GAMEPLAN INC
10QSB, EX-99.B1, 2000-08-22
NON-OPERATING ESTABLISHMENTS
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                                  GamePlan Inc.
                               3701 Fairview Road
                                 Reno, NV. 89511

Office: (775) 853-3980                                       Fax: (775) 853-3981
                             [email protected]

My fellow shareholders:                                          August 21, 2000

         This  letter  is a status  report  of  where  GamePlan  Inc.  "The/Your
Company"  has been,  what The  Company  is now doing and where  Your  Company is
going.

The original purpose of The Company

         GamePlan Inc. was  originally  incorporated  in Utah on August 26, 1981
under the name  Sunbeam  Solar,  Inc. On April 27,  1984,  common stock was sold
publicly.  During the latter part of 1991, I purchased  ninety  percent (90%) of
its stock and completed a reverse 5-1 stock exchange.  On December 23, 1991, The
Company merged with GamePlan,  Inc., a Nevada public  non-reporting  corporation
trading on the bulletin board as "GPLA", QUSIP # 36465c105.

         The  business  purpose of The Company was to secure  gaming  management
contracts with American Indian Tribes that had gaming compacts with their States
together with selling and leasing  Bally slot machines  pursuant to an exclusive
slot machine brokerage agreement.

         Your  company  quickly  learned  that  management  contracts  were  not
politically acceptable to most tribes without the corresponding ability to loan,
or donate,  huge sums of money to  construct  large  casino  complexes.  Also, a
report by the Inspector  General of the United States was extremely  critical of
any slot  acquisition  program that involved a leasing  component.  Your Company
then shifted its focus to consulting  contracts and selling slot machines  while
also exploring selected non-Indian land-based casino operations.

         In August 1993 The Company's first consulting Agreement was signed with
a Tribe in Wisconsin and approved by the Bureau of Indian  Affairs and the State
after an extensive investigation.

         The consulting  experience  lead to our belief that an expanded  tribal
consulting  business  throughout  the United  States  required a tribal  partner
providing an "Indian  Nation to Indian  Nation"  relationship.  To that end, The
Company entered into a joint venture agreement with the Wisconsin client.

         Quickly,  the joint venture  resulted in two consulting  contracts with
Indian Tribes in Arizona. We thought at the time we were holding the key to Fort
Knox. Then in short order one tribe withdrew before regulatory approvals and the
gaming license  application  for the joint venture was denied because our tribal
partner refused to complete their licensing forms.

         Because  of the  denial,  the joint  venture  agreement  was  summarily
terminated  and GamePlan Inc. was granted a  gaming-related  license in Arizona.
Following licensing,  GamePlan Inc. unilaterally withdrew its license and ceased
further efforts to secure new consulting contracts.  In August 1995, and after a
tribal  election  in which our  contract  became a major  political  issue,  the
Wisconsin tribe terminated our consulting agreement.

         With full  knowledge  that Indian gaming would soon come to California,
which is the Super  Bowl of all tribal  gaming  consulting  opportunities  since
there are more tribes there than the collective total of all remaining tribes in
the United States,  The Company,  after four years of total  frustration  and $1
million dollars in losses, abandoned its business purpose.

A new direction

         After a few aimless months in  "retirement"  my  entrepreneurial  blood
started  flowing  again but I was  determined  to "stay  with the  basics"  of a
lifetime of  experience  including  37 years of  practicing  law and 30 years in
business.

         I began by  writing  a  business  plan  with the  specific  mission  of
providing  monthly  newsletters  of law  office  management  tips and  financial
support services to clients of subscribing attorneys. While in its early stages,
my good friend and great lawyer Gary  Silverman  suggested  that I try mediation
because  of my  extensive  legal and  business  background.  My first case was a
bitterly  contested  divorce  that  settled in a few  hours.  The  parties  were
delighted and I was elated.

         I then had the good fortune of attending  Harvard's  mediation program.
When I  returned,  the  Nevada  Supreme  Court was  about to launch a  mandatory
appellate settlement  conference program. I, along with other settlement judges,
participated  in refining the final rule,  which was  implemented in February of
1997.

         In April of that year, I conducted my first settlement  conference that
was resolved in a few hours.  Since then I have conducted hundreds of public and
private  mediations in which more than 80% settled and have also been an arbiter
and court appointed master.

         For the last  several  years,  I  observed  first  hand how my  beloved
profession had  dramatically  changed from the collegiality of the 60's and 70's
to hardball  street fighting with too many lawyers,  a lack of civility,  sharp,
unethical practices, the kinds of matters litigated and hopelessly clogged court
calendars. But most disturbing were attorney's fees and costs. In all but a tiny
number of my Supreme Court settlement  conferences,  fees and costs exceeded the
entire amount of the controversy!

         The business plan gradually  expanded from its initial  limited purpose
as a wide array of business  opportunities were continually  revealed during the
settlement  conferences.  I would write of the many opportunities and settlement
techniques and then test the concepts in a real world clinical setting.  Most of
the time they worked. If they didn't, I reverse engineered techniques, redefined
and kept redefining concepts until they worked in real world clinical settings.

         A single  multi-faceted  business  plan  was  completed  in June  1999.
Following a critical reading by several trusted advisors,  we concluded that the
writing  addressed  both  public  interest  and private  business  opportunities
generated from the public interest  analysis.  The public portion consisted of a
candid  discussion  of the current  legal  environment  and  advocated  specific
educational, court and practice reforms.

         We all felt that  consumers  of legal  services  have the right to know
what is  really  going  on in a  profession  so  vital to our way of life but so
despised as well. We also felt that consumers, with this vital knowledge,  would
then be able to actively participate in supporting action plan solutions.

         The original  business plan was then divided into three parts.  The two
books were written with the firm  conviction  that our legal  system,  while the
best in the world,  needs to redefine itself by merging the best of the past and
present to prepare for the new legal order of the future.

         The first book is called "Jurisdocracy" and focuses on the many serious
problems  facing  clients,  lawyers and  insurance  companies  and offers  three
solutions.  Book II, called  "Netocracysm",  broadens the scope considerably and
offers many educational, special interest, twenty three legislative and thirteen
practice reforms,  all calculated to bring selected disputes to early resolution
with "win-win"  solutions.  The books will be published in either a lithographic
or digital format or both.

         The third is a  multi-faceted  business  plan.  Please  refer to Item 2
titled  "Management's  Discussion and Analysis of Plan of  Operations."  You may
retrieve the entire report by following these steps:

#1 Access the Internet, insert the domain address www.freeedgar.com and hit
   enter.                                         -----------------
#2 Enter "GamePlan" in the "company name" box and hit search.
          --------
#3 Left double click on "view filings."
                         ------------
#4 Left double click on 10-QSB.
                        -------
#5 Left double click on "USE NO FRAMES."
                         -------------
#6 Left double click on Body: (Entire Filing)
                        ---------------------
#7 Hit print

         Your  Company  owes a debt of  gratitude  to many.  I would be  remiss,
however,  in not mentioning the assistance of the greatest business newspaper in
the world.  Throughout the last four years,  The Wall Street Journal  provided a
steady beacon.  Although I frequently disagreed,  their articles kept me focused
on our core culture and business in an era when business  paradigms changed more
than at another time in the history of America.

         They said it best:
                                 For centuries,
                         people have journeyed thousands
                          of miles in search of insight
                         (Pity they didn't think to have
                                 it delivered.)

         Is this the next new big  thing?  Only time will  tell.  But if I'm 99%
wrong-- and I don't think I am--Your  Company  will still be huge if we overcome
the  age-old  conundrum  of great  ideas  that may be so large  that  funding is
impossible  but without  funding  the true  potential  of great ideas  cannot be
realized.

 Corporate Information:

         Transfer agent

         NEVADA AGENCY AND TRUST COMPANY
         50 West Liberty St. Ste: 880 Reno, NV. 89501 1-775-322-0626
         [fax] 1-775-322-5623  e-mail [email protected]
                                      -------------------

         Market Maker

         ALPINE SECURITIES Attn: Steve Hunsaker

         440East  400   South   Salt   Lake   City,   UT  84111   1-800-274-5588
         1-801-355-5588 [fax] 1-801 595-0430

            Investor Relations

         Robert G. Berry, President

         3701 Fairview Road Reno, NV. 89511 1-775-853-3980 [fax] 1-775-853-3981
         [email protected]

E-mail is the best way to communicate.  If possible, I will make every effort to
return calls.

Thank you for your patience.


Robert G. Berry, President



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