U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                   FORM 8-K


                                 CURRENT REPORT

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

          Date of Report (date of earliest event reported): April 30, 2009

                                   GAMEZNFLIX, INC.
                   (Exact Name of Company as Specified in Its Charter)

         Nevada                            0-29113             90-0224051
(State or Other Jurisdiction      (Commission File Number)   (I.R.S. Employer
     of Incorporation)                                     Identification No.)

        1535 Blackjack Road, Franklin, Kentucky                   42134
       (Address of Principal Executive Offices)                 (Zip Code)

         Company's telephone number, including area code:  (270) 598-0395


            Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under
any of the following provisions (See General Instruction A.2 below):

     [  ]  Written communications pursuant to Rule 425 under the
           Securities Act (17 CFR 230.425)

     [  ]  Soliciting material pursuant to Rule 14a-12 under the
           Exchange Act (17 CFR 240.14a-12)

     [  ]  Pre-commencement communications pursuant to Rule 14d-
           2(b) under the Exchange Act (17 CFR 240.14d-2(b))

     [  ]  Pre-commencement communications pursuant to Rule 13e-
           4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.

     On April 30, 2009, the Company entered into an Acquisition
Agreement with TBC Today, Inc., a Nevada corporation ("TBC"), where
the Company will acquire all of the outstanding common stock of TBC.
Under this agreement, all 11,000,000 shares of TBC common stock
issued and outstanding will be acquired by the Company for 11,000,000
shares of restricted common stock of the Company.  Marty Schiff, the
current President of TBC, will remain in that position with TBC.
John Fleming, Chief Executive Officer of the Company, is also a
stockholder of TBC.  When the restricted shares of Company common
stock are actually issued, an amended Form 8-K will be filed.

     TBC is intended to provide a fresh new viewing experience in the
world of business news, focusing on high quality programming as it
pertains to Over the Counter Bulletin Board (OTCBB) companies and
companies quoted on the Pink OTC Markets.  The goal of TBC will be to
provide each of the potential cable affiliates with outstanding
programming and support as TBC strives to introduce a powerful
insight into the "Small Cap" world of business.  By building quality
relationships and executing its intended objectives, it is intended
that TBC Today will develop into a highly viewed business channel.

ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF
DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS
OF CERTAIN OFFICERS.

     On April 30, 2009, subsequent to the execution of the
Acquisition Agreement, Marty Schiff, the President and a stockholder
of TBC, was appointed to the board of directors of the Company.  Mr.
Schiff is expected to be named to the Company's Audit Committee.
There is no arrangement or understanding between the new director and
any other persons pursuant to which such director was selected as a
director.

     Mr. Schiff, age 52, has served as President, producer and host
of TBC from March 2009 to the present.  In this position, he has
created a daily news show highlighting business news of the day,
focusing, but not limited to, small cap, pink sheet and OTCBB company
trading and issues.  From December 2007 to March 2009, Mr. Schiff was
the producer on the George. A. Romero Presents Dead Time Stories,
where he produced a direct to DVD horror anthology series volumes 1
and 2.  For the period of August 2004 to December 2007, he was the
executive director of the State Theatre Center for the Arts in
Uniontown, Pennsylvania.  In this position, he worked in all aspects
of running a 1400 seat, non-profit theatre; daily duties included
overseeing budget, productions, staff and marketing.  Mr. Schiff was
a producer for Schiff Media of Pittsburgh, Pennsylvania from January
2002 to August 2004.  He produced several commercials for retail and
service based companies, produced documentaries and created long form
videos for kiosk and in-store presentations.  Mr. Schiff received a
Bachelors of Arts degree from Point Park College in Pittsburgh,
Pennsylvania.

ITEM 9.01  FINANCIAL STATEMENTS AND EXHIBITS

(a)  Financial Statements.

     The Company has determined that the acquisition of the common
stock of TBC Today, Inc. must comply with Rule 3.05 of Regulation S-X,
and therefore audited financial statements will be furnished for the
period from inception to date for this company.  These financial
statements will be disclosed in an amended Form 8-K to be filed with
71 days from the date of filing of this Form 8-K.

(b)  Pro Forma Financial Information.

     Pro forma financial information will be furnished in connection
with this acquisition pursuant to Article 11 of Regulation S-X.  This
pro forma financial information will be disclosed in an amended Form
8-K to be filed with 71 days from the date of filing of this Form 8-K.

(d)  Exhibits.

     Exhibits included are set forth in the Exhibit Index pursuant
to Item 601of Regulation S-K.

                                SIGNATURE

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

                                       GameZnFlix, Inc.



Dated: May 1, 2009                     By: /s/ John Fleming
                                       John Fleming, CEO

                               EXHIBIT INDEX

Number                         Description

10    Acquisition Agreement between GameZnFlix, Inc. and TBC
      Today, Inc., dated April 30, 2009 (filed herewith).

                                 EX-10
                        ACQUISITION AGREEMENT

                        ACQUISITION AGREEMENT

THIS ACQUISITION AGREEMENT ("Agreement") is made as of April 30, 2009
by and between GameZnFlix, Inc., a Nevada corporation ("GameZnFlix"),
and the stockholders of TBC Today, Inc. ("Stockholders"), a Nevada
corporation ("TBC").

                             RECITALS

WHEREAS, the Stockholders are the owners of all the issued and
outstanding shares of common stock ("Shares") of TBC (see Exhibit A); and,

WHEREAS, GameZnFlix desires to purchase from the Stockholders, and the
Stockholders desire to sell to GameZnFlix, all the Shares in
accordance with the provisions of this Agreement.

NOW, THEREFORE, in consideration of the respective covenants contained
herein and intending to be legally bound hereby, the parties hereto
agree as follows:

                            AGREEMENTS

1.  Purchase and Sale.  Subject to the terms and conditions contained
in this Agreement, on the Closing (defined below), the Stockholders
shall sell, assign, transfer and deliver to GameZnFlix all of the
Shares representing in the aggregate Eleven Million (11,000,000)
Shares.  GameZnFlix shall sell, assign, transfer and deliver to the
Stockholders, pro rata according to their ownership interests, Eleven
Million (11,000,000) restricted shares of common stock ("Common
Stock"), referred to hereinafter as the "Purchase Price."

2. Closing. The closing ("Closing") of the sale and purchase of the
Shares shall take place on April 30, 2009, or at such other date, time
or place as may be agreed upon in writing by the parties hereto, but
not later than May 15, 2009 ("Termination Date").  The date of the
Closing is sometimes herein referred to as the "Closing."

2.1 Items to be Delivered Immediately Prior to or at Closing.  At the
Closing:

     (a)  The Stockholders shall deliver to GameZnFlix a certificate
     or certificates representing Eleven Million (11,000,000) Shares,
     duly endorsed in blank or accompanied by stock powers duly
     executed in blank.

     (b)  GameZnFlix shall deliver to the Stockholders, pro rata
     according to their ownership interests, certificates representing
     an aggregate of Eleven Million (11,000,000) shares of Common
     Stock, duly endorsed in blank or accompanied by stock powers duly
     executed in blank.

3.  Stockholder Representative.  The Stockholders hereby irrevocably
constitute and appoint Marty Schiff, with full power of substitution
and re-substitution, as its and their true and lawful agent,
attorney-in-fact and representative (such person and his appointed
and designated successor or successors being herein referred to as
the "Stockholder Representative"), with full power to act for and on
behalf of the Stockholders, and each of them, for all purposes under
this Agreement and in connection with the transactions contemplated
hereby including, without limitation, for purposes of: (i)
determining the amount of damages  suffered or incurred by the
Stockholders, (ii) receiving notices from GameZnFlix given under this
Agreement, of which the Stockholder Representative will give a copy
to the Investors and the Stockholders, (iv) approving and agreeing
with GameZnFlix as to additions, deletions, changes, modifications
and amendments to this Agreement and the Annexes hereto, except with
respect to any addition, deletion, change, modification or amendment
to a material financial term or condition of any of such documents
that would materially, financially and adversely affect the
Stockholders, and (v) settling finally and completely any disputes or
controversies among the parties hereto (other than solely among the
Stockholders) with respect to the interpretation or effect of or
damages or relief under this Agreement and any and all transactions
contemplated hereby. The Stockholder Representative shall be entitled
to reimbursement by the Stockholders from the consideration actually
payable to the Stockholders or otherwise for all reasonable costs and
expenses incurred by him in fulfilling his duties hereunder, and the
Investors and the Stockholders agree among themselves that such costs
and expenses shall be borne pro rata among them according to the
number of Common Stock owned immediately after the Closing. The
Stockholders agree that the Stockholder Representative may make
reasonable requests for advances to cover such costs and expenses,
and the Stockholders shall promptly make such advances. In no event
shall GameZnFlix be liable for any costs or expenses of any nature
incurred by the Stockholder Representative in its capacity as such.
THE STOCKHOLDERS JOINTLY AND SEVERALLY, AGREE THAT THE SELLER
REPRESENTATIVE SHALL HAVE NO LIABILITY TO THE STOCKHOLDERS FOR ANY
ACTION TAKEN OR OMITTED IN GOOD FAITH IN EXERCISING THE AUTHORITY
GRANTED UNDER THIS SECTION.  GameZnFlix shall not have any obligation
or liability to indemnify or defend the Stockholder Representative in
respect of any claim or liability asserted against the Stockholder
Representative by any of the Stockholders or his successors or
assigns. All determinations, decisions, actions and the like made by
the Stockholder Representative shall be final, conclusive and binding
upon all the Stockholders and all persons claiming under or through them.

4.  Representations and Warranties of the Stockholders. The
Stockholders hereby represent and warrant to GameZnFlix, as follows:

4.1  Validity of Transaction.  The Stockholders own the number of
Shares set forth opposite his name on Exhibit A to this Agreement.
The Stockholders have all requisite power and authority to execute,
deliver, and perform this Agreement and to sell to GameZnFlix the
Shares to be sold by the Stockholders pursuant hereto.  All necessary
corporate proceedings or other similar actions by the Stockholders
have been duly taken to authorize the execution, delivery, and
performance of this Agreement and to authorize the sale of the Shares
by the Stockholders.  This Agreement has been duly authorized,
executed, and delivered by the Stockholders, is the legal, valid, and
binding obligation of the Stockholders, and is enforceable as to the
Stockholders in accordance with its terms except as may be limited by
bankruptcy, insolvency, moratorium or other similar laws affecting
creditors' rights generally, and subject to general principles of
equity (regardless of whether enforcement is considered in a
proceeding in equity or at law).  No consent, authorization,
approval, order, license, certificate, or permit of or from, or
declaration or filing with, any federal, state, local, or other
governmental authority or of any court or other tribunal is required
by the Stockholders for the execution, delivery, or performance of
this Agreement by the Stockholders, and except as would not affect
the ability of a Stockholder to perform any of his material
obligations under this Agreement.  No consent of any party to any
contract, agreement, instrument, lease, license, arrangement, or
understanding to which a Stockholder is a party, or by which any of
its properties or assets is bound, shall be required for the
execution, delivery, or performance by a Stockholder of this
Agreement, except for such consents as have been obtained at or prior
to the date of this Agreement, and except as would not affect the
ability of a Stockholder to perform any of his material obligations
under this Agreement.  The execution, delivery, and performance of
this Agreement by a Stockholder will not violate, result in a breach
of, conflict with, or (with or without the giving of notice or the
passage of time or both) entitle any party to terminate or call a
default under, any such contract, agreement, instrument, lease,
license, arrangement, or understanding, or violate or result in a
breach of any term of the certificate or articles of incorporation or
by-laws (or other organizational document) of TBC, or violate, result
in a breach of, or conflict with any law, rule, regulation, order,
judgment, or decree binding on a Stockholder or to which any of his
operations, business, properties, or assets is subject, except as
would not affect the ability of such Stockholder to perform any of
its material obligations under this Agreement.  The Shares sold by
the Stockholders have been duly authorized and validly issued and are
fully paid and nonassessable and have not been issued in violation of
any preemptive right of stockholders or rights of first refusal.
Upon the transfer of the Shares, sold by the Stockholders to
GameZnFlix at the Closing, GameZnFlix shall acquire good and valid
title to such Shares free and clear of all claims, liens, security
Shares, pledges, charges, encumbrances, stockholders' agreements, and
voting trusts (other than any created for and in favor of GameZnFlix).

4.2  Finder or Broker.  No Stockholder has incurred any fee as a
result of any negotiation with any finder, broker, intermediary, or
similar person in connection with the transaction contemplated hereby
that will result in any liability to GameZnFlix.

4.3  Accredited Investor.  Each Stockholder is a "sophisticated" or
"accredited" investor, as those terms are defined in Regulation D
promulgated under the Securities Act of 1933, as amended ("Securities
Act").  The Stockholders have received all requested documents from
GameZnFlix, including without limitation, and has had an opportunity
to ask questions of and receive answers from the officers of
GameZnFlix with respect to the business, results of operations,
financial condition, and prospects of GameZnFlix.

4.4  Investment Intent.  The Stockholders are acquiring the Common
Stock for their own account for investment and not with a view to, or
for sale in connection with, any public distribution thereof in
violation of the Securities Act, it being understood that the
Stockholders the right to sell such shares in their sole discretion
in accordance with the requirements of the minimum six (6) months
hold period under Rule 144.  The Stockholders understand that the
Common Stock, as of Closing, have not been registered for sale under
the Securities Act of 1933, as amended ("Securities Act") or
qualified under applicable state securities laws and that the Common
Stock shall be delivered to the Stockholders pursuant to one or more
exemptions from the registration or qualification requirements of
such securities laws and that the representations and warranties
contained in this section are given with the intention that
GameZnFlix may rely thereon for purposes of claiming such exemptions.
The Stockholders understand that the Common Stock cannot be sold
unless registered under the Securities Act and qualified under state
securities laws, or unless an exemption from such registration and
qualification is available

4.5  Transfer of Common Stock.  The Stockholders shall not sell or
otherwise dispose of any Common Stock unless (a) a registration
statement with respect thereto has become effective under the
Securities Act and such shares have been qualified under applicable
state securities laws or (b) such registration and qualification are
not required and, if GameZnFlix so requests, there is presented to
GameZnFlix a legal opinion reasonably satisfactory to GameZnFlix to
such effect.  The Stockholders consent that the transfer agent for
the Common Stock may be instructed not to transfer any Common Stock
acquired pursuant hereto unless it receives satisfactory evidence of
compliance with the foregoing provisions, and that there may be
endorsed upon any certificate representing the Common Stock acquired
pursuant hereto (and any certificates issued in substitution
therefor) the following legend calling attention to the foregoing
restrictions on transferability and stating in substance:

     "THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE BEEN
     ISSUED WITHOUT REGISTRATION UNDER THE SECURITIES ACT OF
     1933, AS AMENDED (THE "SECURITIES ACT"), OR QUALIFICATION
     UNDER THE BLUE SKY LAWS OF ANY JURISDICTION.  SUCH
     SECURITIES MAY NOT BE SOLD, ASSIGNED, TRANSFERRED OR
     OTHERWISE DISPOSED OF, BENEFICIALLY OR ON THE RECORDS OF
     THE CORPORATION, UNLESS THE SECURITIES REPRESENTED BY THIS
     CERTIFICATE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT
     AND QUALIFIED UNDER APPLICABLE BLUE SKY LAWS, OR AN
     EXEMPTION FROM SUCH REGISTRATION AND QUALIFICATION IS
     AVAILABLE."

GameZnFlix shall, upon the request of any holder of a certificate
bearing the foregoing legend and the surrender of such certificate,
issue a new certificate without such legend if (i) the security
evidenced by such certificate has been effectively registered under
the Securities Act and qualified under any applicable state
securities law and sold by the holder thereof in accordance with such
registration and qualification or (ii) such holder shall have
delivered to GameZnFlix a legal opinion reasonably satisfactory to
GameZnFlix to the effect that the restrictions set forth herein are
no longer required or necessary under the Securities Act or any
applicable state law.

4.6  Corporate Existence.  TBC is a Nevada corporation duly
incorporated, validly existing and in good standing under the laws of
the State of Nevada and has all corporate powers and all governmental
licenses, authorizations, permits, consents and approvals required to
carry on its business as now conducted.   TBC is duly qualified to do
business as a foreign corporation and is in good standing in each
jurisdiction where such qualification is necessary, except for those
jurisdictions where failure to be so qualified would not,
individually or in the aggregate, be material to the business of TBC.
TBC is not in violation of any of the provisions of its Articles of
Incorporation, its Bylaws, or any regulations governing them.

4.7  Capitalization.

     (a)  The authorized equity of TBC consists of Seventy-Five
Million (75,000,000) Shares, Eleven Million (11,000,000) of which are
issued and outstanding.

     (b)  To the knowledge of the Stockholders, (i) all outstanding
Shares have been duly authorized and validly issued and are fully
paid and non-assessable and are not subject to preemptive rights
created under Nevada law, its Articles of Incorporation, its Bylaws,
or any regulations governing them, or any agreement or document to
which TBC is a party or by which it or its assets are bound, (ii) all
outstanding Shares have been issued and granted in compliance with
all applicable securities law and other legal requirements and all
requirements set forth in applicable agreements or instruments, and
(iii) none of the outstanding Shares is unvested or is subject to a
repurchase option, risk of forfeiture or other condition providing
that such Shares may be forfeited or repurchased by TBC or otherwise
vest upon termination of an interestholder's or grantee's employment,
directorship or other relationship with TBC under the terms of any
restricted stock agreement or other agreement with TBC.

     (c)  Other than the Shares there are no outstanding (i) shares
of equity or voting securities of TBC, (ii) securities of TBC
convertible into or exchangeable for shares of capital stock or
voting securities of TBC or (iii) options or other rights to acquire
from TBC, or other obligation of TBC to issue, any capital stock,
voting securities or securities convertible into or exchangeable for
capital stock or voting securities of TBC.  There are no registration
rights, and there is no voting trust, proxy, rights plan, anti-
takeover plan or other agreement or understanding to which TBC is a
party.  There are no outstanding obligations of TBC to repurchase,
redeem or otherwise acquire any Shares.

4.8  Financial Statements.  The Stockholders acknowledges that its
books and records of TBC fairly and correctly set out and disclose in
all material respects, in accordance with generally accepted
accounting principles ("GAAP"), the financial position of TBC as at
the date hereof, and all material financial transactions of the TBC
have been accurately recorded in such books and records.  However,
completion of an audit of said books and records, and accompanying pro
forma financial statements, shall be required to be disclosed in an
amended Form 8-K filing with the Securities and Exchange Commission
("SEC") within seventy-one (71) days from the filing of the Form 8-K
(which must be filed within four (4) business days of the Closing).

4.9  No Undisclosed Material Liabilities.  There are no liabilities
of TBC of any kind whatsoever, whether accrued, contingent, absolute,
determined or determinable, and no existing condition, situation or
set of circumstances which could reasonably result in such a
liability, other than:

     (a)  liabilities recorded in full or reserved for; and

     (b)  liabilities incurred in the ordinary course of the business
of TBC consistent with past practice, none of which has or may
reasonably be expected to have, individually or in the aggregate, a
material adverse effect on the business, results of operations, or
financial condition of TBC.

4.10  Litigation.  There is no action, suit, investigation or
proceeding (or to the Stockholders knowledge any basis therefor)
pending against, or to the knowledge of the Stockholders, threatened
against or affecting, the Stockholders, TBC or any of their
respective properties before any court or arbitrator or any
governmental body, agency or official which, individually or in the
aggregate, if determined or resolved adversely in accordance with the
plaintiff's demands, could reasonably be expected to have a material
adverse effect on the business, results of operations, or financial
condition of TBC or which in any manner challenges or seeks to
prevent, enjoin, alter or materially delay the transactions
contemplated by this Agreement.

4.11  Intellectual Property.  TBC has good and valid title to and
ownership of all Intellectual Property (defined herein as trade
marks, trade names or copyrights, patents, domestic or foreign)
necessary for its business and operations.  There are no outstanding
options, licenses or agreements of any kind to which TBC is a party
or by which it is bound relating to any Intellectual Property,
whether owned by TBC or another person. To the knowledge of the TBC,
the business of TBC as formerly and presently conducted did not and
does not conflict with or infringe upon any Intellectual Property
right, owned or claimed by another.

4.12  Compliance with Laws and Court Orders.

     (a)  TBC is not in violation of, and to the knowledge of the
Stockholders is not under investigation with respect to and has not
been threatened to be charged with or given notice of any violation
of, any applicable law, rule, regulation, judgment, injunction, order
or decree, except for violations that have not had and could not
reasonably be expected to have, individually or in the aggregate, a
material adverse effect on the business, results of operations or
financial condition of TBC.

     (b)  To the knowledge of the Stockholders, each executive
officer and director of TBC has complied with all applicable laws in
connection with or relating to actions within the scope of TBC's
business, except where the failure to comply would not be material to
TBC.  No executive officer or director of TBC is a party to or the
subject of any pending or threatened suit, action, proceeding or
investigation by any governmental entity that would have a material
adverse effect on the business, results of operations or financial
condition of TBC.

4.13  Absence of Liens and Encumbrances; Title to Properties.  TBC
has good, valid and marketable title to all properties and assets
used in the conduct of its business free of all liens, mortgages,
pledges, charges, security Shares, encumbrances or other adverse
claims of any kind, except as set forth in its financial statements.

4.14  Material Contracts.  TBC is not a party to or bound by any
Contract (as defined below) that (a) is a material contract, or (b)
materially limits or otherwise materially restricts TBC or that
would, after the Closing, materially limit or otherwise materially
restrict GameZnFlix  or any of its subsidiaries or any successor
thereto, from engaging or competing in any material line of business
in any geographic area or that contains most favored nation pricing
provisions or exclusivity or non-solicitation provisions with respect
to customers.  As used herein, "Contract" shall mean any written or
oral agreement, contract, commitment, lease, license, contract, note,
bond, mortgage, indenture, arrangement or other instrument or
obligation.  TBC is not in, or has received notice of, any violation
of or default under (or any condition which with the passage of time
or the giving of notice would cause such a violation of or default
under) any Contract or any other Contract to which it is a party or
by which it or any of its properties or assets is bound, except for
violations or defaults that would not have a material adverse effect
on the business, results of operations or financial condition of TBC
or, after giving effect to the Closing, GameZnFlix or any of its
subsidiaries.

4.15  Taxes.

     (a)  TBC has timely filed all tax returns required to be filed on
or before the Closing and all such tax returns are true, correct and
complete in all respects. TBC has paid in full on a timely basis all
taxes owed by it, whether or not shown on any tax return, except where
the failure to file such return or pay such taxes would not have a
material adverse effect.  No claim has ever been made by any authority
in any jurisdiction where TBC does not file tax returns that TBC may
be subject to taxation in that jurisdiction.

     (b)  There are no ongoing examinations or claims against TBC for
taxes, and no notice of any audit, examination or claim for taxes,
whether pending or threatened, has been received. TBC has not waived
or extended the statute of limitations with respect to the collection
or assessment of any tax.

4.16  Interested Party Transactions. No officer, director or
stockholder of TBC or any "affiliate" (as such term is defined in
Rule 405 under the Securities Act) of any such person or TBC has or
has had, either directly or indirectly, (a) an interest in any person
that (i) furnishes or sells services or products that are furnished
or sold or are proposed to be furnished or sold by TBC other than
TBC, or (ii) purchases from or sells or furnishes to TBC any goods or
services, or (b) a beneficial interest in any contract or agreement
to which TBC is a party or by which it may be bound or affected
(other than routine compensation and expense reimbursement programs
in the ordinary course of business).

5. Representations and Warranties of GameZnFlix.  GameZnFlix hereby
represents and warrants to TBC as follows:

5.1  Validity of Transaction.  GameZnFlix has all requisite power and
authority to execute, deliver, and perform this Agreement and to
issue and sell to the Stockholders the Common Stock of GameZnFlix.
All necessary corporate proceedings of GameZnFlix have been duly
taken to authorize the execution, delivery, and performance of this
Agreement, and the issuance and sale to the Stockholders of the
Common Stock. This Agreement has been duly authorized, executed, and
delivered by GameZnFlix, is the legal, valid, and binding obligation
of GameZnFlix, and is enforceable as to GameZnFlix in accordance with
its terms, except as may be limited by bankruptcy, insolvency,
moratorium, or other similar laws affecting creditors' rights
generally, and subject to general principles of equity (regardless of
whether enforcement is considered in a proceeding in equity or at
law).  Subject to the compliance with and completion of the
registration requirements of the Securities Act as contemplated in
the Registration Rights Agreement, no consent, authorization,
approval, order, license, certificate, or permit of or from, or
declaration or filing with, any federal, state, local, or other
governmental authority or of any court or other tribunal is required
by GameZnFlix for the execution, delivery, or performance of this
Agreement by GameZnFlix, except as would not affect the ability of
GameZnFlix to perform any of its material obligations under this
Agreement.  No consent of any party to any contract, agreement,
instrument, lease, license, arrangement, or understanding to which
GameZnFlix is a party, or by which any of its properties or assets is
bound, is required for the execution, delivery, or performance by
GameZnFlix of this Agreement, except for such consents as have been
obtained at or prior to the date of this Agreement, and except as
would not affect the ability of GameZnFlix to perform any of its
material obligations under this Agreement.  The execution, delivery,
and performance of this Agreement by GameZnFlix will not violate,
result in a breach of, conflict with, or (with or without the giving
of notice or the passage of time or both) entitle any party to
terminate or call a default under any contract, agreement,
instrument, lease, license, arrangement, or understanding to which
GameZnFlix is a party, or violate or result in a breach of any term
of the Articles of Incorporation or By-laws of GameZnFlix, or
violate, result in a breach of, or conflict with any law, rule,
regulation, order, judgment, or decree binding on GameZnFlix or to
which any of its operations, business, properties, or assets is
subject, except as would not affect the ability of GameZnFlix to
perform any of its material obligations under this Agreement.  The
shares of GameZnFlix Common Stock have been duly authorized and, upon
receipt by the Stockholders from GameZnFlix of the stock certificates
representing the Common Stock being sold pursuant to this Agreement,
will be validly issued, fully paid, and nonassessable, will not have
been issued in violation of any preemptive right of stockholders or
rights of first refusal, and the Stockholders will have good title to
the Common Stock, free and clear of all liens, security Shares,
pledges, charges, encumbrances, stockholders agreements, and voting
trusts (other than any created by the Stockholders).

5.2  Finder or Broker.  Neither GameZnFlix nor any person acting on
behalf of GameZnFlix has negotiated with any finder, broker,
intermediary, or similar person in connection with the transaction
contemplated herein.

5.3  Accredited Investor.  GameZnFlix is a "sophisticated investor,"
as that term is defined in Rule 501 of Regulation D promulgated under
the Securities Act.

5.4  Investment Intent.  GameZnFlix is acquiring the Shares of TBC
for its own account for investment and not with a view to, or for
sale in connection with, any public distribution thereof in violation
of the Securities Act.  GameZnFlix understands that it must bear the
economic risk of its investment in TBC for an indefinite period of
time, and the Shares of TBC being purchased from the Stockholders
cannot be sold unless registered under the Securities Act and
qualified under state securities laws, unless an exemption from such
registration and qualification is available.

5.5  Full Disclosure.  All documents filed by GameZnFlix pursuant to
the Securities Exchange Act of 1934, as amended ("Exchange Act"),
since December 31, 2003 ("GameZnFlix Exchange Act Documents") (i)
were prepared in accordance with the requirements of the Exchange Act
and the rules and regulations thereunder, (ii) did not at the time
they were filed contain any untrue statement of a material fact, and
(iii) did not at the time they were filed omit to state a material
fact necessary to make the statements therein, in light of the
circumstances under which they were made, not misleading.  The
GameZnFlix Exchange Act Documents do not omit to state a material
fact necessary to make the statements therein, in light of the
circumstances under which they were made, not misleading, except
insofar as any of such documents relate to TBC, as to which
GameZnFlix makes no representation.  So far as GameZnFlix is aware,
from the date as of which information is given in the most recent
report filed by GameZnFlix under the Exchange Act to the date of this
Agreement, there has not been any material adverse change in, or any
adverse development which materially affects, the business, results
of operations, or financial condition of GameZnFlix and its
subsidiaries taken as a whole.

5.6  Other Stockholders.  GameZnFlix has not entered into any
agreement with any holders of TBC Shares, other than this Agreement
with the Stockholders, with respect to the acquisition of TBC Shares
by GameZnFlix.

5.7  GameZnFlix's Corporate Existence.  GameZnFlix is a corporation
duly incorporated, validly existing and in good standing under the
laws of Nevada and has all corporate powers and all governmental
licenses, authorizations, permits, consents and approvals required to
carry on its business as now conducted.  GameZnFlix is duly qualified
to do business as a foreign corporation and is in good standing in
each jurisdiction where such qualification is necessary, except for
those jurisdictions where failure to be so qualified would not,
individually or in the aggregate, be materially adverse to the
business of GameZnFlix.  GameZnFlix is not in violation of any of the
provisions of its Articles of Incorporation or its Bylaws.

5.8  Capitalization.

     (a)  As of the date of this Agreement, the authorized capital
stock of GameZnFlix consists of Five Billion (5,000,000,000) shares
of GameZnFlix common stock.  As of the date of this Agreement, there
are Eight Hundred Twenty-Eight Thousand Eight Hundred Eighty
(828,880) shares of GameZnFlix common stock.

     (b)  All outstanding shares of capital stock of GameZnFlix have
been duly authorized and validly issued and are fully paid and non-
assessable and are not subject to preemptive rights created under
Nevada, the Articles of Incorporation or Bylaws of GameZnFlix or any
agreement or document to which GameZnFlix is a party or by which it
or its assets are bound.   All outstanding shares of capital stock of
GameZnFlix have been issued and granted in compliance with all
applicable securities law and other legal requirements and all
requirements set forth in applicable agreements or instruments.
None of the outstanding GameZnFlix Securities (as defined below) is
unvested or is subject to a repurchase option, risk of forfeiture or
other condition providing that such GameZnFlix Securities may be
forfeited or repurchased by GameZnFlix or otherwise vest upon
termination of stockholder's or grantee's employment, directorship or
other relationship with GameZnFlix or a GameZnFlix Subsidiary (as
defined below) under the terms of any restricted stock agreement or
other agreement with GameZnFlix.  No GameZnFlix debt has voting
rights.  As used herein, "GameZnFlix Subsidiary" shall mean any
entity of which securities or other ownership Shares having ordinary
voting power to elect a majority of the board or directors or other
persons performing similar functions are at the time directly or
indirectly owned by GameZnFlix.

     (c)  Except as set forth in this Section, there are no
outstanding (i) shares of capital stock or voting securities of
GameZnFlix, (ii) securities of GameZnFlix convertible into or
exchangeable for shares of capital stock or voting securities of
GameZnFlix or (iii) options or other rights to acquire from
GameZnFlix, or other obligation of GameZnFlix to issue, any capital
stock, voting securities or securities convertible into or
exchangeable for capital stock or voting securities of GameZnFlix
(the items in clauses (a), (b) and (c) of this Section 5.8 being
referred to collectively as the "GameZnFlix Securities").  There are
no registration rights and there is no voting trust, proxy, rights
plan, anti-takeover plan or other agreement or understanding to which
GameZnFlix or any of GameZnFlix's Subsidiaries is a party or by which
it is bound with respect to any GameZnFlix Securities.  There are no
outstanding obligations of GameZnFlix or any GameZnFlix Subsidiary to
repurchase, redeem or otherwise acquire any GameZnFlix Securities.

5.9  Litigation.  There is no action, suit, investigation or
proceeding (or to GameZnFlix's knowledge any basis therefor) pending
against, or to the knowledge of GameZnFlix, threatened against or
affecting, GameZnFlix or any GameZnFlix Subsidiary or any of their
respective properties before any court or arbitrator or any
governmental body, agency or official which, individually or in the
aggregate, if determined or resolved adversely in accordance with the
plaintiff's demands, could reasonably be expected to have a material
adverse effect on the business, results of operations, or financial
condition of GameZnFlix and its subsidiaries taken as a whole or
which in any manner challenges or seeks to prevent, enjoin, alter or
materially delay the transactions contemplated by this Agreement.

5.10  Compliance with Laws and Court Orders.

     (a)  Neither GameZnFlix nor any GameZnFlix Subsidiary is in
violation of, and has not since December 31, 2003 violated, and to
the knowledge of GameZnFlix is not under investigation with respect
to and has not been threatened to be charged with or given notice of
any violation of, any applicable law, rule, regulation, judgment,
injunction, order or decree, except for violations that have not had
and could not reasonably be expected to have, individually or in the
aggregate, a material adverse effect on the business, results of
operations or financial condition of GameZnFlix and its subsidiaries
taken as a whole.

     (b)  GameZnFlix and each of its officers and directors have
complied in all material respects with the applicable provisions of
the Sarbanes-Oxley Act of 2002.  GameZnFlix has disclosed to the
Stockholder Representative any of the information required to be
disclosed by GameZnFlix and certain of its officers to GameZnFlix's
Board of Directors or any committee thereof pursuant to the
certification requirements contained in Form 10-K and Form 10-Q under
the Exchange Act.  Since the enactment of Sarbanes-Oxley, neither
GameZnFlix nor any of its Affiliates has made any loans to any
executive officer or director of GameZnFlix.

     (c)  Each executive officer and director of GameZnFlix has
complied with all applicable laws in connection with or relating to
actions within the scope of GameZnFlix's business, except where the
failure to comply would not be material to GameZnFlix.  No executive
officer or director of GameZnFlix is a party to or the subject of any
pending or threatened suit, action, proceeding or investigation by
any governmental entity that would have a material adverse effect on
the business, results of operations or financial condition of
GameZnFlix and its subsidiaries taken as a whole, except as disclosed
in GameZnFlix Exchange Act Documents.

5.11  Financial Statements.  The audited consolidated financial
statements and unaudited consolidated interim financial statements of
GameZnFlix included in GameZnFlix's filings under the Exchange Act
(collectively, "GameZnFlix Financial Statements") (a) were prepared
in accordance with and accurately reflect in all material respects,
GameZnFlix's books and records as of the times and for the periods
referred to therein, (b) complied in all material respects with
applicable accounting requirements and the  published rules and
regulations of the SEC with respect thereto in effect during the
periods included and (c) fairly present in all material respects, in
conformity with United States generally accepted accounting
principles applied on a consistent basis during the periods involved
(except as may be indicated in the notes thereto and except in the
unaudited financial statements as may be permitted by Form 10-Q), the
consolidated financial position of GameZnFlix and its consolidated
subsidiaries as of the dates thereof and their consolidated results
of operations and cash flows for the periods then ended (subject to
normal year end adjustments in the case of any unaudited interim
financial statements which were not and are not expected to be
material to GameZnFlix).

5.12  No Undisclosed Material Liabilities.  There are no liabilities
of GameZnFlix or any GameZnFlix Subsidiary of any kind whatsoever,
whether accrued, contingent, absolute, determined or determinable,
and no existing condition, situation or set of circumstances which
could reasonably result in such a liability, other than:

     (a)  liabilities recorded in full or reserved for in the audited
financial statements included in the GameZnFlix Exchange Act
Documents filed with respect to the fiscal period ended December 31,
2008 ("GameZnFlix Balance Sheet Date"); and

     (b)  liabilities incurred in the ordinary course of the business
of GameZnFlix consistent with past practice since the GameZnFlix
Balance Sheet Date, none of which has or may reasonably be expected
to have, individually or in the aggregate, a material adverse effect
on the business, results of operations, or financial condition of
GameZnFlix and its subsidiaries taken as a whole.

6.  Survival Of Representations and Warranties; Indemnification;

6.1  Nature and Survival.  The covenants, representations and
warranties of the parties hereunder and all documents delivered
pursuant hereto shall survive the Closing for a period of twelve (12)
months following the Closing and all inspections, examinations or
audits on behalf of the parties whether conducted before or after the
Closing.

6.2  Stockholders Indemnification.

     (a)  Subject to Section 6.3, each Stockholder agrees to
indemnify and hold harmless GameZnFlix against and in respect of its
pro rata share (determined on the basis of the percentage of the
total number of shares of GameZnFlix Common Stock that were issued to
such Stockholder) of any and all Damages.  "Damages," as used herein,
shall include any claim, action, demand, loss, cost, expense,
liability (joint or several), penalty and other damage, including,
without limitation, reasonable counsel fees and other costs and
expenses reasonably incurred in investigation or in attempting to
avoid the same or oppose the imposition thereof or in enforcing this
indemnity, resulting to GameZnFlix from (i) any inaccurate
representation made by or on behalf of TBC or a Stockholder in this
Agreement or any certificate or other document referenced in, this
Agreement and delivered pursuant hereto, (ii) the breach of any of
the warranties or agreements made by or on behalf of TBC or a
Stockholder in this Agreement or any certificate or other document
referenced in this Agreement and delivered pursuant hereto, or (iii)
the breach or default in the performance by a Stockholder of any of
the obligations to be performed by any of them hereunder.

     (b)  If any claim shall be asserted against GameZnFlix by a
third party for which GameZnFlix intends to seek indemnification from
the Stockholders under this Section 6.2, GameZnFlix shall given
written notice to the Stockholder Representative of the nature of the
claim asserted within forty-five (45) days after any executive
officer of GameZnFlix learns of the assertion thereof and determines
that GameZnFlix may have a right of indemnification with respect
thereto, but the failure to give this notice will not relieve the
Sellers of any liability hereunder in respect of this claim.
GameZnFlix shall have the exclusive right to conduct, through counsel
of its own choosing, which counsel is approved by the Stockholder
Representative (which approval may not be unreasonably withheld), the
defense of any such claim or action, and may compromise or settle
such claims or actions with the prior consent of the Stockholder
Representative (which shall not be unreasonably withheld).

6.3  Satisfaction of Seller Indemnification.

     (a)  Any Damages incurred, paid or borne by GameZnFlix for which
it is entitled to indemnification from any Stockholder under this
Section shall be satisfied, in whole or in part, solely by such
Stockholder delivering to GameZnFlix for cancellation, shares of
GameZnFlix Common Stock, without further recourse to any Stockholder;
provided, however, that each Stockholder's indemnification obligation
shall be unlimited (and shall be satisfied by a cash payment to the
extent that shares of GameZnFlix Common Stock are insufficient) with
respect to Damages arising out of the intentional fraud of such
Stockholder.  In the event that any Stockholder elects to return
shares of GameZnFlix Common Stock to satisfy any indemnification
obligation, each such share of GameZnFlix Common Stock shall be
valued at its Current Market Value (as defined below) as of the date
such shares are tendered to GameZnFlix.  Such Seller shall also pay
or reimburse GameZnFlix for the out-of-pocket expenses (including
without limitation any fees payable to the transfer agent of the
shares) of canceling such returned shares.

     (b)  "Current Market Value" of the GameZnFlix Common Stock as of
a particular date shall mean the average of the price of a share of
underlying GameZnFlix common stock into which such Preferred Stock
can be converted, determined on the basis of the last reported sales
price on the Over-the-Counter Bulletin Board for the ten (10)
consecutive trading days preceding such date ("Measurement Days");
or, if such shares are not traded on the Over-the-Counter Bulletin
Board, the Current Market Value will be determined by an independent
reputable valuation and appraisal company mutually agreed upon by
GameZnFlix and the Stockholder Representative (which appraiser shall
be instructed to disregard any minority interest discount), and if no
agreement can be reached within a thirty (30)-day period, by the
average of the two Current Market Values as determined by independent
reputable valuation and appraisal companies retained by each of
GameZnFlix and the Stockholder Representative; provided, however,
that the aggregate fees and expenses of any such independent
valuation and appraisal company or companies shall be shared evenly
between GameZnFlix, on the one hand, and the applicable indemnifying
Seller(s).

6.4  GameZnFlix Indemnification.

     (a)  Subject to subsection (b) below, GameZnFlix shall indemnify
and hold the Stockholders harmless against and in respect of all
Stockholders Damages.  "Stockholders Damages" shall mean any claim,
action, demand, loss, cost, expense, liability (joint or several),
penalty and other damage, including, without limitation, reasonable
counsel fees, and other costs and expenses reasonably incurred in
investigating or in attempting to avoid the same or oppose the
imposition thereof or in enforcing this indemnity, resulting to a
Stockholder from (A) any inaccurate representation made by GameZnFlix
in this Agreement or any certificate or other document referenced in
this Agreement and delivered by it pursuant hereto, (B) breach of any
of the warranties or agreements made by GameZnFlix in this Agreement
or any certificate or other document referenced in this Agreement and
delivered by it pursuant hereto, or (C) breach or default in the
performance by GameZnFlix of any of the obligations to be performed
by GameZnFlix hereunder.  GameZnFlix agrees to pay or reimburse the
Stockholders for any payment made or amount payable or loss suffered
or incurred by the Stockholders at any time from and after the
Closing in respect of any Stockholder Damages to which the foregoing
indemnity relates.

     (b)  Any Stockholder Damages incurred, paid or borne by a
Stockholder for which it is entitled to indemnification from
GameZnFlix under this Section shall be satisfied, in whole or in
part, solely by GameZnFlix delivering to the applicable Seller,
additional shares of GameZnFlix Common Stock up to an aggregate
maximum for all Stockholders of ten percent (10%) of the amount of
shares of GameZnFlix Common Stock delivered on the Closing, without
further recourse to GameZnFlix; provided, however, that GameZnFlix's
indemnification obligation shall be unlimited with respect to
Stockholder Damages arising out of the common-law fraud of
GameZnFlix.  In the event that GameZnFlix elects to deliver shares of
GameZnFlix Common Stock to satisfy any indemnification obligation,
each such share of GameZnFlix Common Stock shall be valued at its
Current Market Value as of the date such shares are tendered by
GameZnFlix.

7.  Covenants of Stockholders.

7.1 Fulfillment of Closing Conditions.  At and prior to the Closing,
the Stockholders shall cause TBC to use commercially reasonable
efforts to fulfill the conditions specified in this Agreement.  In
connection with the foregoing, the Stockholders shall (a) refrain from
any actions that would cause any of their representations and
warranties to be inaccurate in any material respect as of the Closing,
(b) execute and deliver the applicable agreements and other documents
referred to herein, (c) comply in all material respects with all
applicable laws in connection with its execution, delivery and
performance of this Agreement and the transactions, (d) use
commercially reasonable efforts to obtain in a timely manner all
necessary waivers, consents and approvals required under any laws,
contracts or otherwise, and (e) use commercially reasonable efforts to
take, or cause to be taken, all other actions and to do, or cause to
be done, all other things reasonably necessary, proper or advisable to
consummate and make effective as promptly as practicable the transactions.

7.2   Access to Information. From the date of this Agreement to the
Closing, the Stockholders shall give to GameZnFlix and its officers,
employees, counsel, accountants and other representatives access to
and the right to inspect, during normal business hours, all of the
assets, records, contracts and other documents relating to TBC as the
other party may reasonably request.  IBIZ shall not use such
information for purposes other than in connection with the
transactions contemplated by this Agreement.

7.3   No Solicitation.  From and after the date hereof until the
earlier of the Termination Date or the date of termination of this
Agreement pursuant to Section 13, without the prior written consent of
the GameZnFlix, the Stockholders shall not, and shall not authorize or
permit their representatives to, directly or indirectly, solicit,
initiate or encourage (including by way of furnishing information) or
take any other action to facilitate knowingly any inquiries or the
making of any proposal that constitutes or may reasonably be expected
to lead to an Acquisition Proposal (defined below) from any person, or
engage in any discussion or negotiations relating thereto or accept
any Acquisition Proposal.  If the Stockholders receive any such
inquiries, offers or proposals, the Stockholders shall (a) notify
GameZnFlix orally and in writing of any such inquiries, offers or
proposals (including the terms and conditions of any such proposal and
the identity of the person making it), within forty-eight (48) hours
of the receipt thereof, (b) keep GameZnFlix informed of the status and
details of any such inquiry, offer or proposal, and (c) give
GameZnFlix five days' advance notice of any agreement to be entered
into with, or any information to be supplied to, any person making
such inquiry, offer or proposal.  As used herein, "Acquisition
Proposal" means a proposal or offer (other than pursuant to this
Agreement) for a tender or exchange offer, merger, consolidation or
other business combination involving any or any proposal to acquire in
any manner a substantial equity interest in, or all or substantially
all of the assets of TBC.  Notwithstanding the foregoing, the
Stockholders shall remain free to participate in any discussions or
negotiations regarding, furnish any information with respect to,
assist or participate in, or facilitate in any other manner, any
effort or attempt by any person to do or seek any of the foregoing to
the extent their fiduciary duties may require.

7.4   Confidentiality.  The Stockholders agree that after receipt (a)
all information received by it pursuant to this Agreement and (b) any
other information that is disclosed by GameZnFlix to it shall be
considered confidential information until such time as such
information otherwise becomes publicly available.  Each party further
agrees that it shall hold all such confidential information in
confidence and shall not disclose any such confidential information to
any third party except as required by law or regulation (including the
listing rules); provided that to the extent possible GameZnFlix shall
have been provided with reasonable notice and the opportunity to seek
a protective order to the extent possible prior to such disclosure,
other than its counsel or accountants nor shall it use such
confidential information for any purpose other than its investment in
GameZnFlix; provided, however, that the foregoing obligation to hold
in confidence and not to disclose confidential information shall not
apply to any information that (1) was  known to the public prior to
disclosure by GameZnFlix, (2) becomes known to the public through no
fault of TBC, (3) is disclosed to TBC on a non-confidential basis by a
third party having a legal right to make such disclosure or (4) is
independently developed by TBC.

7.5   Transfer of Assets and Business.  The Stockholders shall, and
shall cause TBC to, take such reasonable steps as may be necessary or
appropriate, in the judgment of GameZnFlix, so that GameZnFlix shall
be placed in actual possession and control of all of the assets and
the business of TBC, and TBC shall be owned and operated as a wholly
owned subsidiary of GameZnFlix.

7.6   Disclosure of Fundraising.  The Stockholders shall disclose to
GameZnFlix any fund raising activities, which shall occur prior to the
Closing.  Further, the Stockholders shall assure that all regulations,
rules and laws governing such fundraising are complied with and that
such funds will only be used in the furtherance of TBC's corporate
purpose and business plan.  Prior written approval of GameZnFlix is
required to use funds for any other purposes.

8.  Covenants of GameZnFlix.

8.1  Fulfillment of Closing Conditions.  At and prior to the Closing,
GameZnFlix shall use commercially reasonable efforts to fulfill the
conditions specified in this Agreement to the extent that the
fulfillment of such conditions is within its control.  In connection
with the foregoing, GameZnFlix shall (a) refrain from any actions that
would cause any of its representations and warranties to be inaccurate
in any material respect as of the Closing, (b) execute and deliver the
applicable agreements and other documents referred to herein, (c)
comply in all material respects with all applicable laws in connection
with its execution, delivery and performance of this Agreement and the
transactions, (d) use commercially reasonable efforts to obtain in a
timely manner all necessary waivers, consents and approvals required
under any laws, contracts or otherwise, and (e) use commercially
reasonable efforts to take, or cause to be taken, all other actions
and to do, or cause to be done, all other things reasonably necessary,
proper or advisable to consummate and make effective as promptly as
practicable the transactions.

8.2  Access to Information. From the date of this Agreement to the
Closing, GameZnFlix shall cause GameZnFlix to give to the Stockholders
and their employees, counsel, accountants and other representatives
access to and the right to inspect, during normal business hours, all
of the assets, records, contracts and other documents relating to
GameZnFlix as the other party may reasonably request.  The
Stockholders shall not use such information for purposes other than in
connection with the transactions contemplated by this Agreement.

8.3   Confidentiality.  GameZnFlix agrees that after receipt (a) all
information received by it pursuant to this Agreement and (b) any
other information that is disclosed by the Stockholders to it shall be
considered confidential information until such time as such
information otherwise becomes publicly available.  Each party further
agrees that it shall hold all such confidential information in
confidence and shall not disclose any such confidential information to
any third party except as required by law or regulation (including the
listing rules); provided that to the extent possible the Stockholders
shall have been provided with reasonable notice and the opportunity to
seek a protective order to the extent possible prior to such
disclosure, other than its counsel or accountants nor shall it use
such confidential information for any purpose other than its
investment in TBC; provided, however, that the foregoing obligation to
hold in confidence and not to disclose confidential information shall
not apply to any information that (1) was known to the public prior to
disclosure by GameZnFlix, (2) becomes known to the public through no
fault GameZnFlix, (3) is disclosed to GameZnFlix on a non-confidential
basis by a third party having a legal right to make such disclosure or
(4) is independently developed by GameZnFlix.

8.4   Disclosure of Fundraising.  GameZnFlix shall disclose to TBC any
fund raising activities, which shall occur prior to the Closing.
Further, GameZnFlix shall assure that all regulations, rules and laws
governing such fundraising are complied with and that such funds will
only be used in the furtherance of GameZnFlix's corporate purpose and
business plan.  Prior written approval of the Stockholders shall be
required to use funds for any other purposes.

9.  Mutual Covenants.

9.1  Disclosure of Certain Matters.  The Stockholders on the one hand,
and GameZnFlix, on the other hand, shall give GameZnFlix and the
Stockholders, respectively, prompt notice of any event or development
that occurs prior to the Closing that (a) had it existed or been known
on the date hereof would have been required to be disclosed by such
party under this Agreement, (b) would cause any of the representations
and warranties of such party contained herein to be inaccurate or
otherwise misleading, except as contemplated by the terms hereof, or
(c) gives any such party any reason to believe that any of the
conditions set forth in this Agreement will not be satisfied prior to
the Termination Date.

9.2  Public Announcements.  The Stockholders and GameZnFlix shall
consult with each other before issuing any press release or making any
public statement with respect to this Agreement and the transactions
and, except as may be required by applicable law or regulation, a
party hereto shall not issue any such press release or make any such
public statement without the consent of the other party hereto.

9.3  Confidentiality.  If the transactions are not consummated, each
party shall treat all information obtained in its investigation of
another party or any affiliate thereof, and not otherwise known to
them or already in the public domain, as confidential and shall not
use or otherwise disclose such information to any third party except
as required by law or regulation (including the listing rules), and
shall return to such other party or affiliate all copies made by it or
its representatives of confidential information provided by such other
party or affiliate.

10.   Conditions Precedent to Obligations of TBC. All obligations of
TBC to consummate the Transactions are subject to the satisfaction
prior thereto of each of the following conditions:

10.1  Representations and Warranties.  The representations and
warranties of GameZnFlix contained in this Agreement shall be true and
correct on the date hereof and (except to the extent such
representations and warranties speak as of an earlier date) shall also
be true and correct on and as of the Closing with the same force and
effect as if made on and as of the Closing.

10.2  Agreements, Conditions and Covenants.  GameZnFlix shall have
performed or complied with all agreements, conditions and covenants
required by this Agreement to be performed or complied with by it on
or before the Closing.

10.3  Legality.  No law or court order shall have been enacted,
entered, promulgated or enforced by any court or governmental
authority that is in effect and has the effect of making the purchase
and sale of the assets illegal or otherwise prohibiting the
consummation of such purchase and sale.

11.   Conditions Precedent to Obligations of GameZnFlix. All
obligations of GameZnFlix to consummate the transactions are subject
to the satisfaction (or waiver) prior thereto of each of the following
conditions:

11.1  Representations and Warranties.  The representations and
warranties of the Stockholders contained in this Agreement shall be
true and correct on the date hereof and (except to the extent such
representations and warranties speak as of an earlier date) shall also
be true and correct on and as of the Closing, except for changes
contemplated by this Agreement, with the same force and effect as if
made on and as of the Closing.

11.2  Agreements, Conditions and Covenants.  The Stockholders shall
have performed or complied in all material respects with all
agreements, conditions and covenants required by this Agreement to be
performed or complied with by them on or before the Closing.

11.3  Legality.  No law or court order shall have been enacted,
entered, promulgated or enforced by any court or governmental
authority that is in effect and (a) has the effect of making the
purchase and sale of the assets illegal or otherwise prohibiting the
consummation of such purchase and sale or  (b) has a reasonable
likelihood of causing a material adverse effect.

12.  Post-Closing Obligations.

12.1  Audit.  The Stockholders shall cause an audit, and accompanying
pro forma financial statements, of TBC to be completed within seventy-
one (71) days of the filing of the Form 8-K disclosing the transaction
represented by this Agreement to comply with applicable provisions of
Regulation S-X in connection with the acquisition of one company by
another.

13. Termination

13.1 Grounds for Termination.  This Agreement may be terminated at any
time before the Closing:

     (a)  By mutual written consent of the Stockholders and
GameZnFlix;

     (b)  By the Stockholders or GameZnFlix if the Closing shall not
have been consummated on or before the Termination Date;
provided, however, that the right to terminate this Agreement
shall not be available to any party whose failure to fulfill any
obligation under this Agreement has been the cause of, or
resulted in, the failure of the Closing to occur on or before the
Termination Date;

     (c)  By the Stockholders or GameZnFlix if a court of competent
jurisdiction or governmental, regulatory or administrative agency
or commission shall have issued a court order (which court order
the parties shall use commercially reasonable efforts to lift)
that permanently restrains, enjoins or otherwise prohibits the
transactions, and such court order shall have become final and
non-appealable;

     (d)  By GameZnFlix, if the Stockholders shall have breached, or
failed to comply with, any of its obligations under this
Agreement or any representation or warranty made by the
Stockholders shall have been incorrect when made, and such
breach, failure or misrepresentation is not cured within twenty
(20) days after notice thereof, including failure to keep the
GameZnFlix current in its filings and honor existing agreements;
and

     (e)  By the Stockholders, if GameZnFlix shall have breached, or
failed to comply with any of its obligations under this Agreement
or any representation or warranty made by it shall have been
incorrect when made, and such breach, failure or
misrepresentation is not cured within twenty (20) days after
notice thereof, and in either case, any such breaches, failures
or misrepresentations, individually or in the aggregate, results
or would reasonably be expected to affect materially and
adversely the benefits to be received by the Stockholders hereunder.

13.2  Effect of Termination.  If this Agreement is terminated pursuant
to Section 13.1, the agreements contained in Section 9.3 shall survive
the termination hereof and any party may pursue any legal or equitable
remedies that may be available if such termination is based on a
breach of another party.

14. General Matters.

14.1  Entire Agreement; Amendment  This Agreement constitutes the
entire agreement among the parties hereto with respect to the subject
matter hereof and thereof.  This Agreement supersedes all prior
agreements and understandings among the parties hereto with respect to
the subject matter hereof and thereof.  There are no restrictions,
promises, warranties or undertakings, other than those set forth or
referred to herein and therein.  This Agreement may be amended,
modified or supplemented only by a written instrument duly executed by
each of the parties hereto.

14.2  Benefits; Successors.  This Agreement shall be binding upon and
inure to the benefit of and be enforceable by the respective heirs,
legal representatives, successors and permitted assigns of the
parties.  Nothing in this Agreement shall confer any rights upon any
person other than the Stockholders and GameZnFlix and their respective
heirs, legal representatives, successors and permitted assigns.

14.3  Assignment; Waiver.  No party hereto shall assign this
Agreement or any right, benefit or obligation hereunder.  Any term or
provision of this Agreement may be waived at any time by the party
entitled to the benefit thereof by a written instrument duly executed
by such party.  However, failure of any party to exercise any right
or remedy under this Agreement or otherwise, or delay by a party in
exercising such right or remedy, shall not operate as a waiver thereof.

14.4  Further Assurances.  At and after the Closing, the Stockholders
and GameZnFlix shall execute and deliver any and all documents and
take any and all other actions that may be deemed reasonably necessary
by their respective counsel to complete the transactions.

14.5  Interpretation. Unless the context of this Agreement clearly
requires otherwise, (a) references to the plural include the singular,
the singular the plural, the part the whole, (b) references to any
gender include all genders, (c) "or" has the inclusive meaning
frequently identified with the phrase "and/or," (d) "including" has
the inclusive meaning frequently identified with the phrase "but not
limited to" and (e) references to "hereunder" or "herein" relate to
this Agreement.  The section and other headings contained in this
Agreement are for reference purposes only and shall not control or
affect the construction of this Agreement or the interpretation
thereof in any respect. Section, subsection, Schedule and Exhibit
references are to this Agreement unless otherwise specified.  Each
accounting term used herein that is not specifically defined herein
shall have the meaning given to it under GAAP.  Any reference to a
party's being satisfied with any particular item or to a party's
determination of a particular item presumes that such standard will
not be achieved unless such party shall be satisfied or shall have
made such determination in its sole or complete discretion.

14.6  Severability.  If any provision of this Agreement shall be
invalid or unenforceable in any jurisdiction, such invalidity or
unenforceability shall not affect the validity or enforceability of
the remainder of this Agreement in that jurisdiction or the validity
or enforceability of any provision of this Agreement in any other
jurisdiction.

14.7  Counterparts.  This Agreement may be executed in two or more
counterparts, each of which shall be binding as of the date first
written above, and all of which shall constitute one and the same
instrument.  Each such copy shall be deemed an original.

14.8  Schedules. Any items listed or described on Schedules shall be
listed or described under a caption that identifies the Sections of
this Agreement to which the item relates.

14.9  Notices. All notices that are required or permitted hereunder
shall be in writing and shall be sufficient if personally delivered or
sent by mail, facsimile message or Federal Express or other delivery
service.  Any notices shall be deemed given upon the earlier of the
date when received at, or the third day after the date when sent by
registered or certified mail or the day after the date when sent by
Federal Express to, the address or fax number set forth below, unless
such address or fax number is changed by notice to the other party
hereto:

If to TBC:

TBC Today, Inc.
61 Lemon Street
Uniontown, Pennsylvania 15401
Attention: Marty Schiff, President
           Telephone: (412) 657-8742

If to GameZnFlix:

GameZnFlix, Inc.
1535 Blackjack Road
Franklin, Kentucky 42134
Attention: John Fleming, Chief Executive Officer
           Telephone: (270) 598-0395
           Facsimile: (270) 778-0001

With copies to:

Brian F. Faulkner, A Professional Law Corporation
27127 Calle Arroyo, Suite 1923
San Juan Capistrano, California 92675
Attention:  Brian F. Faulkner, Esq.
            Telephone: (949) 240-1361
            Facsimile: (949) 240-1362

14.10  Arbitration.  Any and all disputes relating to this Agreement
or its breach  shall be settled by arbitration, by a single
arbitrator, in Nashville, Tennessee, in accordance with the then-
current rules of JAMS/Endispute; the parties waive any right they may
have under any statute or law to cause such proceeding to be
transferred to any other venue.  Judgment upon the award entered by
the arbitrator may be entered in any court having jurisdiction
thereof.  Costs of arbitration, including reasonable attorneys' fees
and costs incurred, as determined by the arbitrator, together with
reasonable attorneys' fees and costs incurred by the prevailing party
in court enforcement of the arbitration award, must be paid to the
prevailing party by the party designated by the arbitrator or court.
Service of the Petition to Confirm Arbitration and written notice of
the time and place of the hearing thereon shall be in the same manner
provided in this Agreement.

Should one party either dismiss or abandon his claim or counterclaim
before hearing thereon, the other party shall be deemed the
"prevailing party" pursuant to this Agreement.  Should both parties
receive judgment or award of their respective claims, the party in
whose favor the larger judgment or award is rendered shall be deemed
the "prevailing party" pursuant to this Agreement.

14.11  Governing Law.  The laws of the State of Nevada shall govern
all issues concerning the relative rights of the Company and its
stockholders.  All other questions shall be governed by and
interpreted in accordance with the laws of the State of Nevada without
regard to the principles of conflict of laws.

IN WITNESS WHEREOF, this Acquisition Agreement has been executed by
the parties hereto as of the day and year first written above.

                                       GAMEZNFLIX, INC.



                                       By: /s/  John Fleming
                                       John Fleming, Chief Executive Officer


                                       STOCKHOLDERS OF TBC TODAY, INC.



                                       By: /s/  Marty Schiff
                                       Marty Schiff


                                 EXHIBIT A

                      STOCKHOLDERS OF TBC TODAY, INC.


Name of Stockholder         Number of Shares              % Owned

Majorie Fleming                100,000                     0.909%
Amanda Fleming                 140,000                     1.273%
Damon Fleming                  100,000                     0.909%
Elizebeth Fleming            1,400,000                    12.727%
Anne Morrison                2,840,000                    25.818%
Nicholas Perez                 140,000                     1.273%
Christopher Patricia           600,000                     5.454%
Stephanie Sullivan              25,000                     0.227%
Orla M. Sullivan               100,000                     0.909%
John Adams                     100,000                     0.909%
Rodrick Bailey                  80,000                     0.727%
Lavonne Bren                    50,000                     0.455%
Theodore Bren                   50,000                     0.455%
Connie Bren                     60,000                     0.545%
Cynthia Devlin                 216,667                     1.970%
Laura Doeheler                  25,000                     0.227%
William Fishel                  40,000                     0.364%
Beverly Fishel                  40,000                     0.364%
Kenny Living Trust              60,000                     0.545%
Greg Martin                     60,000                     0.545%
Terry Mayers                    50,000                     0.455%
Barry Parish                   400,000                     3.636%
Sharon Portner                  25,000                     0.227%
Julianne Schroede               25,000                     0.227%
Myron Strasser                 100,000                     0.909%
Brian Crogan                   100,000                     0.909%
Wayne Jones                     50,000                     0.455%
Jason Bagalawis                 35,000                     0.318%
Mark Crist                      35,000                     0.318%
Wendy Delk                      35,000                     0.318%
Brian Faulkner                  70,000                     0.636%
John Fleming                 3,000,000                    27.273%
Gary Hohman                    336,666                     3.061%
Christopher Patricia            35,000                     0.318%
Elizebeth Rose                  35,000                     0.318%
Steven Wilhelm                  35,000                     0.318%
Marty Schiff                   336,667                     3.061%
Brandon Vincent                 35,000                     0.318%
Jermery Hohman                  35,000                     0.318%

Total:                      11,000,000                   100.000%