Abstract: Donald Miche created a match box computer that can learn and improve at tic tac toe which comprises of 304 match boxes; however that is an extreme amount and even then it can’t play second I aim to fix this by creating a much more optimum version of this tic tac toe computer which is less bulky and can play both second and first. One method of achieving this may be by creating a book with every possible outcome that is more compact or by perhaps by using a bigger box that can contain more beads that correspond to slots on the board; hence, allowing the computer to be more compact while also allowing it to play with itself and s both player one and two; Another Method is by creating a beads and box compute similar to MENACE but the box is smaller and therefore can fit more beads allowing for many less boxes and a much more probabilistic computer. These two methods are both less tedious to make, a lot more compact, and simplistic. This Matchbox engine can play entirely probabilistically while being more compact and simple.