##### Table of Contents

UNITED STATESSECURITIES 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 1934For the quarterly period ended  June 30, 2008   or[   ]
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For 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 Employerof 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)
 ×
  [  ]
    
    Large accelerated filer
	
	[  ]
    
    Accelerated filer[  ]
    
    Non-accelerated filer
	
	[×]
    
    Smaller reporting company
 ×


TABLE OF CONTENTS


|                                                                            
|----------------------------------------------------------------------------
|Signatures                                                                  
|EXHIBIT INDEX                                                               
|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

---

##### Table of Contents




Report on Form 10-Q For the Quarter Ended June 30, 2008  INDEX  Page ---- Part I.  Financial Information  Item 1.      Financial Statements (unaudited)...................... 3  Balance Sheets...................................... 3-4 Statements of Operations ........................... 5-6 Statement of Stockholders' Equity (Deficit)........... 7 Statements of Cash Flows............................ 8-9 Notes to the Financial Statements ................. 0-13   Item 2.      Management's Discussion and Analysis or Plan of Operation .............................. 14  Item 3.      Controls and Procedures ............................. 15    Part II. Other Information  Item 1.      Legal Proceedings ................................... 16  Item 2.      Changes in Securities ............................... 17  Item 3.      Defaults Upon Senior Securities ..................... 18  Item 4.      Submission of Matters to a Vote of Security Holders . 18  Item 5.      Other Information ................................... 18  Item 6.      Exhibits and Reports on Form 8-K .................... 18  Signatures........................................... 19  Certifications.................................... 20-25                       PART I - FINANCIAL INFORMATION   ALPHATRADE.COMBalance SheetsASSETS   June 30,

December 31,2008

2007(unaudited)CURRENT ASSETS


(restated)Cash



$
3,538

$
153,760Accounts receivable


6,061


28,047Marketable securities-available for sale

1,896,435


658,858Marketable securities-available for sale related party

2,093


5,232Prepaid expenses


18,093


750Total Current Assets


1,926,220


846,647PROPERTY AND EQUIPMENT, net

39,679


45,633OTHER ASSETSInvestments, at cost


300,000


300,000TOTAL ASSETS

$
2,265,899

$
1,192,280                  The accompanying notes are an integral part of these financial statements.  3   ALPHATARADE.COMBalance SheetsLIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)  June 30,

December 31,2008

2007(unaudited)(restated)CURRENT LIABILITIESAccounts payable and accrued expenses
$
2,005,442

$
2,404,822Bank overdraft



22,664


-Related party payables


2,459,357


2,190,414Deferred revenues


367,817


1,130,178Total Current Liabilities

4,855,280


5,725,414TOTAL LIABILITIES



4,855,280


5,725,414STOCKHOLDERS' EQUITY (DEFICIT)Preferred shares: $0.001 par value,10,000,000 shares authorized: 2,000,000 Class A and2,000,000 Class B shares issues and outstanding

4,000


4,000Common shares: $0.001 par value,100,000,000 shares authorized: 51,525,523 and 48,589,773shares issues and outstanding,respectively

51,526


48,590Stock subscription payable


45,080


28,500Additional paid-in capital


33,481,922


32,959,057Accumulated other comprehensive income

(620,425)


(738,404)Accumulated deficit


(35,551,484)


(36,834,877)Total Stockholders' Equity (Deficit)

(2,589,381)


(4,533,134)TOTAL LIABILITIES AND STOCKHOLDERS'EQUITY (DEFICIT)

$
2,265,899

$
1,192,280     The accompanying notes are an integral part of these financial statements.  4   ALPHATRADE.COMStatements of Operations and Other Comprehensive Income (Loss)(unaudited)  For the Three Months Ended

For the Six Months EndedJune 30,

June 30,2008

2007

2008

2007REVENUES

(restated)





(restated)Subscription revenue
$
787,835

$
751,994

$
1,559,763

$
1,524,655Advertising revenue

1,660,240


460,102


2,468,295


858,469Other revenue

57,743


14,509


95,144


34,688Total Revenues

2,505,818


1,226,605


4,123,202


2,417,812COST OF SALESFinancial content

457,094


444,820


940,497


897,114Other cost of sales

1,042


1,307


2,142


2,793Total Cost of Sales

458,136


446,127


942,639


899,907GROSS PROFIT

2,047,682


780,478


3,180,563


1,517,905OPERATING EXPENSESManagement expense

120,000


120,000


240,000


240,000Professional fees

229,496


604,339


667,988


1,062,164Research and development

124,225


100,118


271,703


187,869Marketing expense

258,226


565,094


492,923


1,456,591General and administrative

97,540


189,028


254,425


369,825Total Operating Expenses

829,487


1,578,579


1,927,039


3,316,449INCOME (LOSS) FROM OPERATIONS

1,218,195


(798,101)


1,253,524


(1,798,544)OTHER INCOME (EXPENSE)Gain (Loss) on sale of assets

(12,194)


(48,350)


(97,932)


(48,350)Gain on settlement of debt

307,972


-


307,972


-Interest expense

(91,691)


-


(180,171)


-Total Other Income (Expense)

204,087


(48,350)


29,869


(48,350)NET INCOME (LOSS) BEFORE INCOME TAXES

1,422,282


(846,451)


1,283,393


(1,846,894)INCOME TAX EXPENSE

-


-


-


-NET INCOME (LOSS)
$
1,422,282

$
(846,451)

$
1,283,393

$
(1,846,894)OTHER COMPREHENSIVE INCOME (LOSS)
$
346,331

$
(218,199)

$
117,979

$
(227,681)TOTAL COMPREHENSIVE INCOME (LOSS)
$
1,768,613

$
(1,064,650)

$
1,401,372

$
(2,074,575)BASIC EARNINGS (LOSS) PER SHARE
$
0.03

$
(0.02)

$
0.03

$
(0.04)COMPREHENSIVE BASIC EARNINGS (LOSS) PER SHARE
$
0.04

$
(0.02)

$
0.03

$
(0.05)BASIC WEIGHTED AVERAGE NUMBEROF SHARES OUTSTANDING

50,513,858


42,716,045


50,065,120


41,986,171FULLY DILUTED WEIGHTED AVERAGE NUMBEROF SHARES OUTSTANDING

118,399,208


42,716,045


117,950,470


41,986,171           The accompanying notes are an integral part of these financial statements.  6    ALPHATRADE.COMStatements of Stockholders' Equity(restated)  Additional

Stock

Other



TotalPreferred Stock

Common Stock

Paid-In

Subscription

Comprehensive

Accumulated

Stockholders'Shares

Amount

Shares

Amount

Capital

Payable

Income

Deficit

EquityBalance, 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 cashat $0.18 per share
-


-

2,287,500


2,288


454,212


28,500


-


-


485,000Common stock issued for servicesat $0.20 per share
-


-

5,877,246


5,877


1,052,066


-


-


-


1,057,943Value of stock purchasewarrants granted
-


-

-


-


207,728


-


-


-


207,728Value of stock options issuedunder the 2007 stock option plan
-


-

-


-


131,540


-


-


-


131,540Contributed capital
-


-

-


-


19,850


-


-


-


19,850Executive compensationcontributed by related party
-


-

-


-


240,000


-


-


-


240,000Amortization of prepaid expense
-


-

-


-


-


30,000


-


-


30,000Net income for the yearended 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 cashat $0.20 per share
-


-

1,025,000


1,025


188,975


16,580


-


-


206,580Common stock issued for servicesat $0.17 per share
-


-

1,910,750


1,911


319,657


-


-


-


321,568Value of stock purchasewarrants granted
-


-

-


-


14,233


-


-


-


14,233Net income for the six monthsended June 30, 2008
-


-

-


-


-


-


117,979


1,283,393


1,401,372Balance, June 30, 2008 (unaudited)
4,000,000

$
4,000

51,525,523

$
51,526

$
33,481,922

$
45,080

$
(620,425)

$
(35,551,484)

$
(2,589,381)  The accompanying notes are an integral part of these financial statements. 7   ALPHATRADE.COMStatements of Cash Flows(unaudited)(restated)   For the Six Months EndedJune 30,2008

2007CASH FLOWS FROMOPERATING ACTIVITIESNet loss


$
1,283,393

$
(1,846,894)Adjustments to reconcile net loss tonet cash used by operating activities:Depreciation expense

#
9,158

#
6,673Value of stock options and warrants granted

14,233


103,478Loss on sale of assets

97,932


48,350Gain on settlement of debt

(307,972)


-Amortization of services prepaid by common stock

-


30,000Investments received as payment for accounts receivable

(1,305,809)


(305,750)Common stock issued for services

321,568


308,354Changes in operating assets and liabilities:Proceeds from bank overdraft

22,664


-Changes in accounts receivable
#
(25,099)

#
50,120Changes in prepaid expenses

(17,343)


(6,625)Changes in deferred revenues

(715,276)


60,290Changes in related party payables

268,943


680,417Changes in accounts payable and accrued expenses

(91,408)


852,055Net Cash Provided by Operating Activities

(445,016)


(19,532)CASH FLOWS FROMINVESTING ACTIVITIESSaleof securities


91,418


57,899Purchase of fixed assets


(3,204)


(9,329)Net Cash Used by Investing Activities

88,214


48,570CASH FLOWS FROMFINANCING ACTIVITIESStock subscriptions payable

16,580


-Common stock issued for cash

190,000


10,000Contributed capital


-


19,850Net Cash Provided by Financing Activities

206,580


29,850NET DECREASE IN CASH

(150,222)


58,888CASH AT BEGINNING OF PERIOD

153,760


147,323CASH AT END OF PERIOD
$
3,538

$
206,211SUPPLEMENTAL DISCLOSURES OFCASH FLOW INFORMATIONCASH PAID FOR:Interest

$
45,640

$
-Income Taxes

$
-

$
-NON CASH FINANCING ACTIVITIES:Common stock issued for services and contributions
$
321,568

$
308,354Value of stock options and warrants granted
$
14,233

$
103,478                      The accompanying notes are an integral part of these financial statements.  9  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 June 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 June 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 June 30, 2008:  dividend yield of zero  percent  for all  years;  expected  volatility  of 55.50%  and 62.01%;  risk-free interest rates of 5.03% and 3.25% and expected lives of 1.0 and 1.0, 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 June 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      10   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                         2,160,000      0.41          0.41 Expired                          (310,000)     0.15          0.15 Exercised                        (298,650)     0.25          0.25  Outstanding, June 30, 2008       53,121,697  $   0.36     $    0.40  Exercisable, June 30, 2008       37,885,350  $   0.40     $    0.40   NOTE 3 - RESTATED FINANCIAL STATEMENTS  The Company has restated its financial statements as of and for the period ended June 30, 2008 to reflect the reversal of $2,480,201 of advertising revenues because management concluded that the collectability of the subject fees was not reasonably assured, and to record an other-than-temporary impairment of available-for-sale securities in the amount of $909,127.  The following summarized financial statements compare the financial statements before and after the restatement.  BALANCE SHEET  CURRENT ASSETS                                   (original)     (restated) Cash                                          $       3,538 $       3,538 Accounts receivable                               4,486,482         6,061 Marketable securities-available for sale          1,896,435     1,896,435 Marketable securities-available for sale related party                                     2,093         2,093 Prepaid expenses                                     18,093        18,093 ------------- ------------- Total Current Assets                              6,406,641     1,926,220 ------------- ------------- PROPERTY AND EQUIPMENT, net                            39,679        39,679 ------------- ------------- OTHER ASSETS Investments, at cost                                300,000       300,000 ------------- ------------- TOTAL ASSETS                        $   6,746,320 $   2,265,899 ============= =============              11   ALPHATRADE.COM Notes to the Financial Statements  NOTE 3 - RESTATED FINANCIAL STATEMENTS (Continued) (Original)    (Restated) CURRENT LIABILITIES Accounts payable and accrued expenses         $   2,005,442 $   2,005,442 Bank overdraft                                       22,664        22,664 Related party payables                            2,459,357     2,459,357 Deferred revenues                                 1,482,437       367,817 ------------- ------------- Total Current Liabilities                       5,969,900     4,855,280 ------------- ------------- TOTAL LIABILITIES                                   5,969,900     4,855,280 ------------- ------------- STOCKHOLDERS' EQUITY 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: 51,525,523 shares issues and outstanding                       51,526        51,526 Stock subscription payable                           45,080        45,080 Additional paid-in capital                       33,241,922    33,481,922 Accumulated other comprehensive income           (1,529,552)     (620,425) Accumulated deficit                             (31,036,556)  (35,551,484) ------------- ------------- Total Stockholders' Equity                        776,420    (2,589,381)  ------------- ------------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                   $   6,746,320 $   2,265,899 ============= =============  STATEMENTS OF OPERATIONS  REVENUES Subscription revenue                          $   1,559,763 $   1,559,763 Advertising revenue                               5,048,496     2,468,295 Other revenue                                        95,144        95,144 ------------- ------------- Total Revenues                                  6,703,403     4,123,202 ------------- ------------- COST OF SALES Financial content                                   940,497       897,114 Other cost of sales                                   2,142         2,142 ------------- ------------- Total Cost of Sales                               942,639       942,369 ------------- ------------- GROSS PROFIT                                        5,760,764     3,180,563 ------------- ------------- OPERATING EXPENSES Management expense                                  240,000       240,000 Professional fees                                   667,988       667,988 Research and development                            271,703       271,703 Marketing expense                                   492,923       492,923 General and administrative                          354,425       254,425 ------------- ------------- Total Operating Expenses                        2,027,039     1,927,039 ------------- ------------- INCOME (LOSS) FROM OPERATIONS                       3,733,725     1,253,524  12  ALPHATRADE.COM Notes to the Financial Statements  NOTE 3 - RESTATED FINANCIAL STATEMENTS (Continued) (Original)    (Restated)  OTHER INCOME (EXPENSE) Gain (Loss) on sale of assets                       (97,932)      (97,932) Gain on settlement of debt                          307,972       307,972 Interest expense                                   (180,171)     (180,171) ------------- ------------- Total Other Income (Expense)                       29,869        29,869 ------------- -------------  NET INCOME BEFORE INCOME TAXES                      3,763,594     1,283,393  INCOME TAX EXPENSE                                          -             - ------------- ------------- NET INCOME                                      $   3,763,594 $   1,283,393 ============= ============= OTHER COMPREHENSIVE INCOME (LOSS)               $     117,979 $     117,979 ------------- ------------- TOTAL COMPREHENSIVE INCOME (LOSS)               $   3,881,573 $   1,401,372 ============= ============= BASIC EARNINGS (LOSS) PER SHARE                 $        0.08 $        0.03 ============= ============= COMPREHENSIVE BASIC EARNINGS (LOSS) PER SHARE                                     $        0.08 $        0.03 ============= ============= FULLY DILUTED INCOME (LOSS) PER SHARE           $        0.03 $        0.01 ============= ============= COMPREHENSIVE FULLY DILUTED INCOME (LOSS) PER SHARE                              $        0.03 $        0.01 ============= ============= BASIC WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING                            50,065,120    50,065,120 ============= ============= FULLY DILUTED WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING                           117,950,470   117,950,470 ============= =============                      13    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 June 30, 2008 to reflect the reversal of $2,480,201 of advertising revenues not properly recognized in accordance with the Companys revenue recognition policy, and to record an other-than-temporary impairment of available-for-sale securities in the amount of $909,127. The following summarized financial statements compare the financial statements before and after the restatement.  Restated Results of Operations.  THREE MONTHS ENDED JUNE 30, 2008 and 2007  During the three months ended June 30, 2008, revenue growth was driven by our increased advertising business. Revenue for 2008s second quarter was $2,505,818, which is a104% increase over 2007s second quarter revenue of $1,226,605. The most substantial growth was advertising and within that category the largest increase was from referral and repeat business. Advertising revenues in the second quarter were  $1,660,240in 2008 and $460,102 in 2007. 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 relations firms who refer us a lot of new business.  We are focused on increasing the traffic to our stable of websites to ensure our advertising clients have a large, targeted viewing audience.  We just completed a business networking sitewww.zenobank.comwhich provides a forum for companies and investors to associate using all of the modern, web-based tools available such as blogs, forums, and chat rooms.  Every public company will have complete and accurate financial data on their profile pages on ZenoBank provided by AlphaTrade to 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. As our subscribers increase, our advertising clients will get more visibility and therefore we will attract more advertising clients and the price for our advertising services could increase accordingly.  For the second quarter of 2008 our cost of sales was 18% of revenues compared to 36% in 2007. As our advertising revenues increase, this percentage may become more and more favorable in terms of profitable operations.  We realized a net income of $1,422,282for the three months ended June 30, 2008 compared to a loss of $846,451 for the three months ended June 30, 2007. This is an increase of $2,268,733and directly related to the referral and long term business from our established relationships with marketing and public relations firms. During the second quarter 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 in 2008 we paid a total of $100,000 to a number of our sports sponsorship programs. During 2008 we paid $258,226 to consultants for marketing fees.  Included in professional fees for 2008 are shares of common stock to investor relations consultants valued at $89,203 compared to $75,989 in 2007 and stock options to our employees valued at $-0- compared to $93,350 in 2007. The investor relations consultants 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 $829,487 in 2008 from $1,578,579 in 2007 because we did not renew 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 June 30, 2008 and 2007 would have been $1,511,485and ($677,112), respectively. The loss in 2007 is almost entirely due to the payments to our sports sponsorships.  SIX MONTHS ENDED JUNE 30, 2008 AND 2007  During the six months ended June 30, 2008, revenue growth was driven by our increased advertising business. Revenue for the first half of 2008 was $4,123,202, which is a70% increase over the revenue for the first half of 2007 of $2,417,812. The most substantial growth was advertising and within that category the largest increase was from referral and repeat business. Advertising revenues in the first half of 2008 was $2,468,295compared to $858,469 in 2007. Our advertising model is strong and we expect this revenue stream to continue to build in the future.  We are focused on increasing the traffic to our stable of websites to ensure our advertising clients have a large, targeted viewing audience.  We just completed a business networking sitewww.zenobank.comwhich provides a forum for companies and investors to associate using all of the modern, web-based tools available such as blogs, forums, and chat rooms.  Every public company will have complete and accurate financial data on their profile pages on ZenoBank to 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. As our subscribers increase, our advertising clients will get more visibility and therefore we will attract more advertising clients and the price for our advertising services could increase accordingly.  For the first half of 2008 our cost of sales was 29% of revenues compared to 37% in 2007. As our advertising revenues increase, this percentage may become more and more favorable in terms of profitable operations.  We realized a net income of $1,283,393for the six months ended June 30, 2008 compared to a loss of $1,846,894 for the six months ended June 30, 2007. This is an increase of $3,130,287and directly related to the referral and long term business from our established relationships with marketing and public relations firms. During the first half 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 in 2008 we paid a total of $158,445 to a number of our sports sponsorship programs. During 2008 we paid $492,923 to consultants for marketing fees.  Included in professional fees for 2008 are shares of common stock to investor relations consultants valued at $312,568 compared to $308,354 in 2007 and stock options to our employees valued at $14,233 compared to $103,478 in 2007. The investor relations consultants bring new advertising clients to the company. We realized related party compensation expense of $240,000 for both 2008 and 2007. Our operating expenses decreased to $1,927,039 in 2008 from $3,316,449 in 2007 because we did not renew 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 $1,610,194and ($1,435,062), respectively. The loss in 2007 is almost entirely due to the payments to 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 $445,016 and $19,532 of cash in our operating activities in the first six months of 2008 and 2007, respectively. For the six months ended June 30, 2008 and 2007 we received cash totaling $206,580 and $29,850 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.   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 agressively 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 Defence 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)  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.  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   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


---

##### Table of Contents




SIGNATURES




|                     |     |                    |  | 
|-------------------- | --- | ------------------ |  | 
|                     |     | 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 | 
|                    

---

##### Table of Contents




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