Alphatrade Com (APTD) 10-Q/A 2008 Q3 Quarterly report (amended)

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q/A

[×]	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the quarterly period ended  September 30, 2008   or
[   ]	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the transition period from               to

Commission File Number:  000-25631

AlphaTrade.com

(Exact name of registrant as specified in its charter)

NV	98-0211652
(State or other jurisdiction	(IRS Employer
of incorporation)	Identification Number)

930 West First Street, Ste 116, North Vancouver, BC	V7P 3N4
(Address of principal executive offices)	(Zip Code)

(604) 986-9866

Registrant’s telephone number, including area code

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

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 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   [  ]  No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

[  ]	Large accelerated filer	[  ]	Accelerated filer
[  ]	Non-accelerated filer	[×]	Smaller reporting company

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).     [  ]  Yes   [×]  No

State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 52,056,023 as of September 30, 2008.

TABLE OF CONTENTS

EX-31.1  Certifications required under Section 302 of the Sarbanes-Oxley Act

EX-31.2  Certifications required under Section 302 of the Sarbanes-Oxley Act

EX-32.1  Certifications required under Section 906 of the Sarbanes-Oxley Act

EX-32.2  Certifications required under Section 906 of the Sarbanes-Oxley Act

                               Report on Form 10-Q

                       For the Quarter Ended September 30, 2008

                                      INDEX

                                                                          Page

                                                                          ----

Part I.  Financial Information

         Item 1.      Financial Statements (unaudited)...................... 3

                      Balance Sheets.......................................4-5

                      Statements of Operations ............................. 6

                      Statement of Stockholders' Equity (Deficit)..........8-9

                      Statements of Cash Flows...........................10-11

                      Notes to the Financial Statements .................12-13

         Item 2.      Management's Discussion and Analysis

                        or Plan of Operation .............................. 14

         Item 3.      Controls and Procedures ............................. 17

Part II. Other Information

         Item 1.      Legal Proceedings ................................... 17

         Item 2.      Changes in Securities ............................... 18

         Item 3.      Defaults Upon Senior Securities ..................... 19

         Item 4.      Submission of Matters to a Vote of Security Holders . 19

         Item 5.      Other Information ................................... 19

         Item 6.      Exhibits and Reports on Form 8-K .................... 19

                      Signatures........................................... 20

                      Certifications.....................................21-27

                                       2

PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements (unaudited)

                                       3

ALPHATRADE.COM

Balance Sheets

(restated)

ASSETS

			September 30,		December 31,
			2008		2007
			(unaudited)
CURRENT ASSETS
	Cash		$	355	$	153,760
	Accounts receivable			2,554		28,047
	Marketable securities-avaliable for sale			2,370,478		658,858
	Marketable securities-avaliable for sale related party			2,093		5,232
	Prepaid expenses			8,900		750
		Total Current Assets		2,384,380		846,647
PROPERTY AND EQUIPMENT, net				50,467		45,633
OTHER ASSETS
	Investments, at cost			300,000		300,000
		TOTAL ASSETS	$	2,734,847	$	1,192,280

The accompanying notes are an integral part of these financial statements.

4

ALPHATARADE.COM

Balance Sheets

(restated)

LIABILITIES AND STOCKHOLDERS' EQUITY/(DEFICIT)

			September 30,		December 31,
			2008		2007
			(unaudited)
CURRENT LIABILITIES
	Accounts payable and accrued expenses		$	2,091,429	$	2,404,822
	Bank overdraft			16,038		-
	Related party payables			2,626,573		2,190,414
	Deferred revenues			214,793		1,130,178
		Total Current Liabilities		4,948,833		5,725,414
TOTAL LIABILITIES				4,948,833		5,725,414
STOCKHOLDERS' EQUITY/(DEFICIT)
	Preferred shares: $0.001 par value,
	10,000,000 shares authorized: 2,000,000 Class A and
	2,000,000 Class B shares issues and outstanding			4,000		4,000
	Common shares: $0.001 par value,
	100,000,000 shares authorized: 52,506,023 and 48,589,773
	shares issues and outstanding,respectively			52,056		48,590
	Stock subscription payable			45,080		28,500
	Additional paid-in capital			33,705,069		32,959,057
	Accumulated other comprehensive income			(919,824)		(738,404)
	Accumulated deficit			(35,100,367)		(36,834,877)
		Total Stockholders' Equity/(Deficit)		(2,213,986)		(4,533,134)
		TOTAL LIABILITIES AND STOCKHOLDERS'
		EQUITY/(DEFICIT)	$	2,734,847	$	1,192,280

The accompanying notes are an integral part of these financial statements.

5

ALPHATRADE.COM

Statements of Operations and Other Comprehensive Income (Loss)

(unaudited)

			For the Three Months Ended				For the Nine Months Ended
			September 30,				September 30,
			2008		2007		2008		2007
REVENUES				(restated)				(restated)
	Subscription revenue		$	757,287	$	773,818	$	2,317,050	$	2,298,473
	Advertising revenue			1,060,491		817,523		3,528,786		1,675,992
	Other revenue			49,409		19,037		144,553		53,725
		Total Revenues		1,867,187		1,610,378		5,990,389		4,028,190
COST OF SALES
	Financial content			490,615		364,973		1,431,112		1,262,087
	Other cost of sales			396		1,082		2,538		3,875
		Total Cost of Sales		491,011		366,055		1,433,650		1,265,962
GROSS PROFIT				1,376,176		1,244,323		4,556,739		2,762,228
OPERATING EXPENSES
	Management expense			120,000		-		360,000		240,000
	Professional fees			216,500		49,609		884,488		1,111,773
	Research and development			123,841		139,971		395,544		327,840
	Marketing expense			146,899		1,819,988		639,822		3,276,579
	General and administrative			175,398		268,242		429,825		638,067
		Total Operating Expenses		782,638		2,277,810		2,709,679		5,594,259
INCOME (LOSS) FROM OPERATIONS				593,538		(1,033,487)		1,847,060		(2,832,031)
OTHER INCOME (EXPENSE)
	Gain (Loss) on sale of assets			(47,215)		(114,771)		(145,147)		(48,350)
	Gain on settlement of debt			-		-		307,974		-
	Interest expense			(95,206)		-		(275,377)		-
		Total Other Income (Expense)		(142,421)		(114,771)		(112,550)		(48,350)
NET INCOME (LOSS) BEFORE INCOME TAXES				451,117		(1,148,258)		1,734,510		(2,880,381)
INCOME TAX EXPENSE				-		-		-		-
NET INCOME (LOSS)			$	451,117	$	(1,148,258)	$	1,734,510	$	(2,880,381)
OTHER COMPREHENSIVE INCOME (LOSS)			$	(527,751)	$	-	$	(181,420)	$	(342,452)
TOTAL COMPREHENSIVE INCOME (LOSS)			$	(76,634)	$	(1,148,258)	$	1,553,090	$	(3,222,833)
BASIC EARNINGS (LOSS) PER SHARE			$	0.01	$	(0.03)	$	0.03	$	(0.07)
BASIC WEIGHTED AVERAGE NUMBER
OF SHARES OUTSTANDING				51,708,336		44,613,473		50,616,857		43,029,594
FULLY DILUTED WEIGHTED AVERAGE
NUMBER OF SHARES OUTSTANDING				118,685,186		44,613,472		117,593,707		43,029,594

The accompanying notes are an integral part of these financial statements.

6

ALPHATRADE.COM

Statements of Stockholders' Equity/(Deficit)

(restated)

							Additional		Stock		Other				Total
	Preferred Stock			Common Stock			Paid-In		Subscription		Comprehensive		Accumulated		Stockholders'
	Shares	Amount		Shares	Amount		Capital		Payable		Income		Deficit		Equity
Balance, December 31, 2006	4,000,000	$	4,000	40,425,027	$	40,425	$	30,853,661	$	(30,000)	$	(717,860)	$	(31,111,747)	$	(961,521)
Common stock issued for cash
at $0.18 per share	-		-	2,287,500		2,288		454,212		28,500		-		-		485,000
Common stock issued for services
at $0.20 per share	-		-	5,877,246		5,877		1,052,066		-		-		-		1,057,943
Value of stock purchase
warrants granted	-		-	-		-		207,728		-		-		-		207,728
Value of stock options issued
under the 2007 stock option plan	-		-	-		-		131,540		-		-		-		131,540
Contributed capital	-		-	-		-		19,850		-		-		-		19,850
Executive compensation
contributed by related party	-		-	-		-		240,000		-		-		-		240,000
Amortization of prepaid expense	-		-	-		-		-		30,000		-		-		30,000
Net income for the year
ended December 31, 2007	-		-	-		-		-		-		(20,544)		(5,723,130)		(5,743,674)
Balance, December 31, 2007	4,000,000		4,000	48,589,773		48,590		32,959,057		28,500		(738,404)		(36,834,877)		(4,533,134)
Common stock issued for cash
at $0.20 per share	-		-	1,075,000		1,075		196,425		16,580		-		-		214,080
Common stock issued for services
at $0.17 per share	-		-	2,391,250		2,391		392,210		-		-		-		394,601
Value of stock purchase
warrants granted	-		-	-		-		14,233		-		-		-		14,233
Value of stock options issued
under stock option plans	-		-	-		-		143,144		-		-		-		143,144
Net income for the nine months
ended September 30, 2008	-		-	-		-		-		-		(181,420)		1,734,510		1,553,090
Balance,
September 30, 2008 (unaudited)	4,000,000	$	4,000	52,056,023	$	52,056	$	33,705,069	$	45,080	$	(919,824)	$	(35,100,367)	$	(2,213,986)

The accompanying notes are an integral part of these financial statements.

7

ALPHATRADE.COM

Statements of Cash Flows

(unaudited)

			For the Nine Months Ended
			September 30,
			2008		2007
CASH FLOWS FROM				(restated)
OPERATING ACTIVITIES
	Net income (loss)		$	1,734,510	$	(2,880,381)
	Adjustments to reconcile net income (loss) to
	net cash used by operating activities:
		Depreciation expense	#	13,745	#	10,010
		Value of stock options and warrants granted		157,377		103,478
		Loss on sale of assets		145,147		48,350
		Gain on settlement of debt		(307,972)		-
		Amortization of services prepaid by common stock		-		30,000
		Investments received as payment for accounts receivable		(2,135,263)		(862,139)
		Common stock issued for services		394,601		693,240
	Changes in operating assets and liabilities:
		Proceeds from bank overdraft		16,038		-
		Changes in accounts receivable	#	(34,077)	#	63,483
		Changes in prepaid expenses		(8,150)		4,148
		Changes in deferred revenues		(855,815)		7,050
		Changes in related party payables		436,159		1,239,072
		Changes in accounts payable and accrued expenses		(5,421)		1,239,143
		Net Cash Used in Operating Activities		(449,121)		(304,546)
CASH FLOWS FROM
INVESTING ACTIVITIES
	Sale of securities			100,215		57,899
	Purchase of fixed assets			(18,579)		(23,396)
		Net Cash Provided by Investing Activities		81,636		34,503
CASH FLOWS FROM
FINANCING ACTIVITIES
	Stock subscriptions payable			16,580		-
	Common stock issued for cash			197,500		191,000
	Contributed capital			-		19,850
		Net Cash Provided by Financing Activities		214,080		210,850
		NET DECREASE IN CASH		(153,405)		(59,193)
		CASH AT BEGINNING OF PERIOD		153,760		147,323
		CASH AT END OF PERIOD	$	355	$	88,130
SUPPLEMENTAL DISCLOSURES OF
	CASH FLOW INFORMATION
	CASH PAID FOR:
		Interest	$	64,513	$	-
		Income Taxes	$	-	$	-
	NON CASH FINANCING ACTIVITIES:
		Common stock issued for services and contributions	$	394,601	$	693,240
		Value of stock options and warrants granted	$	157,377	$	103,478

                                 ALPHATRADE.COM

                        Notes to the Financial Statements

NOTE 1 - CONDENSED FINANCIAL STATEMENTS

         The accompanying financial statements have been prepared by the Company

         without audit.  In the opinion of management,  all  adjustments  (which

         include only normal recurring  adjustments) necessary to present fairly

         the  financial  position,  results  of  operations  and  cash  flows at

         September 30, 2008 and for all periods presented have been made.

         Certain  information  and  footnote  disclosures  normally  included in

         financial statements prepared in accordance with accounting  principles

         generally  accepted in the United States of America have been condensed

         or omitted. It is suggested that these condensed  financial  statements

         be read in conjunction with the financial  statements and notes thereto

         included  in  the  Company's   December  31,  2007  audited   financial

         statements.  The results of operations for the periods ended  September

         30,  2008 and  2007 are not  necessarily  indicative  of the  operating

         results for the full years.

NOTE 2 - OUTSTANDING COMMON STOCK OPTIONS AND STOCK PURCHASE WARRANTS

         The Company uses the instruments identified as stock options and common

         stock  warrants   somewhat   interchangeably.   Both  forms  of  equity

         instruments have been granted as compensation to the Company's officers

         and directors.

         Under FASB Statement 123R, the Company estimates the fair value of each

         stock award at the grant date by using the Black-Scholes option pricing

         model. The following  weighted  average  assumptions used for grants in

         the periods ended  December 31, 2007 and  September 30, 2008:  dividend

         yield of zero percent for all years;  expected volatility of 74.36% and

         62.01%;  risk-free interest rates of 5.03% and 3.35% and expected lives

         of 1.0 and 3.0, respectively.

         The general terms of awards such as vesting requirements(usually 1 to 2

         years),  term of options  granted  (usually  10  years),  and number of

         shares authorized for grants of options or other equity instruments are

         determined  by the Board of  Directors.  A summary of the status of the

         Company's  stock  options  and  warrants  as of  December  31, 2007 and

         changes  during the periods ended  December 31,  2007and  September 30,

         2008 is presented below:

                                           Weighted    Weighted

                                           Options     Average      Average

                                           and         Exercise     Grant Date

                                           Warrants    Price        Fair Value

                                           -----------------------------------

         Outstanding, December 31, 2006    39,822,997  $   0.38     $    0.38

            Granted                        13,618,000      0.25          0.25

            Expired                        (1,130,000)     0.72          0.72

            Exercised                        (740,650)     0.76          0.76

         Outstanding, December 31, 2007    51,570,347  $   0.36     $    0.36

         Exercisable, December 31, 2007    35,925,350  $   0.40     $    0.40

                                       11

                                 ALPHATRADE.COM

                        Notes to the Financial Statements

NOTE 2 - OUTSTANDING COMMON STOCK OPTIONS AND STOCK PURCHASE WARRANTS

        (Continued)

                                           Weighted    Weighted

                                           Options     Average      Average

                                           and         Exercise     Grant Date

                                           Warrants    Price        Fair Value

                                           -----------------------------------

         Outstanding, December 31, 2007    51,570,347  $   0.36     $    0.36

            Granted                         9,245,000      0.21          0.21

            Expired                        (2,043,497)     0.73          0.73

            Exercised                        (448,650)     0.25          0.25

         Outstanding, September 30, 2008   58,323,200  $   0.32     $    0.32

         Exercisable, September 30, 2008   36,976,850  $   0.37     $    0.37

NOTE 3 - RESTATED FINANCIAL STATEMENTS

The Company has restated  its  financial  statements  as of and for the period ended  September  30, 2008 to reflect the reversal of $2,180,912 of advertising  revenues not properly recognized in accordance with the Company's  revenue   recognition   policy, and the recording of other-than-temporary impairment of available-for-sale securities during the 2007 fiscal year.  The following summarized financial statements compare the financial statements before and after the restatement.

   BALANCE SHEET

  CURRENT ASSETS                                      (original)    (restated)

   Cash                                              $        355  $        355

   Accounts receivable                                  4,293,267         2,554

   Marketable securities-available for sale             2,370,478     2,370,478

   Marketable securities-available for sale

      related party                                         2,093         2,093

   Prepaid expenses                                         8,900         8,900

                                                     ------------  ------------

   Total Current Assets                                 6,675,093     2,384,380

                            ��                        ------------  ------------

  PROPERTY AND EQUIPMENT, net                              50,467        50,467

                                                     ------------  ------------

  OTHER ASSETS

   Investments, at cost                                   300,000       300,000

                                                     ------------  ------------

           TOTAL ASSETS                              $  7,025,560  $  2,734,847

                                                     ============  ============

  CURRENT LIABILITIES

     Accounts payable and accrued expenses          $   2,091,429  $  2,091,429

     Bank overdraft                                        16,038        16,038

     Related party payables                             2,626,573     2,626,573

     Deferred revenues                                  1,438,994       214,793

                                                    -------------  ------------

           Total Current Liabilities                    6,173,034     4,948,833

                                                    -------------  ------------

  TOTAL LIABILITIES                                     6,173,034     4,948,833

                                                    -------------  ------------

                                         12

                                  ALPHATRADE.COM

                        Notes to the Financial Statements

NOTE 3 - RESTATED FINANCIAL STATEMENTS (Continued)

  STOCKHOLDERS' EQUITY/(DEFICIT)                      (Original)      (Restated)

     Preferred shares: $0.001 par value,10,000,000

      shares authorized: 2,000,000 Class A and

      2,000,000 Class B shares issues and outstanding       4,000         4,000

     Common shares: $0.001 par value, 100,000,000

      shares authorized:  52,506,023 and 48,589,773

      shares issues and outstanding,respectively           52,056        52,056

     Stock subscription payable                            45,080        45,080

     Additional paid-in capital                        33,465,069    33,705,069

     Accumulated other comprehensive income            (1,828,951)     (919,824)

     Accumulated deficit                              (30,884,728)  (35,100,367)

                                                    -------------  ------------

           Total Stockholders' Equity/(Deficit)           852,526    (2,213,986)

                                                    -------------  ------------

           TOTAL LIABILITIES AND

           STOCKHOLDERS' EQUITY/(DEFICIT)           $   7,025,560  $  2,734,847

                                                    =============  ============

STATEMENT OF OPERATIONS

     Subscription revenue                           $   2,317,050  $  2,317,050

     Advertising revenue                                5,909,699     3,528,786

     Other revenue                                        144,553       144,553

                                                    -------------  ------------

           Total Revenues                               8,371,302     5,990,389

                                                    -------------  ------------

  COST OF SALES

     Financial content                                  1,431,112     1,431,112

     Other cost of sales                                    2,538         2,538

                                                    -------------  ------------

           Total Cost of Sales                          1,433,650     1,433,650

                                                    -------------  ------------

  GROSS PROFIT                                          6,937,652     4,556,739

                                                    -------------  ------------

  OPERATING EXPENSES

     Management expense                                   360,000       360,000

     Professional fees                                    884,488       884,488

     Research and development                             395,544       395,544

     Marketing expense                                    639,822       639,822

     General and administrative                           629,826       429,825

                                                    -------------  ------------

           Total Operating Expenses                     2,909,680     2,709,679

                                                    -------------  ------------

  INCOME FROM OPERATIONS                                4,027,972     1,847,060

                                                    -------------  ------------

  OTHER INCOME (EXPENSE)

     Gain (Loss) on sale of assets                       (145,147)     (145,147)

     Gain on settlement of debt                           307,974       307,974

     Interest expense                                    (275,377)     (275,377)

                                                    -------------  ------------

           Total Other Income (Expense)                  (112,550)     (112,550)

                                                    -------------  ------------

                                       13

                                 ALPHATRADE.COM

                        Notes to the Financial Statements

NOTE 3 - RESTATED FINANCIAL STATEMENTS (Continued)

                                                             (Original)        (Restated)

  NET INCOME BEFORE INCOME TAXES                        3,915,422     1,734,510

  INCOME TAX EXPENSE                                            -             -

                                                    -------------  ------------

  NET INCOME                                        $   3,915,422  $  1,734,510

                                                    =============  ============

  OTHER COMPREHENSIVE INCOME (LOSS)                 $    (181,420) $   (181,420)

                                                    -------------  ------------

  TOTAL COMPREHENSIVE INCOME (LOSS)                 $   3,734,002  $  1,553,090

                                                    =============  ============

  BASIC EARNINGS PER SHARE                          $        0.08  $       0.03

  FULLY DILUTED INCOME PER SHARE                    $        0.03  $       0.01

                                                    =============  ============

  BASIC WEIGHTED AVERAGE NUMBER

    OF SHARES OUTSTANDING                              50,616,857    50,616,857

                                                    =============  ============

  FULLY DILUTED WEIGHTED AVERAGE NUMBER

    OF SHARES OUTSTANDING                             117,593,707   117,593,707

                                                    =============  ============

                                       14

Item 2.  Management's Discussion and Analysis of Financial Condition or Plan of

         Operations

The following information should be read in conjunction with the financial

statements and notes thereto appearing elsewhere in this Form 10-Q.

Forward-looking and Cautionary Statements

This report contains certain forward-looking statements. These statements relate

to future events or our future financial performance and involve known and

unknown risks and uncertainties. These factors may cause our company's, or our

industry's actual results, levels of activity, performance or achievements to be

materially different from those expressed or implied by the forward-looking

statements. In some cases, you can identify forward-looking statements by

terminology such as "may," "will" "should," "expects," "intends," "plans,"

"anticipates," "believes," "estimates," "predicts," "potential," "continue," or

the negative of these terms or other comparable terminology.

These statements are only predictions. Although we believe that the expectations

reflected in the forward-looking statements are reasonable, we cannot guarantee

future results, levels of activity, performance or achievements.

Restated Financial Statements

The Company has restated its financial statements as of and for the period ended September 30, 2008 to reflect the reversal of $2,180,912 of advertising revenues not properly recognized in accordance with the Company’s revenue recognition policy, and an impairment of other-than-temporary available-for-sale investment securities in the amount of $909,127. The following summarized financial statements compare the financial statements before and after the restatement.

RestatedResults of Operations.

THREE MONTHS ENDED SEPTEMBER 30, 2008 and 2007

-----------------------------------------

During the three months ended September 30, 2008, revenue growth slowed due to the unparalleled turbulence and overall decline in all of the financial markets. Our advertising business grew minimally as many clients put their marketing and advertising budgets on hold until the economy picked up or their business outlook improved. Revenue for 2008's third quarter was $1,867,187, which is a 16% increase over 2007's third quarter revenue of $1,610,378. Advertising revenues in the third quarter were $1,060,491 in 2008 and $817,523 in 2007. We revised our advertising pricing to reflect the downturn in the economy so we could attract new business  and to make it easier for clients to make a marketing buying decision.

We continue to focus on increasing the traffic to our stable of websites to ensure our advertising clients have a highly desirable demographic target audience. We are experiencing success with building new subscribers to our business networking site, www.zenobank.com, which was launched last quarter. The site provides a comprehensive forum for companies, businesses associated with the financial markets and investors to network using all of the modern, web-based tools available such as blogs, forums, and chat rooms. Every public company, once they sign up, will have complete and accurate financial data on their profile pages on ZenoBank - this will ensure they are compliant with all regulatory policies with respect to investor relations.

Our cost of sales for our financial products is directly related to the price of our financial feeds and content. Some of these costs are fixed monthly fees and others are based on the number of users or subscribers. We believe the market conditions at present will encourage people to save money in every way possible and with the cost effective products AlphaTrade has in both the E-Gate and advertising programs, we believe this could be beneficial for us in increasing our client base for all of our products. For the third quarter of 2008 our cost of sales was 26% of revenues compared to 36% of revenues in 2007. As our revenues increase, this percentage may become more favorable in terms of profitable operations.

We realized a net income of $451,117 for the three months ended September 30, 2008 compared to a loss of $1,148,258 for the three months ended September 30, 2007. This is an increase of $1,599,375 and directly related to the growth of our advertising business.  During 2008 we paid $539,822 to consultants for marketing fees.

Included in professional fees for 2008 are shares of common stock to investor relations consultants valued at $73,033 compared to $384,676 in 2007 and stock options to our employees valued at $143,144 compared to $103,864 in 2007. For the most part, the investor relations consultants are hired to bring new advertising clients to the company. We realized related party compensation expense of $120,000 for both 2008 and 2007.

Our operating expenses decreased to $782,641 in 2008 from $2,277,810 in 2007 mainly due to the fact that we did not renew or we terminated our sports sponsorships.

Historically, many of our expenses are paid in shares of our common stock. The expenses are recorded at the fair value of the shares issued. Excluding these non cash expenses the income (loss) for the three months ended September 30, 2008 and 2007 would have been $667,294 and ($763,582), respectively. The loss in 2007 is almost entirely due to the payments made on behalf of our sports sponsorships.

NINE MONTHS ENDED SEPTEMBER 30, 2008 AND 2007

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During the nine months ended September 30, 2008, revenue growth was driven by our increased advertising business. Revenue for the first three quarters of 2008 was $5,990,389, which is a 49% increase over the revenue for 2007’s first three quarters of $4,028,190. The most substantial growth was advertising and within that category the largest increase was from referral and repeat business. Advertising revenue in 2008’s first three quarters was $3,528,786 compared to $1,675,992 in 2007’s first three quarters. Our advertising model is unique in the industry because we have a high traffic website and our audience is comprised of a specific demographic. We are building a client base of companies that are seeking brand awareness in combination with building their shareholder base. Our advertising client base is increasing because we have created relationships with investor and public relation s firms.

We continue to focus on increasing the traffic to our stable of websites to ensure our advertising clients have a highly desirable demographic target audience. We are experiencing success with building new subscribers to our business networking site, www.zenobank.com, which was launched last quarter. The site provides a comprehensive forum for companies, business associated with the financial markets and investors to network using all of the modern, web-based tools available such as blogs, forums, and chat rooms. Every public company, once they sign up, will have complete and accurate financial data on their profile pages on ZenoBank - this will ensure they are compliant with all regulatory policies with respect to investor relations.

Our cost of sales for our financial products is directly related to the price of

our financial feeds and content. Some of these costs are fixed monthly fees and

others are based on the number of users or subscribers. We believe the market conditions at present will encourage people to save money in every way possible and with the cost effective products AlphaTrade has in both the E-Gate and advertising programs, we believe this could be beneficial for us in increasing our client base for all of our products. For the first three quarters of 2008 our cost of sales was 28% of revenues compared to 31% in 2007. As our advertising revenues increase, this percentage may become more  favorable in terms of profitable operations.

We realized net income of $1,734,510 for the first three quarters ended September 30, 2008 compared to a loss of $2,880,381 for the first three quarters ended September 30, 2007. This is an increase of $4,614,891 and directly related to the growth of our advertising business.  During the first nine months of 2008, none of our sports partnerships were active. In some cases, we terminated the sports sponsorship program for lack of tangible results and in some cases, we terminated due to breaches. To date in2008 we paid a total of $158,445 to a number of our sports sponsorship programs. During 2008 we paid $481,377 to consultants for marketing fees.

Included in professional fees for 2008 are shares of common stock to investor

relations consultants valued at $394,601 compared to $693,240 in 2007 and stock

options to our employees valued at $157,377 compared to $103,478 in 2007. For the most part, the investor relations consultants are hired to bring new advertising clients to the company. We realized related party compensation expense of $360,000 for both 2008 and 2007. Our operating expenses decreased to $2,709,680 in 2008 from $5,594,259 in 2007 mainly due to the fact that we did not renew or we terminated our sports sponsorships.

Historically, many of our expenses are paid in shares of our common stock. The

expenses are recorded at the fair value of the shares issued. Excluding these

non cash expenses the income (loss) for the first half of 2008 and 2007 would

have been $2,286,488 and ($2,083,663), respectively. The loss in 2007 is almost

entirely due to the payments made on behalf of our sports sponsorships.

Liquidity and Capital Resources.

We have consistently been financed through loans from related parties and from

raising capital through private equity offerings. We used $449,121 and $304,546

of cash in our operating activities in the first nine months of 2008 and 2007,

respectively. For the nine months ended September 30, 2008 and 2007 we received cash

totaling $214,080 and $210,850 from the issuance of our common stock and

contributed capital. We expect that in the next twelve months the cash generated

by our operations will be adequate to cover our operating expenses.

Given the right circumstances, we would entertain a secondary financing if it

would ensure our growth could be greatly fast-tracked otherwise we will focus on

building our business via revenue growth. Currently, we do not have any

definitive plans for a secondary financing.

We currently have no material commitments for major capital expenditures.

Dependence on Key Personnel

We are dependent on the services of Penny Perfect, the Chief Executive Officer

of the Company. The loss of Ms. Perfect or Gordon Muir, our CTO or other key

executives and personnel, or the inability to attract and retain the additional

highly skilled employees required for the expansion of our activities, may have

a material adverse effect on our business or our future operations.

                                       16

Item 3.   Controls and Procedures

         As of the end of the period covered by this report, we carried out an

evaluation, under the supervision and with the participation of management,

including our chief executive officer and principal financial officer, of the

effectiveness of the design and operation of our disclosure controls and

procedures as defined in Rules 13a-15(e) and 15d-15(e) of the Securities

Exchange Act of 1934. Based upon that evaluation, our chief executive officer

and principal financial officer concluded that our disclosure controls and

procedures are not effective to cause the material information required to be

disclosed by us in the reports that we file or submit under the Exchange Act to

be recorded, processed, summarized and reported within the time periods

specified in the SEC's rules and forms. There have been no changes

in our internal controls or in other factors which could significantly affect

internal controls subsequent to the date we carried out our evaluation.

PART II - OTHER INFORMATION.

Item 1. Legal Proceedings.

AlphaTrade.com is the Defendant in litigation pending in the Supreme Court of

British Columbia, Canada. This action was filed on December 23, 2003 and is

between Zacks Investment Services, Inc. as Plaintiff and AlphaTrade.com as

Defendant. The case number is 5036907.

The Plaintiff alleges that it is owed the sum of $279,664 pursuant to a

licensing Agreement executed by the Plaintiff and the Defendant in 1999.

Alphatrade is aggressively defending itself against this claim.

During the year ending December 31, 2002, a company filed an action against

AlphaTrade in the Supreme Court of British Columbia, Canada claiming unspecified

damages. AlphaTrade filed a Statement of Defense in August, 2002. There has been

no further developments in this action. AlphaTrade plans to vigorously defend

itself.

Arena Media Networks LLC v. AlphaTrade.com

Supreme Court of the State of New York, County of New York, Index No. 603406/06

-------------------------------------------------------------------------------

Plaintiff Arena Media Networks LLC ("Arena") commenced this action on or about

October 15, 2007 by the filing of a Summons and Complaint. In the Complaint,

Arena asserts causes of action for breach of contract, account stated and unjust

enrichment against the Company arising from the Company's alleged failure to pay

sums purportedly due Arena pursuant to an agreement in which Arena agreed to

place advertising for the Company.

The Company answered the Complaint on February 1, 2008. In its Answer, the

Company denies the material allegations of the Complaint and asserts numerous

affirmative defenses. This action is presently in the discovery stage. The

Company intends to vigorously defend this action.

Professional Bull Riders, Inc. v. AlphaTrade.com,

United Stated District Court, District of Colorado, Case No. 08-cv-01017 (MSK)

                                      17

Plaintiff Professional Bull Riders, Inc. ("PBR") commenced this action against

the Company on or about April 15, 2008 in the District Court of Pueblo County,

Colorado, Case No. 2008CV527. The Company removed this action to the United

States District Court for the District of Colorado on May 15, 2008. In its

Complaint, PBR alleges two causes of action arising from the alleged breach of a

Sponsorship Agreement, as amended, and the alleged breach of a settlement

agreement, and seeks damages of over $1,500,000.

The Company denies the material allegations of the Complaint and intends to

vigorously defend this action.

Tommy G Productions, LLC v. AlphaTrade.com,

District Court, Pueblo County, Colorado, Case No. 2008CV1008

Plaintiff Tommy G Productions ("Tommy G") commenced this action against the

Company on or about June 27, 2008 in the District Court of Pueblo County,

Colorado, Case No. 2008CV1008. In its Complaint, Tommy G alleges a cause of

action arising from the alleged breach of a Sponsorship Agreement, and seeks

damages of $30,000.

The Company is required to answer or move with respect to the Complaint on or

before August 10, 2008. The Company denies the allegations of the Complaint and

intends to vigorously defend this action.

Center Operating Company v. AlphaTrade.com,

68^th Judicial District Court, Dallas County, Texas, Case No. 2009-156001-1

Plaintiff Center Operating Company ("COC") commenced this action against the

Company on or about September 3, 2008 in the District Court of Dallas County,

Texas, Case No. 2009-156001-1. In its Complaint, COC alleges a cause of

action arising from the alleged breach of a Sponsorship Agreement, and seeks

damages of $185,621.

The Company denies the allegations of the Complaint and intends to vigorously defend this action.

We are subject to potential liability under contractual and other matters and

various claims and legal actions which may be asserted. These matters arise in

the ordinary course and conduct of our business. While the outcome of the

potential claims and legal actions against us cannot be forecast with certainty,

we believe that such matters should not result in any liability which would have

a material adverse effect on our business.

Item 2. Changes in Securities.

The following unregistered securities have been issued since January 1st, 2008:

                                            Valued

Date          No. of Shares      Title      At          Reason

Jan./2008       400,000         Common      $0.20       For cash

Jan./2008       440,750         Common      $0.20       For services

Feb./2008       300,000         Common      $0.20       For cash

Feb./2008       480,000         Common      $0.20       For services

March/2008       45,000         Common      $0.20       For services

March/2008       25,000         Common      $0.20       For cash

April/2008       10,000         Common      $0.17       For services

May/2008        520,000         Common      $0.17       For services

June/2008       415,000         Common      $0.17       For services

June/2008       300,000         Common      $0.20       For cash

July/2008       130,500         Common      $0.165      For services

Aug./2008       150,000         Common      $0.13       For services

Aug./2008       200,000         Common      $0.16       For services

Sept./2008       50,000         Common      $0.15       For cash

The above noted shares were issued in private, isolated transactions without

registration under the Securities Act. The shares were issued in reliance on the

exemption provided by Rule 506 and/or Section 4(2) of the Securities Act as a

transaction by an issuer not involving a public offering to Consultants or to

companies owned or controlled by Consultants or Officers of AlphaTrade.

Item 3. Defaults Upon Senior Securities.

        None.

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

        None.

Item 5. Other Information.

        None.

Item 6. Exhibits and Reports on Form 8-K.

        (a) Exhibits

         Exhibit 31.1   Certification of C.E.O. Pursuant to Section 302 of

                        the Sarbanses-Oxley Act of 2002.

         Exhibit 31.2   Certification of Principal Accounting Officer

                        Pursuant to Section 302 of the Sarbanses-Oxley Act of

                        2002.

         Exhibit 32.1   Certification of C.E.O. Pursuant to 18 U.S.C. Section

                        1350,  as  Adopted  Pursuant  to  Section  906 of the

                        Sarbanes-Oxley Act of 2002

         Exhibit 32.2   Certification   of   Principal   Accounting   Officer

                        Pursuant to 18 U.S.C.  Section 1350, as Adopted

                        Pursuant to Section 906 of the  Sarbanes-Oxley Act of

                        2002

        (b) Report on Form 8-K

              None

                                      19

SIGNATURES

          Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		AlphaTrade.com
Date: April 21, 2010	By:	/s/ Gordon J. Muir
		Gordon J. Muir
		CEO/Director

		AlphaTrade.com
Date: April 21, 2010	By:	/s/ Katharine Johnston
		Katharine Johnston
		Principal Accounting Officer

EXHIBIT INDEX

Exhibit Number	Description of Exhibit
EX-31.1	Certifications required under Section 302 of the Sarbanes-Oxley Act
EX-31.2	Certifications required under Section 302 of the Sarbanes-Oxley Act
EX-32.1	Certifications required under Section 906 of the Sarbanes-Oxley Act
EX-32.2	Certifications required under Section 906 of the Sarbanes-Oxley Act