SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   FORM 10-KSB

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

                           For the fiscal year ended:
                                December 31, 2001

                             Commission File Number
                                    333-86711

                                 EtG Corporation
                  --------------------------------------------
                 (Name of small business issuer in its charter)

          Nevada                                                87-0567854
          ------                                                ----------
(State or other jurisdiction of                              (I.R.S. Employer
incorporation or organization)                            Identification number)

                             1911G West 40 Hwy 64015
                        Blue Springs, Missouri (Zip Code)
                    (Address of Principal Executive offices)

                           1008 Mic-O-Say Circle 64015
                        Blue Springs, Missouri (Zip Code)
                 (Former address of Principal Executive offices)

                    Issuer's telephone number: (816) 220-1119
           Securities registered under Section 12(b) of the Act: None
           Securities registered under Section 12(g) of the Act: None

Check whether the issuer (1) has filed all 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 there is no disclosure of delinquent filers pursuant to Item 405 of
Regulation S-B is not contained in this form, and no disclosure will be
contained, to the best of Registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB.[ X ]

State issuer's revenues for the most recent fiscal year. $66,671.

The aggregate market value of the voting common stock held by non-affiliates of
the Registrant as of March 29, 2002 was $700,000. No public market has been
established for the Company's common stock.

There were 23,210,000 shares of common stock $.001 par value outstanding as of
March 29, 2002 .

Documents incorporated by reference: None

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


<PAGE>




Item 1.   Description of Business

Introduction

     EtG Corporation was incorporated in the State of Nevada in 1996 using the
name "B & R Ventures, Inc." The Company later changed its name to EtG
Corporation. On March 28, 1999, the Company acquired all of the common stock of
Enjoy The Game, Inc., a company incorporated in the State of Missouri. That
company is now a wholly owned subsidiary. Before this acquisition, the Company
was not engaged in any business activities. The Company's principal executive
offices are at 1911G West 40Hwy, Blue Springs, Missouri 64015. Its telephone
number is (816) 220-1119.

The Company's Business

     The Company is a small media and merchandising company that promotes the
positive aspects of athletic competition. Its main focus is to educate athletes,
coaches, parents and fans on the value of athletics and how to enjoy the art of
playing the game. The Company anticipates that the groups that will benefit the
most from its concepts will be the youth sports groups as well as junior
high/middle schools and high school and collegiate athletic programs. The
Company uses videos, apparel and specialized merchandise to promote its theme of
enjoyable athletic competition. The Company's founder, William J. Stutz, also
makes live appearances at which he stresses the Company's philosophy. The
Company would also eventually like to branch out into the production of
different kinds of publications to promote its philosophy. These publications
might include magazines, newsletters and brochures. The Company has completed a
school physical education program to support any school curriculum that includes
instructional materials and a multi-sport video. The Company expects that a
large portion of its revenues will come from the sale and licensing of its
products.


Marketing Strategy and Proposed Plan of Operation

     The Company desires to teach youth the proper mindset for enjoyable and yet
competitive athletic competition. The overall approach to team sports, which the
Company believes should involve an attitude of cooperative enterprise that
strives towards a common goal, has, unfortunately, been replaced to a large
extent with a more selfish attitude and mindset that inhibits the enjoyment of
the team aspects of athletic competition and discourages participation in team
events to all but the most competitive athletes. The result is that a "what's in
it for me" attitude is becoming more prevalent. It is the Company's belief that
a market exists among coaches, athletic administrators and parents to teach the
basics of an enjoyable team experience. Initially aimed at the sports of
basketball and soccer, the Company intends to expand its efforts into other
teams sports, such as football, baseball, softball and volleyball. In order to
expand its reach and operations, its goal is to recruit local corporate sponsors
who already have in place marketing programs that attempt to reach junior
athletes. In addition, the Company will attempt to market all of its products
and services to sports organizations involved in the targeted sports.

         Association Marketing Program. The Company markets its products and
services to sports organizations. The lead products are videos and apparel. The
Company is still analyzing which marketing concept will be most effective, but
anticipates that the video will be marketed either through endorsement,
partnership (alliance), outright purchase of bulk order or some combination
thereof. It has identified organizations that are connected with competitive
sports and that it believes would be receptive to the idea of promoting better
sportsmanship. The local Kansas City organizations range in size from as few as
fifty to several hundred participants while the large national organizations may
have several thousand participants. Many of these organizations have been
contacted and it is the Company's expectation that more will be contacted within
the coming months. For example, both the Greater Kansas City Basketball Coaches
and the Missouri Suburban Conference of Athletic Directors have voted to endorse
and use the Company's products and services. The Sports Connection has asked the

                                       2

<PAGE>


Company's founder, William J. Stutz, to write a column for their publication. In
addition, the Company was the exclusive outfitter for their High School
Basketball Shoot-out Tournament in Kansas City. Proposals have also been
submitted to both the Kansas and Missouri State Activities Associations to use
the Company's products or services.

     The Company intends to continue to contact the large national
organizations, such as the NCAA over the course of future months. The smaller
organizations will be approached more quickly based upon the time availability
of Mr. Stutz. The exact strategy for approaching all of these organizations has
not been decided upon but is expected to be determined on an ad hoc basis, based
in large part on whether Mr. Stutz has any contacts or relationships with any of
the individuals who manage these organizations. These approaches are expected to
be both by phone if he knows someone in the specific organization or by mail if
he does not have a contact in that organization.

     The primary selling point to youth groups is for the organization to see
the value of educating their players, coaches, parents and fans on the positive
aspects of team competition and how to avoid the negative, selfish aspects that
have taken over the game. It is anticipated that the cost of the video will be
passed along to the organization's participating teams as an inclusion to their
registration fees. The organization, if it so chooses, can also use the video as
a source of independent revenue.

     The Company believes that the main selling point to interscholastic groups
is that its products and services are expected to complement such group's
ongoing sportsmanship and citizenship programs. For example, The National
Federation of State High School Activities Association has a
sportsmanship/citizenship program in place, but it is not aimed at any specific
sport (such as basketball) and is general in nature. In order to successfully
market the Company's products and services, it anticipates that it will
eventually need to make presentations to each state athletic administrators
association or their functional equivalent. These state associations are
expected to have a significant impact on the success of the Company's marketing
efforts because of their influence on their member schools.

     Stand-alone Marketing Program. Ancillary to the Company's sports
association marketing efforts, a stand-alone approach for its apparel,
merchandise and publications may be developed, although there can be no
assurance that such a program will ever be implemented or, if implemented,
become a successful marketing program. Such a program, if implemented, would be
expected to utilize some form of a national marketing campaign, possibly with a
national spokesman. The Company's apparel and merchandise, if sold nationally,
would most likely be distributed through direct mail, the Internet and/or
selected retail sites, such as college bookstores or specialty/resort shops. The
Company has not yet initiated significant specific efforts in its stand-alone
marketing program. It may not do so in the future if it determines that a
program of this nature would be too costly given the Company's limited financial
resources or for other reasons that the Company cannot foresee or anticipate.

Products and Services

     In order to disseminate and promote its philosophy of sportsmanship and to
achieve its objective of educating the target market of athletes, coaches,
parents, and fans, the Company intends to focus on producing the following
products and services:

o    Videos - Quality video presentations that promote the Enjoy The Game
     philosophy The Company also plans future videos covering Baseball/Softball,
     Football and Volleyball.

o    Apparel - A specific Enjoy The Game line of apparel
     Currently, this line includes several designs of T-shirts and polo shirts,
     and ball caps.

                                       3

<PAGE>


     Merchandise - Specific Enjoy The Game merchandise Currently, merchandise
     includes banners and water bottles.

o    Live Appearances - A live presentation  has been developed and is
     delivered by the Company's founder, William J. Stutz.  Mr.Stutz's
     presentation adds impact to the commitment of the Company's philosophy as
     he shares his love for people and sports

o    Publications. The types of publications currently under evaluation include
     magazines, newsletters and brochures. A full educational curriculum package
     for elementary schools that incorporates a multi-sport video, as well as
     instructional materials has been completed and is available.


Trademarks

     The Company has obtained trademark protection from the United States Patent
Office for "Enjoy the Game" and has received the right to use the slogan "Work
Hard ... Have Fun". It uses one or the other of these trademarks on virtually
every item of merchandise or apparel that it sells. The Company has not obtained
any other trademarks and has no patents, licenses, franchises, concessions or
royalty agreements involving any of its products or services.


Competition

     The Company believes that the industry within which it competes is highly
fragmented and comprised of numerous companies, many of whom are larger and have
more resources than the Company. On the other hand, it also believes it can
overcome its competitive disadvantages which are based upon its lack of size and
financial resources by emphasizing its unique message and by seeking to align
itself with corporate sponsors and other organizations who share its philosophy.

     Substantially all of the Company's competitors have, and potential future
competitors could have, substantially greater financial, marketing and other
resources than does the Company. They also have, or could have, greater name
recognition and market acceptance of their products and services. The Company
can give no assurance that its competitors will not develop new products and
services or enhancements to existing products and services that will offer
superior price or performance features. In such case, the Company may experience
significant price competition, which could have a material adverse effect on its
gross margins.


Regulation

     The Company's business is not regulated by any governmental agency and
approval from any governmental agency is not required for it to market or sell
its products. However, many of the youth organizations and virtually all of the
high schools and colleges to whom it markets its products and services are
regulated to some extent by governing boards or bodies which oversee the
activities of their member teams or schools. The National Collegiate Athletic
Association (NCAA) is an example of such an organization. Although regulation by
these entities can take different forms, the primary means by which they can
control the activities of their teams or individual participants is in the area
of eligibility. The Company has been extremely careful not to approach any teams
or individual members of teams to work with it, purchase its merchandise or
services or otherwise become involved with it without first clearing these
approaches with the appropriate sanctioning body. Moreover, its marketing
strategy has been to approach the sanctioning body first precisely because of
their ability to influence their member institutions. By becoming informed of
the Company's concept and what it has to offer, it is the Company's expectation
that these governing bodies might enhance the Company's ability to market its
products directly to their member institutions or teams.

Facilities

     The Company's offices were located in the Kansas City metropolitan area at
the home of William J. Stutz until April 2001. Mr. Stutz did not charge the
Company rent for the use of this space. The Company currently has offices in
Blue Springs, Missouri and Overland Park, Kansas held under month to month
arrangements at a cost of $1,530 per month.


                                       4

<PAGE>


Employees

     The Company presently has three employees, including William J. Stutz and
Valerie M. Stutz. The Company has no present plans to hire additional personnel
in the near future.


Item 2. Description of Property

     The Company's executive offices are located at 1911G West 40 Hwy, Blue
Springs, Missouri 64015. An additional office was opened in Overland Park,
Kansas in October, 2001.

     The Company does not own or invest in, nor does the Company intend in the
future, to own or invest in real estate or interests in real estate, real estate
mortgages or securities of or interests in persons primarily engaged in real
estate activities.

Item 3. Legal Proceedings.

         The Company is not a party to any material pending or threatened legal
proceedings nor is any of its property subject to any such legal proceedings.


Item 4. Submission of Matters to a Vote of Security Holders.

     No matters were submitted to a vote of security holders during the fourth
quarter of the Company's fiscal year ended December 31, 2001, either through the
solicitation of proxies or otherwise.


                                     PART II

Item 5. Market for Registrant's Common Equity and Related Stockholder Matters.

     There is no established public trading market for the Company's common
stock.

     The Company has not paid any dividends on its common stock and the Board of
Directors presently intends to continue a policy of retaining earnings, if any,
for use in the Company's operations and to finance expansion of its business.
The declaration and payment of dividends in the future, of which there can be no
assurance, will be determined by the Board of Directors in light of conditions
then existing, including earnings, financial condition, capital requirements and
other factors. There are no restrictions that currently materially limit the
Company's ability to pay dividends or which the Company reasonably believes are
likely to limit materially the future payment of dividends on common stock. On
March 29, 2002, the Company had 47 shareholders of record.


Item 6. Management's Discussion and Analysis of Financial Condition and Result
        of Operations.

Results of Operations for the year ended December 31, 2001.

     For the year ended December 31, 2001, the Company had revenues of $66,671,
cost of product sales of $38,760 and costs and expenses of $138,940, resulting
in a loss from operations of $111,029. For the year ended December 31, 2000, the
Company had revenues of $65,083, cost of product sales of $26,336 and costs and
expenses of $128,631, resulting in a loss from operations of $89,884. Management
expects that general and administrative expenses will continue at this increased
level in the year ending December 31, 2002 as the Company's operations expand
and sales and revenues increase.

                                       6

<PAGE>


Liquidity and Capital Resources.

     On December 31, 2001, the Company had $101,505 in current assets, including
$78,544 in cash. Total current liabilities at December 31, 2001 were $197,886,
resulting in a net working capital deficit of $96,381. Net cash used in
operating activities for the year ended December 31, 2001 was $117,049, compared
to $92,660 for the year ended December 31, 2000. Net cash used in investing
activities for the year ended December 31, 2001 was $10,672 to purchase computer
and telephone equipment. Net cash provided by financing activities for the year
ended December 31, 2001 was $143,546 compared to $139,096 for the year ended
December 31, 2000.

     In March of 2000, the Company completed an offering of its common stock.
Two hundred thousand shares were sold at a price of $1.00 per share, resulting
in gross proceeds of $200,000. Expenses of the offering were $41,755 and net
proceeds to the Company from the offering were $158,245. In February 2001, the
Company completed a private transaction in which 20,000,000 shares of common
stock were sold for total proceeds of $20,000. In October 2001 the Company's
subsidiary received a loan of $130,000 from the Company's founder, William J.
Stutz, who is a minority shareholder and a key employee. The loan is payable on
demand and accrues interest at 10% per annum. The Company used the net cash
proceeds to expand its operations and believes it continues to have sufficient
cash resources to execute its planned operations for the year ending December
31, 2002. The Company does not have any plans for significant capital or
operating expenditures above their current levels.



Item 7. Financial Statements.




Item 8. Changes in and Disagreements with Accountants on Accounting and
        Financial Disclosure.

     None.

                                    PART III

Item 9. Directors, Executive Officers, Promoters and Control Persons;
        Compliance with Section 16(a) of the Exchange Act.

     The executive officers, directors and key employees of the Company and
their ages are as follows:

James Smith                   62              President, Treasurer, Secretary
                                              and Director

William J. Stutz              41              President, Treasurer,
                                              Director of Subsidiary

Valerie M. Stutz              40              Secretary, Director of Subsidiary


     The Company's directors are elected to hold office until the next annual
meeting of shareholders and until their respective successors have been elected
and qualified. Officers are elected by the board of directors and hold office
until their successors are elected and qualified.

     The Company has no audit or compensation committee.

                                       7

<PAGE>


     James R. Smith has been President, Secretary, Treasurer and Director of the
company since April 2001. He has over 39 years business and administrative
experience. Mr. Smith has demonstrated abilities in the areas of administration,
management (budget, personnel, and facilities), sales, service, business
consulting, personnel interrelationships, advertising, and leadership. He has
experience and the ability to develop a business from start-up through
implementation. His business creation experience includes the creation and
development of real estate ownership/partnerships, a computer consulting
company, a physical fitness center, and two beverage distribution companies. Mr.
Smith is a graduate of Ottawa University in Ottawa, Kansas, with a Bachelor of
Science in Physical Education and Science. Later he obtained a Master of Science
degree in Biology and Chemistry from Emporia State College in Kansas, and also
obtained an Educational Administrative Certification from the University of
Kansas. For the last six years, Mr. Smith has been employed full time as the
Director of Community Development with the Olathe Kansas School District.

     William J. Stutz was the founder of the company. Mr. Stutz was president,
treasurer and a director of the Company from inception in 1998 until April 2001
and is president and treasurer of the Company's subsidiary, Enjoy the Game, Inc.
Mr. Stutz was born and raised in Buffalo, NY. Mr. Stutz lettered in three
sports, golf, basketball and baseball as both a junior and a senior at
Baker-Victory High School in Lackawanna, NY. He received a basketball
scholarship to attend Villa Maria College of Buffalo, NY. While there he set new
basketball single season and career records for most field goals and points
scored. He received an Associates Degree in Graphic Communications. In 1980, he
continued his education, on another basketball scholarship, at Slippery Rock
State College of Pennsylvania. At Slippery Rock, he finished his last two years
of college basketball and played baseball during his senior year only. By the
conclusion of his college career in 1982, Mr. Stutz was a few credits short of
obtaining a Bachelor of Science Degree in Communication with an emphasis in
Public Relations.

     The pursuit of playing professional basketball took him to Panama and
Brazil. After receiving a contract to play in Brazil, the contract fell through
and he began working for Household Finance in October 1982. From 1984 until 1992
he served in various junior management positions with the J C Penney Company in
its catalog division, serving the last two years as a Quality Circle
Facilitator. In 1990, the Kansas City Chapter for the Fellowship of Christian
Athletes ("FCA") recognized Mr. Stutz as its Volunteer of the Year. In September
1992, Mr. Stutz joined FCA as the Kansas City Area Director. He stayed in that
position until May of 1999. Under his direction the FCA saw significant growth,
both in funding and in the FCA School Huddle Program. School Huddles, are
positive peer support groups for students that meet regularly on the campuses of
the schools and are based on Biblical principles. These groups are supported by
and receive resources from the FCA in their local area. School Huddles grew from
34 to 110; staff grew from 2 to 9 and the operating account balance went from
$5,000 in 1992 to $600,000 when he resigned. Since his resignation from FCA, he
has been a full time employee of the Company.

     Valerie M. Stutz was secretary and a director of the Company from inception
in 1998 until April 2001.and is secretary of the Company's subsidiary, Enjoy the
Game, Inc.. She received her Bachelor of Science degree from Slippery Rock State
College in 1982. While attending Slippery Rock, Mrs. Stutz was a cheerleader and
she competed in judo. Her junior year she received a silver medal and her senior
year a bronze medal from the East Coast Judo Association for her achievements in
its National Tournament. For the past 12 years she has spent the bulk of her
time raising her 4 children. She also teaches preschool, at Small Wonders in
Independence, Missouri three mornings a week. In April of 1999, Mrs. Stutz
became a certified Court Appointed Special Advocate, (CASA) for Jackson County,
Missouri. She has had no business experience for the last five years.

William J. Stutz and Valerie M. Stutz are husband and wife.

                                       8

<PAGE>
<TABLE>
<CAPTION>



Item 10. Executive Compensation

     Summary Compensation Table

     The following table provides certain summary information concerning
compensation paid to our chief executive officer since our inception. There were
no stock appreciation rights outstanding during the fiscal year ended December
31, 2001, nor are there any rights outstanding as of the date of this
prospectus.



                   Annual Compensation                                    Long-term Compensation
                   -------------------                                    ----------------------
                                                                           Awards      Payouts
                                                                           ------      -------
                                                                         Securities   Long-Term
                                                                         Underlying   Incentive        All Other
Name and Principal      Fiscal     Salary     Bonus    Other Annual      Options        Payouts      Compensation
   Position              Year        ($)       ($)      Compensation       (#)            ($)            ($)
------------------       ----      -------    -----    -------------     -------        -------      ------------

<S>                      <C>         <C>        <C>           <C>           <C>            <C>            <C>
James R. Smith           2001        0          0             0             0              0              0
       President,
       Treasurer
       and Secretary

William J. Stutz.........2001    $18,000        0             0             0              0              0
                         2000        0          0             0             0              0              0
                         1999     $9,700        0             0             0              0              0
       Former President

Valerie M. Stutz.........2001    $36,000        0             0             0              0              0
                         2000    $28,000        0             0             0              0              0
                         1999        0          0             0             0              0              0
       Former Secretary

</TABLE>

Employment Agreements

     There are no employment agreements with any of our officers or directors.
Mr. Smith, Mr. Stutz and Mrs. Stutz intend to receive annual salaries of $0,
$18,000 and $18,000 in the year ending December 31, 2002.

Item 11. Security Ownership of Certain Beneficial Owners and Management.

     The following table sets forth the ownership of the Company's common stock
by each director, each of our executive officers and directors as a group, and
all persons known by the Company to own more than 5% of the Company's common
stock.

                                                    Beneficial Ownership

Name and Address (1)                            Shares        Percentage
--------------------                            ------        ----------

James R.Smith                                 20,000,000        86.2%
1236 East Frontier
Olathe, Kansas 66062


All directors and executive officers
as a Group (1) persons                        20,000,000        86.2%


Item 12. Certain Relationships and Related Transactions.

     The Company's corporate offices were located at the personal residence of
William J. Stutz and Valerie M. Stutz until April 2001. Under an oral agreement
with Mr. and Mrs. Stutz, the Company paid no rent for the use of this office
space.

                                       9

<PAGE>


     On August 29, 1998 the Company issued 2,000,000 shares of its restricted
common stock to William J. Stutz for total cash consideration of $2,000. Mr.
Stutz sold these shares to outside parties in October 2001.

     On March 28, 1999 the Company issued 5,000 shares of its restricted common
stock to William J. Stutz in exchange for 5,000 shares of the common stock of
Enjoy The Game, Inc., a Missouri corporation. At the same time, the Company also
issued 5,000 shares of its restricted common stock to Valerie M. Stutz in
exchange for 5,000 shares of the common stock of Enjoy The Game, Inc. As a
result of these transactions, Enjoy The Game, Inc. became a wholly owned
subsidiary of the Company.

     On March 13, 1996 the Company issued 1,000,000 shares of its restricted
common stock to David N. Nemelka for total cash consideration of $1,000.

     On March 8, 2001 the Company issued 20,000,000 shares of its restricted
common stock to James R. Smith for total cash consideration of $20,000.


Item 13. Exhibits and Reports on Form 8-K.

(a)      Exhibits

3.01     Articles of Incorporation (1)
3.02     Bylaws(2)
27.01    Financial Data Schedule

(1)  Incorporated by reference to Exhibit 3.01 to the registration statement on
     Form SB-2 of Registrant filed with the Securities and Exchange Commission
     on September 8, 1999 (File No. 333-86711).

(2)  Incorporated by reference to Exhibit 3.02 to the registration statement on
     Form SB-2 of Registrant filed with the Securities and Exchange Commission
     on September 8, 1999 (File No. 333-86711).

(b)  No reports on From 8-K were filed during the quarter ended December 31,
     2001.


                                       10


<PAGE>



                                   SIGNATURES

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

                                      EtG Corporation

                                      By: /s/ James R. Smith
                                          --------------------------------------
                                              James R. Smith
                                      President and Principal Executive Officer

     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.

Signatures                            Title                            Date
----------                            -----                            ----


 /s/ James R. Smith        President, Secretary,                  March 29, 2002
-------------------        Treasurer, Director
     James R. Smith        Principal Executive Officer
                           Principal Financial and
                           Accounting Officer

                                       11
<PAGE>



ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA



                   Index to Consolidated Financial Statements
                                                                           Page
                                                                           ----


Report of independent accountants..........................................F-2

Consolidated balance sheet at December 31, 2001............................F-3

Consolidated statements of operations, for each of the two years ended
      December 31, 2001....................................................F-4

Consolidated statement of changes in shareholders' deficit
      for each of the two years ended December 31, 2001....................F-5

Consolidated statements of cash flows, for each of the two years ended
      December 31, 2001....................................................F-6

Notes to consolidated financial statements.................................F-7


<PAGE>


To the Board of Directors and Shareholders
EtG Corporation and subsidiary



                          Independent Auditors' Report

We have audited the accompanying consolidated balance sheet of EtG Corporation
and subsidiary (the "Company) as of December 31, 2001, and the related
consolidated statements of operations, shareholders' deficit, and cash flows for
each of the years in the two year period ended December 31, 2001. These
consolidated financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on these consolidated
financial statements based on our audits.

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

In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the financial position of EtG Corporation and
subsidiary as of December 31, 2001, and the results of their operations and
their cash flows for each of the years in the two year period ended December 31,
2001, in conformity with generally accepted accounting principles.

The accompanying consolidated financial statements have been prepared assuming
the Company will continue as a going concern. As discussed in Note A to the
consolidated financial statements, the Company has suffered significant
operating losses and at December 31, 2001 has a net capital deficiency. These
factors raise substantial doubt about the Company's ability to continue as a
going concern. Management's plans regarding those matters also are described in
Note A. The consolidated financial statements do not include any adjustments
that might result from the outcome of this uncertainty.









Cordovano and Harvey, P.C.
Denver, Colorado
March 29, 2002







                                       F-2

<PAGE>


                                EtG CORPORATION
                           CONSOLIDATED BALANCE SHEET
                               December 31, 2001


                       ASSETS
Current assets:
      Cash...................................................         $  78,544
      Accounts receivable....................................            11,636
      Merchandise inventory, at lower of cost or market .....            11,325
                                                                      ---------
                            Total current assets ............           101,505

Equipment, at cost, net of accumulated
      depreciation of $5,157.................................             8,653

Intangible assets:
      Trademark, net of accumulated amortization
        of $928 (Note C).....................................               537
                                                                      ---------

                                                                      $ 110,695
                                                                      =========

          LIABILITIES AND SHAREHOLDERS' DEFICIT

Current liabilities:
      Accounts and notes payable:
           Trade payables....................................         $  11,896
           Line of credit (Note D)...........................               341
           Notes payable, convertible into subsidiary
             common stock (Note E)...........................            40,000
           Notes payable shareholder (Note E)................           130,000
      Accrued interest on notes payable......................            15,649
                                                                      ---------
                            Total current liabilities .......           197,886
                                                                      ---------

Shareholders' deficit:
      Preferred stock, $0.001 par value;
           5,000,000 shares authorized,
           -0- issued and outstanding .......................              --
      Common stock, $0.001 par value,
           50,000,000 shares authorized,
           23,210,000 issued and outstanding ................            23,210
      Additional paid-in capital ............................           172,735
      Retained deficit.......................................          (283,136)
                                                                      ---------
                            Total shareholders' deficit .....           (87,191)
                                                                      ---------
                                                                      $ 110,695
                                                                      =========



          See accompanying notes to consolidated financial statements.

                                      F-3



<PAGE>

<TABLE>
<CAPTION>


                                                  EtG CORORATION
                                      CONSOLIDATED STATEMENTS OF OPERATIONS


                                                                              For the Years Ended
                                                                                   December 31,
                                                                      --------------------------------------
                                                                          2001                       2000
                                                                      ------------              ------------

<S>                                                                   <C>                       <C>
Sales:
      Net product sales ..........................................    $     54,558              $     44,172
      Net service sales ..........................................    $     12,113              $     20,911
                                                                      ------------              ------------

      Total sales ................................................    $     66,671              $     65,083

Cost of net product sales ........................................          38,760                    26,336
                                                                      ------------              ------------

                                        Gross profit .............          27,911                    38,747
                                                                      ------------              ------------


Costs and expenses:
      General and administrative .................................         138,940                   128,631
                                                                      ------------              ------------

                                                                           138,940                   128,631
                                                                      ------------              ------------

                       Profit (Loss) from operations .............        (111,029)                  (89,884)

      Interest income ............................................             724                     1,269
      Interest (expense) .........................................          (7,223)                   (6,152)
                                                                      ------------              ------------

     Profit (Loss) before provision for income taxes .............        (117,528)                  (94,767)

Income taxes (Note F):
      Current ....................................................            --                        --
      Deferred ...................................................            --                        --
                                                                      ------------              ------------

                                   Net Income (loss) .............    $   (117,528)             $    (94,767)
                                                                      ============              ============


Net income (loss) per basic common share .........................    $      (0.01)             $      (0.03)
                                                                      ============              ============


Number of shares outstanding for purposes
      of computing net loss per basic and diluted share ..........      21,237,397                 3,166,712
                                                                      ============              ============




                               See accompanying ntoes to conosolidated financial statements

                                                          F-4




<PAGE>


                                                                EtG CORPORATION
                                                 CONSOLIDATED STATEMENT OF SHAREHOLDERS' DEFICIT



                                       Preferred Stock                Common Stock          Additional
                               ---------------------------    --------------------------     Paid-In      Retained
                                   Shares         Amount          Shares        Amount       Capital       Deficit        Total
                               ------------   ------------    ------------    ----------    ----------   -----------   -----------

Balance,
   December 31, 1999                   --             --         3,010,000         3,010        14,690       (70,841)      (53,141)

Sale of common stock                   --             --           200,000           200       199,800          --         200,000
Offering costs incurred                --             --              --            --         (41,755)         --         (41,755)
Net loss for the year                                                 --            --            --         (94,767)      (94,767)
                               ------------   ------------    ------------    ----------    ----------    ----------    ----------
Balance,
   December 31, 2000                   --     $       --         3,210,000    $    3,210    $  172,735    $ (165,608)   $   10,337
                               ============   ============    ============    ==========    ==========    ==========    ==========

Sale of common stock                   --             --        20,000,000        20,000          --            --          20,000

Net loss for the year                  --             --              --            --            --        (117,528)     (117,528)
                               ------------   ------------    ------------    ----------    ----------    ----------    ----------
Balance,
   December 31, 2001                   --     $       --        23,210,000    $   23,210    $  172,735    $ (283,136)   $  (87,191)
                               ============   ============    ============    ==========    ==========    ==========    ==========




                                           See accompanying notes to consolidated financial statements

                                                                     F-5


<PAGE>


                                                EtG CORPORATION
                                        CONSOLIDATED STATEMENTS OF CASH FLOWS


                                                                                      For the Years Ended
                                                                                         December 31,
                                                                               --------------------------------
                                                                                 2001                   2000
                                                                               ---------              ---------
Cash flows from operating activities:
      Net loss ........................................................        $(117,528)             $ (94,767)
      Adjustments to reconcile net loss to net cash
      used in operating activities:
           Depreciation and amortization ..............................            3,271                  1,338
           Contributed capital (Note B)  ..............................             --                     --
                                                                               ---------              ---------
                                                                                (114,257)               (93,429)
      Changes in current assets and liabilities:
           Accounts receivable, inventory
             and other current assets .................................           (3,152)                (6,057)
           Accounts payable and accrued expenses ......................              360                  6,826
                                                                               ---------              ---------
                 Net cash flow (used in) operating activities .........         (117,049)               (92,660)
                                                                               ---------              ---------

Cash flows from investing activities:
      Purchase of equipment ...........................................          (10,672)                  --
      Payments for trademark (Note C) .................................             --                     --
                                                                               ---------              ---------
                 Net cash flow (used in) investing activities .........          (10,672)                  --
                                                                               ---------              ---------

Cash flows from financing activities:
      Proceeds from issuance of common stock ..........................           20,000                200,000
      Offering costs incurred (Note F) ................................             --                   (2,197)
      Borrowings on credit card .......................................           (6,454)                 3,793
      Proceeds from demand notes payable (Note D) .....................          130,000                   --
      Repayment of demand notes payable (Note D) ......................             --                  (62,500)
                                                                               ---------              ---------
              Net cash flow provided by financing activities ..........          143,546                139,096
                                                                               ---------              ---------

Net change in cash ....................................................           15,825                 46,436

Cash at beginning of year .............................................           62,719                 16,283
                                                                               ---------              ---------

                                          Cash at end of year .........        $  78,544              $  62,719
                                                                               =========              =========

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
      Cash paid during the period for:
           Interest ...................................................        $     623              $   4,078
                                                                               =========              =========

           Income taxes ...............................................        $    --                $    --
                                                                               =========              =========




                         See accompanying notes to consolidated financial statements

                                                   F-6

</TABLE>

<PAGE>


                                 EtG CORPORATION

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note A: Organization and summary of significant accounting policies

Description of operations and liquidity
---------------------------------------
EtG Corporation (including subsidiary, the "Company") was incorporated in the
state of Nevada on March 13, 1996. On November 16, 1998, the Company changed its
name from B&R Ventures, Inc. The Company is a sports media and merchandising
business that promotes the positive aspects of athletic competition.

In 1998, The Company was a development stage enterprise in accordance with
Statement of Financial Accounting Standards (SFAS) No. 7 "Accounting for
Development Stage Enterprises" in prior years. In 1999, the Company emerged from
the development stage. Accordingly, the Company 's consolidated financial
statements do not include the cumulative amounts and other disclosures required
by SFAS No. 7.

In order to finance its development stage operations, the Company issued
interest bearing debt that is convertible into shares of its subsidiary's common
stock and other short-term debt. The Company raised $200,000 during 2000 from
the sale of common stock and retired $62,500 of the debt. The Company raised
$20,000 and borrowed $130,000 in 2001 and at December 31, 2001, notes payable
totaled $170,000. The Company has suffered significant operating losses since
inception and at December 31, 2001 has a net capital deficiency. These factors,
among others, raise substantial doubt about the Company's ability to continue as
a going concern.

The Company sold 200,000 shares of its common stock at a price of $1.00 per
share in an IPO that was completed on April 2, 2000. The Company sold 20,000,000
shares of its common stock at a price of $0.001 per share in a private
transaction that was completed on February 5, 2001. In order for the Company to
complete implementation of its business plan and fund anticipated growth, the
Company may require additional financing from outside sources. Management
believes that the Company is not a viable candidate for commercial bank debt
financing due to its lack of operating history and lack of tangible assets.
There is no assurance that the Company will meet the objectives of its business
plan or that it will be successful in obtaining additional financing.

Principles of consolidation
---------------------------
The accompanying consolidated financial statements include the accounts of EtG
Corporation and its wholly owned subsidiary, Enjoy the Game, Inc. All material
intercompany transactions have been eliminated in consolidation.

Financial instruments and cash equivalents
------------------------------------------
The Company's financial instruments consist of cash, accounts receivable, and
accounts payable, demand notes payable, and accrued liabilities. The carrying
value of these financial instruments approximates fair value because of their
short-term nature or because they bear interest at rates which approximate
market rates. For financial accounting purposes and the statement of cash flows,
cash equivalents include all highly liquid debt instruments purchased with an
original maturity of three months or less.

Use of estimates
----------------
The preparation of financial statements in conformity with generally accepted
accounting principals requires management to make estimates and assumptions that
affect certain reported amounts of assets and liabilities; disclosure of
contingent assets and liabilities at the date of the consolidated financial
statements; and the reported amounts of revenues and expenses during the
reporting period. Accordingly, actual results could differ from those estimates.

Accounts receivable
-------------------
Management considers all accounts receivable collectible. Therefore, no
allowance for doubtful accounts receivable is reflected in the accompanying
financial statements.

Inventories
-----------
Inventories are stated at the lower of cost or market; cost being determined
principally by the use of the average-cost method, which approximates the
first-in, first-out method.

                                       F-7

<PAGE>


                                 EtG CORPORATION

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Income Taxes
------------
The Company reports income taxes in accordance with SFAS No. 109, "Accounting
for Income Taxes", which requires the liability method in accounting for income
taxes. Deferred tax assets and liabilities arise from the difference between the
tax basis of an asset or liability and its reported amount on the consolidated
financial statements. Deferred tax amounts are determined by using the tax rates
expected to be in effect when the taxes will actually be paid or refunds
received, as provided under currently enacted law. Valuation allowances are
established when necessary to reduce the deferred tax assets to the amounts
expected to be realized. Income tax expense or benefit is the tax payable or
refundable, respectively, for the period plus or minus the change during the
period in the deferred tax assets and liabilities.

Equipment and depreciation
--------------------------
Equipment is stated at cost. Depreciation is computed over the estimated useful
life of the assets using the straight-line method. During the years ended
December 31, 2001 and 2000, the Company recorded depreciation expense of $2,978,
and $1,046, respectively.

Earnings/(loss) per share
-------------------------
Basic earnings per share have been computed based on the weighted average of
number of common shares outstanding. However, the Company has treated as
outstanding for the entirety of all reporting periods, shares issued at
substantially less than the public offering price of $1.00 per share pursuant to
Securities and Exchange Commission policy.

Diluted earnings per share is not presented in the accompanying consolidated
financial statements as there are no common stock equivalents outstanding that
would result in dilution.

Advertising costs
-----------------
The Company expenses advertising costs as incurred. Advertising expense was
$12,238 and $31,374 for the years ended December 31, 2001 and 2000,
respectively.

Impairment of long-lived Assets
-------------------------------
The Company follows Statement of Financial Accounting Standards ("SFAS") No.121,
Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to
be Disposed Of, which requires than an impairment loss be recognized when the
carrying amount of an asset exceeds the expected future undiscounted net cash
flows.

Revenue Recognition
-------------------
Revenue for product sales is recognized at the time the product is delivered and
advertising revenue is earned as the advertisements are aired. Revenue from
speaking engagements is recognized after the speech is delivered.

Recently issued accounting pronouncements
-----------------------------------------
The Company has adopted the following new accounting pronouncements for the year
ended December 31, 1998. There was no effect on the consolidated financial
statements presented from the adoption of the new pronouncements. SFAS No. 130,
"Reporting Comprehensive Income," requires the reporting and display of total
comprehensive income and its components in a full set of general-purpose
financial statements. SFAS No. 131, "Disclosures about Segments of an Enterprise
and Related Information," is based on the "management" approach for reporting
segments. The management approach designates the internal organization that is
used by management for making operating decisions and assessing performance as
the source of the Company's reportable segments. SFAS No. 131 also requires
disclosure about the Company's products, the geographic areas in which it earns
revenue and holds long-lived assets, and its major customers. SFAS No. 132,
"Employers' Disclosures about Pensions and Other Post-retirement Benefits,"
which requires additional disclosures about pension and other post-retirement
benefit plans, but does not change the measurement or recognition of those
plans.



                                       F-8


<PAGE>



                                 EtG CORPORATION

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note B: Related party transactions

The Company was a home-based business until April 2001 when commercial office
space was acquired. An officer of the Company contributed office and warehouse
space at no charge prior to that time. In addition, the officer contributed his
time and effort in the initial operations of the Company. During the years ended
December 31, 2001 and 2000, the Company recorded compensation to officers
totaling $63,000 and $28,000, respectively related to services performed.

Pursuant to the terms of a certain stock subscription agreement dated March 3,
1999, the two 50 percent shareholders of Enjoy the Game, Inc. ("EGI") exchanged
all of their shares in EGI for 10,000 shares of EtG Corporation ("ETG") common
stock. Upon the exchange of shares, EGI became a wholly owned subsidiary of ETG.
The former EGI shareholders held approximately 67 percent of the issued and
outstanding shares of ETG prior to the date of the Agreement. Accordingly, the
transaction has been accounted for as an exchange of shares of companies under
common control. This accounting treatment is similar to a
"pooling-of-interests". Common control was established on August 29, 1998. EGI
was incorporated in Missouri on May 28, 1998. The accompanying financial
statements have been presented on a consolidated basis as if common control was
established on May 28, 1998. For the period from May 28 through August 29, 1998,
EGI's transactions consisted only of organizational matters. The separate
financial statements of EGI for the period from May 28, 1998 (inception) through
August 28, 1998 have not been presented.

Note C: Trademark

Costs incurred to register the Company's trademark are capitalized in the
accompanying consolidated financial statements and are being amortized on the
straight-line basis over a period of 60 months. These costs include filing fees
and legal costs incurred in connection with the application and registration of
the trademark "Enjoy the Game" for videos and certain merchandise.

Amortization expense totaled $293 and $293, respectively, for the years ended
December 31, 2001 and 2000.

Note D: Line of credit

The Company has a $20,000 line of credit with a financial institution. The line
carries a fixed annual percentage rate of interest of 15.4 percent. The line
matures annually and requires a minimum payment that varies depending on the
available credit ($10 at December 31, 2001). The line is unsecured and is
guaranteed by the former president of the Company. The unused portion of the
line of credit was $19,659 at December 31, 2001.

Note E: Notes payable

The Company issued promissory notes, due on demand, to certain investors in
order to provide the Company with working capital during its development stage.
However, certain of these promissory notes are convertible into a total of 2,496
shares of non-voting common stock of the subsidiary, EGI, at the rate of .0624
shares to the dollar. The notes are convertible beginning two years from the
date of issuance, at the option of the holder. None of the notes have yet been
converted and interest continues to accrue. In the event all of the notes are
converted into non-voting common stock of EGI; the holders would own an
aggregate of less than 20 percent of the common stock outstanding. In Octobner
2001, the Company issued a promissory note, due on demand, to a minority
shareholder to provide the Company with additional working capital. Management
has classified, as current, all interest accrued on the notes. Notes payable at
December 31, 2001 follow on the next page:







                                       F-9


<PAGE>



                                 EtG CORPORATION

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



Convertible into shares of EGI non-voting common stock
--------------------------------------------------------------------------------
Note payable to individual, with interest due on June 1, 1999 and June 1, 2000
  at 10 percent, unsecured, convertible into
  312 shares of Class "B" common stock of EGI......................... $   5,000
Note payable to individual, with interest due on June 2, 1999
  and June 2, 2000 at 10 percent, unsecured, convertible into
  312 shares of Class "B" common stock of EGI.........................     5,000
Note payable to individual, with interest due on June 9, 1999
  and June 9, 2000 at 10 percent, unsecured, convertible into
  312 shares of Class "B" common stock of EGI.........................     5,000
Note payable to individual, with interest due on July 23, 1999
  and July 23, 2000 at 10 percent, unsecured, convertible into
  312 shares of Class "B" common stock of EGI.........................     5,000
Note payable to individual, with interest due on August 18, 1999
  and   August 18, 2000 at 10 percent, unsecured, convertible into
  312 shares of Class "B" common stock of EGI.........................     5,000
Note payable to individual, with interest due on August 28, 1999
  and   August 28, 2000 at 10 percent, unsecured, convertible into
  312 shares of Class "B" common stock of EGI.........................     5,000
Note payable to corporation, with interest due on May 2, 2000
  and  May 2, 2001 at 10 percent, unsecured, convertible into
  312 shares of Class "B" common stock of EGI.........................     5,000
Note payable to individual, with interest due on June 2, 2000
  and  June 2, 2001 at 10 percent, unsecured, convertible into
  312 shares of Class "B" common stock of EGI.........................     5,000
                                                                       ---------
                              Total convertible notes payable          $  40,000
                                                                       =========
Note payable to individual shareholder with interest
  at 10 percent,  due on demand....................................... $ 130,000
                                                                       =========


                                      F-10

<PAGE>

                                 EtG CORPORATION

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note F: Income taxes

A reconciliation of U.S. statutory federal income tax rate to the effective rate
follows for years ended December 31, 2001 and 2000 follows:

                                                      For the Years Ended
                                                         December 31,
                                                   -----------------------
                                                    2000            1999
                                                   ------          -------
U.S. statutory federal rate...................     15.00%           15.00%
State income tax rate, net....................      5.31%            5.31%
Deferred offering costs.......................        -                -
Accumulated depreciation......................        -                -
Accumulated amortization......................        -                -
NOL for which no tax
benefit is currently available................    -20.31%          -20.31%
                                                  -------          -------
                                                    0.00%            0.00%
                                                  =======          =======

The benefit for income taxes from operations consisted of the following
components at December 31, 2001: current tax benefit of $23,800 resulting from a
net loss before income taxes, and deferred tax expense of $23,800 resulting from
the valuation allowance recorded against the deferred tax asset resulting from
net operating losses. The change in the valuation allowance for the years ended
December 31, 2001 and 2000, were $23,800 and $19,200, respectively. Net
operating loss carryforwards at December 31, 2001 will begin to expire in 2018.
The valuation allowance will be evaluated at the end of each year, considering
positive and negative evidence about whether the asset will be realized. At that
time, the allowance will either be increased or reduced; reduction could result
in the complete elimination of the allowance if positive evidence indicates that
the value of the deferred tax asset is no longer impaired and the allowance is
no longer required.

Should the Company undergo an ownership change, as defined in Section 382 of the
Internal Revenue Code, the Company's tax net operating loss carryforwards
generated prior to the ownership change will be subject to an annual limitation
which could reduce or defer the utilization of those losses.

Note G: Shareholders' deficit

Preferred stock
---------------
The preferred stock may be issued in series as determined by the Board of
Directors. As required by law, each series must designate the number of shares
in the series and each share of a series must have identical rights of (1)
dividend, (2) redemption, (3) rights in liquidation, (4) sinking fund provisions
for the redemption of the shares, (5) terms of conversion and (6) voting rights.

Initial public offering
-----------------------
The Company sold 200,000 shares of its $.001 par value common stock to the
public at $1.00 per share. The offering was made on a "direct participation"
basis and no sales commissions were paid. The Company's registration statement
on Form SB-2 was declared "effective" by the Securities and Exchange Commission
on February 2, 2000. The offering commenced on February 6, 2000 and was
completed April 2, 2000. Legal, accounting, and printing costs incurred in
connection with the above initial public offering were deferred until the
offering was closed. Upon closing, the deferred offering costs were offset
against the gross offering proceeds.

Sale of common stock
--------------------
The Company sold 20,000,000 shares of its $.001 par value common stock in a
private transaction that was completed on February 5, 2001. Proceeds of this
sale were $20,000.

                                      F-11