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

                                  FORM 10-QSB/A
                                   (Mark One)

[X]  QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT
     OF 1934

               For the quarterly period ended: SEPTEMBER 30, 2001

[ ] TRANSITION REPORT UNDER SECTION 13 OF 15(D) OF THE EXCHANGE ACT

        For the transition period from ______________ to _______________

                        Commission file number 333-61533

                               PROFORM GOLF, INC.
        (Exact name of small business issuer as specified in its charter)

                    DELAWARE                       84-1334921
         (State or other jurisdiction of   (IRS Employer Identification No.)
          incorporation or organization)


                  5335 WEST 48TH AVENUE, DENVER, COLORADO 80212
                    (Address of principal executive offices)

                                 (303) 458-1000
                           (Issuer's telephone number)

                                 NOT APPLICABLE
         (Former name, former address and former fiscal year, if changed
                               since last report)

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the last practicable date:

            8,490,237 SHARES OF COMMON STOCK, $.0001 PAR VALUE, AS OF
                               SEPTEMBER 30, 2001

Transitional Small Business Disclosure Format (check one); Yes | | No|X|





<PAGE>




Explanatory note on amendment

The Registrant has filed this Amendment as a result of its prior failure to have
its financial statements reviewed by its auditors as required by Securities and
Exchange Commission regulations. The financial statements contained herein have
been reviewed by the auditors as required. The Amendment has revised the
following sections:

Item I. Unaudited Financial Statements for the nine month period ended September
        30, 2001
Item 2. Management's Discussion and Analysis of Financial Condition and Results
        of Operations
Item 5. Other Information.

<PAGE>


                               Proform Golf, Inc.
                  (fka Proformance Research Organization, Inc.)
                           Consolidated Balance Sheet
                               September 30, 2001
                                  (Unaudited)


                                     ASSETS

<TABLE>
<CAPTION>
Current assets
<S>                                                                           <C>
   Due from licensee                                                          $     20,000
   Prepaid Expenses                                                                  7,549
                                                                                 ---------
       Total current assets                                                         27,549
                                                                                 ---------

Property and equipment - net of accumulated depreciation                            46,731
Other assets                                                                        11,050
                                                                                 ---------
                                                                              $     85,330
                                                                                 =========
                    LIABILITIES AND STOCKHOLDERS' DEFICIENCY
Current liabilities
   Cash overdraft                                                             $      8,565
   Accounts payable and accrued expenses                                           991,788
   Accrued payroll and related taxes                                               187,732
   Current portion of long term debt                                               443,885
   Related party payable                                                           104,641
   Deferred revenue and deposits payable                                           504,276
                                                                                 ---------
       Total current liabilities                                                 2,240,887
                                                                                 ---------

Long term debt                                                                   1,147,970
                                                                                 ---------

Minority Interest in Consolidated Subsidiary                                        86,000
                                                                                 ---------
Commitments and contingencies

Stockholders' deficiency
   Preferred stock, Series A, convertible, cumulative, $.0001 stated value,
     1,000,000 shares authorized, none  issued and outstanding                          --
   Preferred stock, Series B, convertible, cumulative, $.0001 stated value,
     1,000,000 shares authorized, none  issued and outstanding                          --
   Preferred stock, Series C, convertible, cumulative, $.0001 stated value,
     2,000,000 shares authorized, none  issued and outstanding                          --
   Common stock, $.0001 par value, 20,000,000 shares authorized,
     8,490,237 shares, issued and outstanding                                          849
   Additional paid in capital                                                    6,967,744
   Accumulated deficit                                                         (10,358,120)
                                                                               -----------
       Total stockholders' deficiency                                           (3,389,527)
                                                                               -----------
                                                                              $     85,330
                                                                               ===========
</TABLE>
          See accompanying notes to consolidated financial statements


<PAGE>


                               Proform Golf, Inc.
                  (fka Proformance Research Organization, Inc.)
                      Consolidated Statements of Operations
     For the nine months and three months ended September 30, 2001 and 2000
                                  (Unaudited)


<TABLE>
<CAPTION>
                                              Nine months ended           Three months ended
                                              2001           2000         2001          2000
                                         -----------   ------------   ------------   ------------
REVENUES
<S>                                      <C>            <C>            <C>            <C>
  Golf School                            $    88,128    $   703,142    $    23,062    $    47,062
   License fees                              151,500             --             --             --
                                         -----------    -----------    -----------    -----------
       TOTAL REVENUES                        239,628        703,142         23,062         47,062
                                         -----------    -----------    -----------    -----------

Cost of revenues                             208,752        279,643         31,398        111,151
                                         -----------    -----------    -----------    -----------
Gross profit (loss)                           30,876        423,499         (8,336)       (64,089)
                                         -----------    -----------    -----------    -----------
Operating expenses
  Sales, general and administrative          570,115      1,743,471        106,652        594,454
  Depreciation                                15,055         11,120          5,018          3,710
                                         -----------    -----------    -----------    -----------
    Total operating expenses                 585,170      1,754,591        111,670        598,164
                                         -----------    -----------    -----------    -----------
Operating (loss)                            (554,294)    (1,331,092)      (120,006)      (662,253)

Minority interest                             (6,000)            --             --             --
Interest expense                            (104,196)      (129,728)       (35,003)       (38,414)
                                         -----------    -----------    -----------    -----------

Net (Loss)                               $  (664,490)   $(1,460,820)   $  (155,009)   $  (700,667)
                                         ===========    ===========    ===========    ===========
Per share information
   Weighted average shares outstanding     7,727,323      5,807,304      8,387,793      6,350,848
                                         ===========    ===========    ===========    ===========
 Net (loss) per common share                   (0.09)         (0.25)         (0.02)         (0.11)
                                         ===========    ===========    ===========    ===========

</TABLE>

          See accompanying notes to consolidated financial statements



<PAGE>


                               Proform Golf, Inc.
                  (fka Proformance Research Organization, Inc.)
                      Consolidated Statements of Cash Flows
              For the nine months ended September 30, 2001 and 2000
                                  (Unaudited)



<TABLE>
<CAPTION>

                                                              2001         2000
                                                          ----------   ------------
Cash flows from operating activities:
<S>                                                        <C>          <C>
      Net cash (used in) operating activities              $(415,783)   $(1,313,366)
                                                           ---------    -----------

Cash flows from investing activities:
  Sale (purchase) of fixed assets                              2,383        (24,432)
                                                           ---------    -----------
     Net cash provided by (used in) investing activities       2,383        (24,432)
                                                           ---------    -----------

Cash flows from financing activities:
  Proceeds from notes and bonds payable, related party        89,700        290,000
  Payment on notes and bonds payable, related party          (43,517)      (170,011)
  Minority interest                                           80,000             --
  Net proceeds from issuance of stock                        102,000        791,040
  Proceeds from note and bonds payable                       118,750        565,000
  Payment on notes and bonds payable                              --        (26,500)
                                                           ---------    -----------
     Net cash provided by financing activities               346,933      1,449,529
                                                           ---------    -----------

Net increase (decrease) in cash                              (66,467)       111,731

Beginning - cash                                              66,467             --
                                                           ---------    -----------

Ending - cash                                              $      --    $   111,731
                                                           =========    ===========
</TABLE>

          See accompanying notes to consolidated financial statements



<PAGE>
                               Proform Golf, Inc.
                  (fka Proformance Research Organization, Inc.)
              Notes to Unaudited Consolidated Financial Statements
                               September 30, 2001



ACCOUNTING POLICIES

Basis of presentation - The accompanying unaudited consolidated financial
statements have been prepared in accordance with accounting principles generally
accepted in the United States of America for interim financial information. They
do not include all of the information and footnotes required by accounting
principles generally accepted in the United States of America for complete
financial statements. In the opinion of management, all adjustments, consisting
only of normal recurring adjustments, considered necessary for a fair
presentation, have been included in the accompanying unaudited consolidated
financial statements. Operating results for the periods presented are not
necessarily indicative of the results that may be expected for the full year.
For further information, refer to the financial statements and notes thereto,
included in the Company's Form 10-KSB for the year ended December 31, 2000.

Consolidated financial statements - The accompanying consolidated financial
statements include the accounts of the company and its majority-owned
subsidiary. Inter-company transactions and balances have been eliminated in
consolidation.

Net loss per share - The Company calculates net income (loss) per share as
required by SFAS No. 128, "Earnings per Share." Basic earnings (loss) per share
is calculated by dividing net income (loss) by the weighted average number of
common shares outstanding for the period. Diluted earnings (loss) per share is
calculated by dividing net income (loss) by the weighted average number of
common shares and dilutive common stock equivalents outstanding. During the
periods presented, common stock equivalents were not considered, as their effect
would be anti-dilutive.

STOCKHOLDERS' DEFICIENCY

Common Stock - During the three months ended September 30, 2001, the Company
issued 170,000 shares of common stock for $32,000.


<PAGE>



ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
OVERVIEW

         PROform golf, inc. provides golf instruction through Learning Centers.
Our teaching curriculum has been recognized by the PGA and noted publications
such as Golf Magazine and Golf Tips. Learning Centers are operated by PROform as
well as independent licensees, which offer hourly instruction as well as
conducting sales of "fitted" golf clubs. The golf clubs are supplied by major
manufacturers. The manufacturer delivers the clubs upon receipt of the
consumer's specifications. Therefore, the Learning Center is in effect brokering
the golf clubs without inventory cost.

As of November 20, 2001, we had three licensees operating Learning Centers and
three other licensees working towards operational Learning Centers. Prior to the
events of September 11, 2001 PROform was delivering destination golf school
instruction whereby students would travel to resort facilities for full-day or
multi-day golf schools, all such schools have been since been abandoned as
people are reluctant to travel. To that end the company has ceased it efforts
regarding the acquisition of existing golf schools.

BUSINESS STRATEGY

         The key elements of our strategy are (1) continue to establish
corporate owned Learning Centers and (2) license the right to our teaching
curriculum to be used at Learning Centers. We cannot assure you that we will be
able to execute our strategy successfully.

*        CONTINUE TO ESTABLISH CORPORATE-OWNED LEARNING CENTERS

         We have scaled back from our goal of targeting the Southwest region of
 the United States for corporate-owned Learning Centers to those within
 Colorado. We believe these centers will provide us with greater profits than
 centers licensed to other parties. In addition the corporate-owned centers will
 provide tangible feedback from the market as we develop. We believe the
 corporate-owned centers will enhance total volume sales and allow for greater
 margins.

*            LICENSE THE RIGHT TO OUR TEACHING CURRICULUM TO BE USED AT
                                LEARNING CENTERS

          To augment our instruction at Learning Centers, we have acquired the
 assets of "Golf Fit", a Denver-based company which has coupled golf instruction
 with golf club fitting. Golf Fit represents the top golf club manufactures. The
 profit margin (based upon the manufacturer's suggested retail price) for the
 golf clubs ranges from 26% to 50%.

         Learning Centers utilize our nationally recognized teaching curriculum
 to offer hourly instruction. These centers operate under the PROform / Golf Fit
 name. To ensure quality control we conduct training and in turn certification
 of our golf professionals in our techniques of golf instruction and golf club
 fitting. All golf club sales are facilitated by and through PROform. We believe
 this will provide for quantity ordering and discounts thus, allowing us to
 achieve economies of scale and greater profits.

         All of our Learning Centers will be part of a national
 branding/marketing campaign to create brand awareness and increase the
 perception of the availability of our products (golf clubs) and services (golf
 instruction).


RESULTS OF OPERATIONS

         NET LOSS. We incurred net losses of $155,009 and $668,490 for the three
and nine months ended September 30, 2001, respectively, as compared to net
losses of $700,667 and $1,460,820 for the comparable 2000 fiscal periods,
decreases of approximately 78% and 54%, respectively. The decrease in both the
three-month and nine-month losses is due primarily to decreased selling, general
and administrative expenses during the period.

         TOTAL REVENUE. During the nine months ended September 30, 2001, we
generated Golf School revenue of $88,128 and Learning Center license fees of
$151,500. The licenses were sold through a partnership formed to license the
Learning Centers and Golf Fit system. Prior to the acquisition of the assets of
Golf Fit, as discussed below, we had an arrangement with Golf Fit, and we
granted Learning Centers the right to market Golf Fit services.

         We serve as the general partner of the limited partnership and our
percentage of ownership of the limited partnership is 96%. The partnership
generated $150,000 of license fees during the nine months ended September 30,
2001. None of the license fee revenue was earned during the three months ended
September 30, 2001.

  Prior to September 30, 2001, we acquired the assets of Golf Fit, a Denver
based business in exchange for 250,000 shares of common stock and royalties
based on revenues.

         We had total revenue of $23,062 and $239,628 for the three and nine
month periods ended September 30, 2001, respectively, compared to $47,062 and
$703,142 of total revenue for the comparable 2000 fiscal periods. The total
revenue for the three-month 2001 fiscal period is comprised of $23,062 of golf
school revenue. The comparable three-month 2000 fiscal period was comprised of
$47,062 of golf school revenue. The 24,000 decrease in golf school revenue was
primarily due to the acquisition of Golf Fit and the transition into the
business of selling Learning Centers. The total revenue for the nine-month 2001
fiscal period is comprised of $88,128 of golf school revenue and $151,500 in
Learning Center license fees. The comparable nine month 2000 fiscal period was
comprised of $703,142 of golf school revenue and no Distributorship license
fees. The decreases for the nine-month period were due to the decision by
management to transition into the sale and establishment of Learning Centers.

         COST OF REVENUE. Total cost of revenues for the nine months ended
September 30, 2001 was $208,752. Cost of revenues consists primarily of
instructor salaries and site fees (calculated on a "per head" basis). Cost of
revenues increased as a percentage of total revenues for the nine months ended
September 30, 2001 (87% in 2001 compared to 40% in 2000) due to lower
student/instructor ratios in 2001. The cost of revenues include golf fitting
equipment and royalties.

         SELLING, GENERAL, AND ADMINISTRATIVE EXPENSES. Selling, general and
administrative expenses, consisting primarily of marketing and advertising
expenses, salaries for administrative and sales staff, and rent at our
headquarters continue to decrease due to the Company's considerable down-sizing
which has resulted in decreased marketing costs for golf schools, reductions in
staff and reduced operating expenses. ____ Selling, general and administrative
expenses were $106,652 and $570,115 for the three and nine month periods ended
September 30, 2001, respectively, compared to $594,454 and $1,743,471 of
selling, general and administrative expenses for the comparable 2000 fiscal
periods.


LIQUIDITY AND CAPITAL RESOURCES

 The cash requirements of funding our operations and expansion have exceeded
cash flow from operations. For the nine months ended September 30, 2001, we had
a decrease in cash of $66,467, compared to an increase in cash of $111,731for
the nine months ended September 30, 2000. At September 30, 2001, our working
capital deficiency was $2,213,338, as compared to a deficiency of $2,024,095 at
December 31, 2000. To date, we have satisfied our capital needs primarily
through debt and equity financing. During September, we sold 170,000 shares of
the Company's stock at $0.10 per share for a total price of $32,000.

         At September 30, 2001, short-term notes payable and bonds were
$443,885, as compared to $450,241 at December 31, 2000. The decrease was due to
the repayment and conversion of debt into common stock consisting of $52,000 of
accrued payroll and related party loans payable due to four employees converted
into 208,000 shares of common stock. In addition, the Company borrowed an
additional $89,700 from related parties, repaid $43,517 back to related parties,
and borrowed $118,750 from other sources.

         As described above, at September 30, 2001, we had a significant working
capital deficit. This deficit is the result of current expenses exceeding
revenues. Therefore, our business plan is dependent upon our ability to sell and
establish Learning Centers and their ability to generate revenues, and we will
need to raise additional capital to fund our operations. In that event, we
cannot assure you that additional capital would be available at all, at an
acceptable cost, or on a basis that would be timely to allow us to finance our
operations or expansion opportunities.

         At September 30, 2001, our current liabilities exceeded current assets
by $2,213,338 and our total liabilities exceeded total assets by $3,389,527.
These factors, among others, raise substantial doubt about our ability to
continue as a going concern. We are experiencing a severe lack of liquidity and
we are unable to pay our outstanding obligations. As a result Management is
considering filing for bankruptcy protection and reorganization.


FORWARD-LOOKING STATEMENTS

         Certain statements in this Quarterly Report on Form 10-QSB and the
Company's Annual Report on Form 10-KSB for its fiscal year ended December 31,
2000, as well as statements made by the Company in periodic press releases, and
oral statements made by the Company's officials to analysts and shareholders in
the course of presentations about the Company, constitute "forward-looking
statements" within the meaning of the Private Securities Litigation Reform Act
of 1995. Such forward-looking statements involve known and unknown risks,
uncertainties, and other factors that may cause the actual results, performance
or achievements of the Company to be materially different from any future
results, performance or achievements expressed or implied by the forward looking
statements. Such factors include, among other things, (1) general economic and
business conditions; (2) interest rate changes; (3) the relative stability of
the debt and equity markets; (4) required accounting changes; and (5) other
factors over which the Company has little or no control.


                           PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

         We have been named in a number of suits to collect amounts that we owe
to various parties. Given our present financial situation, we cannot give any
assurances that there will not be additional lawsuits filed against us. Our
ability to continue operations is dependent upon management's ability to raise
additional funds (including debt and equity financing) and/or to negotiate
settlements and arrangements with our creditors and vendors.

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

         During the quarter ended September 30, 2001, we issued 170,000 shares
of common stock in exchange for cash of $32,000.

         The sale and issuance of the shares of common stock were deemed exempt
from registration under Section 4(2) of the Securities Act of 1933. Appropriate
legends were affixed to the stock certificates issued in the above transactions.
The securities were offered and sold by the registrant without any underwriters.
All of the purchasers were deemed to be sophisticated with respect to an
investment in securities of the registrant by virtue of their financial
condition and/or relationship to members of management of the registrant.




ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

         At September 30, 2001, we were in default on the payment of principal
and interest on approximately $409,188 of debt.

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

         Not Applicable.

ITEM 5.  OTHER INFORMATION

     In December 2001, Kevin Miller resigned as president and William Leary was
appointed president.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

     A) EXHIBITS: None

     B) REPORTS ON FORM 8-K: None.




SIGNATURES

     In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                                   PROFORM GOLF, INC.
                                                   (Registrant)



Date:    December 20, 2001                          By: /S/  WILLIAM LEARY
                                                    -------------------------
                                                    William Leary, President


<PAGE>