2001.

6. **Exchange  Agreement and Plan of  Reorganization  between Make Your Move and
     Allpaq Technologies Corporation -- Dated: September 1, 2001

7. **Mutual  Rescission  Agreement  and Release of All Claims  between Make Your
     Move, Inc. and Allpaq Technologies Corporation -- Dated November 10, 2001

8. **Exclusive Supplier Agreement between Make Your Move, Inc. and Viscus Coffee
     International, Inc.

9. **Mutual Rescission of Exclusive Supplier Agreement and Release of All Claims
     between Make Your Move,  Inc. and Viscus Coffee  International,  Inc. dated
     November 10, 2001

10.**Investment  Banking  Agreement  between  Make Your  Move,  Inc.  and George
     Schneider Dated 6-19-2001

11.  Make Your Move, Inc.  Financial  Statement for the year ended September 30,
     2001 and 2000.

     A. Independent Auditors Report

     B. Balance Sheet

     C. Statements of Operations

     D. Statement of Cash Flow

     E. Statements of Change in Stockholders Equity

     F. Notes to Financial Statements

*    Previously  filed and incorporated by reference to the company's Form 10-SB
     Registration  Statement  filed on  November  17, 2000 with  Securities  and
     Exchange Commission.

**   Previously  filed and  incorporated  by  reference  to the  company's  Form
     10KSB/A filed March 11, 2002 with Securities and Exchange Commission.


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