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):  January 25, 2008


                       TRYCERA FINANCIAL, INC.
         (Exact Name of Registrant as Specified in Charter)


     NEVADA                      000-30872        33-0910363
(State or Other Jurisdiction    (Commission       IRS Employer
of Incorporation)               File Number)      Identification No.)


18023 East Sky Park Circle, Suite G, Irvine, CA             92614
(Address of Principal Executive Offices)                    (Zip Code)

Registrant's telephone number, including area code:  (949) 273-4300

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:

[  ] Written communications pursuant to Rule 425 under the Securities
Act

[  ] Soliciting material pursuant to Rule 14a-12 under the Exchange
Act

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

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


Item 8.01 Other Events.

     Trycera Financial, Inc. (the Company) announced today that it is
facing cash, liquidity and working capital issues and will only be
able to make certain cash payments due to key vendors effective
immediately.  Without incurring debt or raising additional capital, no
determinable payment schedule can be made to service payables or costs
incurred by the Company for the services provided thus far by our
vendors.

     Business conditions in the Company's principal areas of business
remain difficult, which is affecting the Company's liquidity.  The
Company has not been able to perform on certain vendor payments for in
excess of 90 days and in the meantime has incurred additional accounts
payable liabilities that cannot be serviced.

     Further compounding the current business difficulty is the fact
that our primary banking partner, MetaBank, has delivered a pilot
agreement that needs to be executed to continue our principal business
of issuing prepaid cards.  This agreement and the terms contained
therein are unfavorable to the Company when compared to our existing
agreement, but this pilot agreement is necessary in order to continue
under a MetaBank banking relationship.

     As disclosed in the Company's quarterly report on Form 10-QSB for
the third quarter of the Company's 2007 fiscal year (the Third Quarter
10-QSB 2007), program and approval delays, non-payment for services,
operational challenges and an inability to raise capital have all
contributed to the uncertainty and viability of the business going
forward. All recent individual and institutional efforts to raise
additional new capital have been unsuccessful.

     At this time, the Company is attempting to maintain its current
operations while it pursues strategic alternatives.  The Company's
Board and management are actively exploring strategic alternatives,
including a reverse acquisition which would likely result in a change
of the underlying business model, change in control and change in
management, selling the assets, merging with another entity or
otherwise disposing of all or substantially all of the Company's
business to one or more third parties.  At this time there are three
known opportunities, one of which has produced a preliminary letter of
intent to include a reverse acquisition thus creating two new
businesses under one new Company, while the two others remain in
varying stages of their respective evaluation process.  If the
strategic alternatives fail to deliver a viable migration strategy to
the Company or its stakeholders, then the Board and management may
seek to initiate an orderly liquidation of the Company, some
combination of these transactions or other legal options that may be
available.  In addition, should alternatives fail to deliver a viable
strategy, the Board and management will attempt to contact vendors to
reduce or eliminate any and all contracted service costs or otherwise
negotiate or settle outstanding debts or obligations using noncash
instruments such as stock.

     The Company currently does not have any agreement with a
potential acquiror in place and there can be no assurance that such an
agreement can be reached on terms acceptable to the Board of Directors
or at all.  Furthermore, the Company does not have sufficient cash to
meet its working capital needs while it pursues its strategic
alternatives.  Should any efforts by the Board and management not
prove successful, the Board and management will explore any and all
remaining alternatives for the Company, whatever they may be.

     SIGNATURES

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

                              Trycera Financial, Inc.


Date:  January 25, 2008            By: /s/ Bryan Kenyon


                                   Bryan Kenyon
                                   Chief Financial Officer