##### 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, 2009   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


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|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

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##### Table of Contents






Report on Form 10-Q

For the Quarter Ended June 30, 2009



INDEX



Page

----

Part I.  Financial Information



Item 1.      Financial Statements.................................. 3

Balance Sheets.......................................3-4

Statements of Operations.............................5-6

Statement of Stockholders' Equity (Deficit)............7

Statements of Cash Flows...............................8

Notes to the Financial Statements ..................9-12





Item 2.      Management's Discussion and Analysis

or Plan of Operation .............................. 13



Item 3.      Controls and Procedures.............................. 15







Part II. Other Information



Item 1.      Legal Proceedings.................................... 15



Item 2.      Changes in Securities ............................... 16



Item 3.      Defaults Upon Senior Securities ..................... 16



Item 4.      Submission of Matters to a Vote of Security Holders.. 16



Item 5.      Other Information.................................... 16



Item 6.      Exhibits and Reports on Form 8-K..................... 17



Signatures........................................... 18



Certifications.....................................19-24









































2



PART I - FINANCIAL INFORMATION





Item 1.  Financial Statements

ALPHATRADE.COM

Balance Sheets



ASSETS

------

June 30,    December 31,

2009          2008

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

(Unaudited)    (Audited)

CURRENT ASSETS



Cash                                               $     94,097  $     55,650

Accounts receivable, net                                 19,607     1,172,064

Marketable securities-available for sale                187,661     1,558,876

Marketable securities-available for sale

related party                                                -         2,093

Prepaid expenses                                              -         1,000

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

Total Current Assets                                 301,365     2,789,683

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

PROPERTY AND EQUIPMENT, net                               36,191        45,776

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

TOTAL ASSETS                                    $    337,556  $  2,835,459

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





























































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

3



ALPHATARADE.COM

Balance Sheets



LIABILITIES AND STOCKHOLDERS' EQUITY/(DEFICIT)

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

June 30,    December 31,

2009          2008

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

(Unaudited)    (Audited)

CURRENT LIABILITIES



Accounts payable and accrued expenses              $  1,245,327  $  2,161,854

Related party payables                                3,172,764     2,746,262

Deferred revenues                                       731,732       737,010

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

Total Current Liabilities                           5,149,823     5,645,126

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

TOTAL LIABILITIES                                      5,149,823     5,645,126

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

COMMITMENTS AND CONTINGENCIES                                  -             -



STOCKHOLDERS' (DEFICIT)



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

shares authorized: 2,000,000 Class A and

2,000,000 Class B shares issued and

outstanding                                             4,000         4,000

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

shares authorized: 54,476,023 and 54,076,023

shares issued and outstanding, respectively            54,476        54,076

Stock subscription payable                               45,080        45,080

Additional paid-in capital                           33,928,784    33,921,184

Accumulated other comprehensive income               (1,305,294)      (40,453)

Accumulated deficit                                 (37,539,313)  (36,793,464)

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

Total Stockholders' (Deficit)                      (4,812,267)   (2,809,667)

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

TOTAL LIABILITIES AND STOCKHOLDERS'

EQUITY (DEFICIT)                                 $    337,556  $  2,835,459

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







































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

4



ALPHATRADE.COM

Statements of Operations and Other Comprehensive Income (Loss)

(Unaudited)





For the Three Months Ended For the Six Months Ended

June 30,                  June 30,

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

2009          2008         2009        2008

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

REVENUES

Subscription revenue        $   609,328  $   787,835  $ 1,262,186  $ 1,559,763

Advertising revenue             473,453    1,660,240    1,519,299    2,468,295

Other revenue                    67,151       57,743      119,593       95,144

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

Total Revenues              1,149,932    2,505,818    2,901,078    4,123,202

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

COST OF SALES

Financial content               397,070      457,094      798,933      940,497

Other cost of sales                 906        1,042        1,108        2,142

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

Total Cost of Sales           397,976      458,136      800,041      942,639

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

GROSS PROFIT                     751,956    2,047,682    2,101,037    3,180,563

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

OPERATING EXPENSES

Management expense              120,000      120,000      240,000      240,000

Bad debt expense                  1,000            -    1,031,477            -

Professional fees                85,541      229,496      175,880      667,988

Research and development         68,795      124,225      133,844      271,703

Marketing expense               113,251      258,226      164,209      492,923

General and administrative      203,822       97,540      331,759      254,425

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

Total Operating Expenses      592,409      829,487    2,077,169    1,927,039

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

INCOME (LOSS) FROM OPERATIONS    159,547    1,218,195       23,868    1,253,524

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

OTHER INCOME (EXPENSE)

Realized gains (losses) on

sale of marketable

securities                   (249,305)     (12,194)    (319,830)     (97,932)

Gain/Loss on forgiveness

of debt                        (240,000)     307,972     (240,000)     307,972

Interest expense               (105,912)     (91,691)    (209,887)    (180,171)

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

Total Other Income

(Expense)                   (595,217)     204,087     (769,717)      29,869

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

NET INCOME (LOSS) BEFORE

INCOME TAXES                    (435,670)   1,422,282     (745,849)   1,283,393



INCOME TAX EXPENSE                     -            -            -            -

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

NET INCOME (LOSS)            $  (435,670) $ 1,422,282  $  (745,849) $ 1,283,393

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









The accompanying notes are a integral part of these financials statements.

5



ALPHATRADE.COM

Statements of Operations and Other Comprehensive Income (Loss)

(Unaudited)





For the Three Months Ended For the Six Months Ended

June 30,                  June 30,

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

2009          2008         2009        2008

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

NET INCOME (LOSS)            $  (435,670) $ 1,422,282  $  (745,849) $ 1,283,393

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

OTHER COMPREHENSIVE LOSS     $   (66,779) $   346,331  $(1,264,751) $   117,979

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

TOTAL COMPREHENSIVE LOSS     $  (502,449) $ 1,768,613  $(2,010,600) $ 1,401,372

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

BASIC EARNINGS (LOSS)

PER SHARE                    $     (0.01) $      0.03  $     (0.01) $      0.03

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

FULLY DILUTED INCOME (LOSS)

PER SHARE                    $     (0.01) $      0.01  $     (0.01) $      0.01

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

BASIC WEIGHTED AVERAGE NUMBER

OF SHARES OUTSTANDING       54,476,023   50,513,858   54,337,561   50,065,120

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

FULLY DILUTED WEIGHTED

AVERAGE NUMBER OF SHARES

OUTSTANDING                   54,476,023  118,399,208   54,337,561  117,950,470

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





























































The accompanying notes are a integral part of these financials statements.

6



ALPHATRADE.COM Statements of Stockholders' Equity (Deficit)  Preferred Stock     Common Stock    Additional   Stock       Other                           Total ---------------- ------------------ Paid-In     Subscription Comprehensive Accumulated   Stockholder's Shares   Amount   Shares   Amount   Capital    Receivable   Income          Deficit        Equity --------- ------ ---------- ------- ----------- ----------   ------------- ------------- ------------- Balance, December 31, 2008   4,000,000  4,000 54,076,023  54,076  33,921,184     45,080       (40,543)  (36,793,464)   (2,809,667)  Common stock issued for services at $0.02 per share (unaudited)        -      -    400,000     400       7,600          -              -             -         8,000  Net income for the six months ended June 30, 2009 (Unaudited)        -      -          -       -           -          -     (1,264,751)     (745,849)   (2,010,600) --------- ------ ---------- ------- ----------- ----------   ------------  ------------  ------------ Balance, June 30, 2009 (Unaudited)4,000,000 $4,000 54,476,023 $54,476 $33,928,784 $   45,080   $ (1,305,294) $(37,539,313) $ (4,812,267) ========= ====== ========== ======= =========== ==========   ============  ============  ============             The accompanying notes are a integral part of these financials statements. 7


ALPHATRADE.COM Statements of Cash Flows (Unaudited) For the Six Months Ended June 30, --------------------------- 2009         2008 CASH FLOWS FROM OPERATING ACTIVITIES                ------------- ------------- Net income (loss)                                  $   (745,849) $  1,283,393 Adjustments to reconcile net income (loss) to net cash used by operating activities: Depreciation expense                                    9,585         9,158 Value of stock options and warrants granted                 -        14,233 Loss on sale of investments                           411,483        97,932 Gain (Loss) on settlement of debt                     240,000      (307,972) Transfer of investments to settle debt                500,000             - Investments received as payment for accounts receivable                                (869,057)   (1,305,809) Common stock issued for services                        8,000       321,568 Changes in operating assets and liabilities: Changes in accounts receivable                      1,152,457       (25,099) Changes in prepaid expenses                             1,000       (17,343) Changes in deferred revenues                           (5,278)     (715,276) Changes in related party payables                     426,502       268,943 Changes in accounts payable and accrued expenses                                 (1,156,527)      (91,408) ------------  ------------ Net Cash Used in Operating Activities                (27,684)     (467,680) ------------  ------------ CASH FLOWS FROM INVESTING ACTIVITIES Sale of securities                                       66,131        91,418 Purchase of fixed assets                                      -        (3,204) ------------  ------------ Net Cash Provided by Investing Activities             66,131        88,214 ------------  ------------ CASH FLOWS FROM FINANCING ACTIVITIES Common stock issued for cash                                  -       190,000 Proceeds from bank overdraft                                  -        22,664 Stock subscriptions payable                                   -        16,580 ------------  ------------ Net Cash Provided by Financing Activities                  -       229,244 ------------  ------------ NET DECREASE IN CASH                                  38,447      (150,222) CASH AT BEGINNING OF PERIOD                           55,650       153,760 ------------  ------------ CASH AT END OF PERIOD                           $     94,097  $      3,538 ============  ============ SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION CASH PAID FOR: Interest                                     $     73,279  $     45,640 Income Taxes                                 $          -  $          -  NON CASH INVESTING AND FINANCING ACTIVITIES: Common stock issued for services             $      8,000  $    321,568 Value of stock options and warrants vested   $          -  $     14,233     The accompanying notes are an integral part of these financial statements. 8   ALPHATRADE.COM, INC Notes to ALPHATRADE.COM INC Financial Statements June 30, 2009 and December 31, 2008  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,  2009 and 2008,  and for all periods presented herein, 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, 2008 audited  financial  statements.  The results of operations  for the periods ended June 30, 2009 and 2008 are not  necessarily  indicative  of the  operating results for the full year.  NOTE 2 - GOING CONCERN  The  Company's  financial  statements  are  prepared  using  generally  accepted accounting  principles  in the United  States of America  applicable  to a going concern  which  contemplates  the  realization  of  assets  and  liquidation  of liabilities  in  the  normal  course  of  business.  The  Company  has  not  yet established  an ongoing  source of revenues  sufficient  to cover its  operating costs and allow it to continue as a going concern. The ability of the Company to continue  as a going  concern is  dependent  on the Company  obtaining  adequate capital to fund operating losses until it becomes profitable.  If the Company is unable to obtain adequate capital, it could be forced to cease operations.  In order to continue as a going  concern,  the  Company  will need,  among other things,  additional  capital  resources.  Management's  plan is to  obtain  such resources for the Company by obtaining  capital from  management and significant shareholders  sufficient  to meet its  minimal  operating  expenses  and seeking equity and/or debt financing.  However  management cannot provide any assurances that the Company will be successful in accomplishing any of its plans.  The ability of the Company to continue as a going concern is dependent  upon its ability  to  successfully  accomplish  the  plans  described  in  the  preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.  NOTE 3 - RELATED PARTY PAYABLES  The  company  accrued an  additional  $296,441  and  $426,502  in related  party payables  during the three and six months ended June 30, 2009,  respectively.  A majority of this accrual consists of payable related to management fees.         9   ALPHATRADE.COM, INC Notes to ALPHATRADE.COM INC Financial Statements June 30, 2009 and December 31, 2008  NOTE 4 - 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 June 30, 2009 and December 31,  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 June 30, 2009 and changes  during the periods ended  December 31, 2008 and June 30, 2009 is presented below:  Weighted    Weighted Options     Average      Average and         Exercise     Grant Date Warrants    Price        Fair Value ----------------------------------- Outstanding, December 31, 2007    51,570,347  $0.38             $0.38 Granted                         9,245,000   0.21              0.21 Expired                        (5,046,497)  0.47              0.47 Exercised                        (558,650)  0.25              0.25  Outstanding, December 31, 2008    55,210,200  $0.32             $0.32 Exercisable, December 31, 2008    40,730,200  $0.33             $0.33 ----------------------------------- Outstanding, December 31, 2008    55,210,200  $0.32             $0.32 Granted                               -0-    -0-               -0- Expired                        (5,415,000)  0.46              0.46 Exercised                             -0-    -0-               -0-  Outstanding, June 30, 2009        49,795,200  $0.31             $0.31 Exercisable, June 30, 2009        35,315,200  $0.31             $0.31                 10   ALPHATRADE.COM, INC Notes to ALPHATRADE.COM INC Financial Statements June 30, 2009 and December 31, 2008  NOTE 5 - SIGNIFICANT ACCOUNTING POLICIES  Use of Estimates ---------------- The preparation of financial statements in conformity with accounting principles generally  accepted in the United States of America requires  management to make estimates  and  assumptions  that  affect  the  reported  amounts  of assets and liabilities at the date of the financial  statements and the reported amounts of revenue and expenses  during the reporting  period.  Actual results could differ from those estimates.  Recent Accounting Pronouncements -------------------------------- In May 2009, the FASB issued FAS 165,  "Subsequent  Events".  This pronouncement establishes  standards  for  accounting  for and  disclosing  subsequent  events (events which occur after the balance sheet date but before financial statements are  issued or are  available  to be  issued).  FAS 165  requires  and entity to disclose the date  subsequent  events were evaluated and whether that evaluation took place on the date financial  statements were issued or were available to be issued.  It is effective  for interim and annual  periods  ending after June 15, 2009.  The adoption of FAS 165 did not have a material  impact on the  Company's financial condition or results of operation.  In June 2009,  the FASB issued FAS 166,  "Accounting  for Transfers of Financial Assets" an amendment  of FAS 140. FAS 140 is intended to improve the  relevance, representational  faithfulness,  and  comparability  of the  information  that a reporting  entity  provides  in its  financial  statements  about a transfer  of financial assets: the effects of a transfer on its financial position, financial performance , and cash flows: and a transferor's continuing involvement, if any, in  transferred  financial  assets.  This  statement  must be  applied as of the beginning of each reporting  entity's first annual  reporting period that begins after  November 15, 2009. The Company does not expect the adoption of FAS 166 to have an impact on the Company's  results of operations,  financial  condition or cash flows.  In June 2009, the FASB issued FAS 167,  "Amendments to FASB  Interpretation  No. 46(R)".  FAS 167 is intended to (1) address the effects on certain provisions of FASB  Interpretation  No. 46 (revised December 2003),  Consolidation of Variable Interest   Entities,   as  a  result  of  the   elimination  of  the  qualifying special-purpose  entity concept in FAS 166, and (2)  constituent  concerns about the  application of certain key provisions of  Interpretation  46(R),  including those in which the accounting and disclosures  under the  Interpretation  do not always provided timely and useful information about an enterprise's  involvement in a  variable  interest  entity.  This  statement  must  be  applied  as of the beginning of each reporting  entity's first annual  reporting period that begins after  November 15, 2009. The Company does not expect the adoption of FAS 167 to have an impact on the Company's  results of operations,  financial  condition or cash flows.         11   ALPHATRADE.COM, INC Notes to ALPHATRADE.COM INC Financial Statements June 30, 2009 and December 31, 2008  NOTE 5 - SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)  Recent Accounting Pronouncements (Continued) -------------------------------------------- In  June  2009,  the  FASB  issued  FAS  168,  "The  FASB  Accounting  Standards Codification and the Hierarchy of Generally Accepted Accounting Principles". FAS 168 will become the source of authoritative U.S.  generally accepted  accounting principles  (GAAP)  recognized  by the  FASB to be  applied  by  nongovernmental entities.  Rules  and  interpretive  releases  of the  Securities  and  Exchange Commission (SEC) under authority of federal  securities laws are also sources of authoritative GAAP for SEC registrants. On the effective date of this Statement, the  Codification  will  supersede  all  then-existing  non-SEC  accounting  and reporting standards.  All other  nongrandfathered  non-SEC accounting literature not included in the Codification will become nonauthoritative. This statement is effective for financial  statements issued for interim and annual periods ending after September 15, 2009.The  Company does not expect the adoption of FAS 168 to have an impact on the Company's  results of operations,  financial  condition or cash flows.  NOTE 6 - LAWSUITS SETTLEMENTS  Professional Bull Riders, Inc. v. AlphaTrade.com, ------------------------------------------------- United Stated District Court, District of Colorado, Case No. 08-cv-01017 (MSK)  On May 21, 2009,  the Company  entered into a Release and  Settlement  Agreement with PBR (the "PBR Settlement Agreement"), pursuant to which the Company and PBR agreed to settle  all  disputes  and claims  arising  from and  relating  to the Company's  sponsorship  agreement  with the PBR.  Pursuant to the PBR Settlement Agreement,  the Company  agreed to transfer an  aggregate  of 300,000  shares of common  stock of two  unrelated  entities  held for  investment  purposes by the Company.  In addition,  the Company  agreed to make payments to PBR, for each of its 2009, 2010 and 2011 fiscal years,  equal to the lesser of $100,000 or 30% of the Company's net profit for each fiscal year.  As of June 30, 2009, the Company had not transferred the 300,000 shares to the unrelated entities.  Tommy G Productions, LLC v. AlphaTrade.com, -------------------------------------------- District Court, Pueblo County, Colorado, Case No. 2008CV1008  On May 28, 2009,  the Company  entered into a  Settlement  Agreement  and Mutual Release with Tommy G (the "Tommy G Settlement Agreement"), pursuant to which the Company and Tommy G agreed to settle all  disputes  and claims  arising from and relating  to the  Company's  sponsorship  agreement  with Tommy G for  aggregate consideration of $10,000.  NOTE 7 - SUBSEQUENT EVENTS  Management has evaluated subsequent events as of August 13, 2009 and report that there are no subsequent events to report.        12   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.  Results of Operations.  SIX MONTHS ENDED JUNE 30, 2009 AND 2008 ----------------------------------------- During the three and six months ended June 30, 2009, revenue growth began to decline due to the unparalleled turbulence and overall decline in all of the financial markets. Our advertising business was adversely affected as many clients put their marketing and advertising budgets on hold. Revenue for the three and six months ended June 30, 2009 was $1,149,932 and $2,901,078, respectively. This is a decline of 54% and 30% over the three and six months ended June 30, 2008, which had revenues of $2,505,818 and $4,123,202.  Advertising revenues for the three and six month period ended June 30 were $473,453 and $1,519,299 in 2009 and $1,660,240 and $2,468,295 in 2008. In addition, we had $731,732 in deferred revenue to be realized in subsequent quarters. This deferred revenue is derived from our long term advertising and marketing which was not realized in this quarter. We revised our advertising model from a price point to accommodate new client interest 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. 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.     13  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 three and six months ended June 30, 2009 our cost of sales was 35% and 28% of revenues compared to 18% and 23% of revenues for the same periods in 2008. The increase in cost of sales was due to the decline in advertising revenues as a percentage of our total revenues.  During the three and six month period ended June 30 we realized a net loss of $435,670 and $745,849 in 2009 and a net income of $1,422,282 and $1,283,393 in 2008. This is a decrease of $1,857,952 and $2,029,242, respectively. We are generating referrals and long term, established relationships with marketing and public relations firms. During the three and six months ended June 30, 2009 we paid $108,571 and $164,209 in marketing fees.  Included in professional fees for 2009 are shares of common stock to investor relations consultants valued at $-0- and $8,000 for the three and six month periods, respectively. For the same periods in 2008 this expense was $14,233 and $103,478. 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 and $240,000 for the three and six month ended June 30, 2009 and 2008.  Our operating expenses decreased to $592,409 and increased to $2,077,169 in 2009 from $829,487 and $1,927,039 in 2008 mainly due to a large write down in non-cash accounts receivable.  The $1,031,477 bad debt expense recognized during the six months ended June 30, 2009 was deemed appropriate by management during a subsequent analysis of accounts receivable.  Management determined that collection of these receivables was unlikely due to some previously unforeseen factors.  Subsequent to this significant write-down of accounts receivable we have initiated a policy to more aggressively analyze and allow for doubtful receivables, so as to avoid recognizing such a large bad debt expense in any single future reporting period.  The Company recognized Other Expenses totaling $595,170 and $846,349 for the three and six months ended June 30, 2009, respectively, compared to Other Income of $204,087 and $29,869 during the comparable periods of 2008.  The current periods Other Expenses includes a $240,000 loss on forgiveness of debt, pertaining to the Companys forgiveness of a receivable in the amount of $240,000 during the period. 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 would have been ($435,670) and ($737,849) for 2009 and $1,436,515 and $1,386,871, respectively.  Liquidity and Capital Resources.  We have consistently been financed through loans from related parties and from raising capital through private equity offerings. We used $27,684 and $467,680 of cash in our operating activities in the six months ended June 30, 2009 and 2008, respectively. Cash provided by investing activities for the same periods in 2009 and 2008 were $66,131 and $88,214, respectively. Cash received through financing activities totaled $-0- and $229,244 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.  14    We currently have no material commitments for major capital expenditures.  Dependence on Key Personnel  We are dependent on the services of Gordon Muir, the Chief Executive Officer of the Company. The loss of Mr. Muir, 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 significant 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.  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 alledged 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.  On May 21, 2009, the Company entered into a Release and Settlement Agreement with PBR (the "PBR Settlement Agreement"), pursuant to which the Company and PBR agreed to settle all disputes and claims arising from and relating to the Company's sponsorship agreement with the PBR. Pursuant to the PBR Settlement Agreement, the Company agreed to transfer an aggregate of 300,000 shares of common stock of two unrelated entities held for investment purposes by the Company. In addition, the Company agreed to make payments to PBR, for each of its 2009, 2010 and 2011 fiscal years, equal to the lesser of $100,000 or 30% of the Company's net profit for each fiscal year.  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.  15   On May 28, 2009, the Company entered into a Settlement Agreement and Mutual Release with Tommy G (the "Tommy G Settlement Agreement"), pursuant to which the Company and Tommy G agreed to settle all disputes and claims arising from and relating to the Company's sponsorship agreement with Tommy G for aggregate consideration of $10,000.  Equistock Incorporated and Nicholas Thomas v. AlphaTrade.com U.S.District Court for the Southern District of Texas, Houston Division Civil Action No. 4:09-CV-01645  Plaintiffs Equistock and Thomas ("Plaintiffs") initiated this action in April 2009 with the filing of their Original Petition in the state district courts of HarrisCounty, Texas. The lawsuit arises from a marketing agreement between Equistock and AlphaTrade whereby AlphaTrade provided advertising and marketing services to Equistock on behalf of Equistock's client, Dalrada Financial, Inc. The Plaintiffs have asserted claims for breach of contract, quantum meruit, breach of the duty of good faith and fair dealing, and damage to business goodwill and are seeking $1.19 million in damages.  AlphaTrade has answered the Original Petition by denying these claims and removed the case to U.S. District Court for the Southern District of Texas, HoustonDivision. Additionally, AlphaTrade has asserted counterclaims against Plaintiffs for fraud, negligent misrepresentation, deceptive trade practices, fraudulent inducement, and breach of contract and is seeking approximately $257,000 in damages.  This action is currently in the discovery stage. AlphaTrade intends to vigorously defend the claims made against it and pursue its counterclaims.  Item 2. Changes in Securities.  The following unregistered securities have been issued since January 1st, 2009: Valued Date          No. of Shares      Title      At          Reason  March 2009       400,000         Common      $0.02       For services  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.  On August 10, 2009, the Board of Directors of the Company authorized the removal of Penny Perfect as Chief Executive Officer of the Company. Ms.     16   Perfect shall continue to serve as President and on the Board of Directors of the Company.  On August 10, 2009, the Board of Directors appointed Gordon Muir as Chief Executive Officer of the Company. Mr. Muir has served as a director of the Company since October 21, 1999 and became Chief Technology Officer in January 2004. He also previously served as the Company's Chief Executive Officer from February 2000 through January 2004.    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


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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 Financial Officer | 
|                    

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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