--------------------------------------------------------------------------------
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-Q/A
                                 Amendment No. 3

      [x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
          EXCHANGE ACT OF 1934
          For the quarterly period ended June 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

This Amendment No. 3 on Form 10-Q/A hereby amends the registrant's quarterly
report on Form 10-Q, which the registrant filed with the Securities and Exchange
Commission initially on August 14, 2008 with Amendment No. 1 filed March 23,
2009 and Amendment No. 2 filed on April 22, 2010.



                                 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. [x] Yes [ ] No







                                       1
<PAGE>
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              [x] 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 [x] No

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 51,525,523 as of June 30, 2008.



Explanatory Note:

This Amendment No. 3 on Form 10-Q/A hereby amends the registrant's quarterly
report on Form 10-Q, which the registrant filed with the Securities and Exchange
Commission initially on August 14, 2008 with Amendment No. 1 filed March 23,
2009 and Amendment No. 2 filed on April 22, 2010.  This amendment is being filed
in order to reflect the disclosure correction of a $100,000 overstatement of
general and administrative expenses pertaining to certain deferred costs in the
"Explanatory Notes" and "Notes to the Financial Statements".


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





























                                       2
<PAGE>
                               Report on Form 10-Q/A
                       For the Quarter Ended June 30, 2008


                                      INDEX
                                      -----
                                                                         Page
                                                                         ----

Part  I.   Financial  Information

      Item  1. Financial  Statements  (unaudited)...........................5

               Balance  Sheets............................................5-6
               Statements  of  Operations.................................7-8
               Statement  of  Stockholders'  Equity  (Deficit)...........9-10
               Statements  of  Cash  Flows.................................11
               Notes  to  the  Financial  Statements....................12-15

      Item  2. Management's  Discussion  and  Analysis
                or  Plan  of  Operation....................................16

      Item  3. Controls  and  Procedures...................................19

Part  II.  Other  Information

      Item  1. Legal  Proceedings..........................................19

      Item  2. Changes  in  Securities.....................................20

      Item  3. Defaults  Upon  Senior  Securities..........................21

      Item  4. Submission of Matters to  a  Vote  of  Security  Holders ...21

      Item  5. Other  Information..........................................21

      Item  6. Exhibits  and  Reports  on  Form  8-K.......................21

               Signatures..................................................22

               Certifications...........................................23-29
















                                       3
<PAGE>
PART  I  -  FINANCIAL  INFORMATION

                                 ALPHATRADE.COM
                                 Balance Sheets

                                     ASSETS
                                     ------
                                                      June 30,    December  31,
                                                        2008           2007
                                                   -------------- -------------
                                                     (unaudited)
CURRENT  ASSETS                                      (restated)
 Cash                                              $       3,538  $    153,760
 Accounts  receivable                                      6,061        28,047
 Marketable  securities-available  for  sale           1,896,435       658,858
 Marketable  securities-available  for  sale
   related  party                                          2,093         5,232
 Prepaid  expenses                                        18,093           750
                                                   -------------  ------------
        Total  Current
        Assets                                         1,926,220       846,647
                                                   -------------  ------------
PROPERTY  AND  EQUIPMENT,  net                            39,679        45,633
                                                   -------------  ------------
OTHER  ASSETS
 Investments,  at  cost                                  300,000       300,000
                                                   -------------  ------------
        TOTAL  ASSETS                              $   2,265,899  $  1,192,280
                                                   =============  ============


























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

                                        4
<PAGE>
                                 ALPHATARADE.COM
                                 Balance Sheets

                 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
                 ----------------------------------------------
                                                      June 30,    December  31,
                                                        2008           2007
                                                   -------------- -------------
                                                     (unaudited)
                                                     (restated)
CURRENT  LIABILITIES
 Accounts  payable  and  accrued  expenses         $   2,005,442  $  2,404,822
 Bank  overdraft                                          22,664             -
 Related  party  payables                              2,459,357     2,190,414
 Deferred  revenues                                      367,817     1,130,178
                                                   -------------  ------------
        Total  Current  Liabilities                    4,855,280     5,725,414
                                                   -------------  ------------
TOTAL LIABILITIES                                      4,855,280     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:  51,525,523
  and  48,589,773  shares  issues  and
  outstanding,respectively                                51,526        48,590
 Stock subscription payable                               45,080        28,500
 Additional  paid-in  capital                         33,481,922    32,959,057
 Accumulated  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.

                                        5
<PAGE>
                                 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,
                             ------------------------- -------------------------
                                 2008         2007         2008         2007
                             ------------ ------------ ------------ ------------
REVENUES                      (restated)                 (restated)
Subscription revenue         $   787,835  $   751,994  $ 1,559,763  $ 1,524,655
Advertising revenue            1,660,240      460,102    2,468,295      858,469
Other revenue                     57,743       14,509       95,144       34,688
                             -----------  -----------  -----------  -----------
   Total Revenues              2,505,818    1,226,605    4,123,202    2,417,812
                             -----------  -----------  -----------  -----------
COST OF SALES
Financial content                457,094      444,820      940,497      897,114
Other cost of sales                1,042        1,307        2,142        2,793
                             -----------  -----------  -----------  -----------
   Total Cost of Sales           458,136      446,127      942,639      899,907
                             -----------  -----------  -----------  -----------
GROSS  PROFIT                  2,047,682      780,478    3,180,563    1,517,905
                             -----------  -----------  -----------  -----------
OPERATING  EXPENSES
Management  expense              120,000      120,000      240,000      240,000
Professional  fees               229,496      604,339      667,988    1,062,164
Research  and  development       124,225      100,118      271,703      187,869
Marketing  expense               258,226      565,094      492,923    1,456,591
General and administrative        97,540      189,028      254,425      369,825
                             -----------  -----------  -----------  -----------
   Total Operating Expenses      829,487    1,578,579    1,927,039    3,316,449
                             -----------  -----------  -----------  -----------
INCOME (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)
                             -----------  -----------  -----------  -----------
INCOME  (LOSS)  BEFORE
INCOME  TAXES                  1,422,282     (846,451)   1,283,393   (1,846,894)
INCOME  TAX  EXPENSE                   -            -            -            -
                             -----------  -----------  -----------  -----------









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

                                        6
<PAGE>
                                 ALPHATRADE.COM
    Statements of Operations and Other Comprehensive Income (Loss) Continued
                                   (unaudited)
                            For the Three Months Ended For the Six Months Ended
                                     June  30,                 June 30,
                             ------------------------- -------------------------
                                 2008         2007         2008         2007
                             ------------ ------------ ------------ ------------
                              (restated)                 (restated)


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)
                             ===========  ===========  ===========  ===========
BASICIC WEIGHTED AVERAGE
NUMBER SHARES OUTSTANDING     50,513,858   42,716,045   50,065,120   41,986,171
                             ===========  ===========  ===========  ===========
FULLY DILUTED WEIGHTED
AVERAGE NUMBER
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.

                                        7
<PAGE>
                                 ALPHATRADE.COM
                       Statements of Stockholders' Equity
                                   (restated)

                   Preferred  Stock   Common  Stock    Additional      Stock
                   ---------------- ------------------   Paid-In   Subscription
                    Shares   Amount   Shares   Amount    Capital      Payable
                   --------- ------ ---------- ------- ----------- ------------
Balance,
December 31, 2006  4,000,000 $4,000 40,425,027 $40,425 $30,853,661 $   (30,000)

Common stock issued
for cash at $0.18
per  share                 -      -  2,287,500   2,288     454,212      28,500

Common stock
issued for services
at $0.20 per share         -      -  5,877,246   5,877   1,052,066           -

Value of stock purchase
warrants granted           -      -          -       -     207,728           -

Value of stock
options issued
under the 2007 stock
option plan                -      -          -       -     131,540           -

Contributed
capital                    -      -          -       -      19,850           -

Executive
compensation
contributed
by related party           -      -          -       -     240,000           -

Amortization of
prepaid expense            -      -          -       -           -      30,000

Net income for
the year ended
December
31, 2007                   -      -          -       -           -           -
                   --------- ------ ---------- ------- ----------- -----------
Balance,
December 31, 2007  4,000,000  4,000 48,589,773  48,590  32,959,057      28,500

Common stock issued
for cash at $0.20
per share                  -      -  1,025,000   1,025     188,975      16,580

Common stock issued
for services at
$0.17 per share            -      -  1,910,750   1,911     319,657           -



  The accompanying notes are an integral part of these financial statements.
                                       8
<PAGE>
                                 ALPHATRADE.COM
                  Statements of Stockholders' Equity Continued
                                   (restated)

                   Preferred  Stock   Common  Stock    Additional      Stock
                   ---------------- ------------------   Paid-In   Subscription
                    Shares   Amount   Shares   Amount    Capital      Payable
                   --------- ------ ---------- ------- ----------- ------------
Value of stock
purchase
warrants granted           -      -          -       -      14,233           -

Net income for
the six months
ended June 30,
2008                       -      -          -       -           -           -
                   --------- ------ ---------- ------- ----------- -----------
Balance, June
30, 2008           4,000,000 $4,000 51,525,523 $51,526 $33,481,922 $    45,080
(unaudited)
                   ========= ======  ========= ======= =========== ===========



































  The accompanying notes are an integral part of these financial statements.
                                       9
<PAGE>
                                 ALPHATRADE.COM
                            Statements of Cash Flows
                                   (unaudited)
                                   (restated)         For the Six Months Ended
                                                               June  30,
                                                          2008          2007
                                                     ------------- -------------
CASH FLOWS FROM OPERATING ACTIVITIES
 Net loss                                            $  1,283,393  $ (1,846,894)
 Adjustments to reconcile net loss to net cash used
  by operating activities:
   Depreciation  expense                             #      9,158  #      6,673
   Value of stock options and warrants granted             14,233       103,478
   Loss on sale of assets                                  97,932        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                                        (1,305,809)     (305,750)
   Common stock issued for services                       321,568       308,354
Changes  in  operating  assets  and  liabilities:
   Proceeds from bank overdraft                            22,664             -
   Changes in accounts receivable                    #    (25,099) #     50,120
   Changes in prepaid expenses                            (17,343)       (6,625)
   Changes in deferred revenues                          (715,276)       60,290
   Changes in related party  payables                     268,943       680,417
   Changes in accounts payable and accrued expenses       (91,408)      852,055
                                                     ------------  ------------
     Net Cash Provided by Operating Activities           (445,016)      (19,532)
                                                     ------------  ------------
CASH FLOWS FROM INVESTING ACTIVITIES
   Sale of securities                                      91,418        57,899
   Purchase of fixed assets                                (3,204)       (9,329)
                                                     ------------  ------------
     Net Cash Used by Investing Activities                 88,214        48,570
                                                     ------------  ------------
CASH FLOWS FROM FINANCING ACTIVITIES
   Stock subscriptions payable                             16,580             -
   Common stock issued for cash                           190,000        10,000
   Contributed capital                                          -        19,850
                                                     ------------  ------------
     Net Cash Provided by Financing Activities            206,580        29,850
                                                     ------------  ------------
     NET DECREASE IN CASH                                (150,222)       58,888
     CASH AT BEGINNING OF PERIOD                          153,760       147,323
                                                     ------------  ------------
     CASH AT END OF PERIOD                           $      3,538  $    206,211
                                                     ============  ============
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
    CASH PAID FOR:
     Interest                                        $     45,640  $          -
     Income  Taxes                                   $          -  $          -
    NON CASH FINANCING ACTIVITIES:
     Common stock issued for services
      and contributions                              $    321,568  $    308,354
     Value of stock options and warrants granted     $     14,233  $    103,478

   The accompanying notes are an integral part of these financial statements.
                                       10
<PAGE>
                                 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

                                       11
<PAGE>
                                 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 1) the reversal of $2,480,201 of
         advertising revenues because management concluded that the
         collectability of the subject fees was not reasonably assured;2) an
         other-than-temporary impairment of available-for-sale securities in the
         amount of $909,127; and 3) the correction of a $100,000 overstatement
         of general and administrative expenses pertaining to certain deferred
         costs. 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
                                                   ============= =============






                                       12
<PAGE>
                                 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
                                                   ------------- -------------
       Total Operating Expenses                        2,027,039     1,927,039
                                                   ------------- -------------
   INCOME (LOSS) FROM OPERATIONS                       3,733,725     1,253,524

   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
                                                   ------------- -------------
                                       13
<PAGE>
                                 ALPHATRADE.COM
                        Notes to the Financial Statements

NOTE 3 - RESTATED FINANCIAL STATEMENTS (Continued)
                                                      (Original)    (Restated)

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

























                                       14
<PAGE>
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/A.

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 a 104% 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 $1,660,240 in 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 site www.zenobank.com which 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.
                                       15
<PAGE>
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 $1,422,282 for 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 $2,268,733 and 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 $1,511,485 and ($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 a 70% 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 $2,468,295 compared 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 site www.zenobank.com which 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.


                                       16
<PAGE>
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 $1,283,393 for 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 $3,130,287 and 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 $1,610,194 and ($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.






                                       17
<PAGE>
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.


                                       18
<PAGE>
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

                                       19
<PAGE>
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
















                                       20
<PAGE>

                                   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: January 13, 2011                 By:  /s/ Gordon J. Muir
                                       -----------------------------------------
                                       Gordon J. Muir
                                       CEO/Director

                                       AlphaTrade.com

Date: January 13, 2011                By:  /s/ Katharine Johnston
                                       -----------------------------------------
                                       Katharine Johnston
                                       Principal Accounting Officer

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                                       21
<PAGE>

                                  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

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