##### 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  September 30, 2008   or[   ]
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from  to Commission File Number: 000-25631
  AlphaTrade.com
 (Exact name of registrant as specified in its charter)
  NV
    
    98-0211652(State or other jurisdiction
    
    (IRS Employerof incorporation)
    
    Identification Number)
 930 West First Street, Ste 116, North Vancouver, BC
    
    V7P 3N4(Address of principal executive offices)
    
    (Zip Code)
 (604) 986-9866  Registrants telephone number, including area code
 (Former Name or Former Address, if Changed Since Last Report)
 ×
  [  ]
    
    Large accelerated filer
	
	[  ]
    
    Accelerated filer[  ]
    
    Non-accelerated filer
	
	[×]
    
    Smaller reporting company
 ×


TABLE OF CONTENTS


|                                                                            
|----------------------------------------------------------------------------
|Signatures                                                                  
|EXHIBIT INDEX                                                               
|EX-31.1  Certifications required under Section 302 of the Sarbanes-Oxley Act
|EX-31.2  Certifications required under Section 302 of the Sarbanes-Oxley Act
|EX-32.1  Certifications required under Section 906 of the Sarbanes-Oxley Act
|EX-32.2  Certifications required under Section 906 of the Sarbanes-Oxley Act

---

##### Table of Contents






Report on Form 10-Q

For the Quarter Ended September 30, 2008



INDEX



Page

----

Part I.  Financial Information



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



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

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

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

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

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





Item 2.      Management's Discussion and Analysis

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



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







Part II. Other Information



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



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



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



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



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



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



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



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































2



PART I - FINANCIAL INFORMATION





Item 1.  Financial Statements (unaudited)











































































































3



|ALPHATRADE.COM
|--------------
|Balance Sheets
|(restated)    







|ASSETS
|------



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















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



4



|ALPHATARADE.COM
|---------------
|Balance Sheets 
|(restated)     







|LIABILITIES AND STOCKHOLDERS' EQUITY/(DEFICIT)
|----------------------------------------------



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



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



5



|ALPHATRADE.COM                                                
|--------------------------------------------------------------
|Statements of Operations and Other Comprehensive Income (Loss)
|(unaudited)                                                   



|                                      |                               |                              | For the Three Months Ended |           | For the Nine Months Ended
|------------------------------------- | ----------------------------- | ---------------------------- | -------------------------- | --------- | -------------------------
|                                      |                               |                              | September 30,              |           | September 30,            
|                                      |                               |                              | 2008                       |           | 2007                     
|REVENUES                              |                               | (restated)                   |                            |           |                          
|                                      | Subscription revenue          | $                            | 757,287                    |           | $                        
|                                      | Advertising revenue           |                              | 1,060,491                  |           |                          
|                                      | Other revenue                 |                              | 49,409                     |           |                          
|                                      |                               |                              |                            |           |                          
|                                      |                               | Total Revenues               |                            | 1,867,187 |                          
|                                      |                               |                              |                            |           |                          
|COST OF SALES                         |                               |                              |                            |           |                          
|                                      | Financial content             |                              | 490,615                    |           |                          
|                                      | Other cost of sales           |                              | 396                        |           |                          
|                                      |                               |                              |                            |           |                          
|                                      |                               | Total Cost of Sales          |                            | 491,011   |                          
|                                      |                               |                              |                            |           |                          
|GROSS PROFIT                          |                               | 1,376,176                    |                            |           | 1,244,323                
|                                      |                               |                              |                            |           |                          
|OPERATING EXPENSES                    |                               |                              |                            |           |                          
|                                      | Management expense            |                              | 120,000                    |           |                          
|                                      | Professional fees             |                              | 216,500                    |           |                          
|                                      | Research and development      |                              | 123,841                    |           |                          
|                                      | Marketing expense             |                              | 146,899                    |           |                          
|                                      | General and administrative    |                              | 175,398                    |           |                          
|                                      |                               |                              |                            |           |                          
|                                      |                               | Total Operating Expenses     |                            | 782,638   |                          
|                                      |                               |                              |                            |           |                          
|INCOME (LOSS) FROM OPERATIONS         |                               | 593,538                      |                            |           | (1,033,487)              
|                                      |                               |                              |                            |           |                          
|OTHER INCOME (EXPENSE)                |                               |                              |                            |           |                          
|                                      | Gain (Loss) on sale of assets |                              | (47,215)                   |           |                          
|                                      | Gain on settlement of debt    |                              | -                          |           |                          
|                                      | Interest expense              |                              | (95,206)                   |           |                          
|                                      |                               |                              |                            |           |                          
|                                      |                               | Total Other Income (Expense) |                            | (142,421) |                          
|                                      |                               |                              |                            |           |                          
|NET INCOME (LOSS) BEFORE INCOME TAXES |                               | 451,117                      |                            |           | (1,148,258)              
|                                      |                               |                              |                            |           |                          
|INCOME TAX EXPENSE                    |                               | -                            |                            |           | -                        
|                                      |                               |                              |                            |           |                          
|NET INCOME (LOSS)                     | $                             | 451,117                      |                            | $         | (1,148,258)              
|                                      |                               |                              |                            |           |                          
|OTHER COMPREHENSIVE INCOME (LOSS)     | $                             | (527,751)                    |                            | $         | -                        
|                                      |                               |                              |                            |           |                          
|TOTAL COMPREHENSIVE INCOME (LOSS)     | $                             | (76,634)                     |                            | $         | (1,148,258)              
|                                      |                               |                              |                            |           |                          
|BASIC EARNINGS (LOSS) PER SHARE       | $                             | 0.01                         |                            | $         | (0.03)                   
|                                      |                               |                              |                            |           |                          
|BASIC WEIGHTED AVERAGE NUMBER         |                               |                              |                            |           |                          
|OF SHARES OUTSTANDING                 |                               | 51,708,336                   |                            |           | 44,613,473               
|                                      |                               |                              |                            |           |                          
|FULLY DILUTED WEIGHTED AVERAGE        |                               |                              |                            |           |                          
|NUMBER OF SHARES OUTSTANDING          |                               | 118,685,186                  |                            |           | 44,613,472               



































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



6





|ALPHATRADE.COM                              
|--------------------------------------------
|Statements of Stockholders' Equity/(Deficit)
|(restated)                                  



|                                 |                 |  |              |       |         |            |              |   |               |  | Additional  |            | Stock         |   | Other    |  |        |           | Total
|-------------------------------- | --------------- |  | ------------ | ----- | ------- | ---------- | ------------ | - | ------------- |  | ----------- | ---------- | ------------- | - | -------- |  | ------ | --------- | -----
|                                 | Preferred Stock |  | Common Stock |       | Paid-In |            | Subscription |   | Comprehensive |  | Accumulated |            | Stockholders'
|                                 | Shares          |  | Amount       |       | Shares  |            | Amount       |   | Capital       |  | Payable     |            | Income        |   | Deficit  |  | Equity
|                                 |                 |  |              |       |         |            |              |   |               |  |             |            |               |   |          |  |        |           |      
|Balance, December 31, 2006       | 4,000,000       |  | $            | 4,000 |         | 40,425,027 |              | $ | 40,425        |  | $           | 30,853,661 |               | $ | (30,000) |  | $      | (717,860) |      
|                                 |                 |  |              |       |         |            |              |   |               |  |             |            |               |   |          |  |        |           |      
|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          | -               |  |              | -     |         | -          |              |   | -             |  |             | -          |               |   | -        |  |        | (20,544)  |      
|                                 |                 |  |              |       |         |            |              |   |               |  |             |            |               |   |          |  |        |           |      
|Balance, December 31, 2007       | 4,000,000       |  |              | 4,000 |         | 48,589,773 |              |   | 48,590        |  |             | 32,959,057 |               |   | 28,500   |  |        | (738,404) |      
|                                 |                 |  |              |       |         |            |              |   |               |  |             |            |               |   |          |  |        |           |      
|Common stock issued for cash     |                 |  |              |       |         |            |              |   |               |  |             |            |               |   |          |  |        |           |      
|at $0.20 per share               | -               |  |              | -     |         | 1,075,000  |              |   | 1,075         |  |             | 196,425    |               |   | 16,580   |  |        | -         |      
|                                 |                 |  |              |       |         |            |              |   |               |  |             |            |               |   |          |  |        |           |      
|Common stock issued for services |                 |  |              |       |         |            |              |   |               |  |             |            |               |   |          |  |        |           |      
|at $0.17 per share               | -               |  |              | -     |         | 2,391,250  |              |   | 2,391         |  |             | 392,210    |               |   | -        |  |        | -         |      
|                                 |                 |  |              |       |         |            |              |   |               |  |             |            |               |   |          |  |        |           |      
|Value of stock purchase          |                 |  |              |       |         |            |              |   |               |  |             |            |               |   |          |  |        |           |      
|warrants granted                 | -               |  |              | -     |         | -          |              |   | -             |  |             | 14,233     |               |   | -        |  |        | -         |      
|                                 |                 |  |              |       |         |            |              |   |               |  |             |            |               |   |          |  |        |           |      
|Value of stock options issued    |                 |  |              |       |         |            |              |   |               |  |             |            |               |   |          |  |        |           |      
|under stock option plans         | -               |  |              | -     |         | -          |              |   | -             |  |             | 143,144    |               |   | -        |  |        | -         |      
|                                 |                 |  |              |       |         |            |              |   |               |  |             |            |               |   |          |  |        |           |      
|Net income for the nine months   |                 |  |              |       |         |            |              |   |               |  |             |            |               |   |          |  |        |           |      
|ended September 30, 2008         | -               |  |              | -     |         | -          |              |   | -             |  |             | -          |               |   | -        |  |        | (181,420) |      
|Balance,                         |                 |  |              |       |         |            |              |   |               |  |             |            |               |   |          |  |        |           |      
|September 30, 2008 (unaudited)   | 4,000,000       |  | $            | 4,000 |         | 52,056,023 |              | $ | 52,056        |  | $           | 33,705,069 |               | $ | 45,080   |  | $      | (919,824) |      





























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



7



|ALPHATRADE.COM          
|------------------------
|Statements of Cash Flows
|(unaudited)             





|                            |                                               |                                                         |            |             | For the Nine Months Ended
|--------------------------- | --------------------------------------------- | ------------------------------------------------------- | ---------- | ----------- | -------------------------
|                            |                                               |                                                         |            |             | September 30,            
|                            |                                               |                                                         |            |             | 2008                     
|CASH FLOWS FROM             |                                               |                                                         | (restated) |             |                          
|OPERATING ACTIVITIES        |                                               |                                                         |            |             |                          
|                            |                                               |                                                         |            |             |                          
|                            | Net income (loss)                             |                                                         | $          | 1,734,510   |                          
|                            | Adjustments to reconcile net income (loss) to |                                                         |            |             |                          
|                            | net cash used by operating activities:        |                                                         |            |             |                          
|                            |                                               | Depreciation expense                                    |            | #           | 13,745                   
|                            |                                               | Value of stock options and warrants granted             |            | 157,377     |                          
|                            |                                               | Loss on sale of assets                                  |            | 145,147     |                          
|                            |                                               | Gain on settlement of debt                              |            | (307,972)   |                          
|                            |                                               | Amortization of services prepaid by common stock        |            | -           |                          
|                            |                                               | Investments received as payment for accounts receivable |            | (2,135,263) |                          
|                            |                                               | Common stock issued for services                        |            | 394,601     |                          
|                            |                                               |                                                         |            |             |                          
|                            | Changes in operating assets and liabilities:  |                                                         |            |             |                          
|                            |                                               | Proceeds from bank overdraft                            |            | 16,038      |                          
|                            |                                               | Changes in accounts receivable                          | #          | (34,077)    |                          
|                            |                                               | Changes in prepaid expenses                             |            | (8,150)     |                          
|                            |                                               | Changes in deferred revenues                            |            | (855,815)   |                          
|                            |                                               | Changes in related party payables                       |            | 436,159     |                          
|                            |                                               | Changes in accounts payable and accrued expenses        |            | (5,421)     |                          
|                            |                                               |                                                         |            |             |                          
|                            |                                               | Net Cash Used in Operating Activities                   |            | (449,121)   |                          
|                            |                                               |                                                         |            |             |                          
|CASH FLOWS FROM             |                                               |                                                         |            |             |                          
|INVESTING ACTIVITIES        |                                               |                                                         |            |             |                          
|                            |                                               |                                                         |            |             |                          
|                            | Saleof securities                             |                                                         |            | 100,215     |                          
|                            | Purchase of fixed assets                      |                                                         |            | (18,579)    |                          
|                            |                                               |                                                         |            |             |                          
|                            |                                               | Net Cash Provided by Investing Activities               |            | 81,636      |                          
|                            |                                               |                                                         |            |             |                          
|CASH FLOWS FROM             |                                               |                                                         |            |             |                          
|FINANCING ACTIVITIES        |                                               |                                                         |            |             |                          
|                            |                                               |                                                         |            |             |                          
|                            | Stock subscriptions payable                   |                                                         | 16,580     |             |                          
|                            | Common stock issued for cash                  |                                                         | 197,500    |             |                          
|                            | Contributed capital                           |                                                         |            | -           |                          
|                            |                                               |                                                         |            |             |                          
|                            |                                               | Net Cash Provided by Financing Activities               |            | 214,080     |                          
|                            |                                               |                                                         |            |             |                          
|                            |                                               | NET DECREASE IN CASH                                    |            | (153,405)   |                          
|                            |                                               | CASH AT BEGINNING OF PERIOD                             |            | 153,760     |                          
|                            |                                               |                                                         |            |             |                          
|                            |                                               | CASH AT END OF PERIOD                                   | $          | 355         |                          
|                            |                                               |                                                         |            |             |                          
|SUPPLEMENTAL DISCLOSURES OF |                                               |                                                         |            |             |                          
|                            | CASH FLOW INFORMATION                         |                                                         |            |             |                          
|                            |                                               |                                                         |            |             |                          
|                            | CASH PAID FOR:                                |                                                         |            |             |                          
|                            |                                               |                                                         |            |             |                          
|                            |                                               | Interest                                                |            | $           | 64,513                   
|                            |                                               | Income Taxes                                            |            | $           | -                        
|                            |                                               |                                                         |            |             |                          
|                            | NON CASH FINANCING ACTIVITIES:                |                                                         |            |             |                          
|                            |                                               |                                                         |            |             |                          
|                            |                                               | Common stock issued for services and contributions      | $          | 394,601     |                          
|                            |                                               | Value of stock options and warrants granted             | $          | 157,377     |                          
|                            |                                               |                                                         |            |             |                          



ALPHATRADE.COM

Notes to the Financial Statements



NOTE 1 - CONDENSED FINANCIAL STATEMENTS



The accompanying financial statements have been prepared by the Company

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

include only normal recurring  adjustments) necessary to present fairly

the  financial  position,  results  of  operations  and  cash  flows at

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



Certain  information  and  footnote  disclosures  normally  included in

financial statements prepared in accordance with accounting  principles

generally  accepted in the United States of America have been condensed

or omitted. It is suggested that these condensed  financial  statements

be read in conjunction with the financial  statements and notes thereto

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

statements.  The results of operations for the periods ended  September

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

results for the full years.



NOTE 2 - OUTSTANDING COMMON STOCK OPTIONS AND STOCK PURCHASE WARRANTS



The Company uses the instruments identified as stock options and common

stock  warrants   somewhat   interchangeably.   Both  forms  of  equity

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

and directors.



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

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

model. The following  weighted  average  assumptions used for grants in

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

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

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

of 1.0 and 3.0, respectively.



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

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

shares authorized for grants of options or other equity instruments are

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

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

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

2008 is presented below:

Weighted    Weighted

Options     Average      Average

and         Exercise     Grant Date

Warrants    Price        Fair Value

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

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

Granted                        13,618,000      0.25          0.25

Expired                        (1,130,000)     0.72          0.72

Exercised                        (740,650)     0.76          0.76



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



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













11

ALPHATRADE.COM

Notes to the Financial Statements



NOTE 2 - OUTSTANDING COMMON STOCK OPTIONS AND STOCK PURCHASE WARRANTS

(Continued)

Weighted    Weighted

Options     Average      Average

and         Exercise     Grant Date

Warrants    Price        Fair Value

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

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

Granted                         9,245,000      0.21          0.21

Expired                        (2,043,497)     0.73          0.73

Exercised                        (448,650)     0.25          0.25



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



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



NOTE 3 - RESTATED FINANCIAL STATEMENTS



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



BALANCE SHEET



CURRENT ASSETS                                      (original)    (restated)

Cash                                              $        355  $        355

Accounts receivable                                  4,293,267         2,554

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

Marketable securities-available for sale

related party                                         2,093         2,093

Prepaid expenses                                         8,900         8,900

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

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

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

PROPERTY AND EQUIPMENT, net                              50,467        50,467

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

OTHER ASSETS

Investments, at cost                                   300,000       300,000

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

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

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

CURRENT LIABILITIES

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

Bank overdraft                                        16,038        16,038

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

Deferred revenues                                  1,438,994       214,793

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

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

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

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

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









12



ALPHATRADE.COM

Notes to the Financial Statements



NOTE 3 - RESTATED FINANCIAL STATEMENTS (Continued)



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

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

shares authorized: 2,000,000 Class A and

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

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

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

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

Stock subscription payable                            45,080        45,080

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

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

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

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

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

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

TOTAL LIABILITIES AND

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

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



STATEMENT OF OPERATIONS



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

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

Other revenue                                        144,553       144,553

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

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

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

COST OF SALES

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

Other cost of sales                                    2,538         2,538

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

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

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

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

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

OPERATING EXPENSES

Management expense                                   360,000       360,000

Professional fees                                    884,488       884,488

Research and development                             395,544       395,544

Marketing expense                                    639,822       639,822

General and administrative                           629,826       429,825

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

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

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

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

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

OTHER INCOME (EXPENSE)

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

Gain on settlement of debt                           307,974       307,974

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

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

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

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









13



ALPHATRADE.COM

Notes to the Financial Statements



NOTE 3 - RESTATED FINANCIAL STATEMENTS (Continued)



(Original)        (Restated)



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

INCOME TAX EXPENSE                                            -             -

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

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

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

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

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

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

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

BASIC EARNINGS PER SHARE                          $        0.08  $       0.03



FULLY DILUTED INCOME PER SHARE                    $        0.03  $       0.01

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

BASIC WEIGHTED AVERAGE NUMBER

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

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

FULLY DILUTED WEIGHTED AVERAGE NUMBER

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

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































































14





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

Operations



The following information should be read in conjunction with the financial

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



Forward-looking and Cautionary Statements



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

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

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

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

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

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

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

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

the negative of these terms or other comparable terminology.



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

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

future results, levels of activity, performance or achievements.



Restated Financial Statements



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





RestatedResults of Operations.



THREE MONTHS ENDED SEPTEMBER 30, 2008 and 2007

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

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

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

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

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

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

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

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



NINE MONTHS ENDED SEPTEMBER 30, 2008 AND 2007

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

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

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



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

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

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



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



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

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

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



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

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

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

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

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







Liquidity and Capital Resources.



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

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

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

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

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

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

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



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

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

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

definitive plans for a secondary financing.



We currently have no material commitments for major capital expenditures.





Dependence on Key Personnel



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

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

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

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

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













16



Item 3.   Controls and Procedures



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

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

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

effectiveness of the design and operation of our disclosure controls and

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

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

and principal financial officer concluded that our disclosure controls and

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

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

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

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

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

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





PART II - OTHER INFORMATION.



Item 1. Legal Proceedings.



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

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

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

Defendant. The case number is 5036907.



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

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

Alphatrade is aggressively defending itself against this claim.



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

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

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

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

itself.



Arena Media Networks LLC v. AlphaTrade.com

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

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



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

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

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

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

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

place advertising for the Company.



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

Company denies the material allegations of the Complaint and asserts numerous

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

Company intends to vigorously defend this action.



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

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







17



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

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

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

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

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

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

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



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

vigorously defend this action.



Tommy G Productions, LLC v. AlphaTrade.com,

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



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

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

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

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

damages of $30,000.



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

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

intends to vigorously defend this action.



Center Operating Company v. AlphaTrade.com,

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



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

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

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

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

damages of $185,621.



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



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

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

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

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

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

a material adverse effect on our business.



Item 2. Changes in Securities.



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

Valued

Date          No. of Shares      Title      At          Reason

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

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

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

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

March/2008       45,000         Common      $0.20       For services

March/2008       25,000         Common      $0.20       For cash

April/2008       10,000         Common      $0.17       For services

May/2008        520,000         Common      $0.17       For services

June/2008       415,000         Common      $0.17       For services

June/2008       300,000         Common      $0.20       For cash



July/2008       130,500         Common      $0.165      For services

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

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

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



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

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

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

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

companies owned or controlled by Consultants or Officers of AlphaTrade.

Item 3. Defaults Upon Senior Securities.



None.



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



None.





Item 5. Other Information.



None.



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



(a) Exhibits



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

the Sarbanses-Oxley Act of 2002.



Exhibit 31.2   Certification of Principal Accounting Officer

Pursuant to Section 302 of the Sarbanses-Oxley Act of

2002.



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

1350,  as  Adopted  Pursuant  to  Section  906 of the

Sarbanes-Oxley Act of 2002



Exhibit 32.2   Certification   of   Principal   Accounting   Officer

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

Pursuant to Section 906 of the  Sarbanes-Oxley Act of

2002







(b) Report on Form 8-K



None























19

---

##### Table of Contents




SIGNATURES




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

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

---

##### Table of Contents




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