U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   Form 10-Q/A
                                Amendment No. 1

(Mark One)

[X]      Quarterly  Report under Section 13 or 15(d) of the Securities  Exchange
         Act of 1934

                For the quarterly period ended February 29, 2008


[_]      Transition Report under Section 13 or 15(d) of the Exchange Act for the
         Transition Period from ________ to ___________

                        Commission File Number: 000-52684

                           PROGRESSIVE TRAINING, INC.
                (Name of Registrant as Specified in Its Charter)

           Delaware                                            32-0186005
(State or other jurisdiction of                             (I.R.S. Employer
 incorporation or organization)                            Identification No.)

                       17337 Ventura Boulevard, Suite 208
                            Encino, California 91316
                    Issuer's Telephone Number: (818) 759-1876
            (Address and phone number of principal executive offices)

         Check whether the issuer (1) filed all reports  required to be filed by
Section  13 or 15(d) of the  Exchange  Act  during  the past 12 months  (or 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.

                               Yes [X]   No [_]

         Check whether the issuer is a "shell  company" as defined in Rule 12b-2
of the Securities Exchange Act of 1934.  Yes [_]   No [X]

         The Registrant has 2,280,000  shares of Common stock,  par value $.0001
per share issued and outstanding as of April 11, 2008.

          There currently is no public market for the Company's Stock.

         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 definitions of "large accelerated filer," "accelerated filer," and
"smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):

          Large accelerated filer  [_]             Accelerated filer  [_]

          Non-accelerated filer    [_]             Smaller reporting company [X]
 (Do not check if a smaller reporting company)

         Traditional Small Business Disclosure Format (check one) Yes [_] No [X]


<PAGE>


                            INDEX TO QUARTERLY REPORT
                                  ON FORM 10-Q


PART I      FINANCIAL INFORMATION
                                                                            PAGE
                                                                            ----
Item 1.     Condensed Consolidated Financial Statements ...................... 3
            Balance Sheets
                February 29, 2008 (Unaudited) and May 31, 2007 (audited)...... 4
            Statements of Operations
                For the Three- and Nine-Month Periods
                Ended February 29, 2008 (Unaudited) and
                February 28, 2007 (as restated) (Unaudited)................... 5
            Statements of Shareholders' Deficit
                For The Nine Months Ended
                February 28, 2008 (Unaudited)................................. 6
            Statements of Cash Flows
                For the Nine Months Ended
                February 29, 2008 (Unaudited)
                and February 28, 2007(as restated) (Unaudited)................ 7
            Notes to Financial Statements..................................... 8

Item 2.     Management's Discussion and Analysis or Plan
            of Operation......................................................11

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

PART II     OTHER INFORMATION

Item 1.     Legal Proceedings.................................................21

Item 2.     Changes in Securities and Use of Proceeds.........................21

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..........................................................21

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


                                       2
<PAGE>


                                     PART I
                              FINANCIAL INFORMATION

ITEM 1.     FINANCIAL STATEMENTS

                (Financial Statements Commence on Following Page)



                                       3
<PAGE>


PROGRESSIVE TRAINING, INC. (formerly Advanced Media Training, Inc.)

CONDENSED BALANCE SHEETS
-------------------------------------------------------------------------------
                                                    February 29,      May 31,
                                                        2008           2007
                                                    (Unaudited)      (Audited)
                                                    -----------     -----------
ASSETS

Accounts receivable, Net of allowance
  for doubtful accounts of $21,872 .............    $    18,918     $    12,058

Property and equipment, Net of accumulated
  depreciation of $11,709 and $14,872,
  respectively .................................           --            12,299

Accounts receivable, related party .............           --            35,790

Prepaid expenses and other assets ..............          2,116           2,365
                                                    -----------     -----------

TOTAL ASSETS ...................................    $    21,034     $    62,512
                                                    ===========     ===========

LIABILITIES AND SHAREHOLDERS' DEFICIT

LIABILITIES:
Bank overdraft .................................    $     5,461     $      --
Line of credit .................................         39,525          35,000
Accounts payable and accrued expenses ..........         77,942          81,020
Accrued professional fees ......................         33,946            --
Accrued interest due to shareholder ............          1,376            --
Note payable due to shareholder ................         43,624            --
                                                    -----------     -----------

Total liabilities ..............................        201,874         116,020
                                                    -----------     -----------

COMMITMENTS AND CONTINGENCIES

SHAREHOLDERS' DEFICIT:
Common stock, par value - $.0001;
    200,000,000 shares authorized; 2,280,000
    shares issued and outstanding ..............            228             228
Additional paid-in capital .....................      1,325,023       1,323,912
Accumulated deficit ............................     (1,506,091)     (1,377,648)
                                                    -----------     -----------
Total shareholders' deficit ....................       (180,840)        (53,508)
                                                    -----------     -----------

TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT ....    $    21,034     $    62,512
                                                    ===========     ===========

See accompanying notes to financial statements.


                                       4
<PAGE>


<TABLE>
PROGRESSIVE TRAINING, INC. (formerly Advanced Media Training, Inc.)

CONDENSED STATEMENTS OF OPERATIONS
FOR THE THREE AND NINE MONTHS ENDED
FEBRUARY 29, 2008 AND FEBRUARY 28, 2007 (UNAUDITED)
--------------------------------------------------------------------------------------

<CAPTION>
                                   THREE MONTHS               NINE MONTHS
                              --------------------------    --------------------------
                                  2008          2007           2008           2007
                                            (as restated)                 (as restated)
                              -----------    -----------    -----------    -----------
<S>                           <C>            <C>            <C>            <C>
REVENUES ..................   $    50,596    $    76,093    $   169,695    $   250,523

COST OF REVENUES ..........        13,085         21,659         43,044         62,761
                              -----------    -----------    -----------    -----------

GROSS PROFIT ..............        37,511         54,434        126,651        187,762
                              -----------    -----------    -----------    -----------

EXPENSES:
Selling and marketing .....        18,976         18,264         62,611         71,565
General and administrative.        71,110         32,212        183,064        161,595
Research and development ..           426            200          4,577            200
Interest expense ..........         1,594            253          4,042         37,164
                              -----------    -----------    -----------    -----------
Total expenses ............        92,106         50,929        254,284        270,524
                              -----------    -----------    -----------    -----------

INCOME(LOSS) BEFORE INCOME
    TAXES .................       (54,595)         3,505       (127,643)       (82,762)

INCOME TAXES ..............          --             --              800            800
                              -----------    -----------    -----------    -----------

NET INCOME (LOSS) .........   $   (54,595)   $     3,505    $  (128,443)   $   (83,562)
                              ===========    ===========    ===========    ===========

BASIC AND DILUTED INCOME
   (LOSS)PER SHARE ........   $     (0.02)   $     (0.00)   $     (0.03)   $     (0.05)
                              ===========    ===========    ===========    ===========

WEIGHTED AVERAGE SHARES
   OUTSTANDING ............     2,280,000      1,750,000      2,280,000      1,750,000
                              ===========    ===========    ===========    ===========
</TABLE>


See accompanying notes to financial statements.


                                       5
<PAGE>


<TABLE>
PROGRESSIVE TRAINING, INC. (formerly Advanced Media Training, Inc.)

CONDENSED STATEMENTS OF SHAREHOLDERS' DEFICIT
FOR THE NINE MONTHS ENDED FEBRUARY 29, 2008 (UNAUDITED)
--------------------------------------------------------------------------------------------------------------------

<CAPTION>
                                       COMMON STOCK            COMMON       ADDITIONAL
                                 -------------------------      STOCK        PAID-IN      SHAREHOLDER
                                   SHARES        AMOUNT       SUBSCRIBED     CAPITAL       (DEFICIT)        TOTAL
                                 -----------   -----------   -----------   -----------    -----------    -----------
<S>                             <C>         <C>           <C>           <C>            <C>            <C>
BALANCE, MAY 31, 2007 ........     2,280,000   $       228   $      --     $ 1,323,912    $(1,377,648)   $   (53,508)

CONTRIBUTED CAPITAL ..........          --            --            --          31,200           --           31,200

RELATED PARTY DEBT FORGIVENESS          --            --            --         (30,089)          --          (30,089)

NET LOSS .....................          --            --            --            --         (128,443)      (128,443)
                                 -----------   -----------   -----------   -----------    -----------    -----------

BALANCE, FEBRUARY 29, 2008 ..      2,280,000   $       228   $      --     $ 1,325,023    $(1,506,091)   $  (180,840)
                                 ===========   ===========   ===========   ===========    ===========    ===========
</TABLE>


See accompanying notes to financial statements.


                                       6
<PAGE>


PROGRESSIVE TRAINING, INC. (formerly Advanced Media Training, Inc.)

CONDENSED STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED FEBRUARY 29, 2008 AND FEBRUARY 28, 2007 (UNAUDITED)
-------------------------------------------------------------------------------

                                                          2008          2007
                                                                   (as restated)
                                                       ---------     ---------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss ...........................................   $(128,443)    $ (83,562)
Adjustments to reconcile net loss to net
     cash used by operating activities:
     Contribution of capital for  services..........      31,200        20,800
     Amortization of debt discount..................        --          32,909
     Provision for doubtful accounts................       7,000          --
        Changes in operating assets and liabilities:
         Accounts receivable .......................     (13,619)        8,851
         Accounts receivable, related party.........       5,701       (28,549)
         Other assets ..............................         249          (669)
         Accounts payable and accrued expenses .....      32,244        (1,215)
         Deferred revenue ..........................          --        (5,570)
                                                       ---------     ---------
Net cash used by operating activities ..............     (65,668)      (57,005)
                                                       ---------     ---------

CASH FLOWS FROM FINANCING ACTIVITIES:
Bank overdraft .....................................       5,461           240
Cash to Dematco, Inc................................        --         (22,701)
Net borrowings (repayments) from (to) shareholder ..      43,624        16,765
Net borrowings (repayments) on line of credit ......       4,525        12,000
                                                       ---------     ---------
Net cash provided (used) by financing activities....      53,610         6,304
                                                       ---------     ---------
NET DECREASE IN CASH ...............................     (12,058)      (50,701)

CASH, BEGINNING OF YEAR ............................      12,058        50,701
                                                       ---------     ---------
CASH, END OF YEAR ..................................   $      --      $     --
                                                       =========     =========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for interest .............................   $   2,667     $   1,347
Cash paid for income taxes .........................   $      --     $     800


See accompanying notes to financial statements


                                       7
<PAGE>


PROGRESSIVE TRAINING, INC. (FORMERLY ADVANCED MEDIA TRAINING, INC.)

NOTES TO CONDENSED FINANCIAL STATEMENTS

1. BUSINESS BACKGROUND

Progressive  Training,  Inc.  (formerly  Advanced  Media  Training,   Inc.;  the
"Company") was incorporated under this name in Delaware on October 31, 2006. The
Company is engaged in the  development,  production and distribution of training
and  educational  video  products and  services and has been in operation  since
March 2000.  From August 10, 2004 through  December 11, 2006 the business of the
development,  production and  distribution  of management and general  workforce
training videos was conducted under the name Advanced Media Training, Inc.

2. INTERIM CONDENSED FINANCIAL STATEMENTS

FISCAL PERIODS

The Company's  fiscal  year-end is May 31.  References to a fiscal year refer to
the calendar year in which such fiscal year ends.

PREPARATION OF INTERIM CONDENSED FINANCIAL STATEMENTS

These interim condensed financial statements for the three and nine months ended
February  29,  2008 and 2007 have been  prepared  by the  Company's  management,
without audit, in accordance with accounting  principles  generally  accepted in
the United  States of America and pursuant to the rules and  regulations  of the
United States  Securities  and Exchange  Commission  ("SEC").  In the opinion of
management,  these interim condensed  consolidated  financial statements contain
all  adjustments  (consisting  of  only  normal  recurring  adjustments,  unless
otherwise noted) necessary to present fairly the Company's  financial  position,
results of operations and cash flows for the fiscal periods  presented.  Certain
information  and  note  disclosures   normally   included  in  annual  financial
statements prepared in accordance with accounting  principles generally accepted
in the United States of America have been  condensed or omitted in these interim
financial  statements pursuant to the SEC's rules and regulations,  although the
Company's  management  believes  that the  disclosures  are adequate to make the
information  presented  not  misleading.  The  financial  position,  results  of
operations  and cash  flows for the  interim  periods  disclosed  herein are not
necessarily  indicative of future  financial  results.  These interim  condensed
consolidated  financial statements should be read in conjunction with the annual
financial statements and the notes thereto included in the Company's most recent
Annual  Report on Form  10K-SB (as  amended)  for the fiscal  year ended May 31,
2007.

In December 2006, Advanced Media Training,  Inc. acquired the outstanding common
stock of Dematco, Inc. ("Dematco"),  a privately-held company with operations in
the United Kingdom.  The transaction was accounted for as a recapitalization  of
Dematco. The operations and business of Advanced Media Training,  Inc. from June
1,  2006 to  December  2006  and  subsequently  conducted  under  its new  name,
Progressive  Training,  Inc.  through May 31,  2007 have been  included in these
financial   statements,    except   as   follows.   In   connection   with   the
recapitalization,  Dematco  agreed  to retain  certain  assets  and  liabilities
amounting to  approximately  $260,000.  These consisted of cash of approximately
$23,000,  a convertible  debenture issued by an affiliate of Dematco to Advanced
Media Training,  Inc. in fiscal 2006,  loans due to officers and related accrued
interest.  The assets and liabilities  were transferred at their historical book
value in December 2006 and,  accordingly,  recorded as a contribution to capital
on the books of the  Company in December  2006.  The assets and  liabilities  of
Advanced Media Training, Inc. that were not retained by Dematco were transferred
at their historical book value into the newly incorporated Progressive Training,
Inc.

Through February 2007, the Company was a wholly-owned  subsidiary of Dematco. On
March 1, 2007,  Dematco  agreed to  transfer 1 million  shares of the  Company's
common stock held by them in exchange for  forgiveness of debt of $80,000 due to
Buddy Young, the Company's President and majority shareholder.  Accordingly, the
Company was no longer a wholly-owned  subsidiary of Dematco after March 1, 2007.


                                       8
<PAGE>


However,  Dematco still owns 750,000 shares.  For reporting  purposes,  only the
historical   results  of  operations  of  Advanced  Media  Training,   Inc.  and
Progressive Training, Inc. are included in these financial statements.

USE OF ESTIMATES

The preparation of financial statements in conformity with accounting principles
generally  accepted in the United States of America requires  management to make
certain estimates and assumptions that affect the reported amounts and timing of
revenue and  expenses,  the reported  amounts and  classification  of assets and
liabilities,  and the  disclosure of contingent  assets and  liabilities.  These
estimates and assumptions are based on the Company's  historical results as well
as management's  future  expectations.  The Company's  actual results could vary
materially from management's estimates and assumptions.

RECLASSIFICATIONS

Certain  amounts in the financial  statements for the  comparative  prior fiscal
periods have been reclassified to be consistent with the current fiscal period's
presentation.

SIGNIFICANT CUSTOMERS

During the nine months ended February 29, 2008 the Company had one customer that
accounted for 16% of the Company's net sales. One customer exceeded 10% of sales
during the nine months ended February 28, 2007, (11%).  Foreign sales (primarily
royalty  income from Canada)  amounted to $46,459 and $50,620 for the nine month
period ended February 29, 2008 and February 28, 2007, respectively.

NET LOSS PER SHARE

Basic and diluted net loss per share has been  computed by dividing  net loss by
the weighted average number of common shares  outstanding  during the applicable
fiscal  periods.  At February 29, 2008, the Company had no potentially  dilutive
shares.

3. COMMITMENTS AND CONTINGENCIES

The Company has  agreements  with companies to pay a royalty on sales of certain
videos (co produced with these  companies).  The royalty is based on a specified
formula, which averages approximately 35% of net amounts collected.

The  Company  leases  its  operating  facility  for  $2,364 per month in Encino,
California  under an operating lease which expires August 31, 2009. Rent expense
was $21,646 and $21,069 for the nine months ended February 29, 2008 and February
28, 2007, respectively.

4. LINE OF CREDIT

The Company has a revolving line of credit with a bank which permits  borrowings
up to $40,000.  The line is guaranteed by the Company's  President.  Interest is
payable  monthly at 2.22%  above the bank's  prime  rate of  interest  (9.48% at
February 29, 2008). The line is callable upon demand.

5. RELATED PARTY TRANSACTIONS

The Company has a consulting agreement with Howard Young, the son of Buddy Young
(the Company's Chief  Executive  Officer) which provides a monthly fee of $8,400
for administrative and sales consultation.  The fee is allocated equally between
General and Administrative and Selling and Marketing expense in the Statement of
Operations  for the nine months  ended  February 29, 2008 and February 28, 2007.
Total  expense was $75,600 and $61,950 for the nine months  ended  February  29,
2008 and February 28, 2007, respectively.


                                       9
<PAGE>


We have an agreement  with our  President and majority  shareholder  to fund any
shortfall in cash flow up to $250,000 at 8% interest  through June 30, 2008. The
note is  secured  by all our  right,  title  and  interest  in and to our  video
productions and projects, regardless of their state of production, including all
related contracts,  licenses, and accounts receivable.  Any unpaid principal and
interest  under the Note will be due and payable on  December  31,  2008.  As of
February 29, 2008, the Company has borrowed $43,624 from Mr. Young.

During the quarter ended  February 29, 2008,  the Company  agreed to forgive the
balance due from Dematco amounting to $30,089 in exchange for Dematco's issuance
of the  remaining  shares of the  Company  held by it  (750,000  shares)  to its
existing  shareholders.  The  forgiveness  of debt  has  been  reflected  in the
financial statements as a reduction of additional paid in capital.


                                       10
<PAGE>


PROGRESSIVE TRAINING, INC.


ITEM 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

You should read this section together with our financial  statements and related
notes thereto included  elsewhere in this report.  In addition to the historical
information  contained herein, this report contains  forward-looking  statements
that are subject to risks and uncertainties.  Forward-looking statements are not
based on historical  information  but relate to future  operations,  strategies,
financial  results  or  other  developments.   Forward-looking   statements  are
necessarily based upon estimates and assumptions that are inherently  subject to
significant business,  economic and competitive uncertainties and contingencies,
many of which are beyond our control and many of which,  with  respect to future
business decisions,  are subject to change. Certain statements contained in this
Form  10,  including,  without  limitation,   statements  containing  the  words
"believe,"  "anticipate,"  "estimate,"  "expect,"  "are of the opinion that" and
words of similar import, constitute "forward-looking statements." You should not
place any undue reliance on these forward-looking statements.

You  should be aware  that our  results  from  operations  could  materially  be
effected  by a number of  factors,  which  include,  but are not  limited to the
following:  economic  and business  conditions  specific to the  management  and
general workforce training industry; competition and the pricing and of products
offered by us and our competitors; changes in personnel training methods, i.e. a
decision by  companies  to  allocate  more of their  budgets to  computer  based
training,  rather than purchasing videos for training  purposes;  our ability to
control  costs and expenses,  and access to capital.  There may be other factors
not mentioned  above or included  elsewhere in this report that may cause actual
results to differ materially from any forward-looking information.

INTRODUCTION.  As  noted  elsewhere  in this  report,  the  Company's  principal
customers  are  companies  having  100 or more  employees  with  an  established
training  department.  In  many  cases  training  departments  are  part  of and
supervised by the company's human resource department.  In order to maintain our
relationship  with these customers,  we must work closely with them to make sure
that we are in a position to satisfy their training  requirements.  We strive to
accomplish this by being up to date and  knowledgeable  about the content of the
many  videos  currently  available.  This  product  awareness  provides  us  the
opportunity  to assist the customer in quickly and accurately  selecting  videos
that focus on subject matter that will fulfill their particular  training needs.
We face competition from numerous other providers of training videos. We believe
many of these  competitors are larger and better  capitalized  than the Company.
Additionally,  if the Company is to grow its business by financing and producing
additional training videos, it will require additional capital. To date our cash
flow from  operations has been minimal.  Other than from operations and our line
of credit,  our only source of capital is an agreement  with our  President  and
majority  shareholder  to fund any  shortfall  in cash flow up to $250,000 at 8%
interest through June 30, 2008. Repayment is to be made when funds are available
with the balance of principal and interest due December 31, 2008. As of February
29, 2008,  the Company has borrowed  $43,624 from Mr. Young.  We expect that the
cash flow from  operations,  together with the  available  funds under the above
referenced  agreement  with our  president  will be  sufficient  to fulfill  our
capital requirements through fiscal 2008.


                                       11
<PAGE>


Our efforts  during the next 12 months will mainly be focused on  attempting  to
increase  revenue by (a) seeking to retain  additional  free lance  commissioned
sales  representatives,  (b) improve the  functionality of our website by adding
features such as providing  customers the ability to preview videos online,  and
by enhancing the website's search  capabilities  and user interface,  and (c) by
allocating a greater  portion of  available  cash flow for both the emailing and
direct mailing of marketing  materials such as catalogues and notices of special
discounts to our  customers.  Although the amount spent in these areas will vary
depending on our cash flow,  we  anticipate  spending  during the next 12 months
approximately   $20,000  on   maintaining   and  improving   our  website,   and
approximately  $35,000 for the mailing of marketing materials as outlined above.
During  the year ended May 31,  2007 we spent  approximately  $22,000  for these
purposes.  During the nine months ended February 29, 2008 we spent approximately
$8,071or these purposes.

CRITICAL ACCOUNTING POLICIES

Our discussion and analysis of our financial condition and results of operations
are based upon our  statements,  which have been  prepared  in  accordance  with
accounting  principles  generally accepted in the United States. The preparation
of these financial  statements  requires us to make estimates and judgments that
affect the reported amounts of assets,  liabilities,  revenues and expenses.  In
consultation  with our Board of Directors,  we have  identified  two  accounting
policies  that  we  believe  are  key  to  an  understanding  of  our  financial
statements.  These are important  accounting policies that require  management's
most difficult, subjective judgments.

The  first  critical  accounting  policy  relates  to  revenue  recognition.  We
recognize  revenue  from product  sales upon  shipment to the  customer.  Rental
income is recognized  over the related period that the videos are rented.  Based
on the nature of our  product,  we do not accept  returns.  Damaged or defective
product is replaced upon receipt.  Such returns have been  negligible  since the
Company's inception.

The second critical  accounting  policy relates to production costs. The Company
periodically  incurs  costs to produce  new  management  training  videos and to
enhance current videos. Historically,  the Company has been unable to accurately
forecast  revenues to be earned on these videos and has,  accordingly,  expensed
such costs as incurred.

                              RESULTS OF OPERATIONS

GENERAL

Our core business is the development,  production and distribution of management
and general  workforce  training  videos for use by  businesses  throughout  the
world.  Through  February  2007,  the Company was a  wholly-owned  subsidiary of
Dematco,  Inc.,  formally  known as Advanced Media  Training.  On March 1, 2007,
Dematco agreed to transfer 1 million  shares of the Company's  common stock held


                                       12
<PAGE>


by them in exchange for  forgiveness of debt of $80,000 due to Buddy Young,  the
Company's President and majority  shareholder.  Accordingly,  the Company was no
longer a  wholly-owned  subsidiary of Dematco after March 1, 2007. For reporting
purposes,  only the historical results of operations of Advanced Media Training,
Inc. and Progressive Training, Inc. are included in these financial statements.

The  operations of the workforce  training  business were conducted from June 1,
2006 to December 2006 under Advanced Media Training, Inc. and subsequent thereto
under Progressive  Training,  Inc. The results of operations consist only of the
workforce  training  video  business.  The core  assets and  liabilities  of the
business have been maintained at their historical book values in these financial
statements.

In  addition to  distributing  videos  produced by us, we market and  distribute
training  videos  financed  and  produced by other  producers,  which  currently
account for  approximately  60% of our  revenues.  Workforce  training  industry
trends have demonstrated that the amount of money allocated by companies for the
training of their employees varies according to general economic conditions.  In
many cases in a good economy training department budgets are increased, and as a
result more funds are available to purchase  training  videos and other employee
training products.  Conversely,  when economic conditions are not good companies
tend to cut back on the  amount  of funds  spent on the  purchase  of  workforce
training products.  We anticipate that general economic conditions will continue
to have a direct effect on our revenues.


FOR THE THREE MONTHS ENDED FEBRUARY 29, 2008 AND FEBRUARY 28, 2007

SELECT FINANCIAL INFORMATION



                                                  2008          2007
                                               ---------     ---------
         Statements of Operation Data:

         Revenue ..........................    $  50,596     $  76,093
         Cost of revenues .................       13,085        21,659
         Gross profit .....................       37,511        54,434
         Total expenses ...................       92,106        50,929
         Net income (loss) after taxes ....      (54,595)        3,505
         Net income (loss) per share ......        (0.02)         0.00

         Balance Sheet Data:

         Total assets .....................    $  21,034     $  40,468
         Total liabilities ................    $ 201,874     $  65,512
         Stockholders' deficit ............    $(180,840)    $ (25,044)


                                       13
<PAGE>


REVENUES

Our revenues for the three months ended February 29, 2008 were $50,596. Revenues
for the three months ended February 28, 2007,  were $76,093.  This  represents a
decrease  of  $25,497.  This  decrease  in  revenues  was caused by three  major
factors:  (1) a general  slowdown in the economy causing  organizations  to trim
their expenditures for personnel training,  (2) the aging of the training videos
currently in our library, and (3) the increased use by organizations of internet
based training.  Product sales made up  approximately  74% of the total revenue.
Royalties earned from the sales of our product amounted to approximately $17,854
during the three  months ended  February  29, 2008 and $19,900  during the three
months ended February 28, 2007. Rental of videos were less than 1% of our sales.
We expect the rentals of videos to continue to represent  approximately the same
percentage of revenues for the foreseeable  future.  Sales of videos produced by
other companies accounted for approximately 51% of product sales.

COST OF REVENUES

The cost of revenues  during the three  months  ended  February  29,  2008,  was
$13,085 as compared to $21,659  during the three months ended February 28, 2007.
The cost of  revenues,  as a percent of sales was 26%  during  the three  months
ended February 29, 2008 and 29% during the three months ended February 28, 2007.
Although there may be occasional variances, we anticipate that the cost of goods
sold  (excluding  production  costs  expensed) as a percentage of total revenues
will continue to generally be approximately within the 15 to 35 percent range.

During most periods  approximately 50% of our revenue is generated from the sale
of  training  videos  produced  by  companies  with  which we have  distribution
contracts  with. The terms of these  distribution  contracts vary with regard to
percentage of discount we receive.  These discounts range from a low of 35% to a
high of 50% of gross receipts. As we cannot predict which companies will produce
better selling  videos in any one period,  we cannot predict future product mix.
However,  although there may be some  variances,  we anticipate that the cost of
goods sold as a  percentage  of  revenues  derived  from the sale of third party
videos will generally be approximately within the 15 to 30 percent range.

EXPENSES

Selling and marketing  expenses were $18,976 for the three months ended February
29, 2008 as compared to $18,264 for the three  months  ended  February 28, 2007.
This  represents  an increase  of $712.  Our  selling  and  marketing  costs are
directly  affected by the number of new training  products we introduce into the
marketplace and the product mix of our sales.

General and administrative expenses for the three months ended February 29, 2008
were  $71,110 as compared to $32,212 for the three  months  ended  February  28,
2007. This represents an increase of $38,898. This is a result of an increase in
our  accounting  and  professional  services to $22,534  during the three months


                                       14
<PAGE>


ended February 29, 2008 from $0 during the three months ended February 28, 2007.
During the three months  ended  February  29, 2008 we also  recorded  $10,400 of
officer's  compensation,  as  additional  paid in capital  that was not recorded
during the three months ended February 28, 2007.

Research and development  expenses were $426 for the three months ended February
29, 2008. We recorded $200 for research and  development  expenses for the three
months  ended  February  28,  2007.  We  anticipate  that we will incur  minimal
research and  development  costs as we evaluate  and develop new training  video
products during the next fiscal period.

Interest expense totaled $1,594 for the three months ended February 29, 2008 and
$253 for the three months ended February 28, 2007.  Interest  expense relates to
our line of credit and  borrowings  from  shareholder.  On February 29, 2008 our
total term debt  outstanding  was $83,149 as compared to $12,000 on February 28,
2007.  This change is due to the increased  borrowings on our line of credit and
additional advances from our shareholder.

NET LOSS

As a result of the aforementioned, our net loss was $54,595 for the three months
ended  February  29,  2008 as  compared  to a net income of $3,505 for the three
months ended February 28, 2007.

FOR THE NINE  MONTHS ENDED FEBRUARY 29, 2008 AND FEBRUARY 28, 2007

SELECT FINANCIAL INFORMATION


                                                2008            2007
                                             ---------       ---------

         Statements of Operation Data:

         Revenue ......................      $ 169,695       $ 250,523
         Cost of revenues .............         43,044          62,761
         Gross profit .................        126,651         187,762
         Total expenses ...............        254,294         270,524
         Net loss after taxes .........       (128,443)        (83,562)
         Net loss per share ...........          (0.06)          (0.05)

         Balance Sheet Data:

         Total assets .................      $  21,034       $  40,468
         Total liabilities ............      $ 201,874       $  65,512
         Stockholders' deficit ........      $(180,840)      $ (25,044)


                                       15
<PAGE>


REVENUES

Our revenues for the nine months ended February 29, 2008 were $169,565. Revenues
for the nine months ended  February 28, 2007 were  $250,523.  This  represents a
decrease  of  $80,928.  This  decrease  in  revenues  was caused by three  major
factors:  (1) a general  slowdown in the economy causing  organizations  to trim
their expenditures for personnel training,  (2) the aging of the training videos
currently in our library, and (3) the increased use by organizations of internet
based training.  Product sales made up  approximately  74% of the total revenue.
Royalties earned from the sales of our product amounted to approximately $46,459
during the nine months  ended  February  29,  2008 and  $50,620  during the nine
months ended February 28, 2007. Rental of videos were less than 1% of our sales.
We expect the rentals of videos to continue to represent  approximately the same
percentage of revenues for the foreseeable  future.  Sales of videos produced by
other companies accounted for approximately 35% of product sales.

COST OF REVENUES

The cost of revenues during the nine months ended February 29, 2008, was $43,044
as compared to $62,761  during the nine months ended February 28, 2007. The cost
of revenues, as a percent of sales was 25% during the nine months ended February
29, 2008 and 25% during the nine months ended February 28, 2007.  Although there
may be  occasional  variances,  we  anticipate  that  the  cost  of  goods  sold
(excluding  production  costs  expensed) as a percentage of total  revenues will
continue to generally be approximately within the 15 to 35 percent range.

During most periods  approximately 50% of our revenue is generated from the sale
of  training  videos  produced  by  companies  with  which we have  distribution
contracts  with. The terms of these  distribution  contracts vary with regard to
percentage of discount we receive.  These discounts range from a low of 35% to a
high of 50% of gross receipts. As we cannot predict which companies will produce
better selling  videos in any one period,  we cannot predict future product mix.
However,  although there may be some  variances,  we anticipate that the cost of
goods sold as a  percentage  of  revenues  derived  from the sale of third party
videos will generally be approximately within the 15 to 30 percent range.

EXPENSES

Selling and marketing  expenses were $62,611 for the nine months ended  February
29, 2008 as compared to $71,565 for the nine months  ended  February  28,  2007.
This represents a decrease of $8,954.  This decrease is the result of a decrease
in our  commission  expense to $9,402 during the nine months ended  February 29,
2008 from $17,383  during the nine months ended  February 28, 2007.  Our selling
and marketing costs are directly affected by the number of new training products
we introduce into the marketplace and the product mix of our sales.

General and administrative  expenses for the nine months ended February 29, 2008
were  $183,064 as compared to $161,595  for the nine months  ended  February 28,


                                       16
<PAGE>


2007. This represents an increase of $21,469. This increase is mainly the result
of an  increase  in our  professional  and  outside  services  in the  amount of
$18,163,  to $90,633 during the nine months ended February 29, 2008 from $72,470
during the nine months ended February 28, 2007.

Research and development expenses were $4,577 for the nine months ended February
29, 2008,  as compared to $200 for the nine months ended  February 28, 2007.  We
anticipate  that we will incur  minimal  research  and  development  costs as we
evaluate and develop new training video products during the next fiscal period.

Interest  expense totaled $4,042 for the nine months ended February 29, 2008 and
$37,164 for the nine months ended February 28, 2007. Interest expense relates to
our line of credit and borrowings  from our principal  shareholder.  On February
29, 2008 our total term debt  outstanding  was $83,149 as compared to $12,000 on
February 28, 2007. The additional  interest expense during the nine months ended
February 28, 2007 is due to a convertible  debenture being assumed by Dematco in
connection with our Asset and Liability Agreement.

NET LOSS

As a result of the aforementioned, our net loss was $128,443 for the nine months
ended February 29, 2008 and $83,562 for the nine months ended February 28, 2007.

PLAN OF OPERATION

Until March 1, 2007,  the  Company's  was a wholly owned  subsidiary of Dematco,
Inc. On that date Dematco  transferred  to us all of its assets and  liabilities
related to the production and distribution of workforce training videos.

We will continue to devote our limited  resources to marketing and  distributing
workforce  training videos and related  training  materials.  At this time these
efforts  are  focused  on  the  sale  of  videos   produced  by  third  parties.
Approximately 60% of our revenue is derived from these sales.  Additionally,  we
will  continue  to market  videos  produced  by us,  Among  these are "The Cuban
Missile Crisis: A Case Study In Decision Making And Its Consequences,"  "What It
Really  Takes To Be A World  Class  Company,"  "How Do You Put A Giraffe  In The
refrigerator?." In addition, we anticipate spending some of our resources on the
production  and  marketing of  additional  training  videos  produced by us. The
amount of funds available for these expenditures will be determined by cash flow
from  operations,  as well as, our  ability to raise  capital  through an equity
offering  or  further  borrowing  from  our  President,  and  other  traditional
borrowing sources. There can be no assurance that we will be successful in these
efforts.

Management  expects  that sales of videos  and  training  materials,  along with
available  funds under an agreement with its President and majority  shareholder
should  satisfy  our  cash  requirements  through  fiscal  2008.  The  Company's
marketing  expenses and the  production of new training  videos will be adjusted
accordingly.


                                       17
<PAGE>


We currently  have one full time  employee who manages our  marketing  and sales
efforts.  Additionally  we have two part  time  employees  who  assist  with the
administration  functions.  We mainly  utilize  outside  services  to handle our
accounting  and  other  administrative  requirements,   and  commissioned  sales
personnel to handle the selling and marketing of our videos.  During the next 12
months we anticipate hiring one or two additional  full-time employees to assist
in our sales and marketing requirements. In addition, Mr. Buddy Young, our Chief
Executive  Officer,  Chief  Financial  Officer  and  Chairman  of the  Board  of
Directors,  and  L.  Stephen  Albright,  our  Vice  President,  Secretary  and a
Director,  each work on a part-time basis. During the nine months ended February
29,  2008,  Mr.  Young  contributed  non-cash  compensation   (representing  the
estimated value of services contributed to the Company) of $31,200.

LIQUIDITY AND CAPITAL RESOURCES

Our working capital deficit was $135,842 at February 29, 2008.

Our cash  flows  used by  operations  were  $65,668  for the nine  months  ended
February  29,  2008.  This is the result of our net loss of $128,443  along with
cash used by accounts receivable in the amount of $13,619,  offset by a decrease
in accounts  receivable,  related party in the amount of $5,701 and the increase
of accounts payable and accrued expenses in the amount of $30,868.

Our cash flows used by  operations  were  $57,005  during the nine months  ended
February 28, 2007.  This is the result of our net loss in the amount of $83,562,
and the increase the amount due from related party in the amount of $28,549.

During the nine months ended February 29,  2008.and 2007 we did not use any cash
for investing activities.

Our cash flows provided by financing activities were $53,610 for the nine months
ended  February 29,  2008.This is the result of borrowing  from a shareholder in
the amount of $43,624  along with  borrowing on our line of credit in the amount
of $4,525 and a bank overdraft in the amount of $5,461.

Our cash flows provided by financing  activities were $6,304 for the nine months
ended  February 28, 2007.  This is the result of borrowing from a shareholder in
the amount of $16,765  along with  borrowing on our line of credit in the amount
of  $12,000  and a bank  overdraft  in the  amount  of  $240.  In  addition,  we
transferred $22,701 in cash to Dematco, Inc. pursuant to the Asset and Liability
Agreement.

We currently have no material  commitments  at this time to fund  development of
new videos or to acquire any significant capital equipment.

We are a company with a limited operating history and a history of net losses.


                                       18
<PAGE>


We had a cash balance of $0 on February 29, 2008. We have an agreement  with our
President  and  majority  shareholder  to fund any  shortfall in cash flow up to
$250,000 at 8% interest  through June 30, 2008. We owed our President a total of
$43,624 in principal  under the  agreement as of February 29, 2008.  The note is
collateralized  by all of our  right,  title  and  interest  in and to our video
productions and projects, regardless of their stage of production, including all
related contracts,  licenses, and accounts receivable.  Any unpaid principal and
interest under the Note will be due and payable on December 31, 2008.

The Company has a  revolving  line of credit with Bank of America.  This line of
credit  permits  the  Company  to  borrow up to  $40,000.  The line of credit is
guaranteed  by the  Company's  President.  Interest is payable  monthly at 2.22%
above the bank's prime rate of interest  (9.48% at February 29, 2008).  The line
of credit does not require the Company to meet performance  criteria or maintain
any minimum levels of income or assets.  It does require the Company to maintain
insurance,  maintain a modern system of accounting in accordance  with generally
accepted accounting  principles ("GAAP") and to comply with the law. The Company
is in  compliance  with the  terms and  conditions  of the line of  credit.  The
outstanding balance as of February 29, 2008, was $39,525.

If  revenues  from the sale of our  videos do not  provide  sufficient  funds to
maintain  operations,  then we  believe  the  raising of funds  through  further
borrowings  from  our  President  or the  sale  of  additional  equity  will  be
sufficient to satisfy our budgeted cash requirements  through December 31, 2008.
Additionally,  we may  attempt a private  placement  sale of our  common  stock.
Further, our ability to pursue any business opportunity that requires us to make
cash  payments  would also depend on the amount of funds that we can secure from
these various sources.  If funding is not available from any of these sources to
meet our needs,  we will either delay  production  of one or more of our planned
videos or delay any business transaction requiring the payment of cash, or both.

If funding is insufficient at any time in the future, we may not be able to take
advantage of business opportunities or respond to competitive pressures,  any of
which  could have a  negative  impact on the  business,  operating  results  and
financial  condition.  In addition,  if additional  shares were issued to obtain
financing, current shareholders may suffer a dilutive effect on their percentage
of stock ownership in the Company.


ITEM 3.       CONTROLS AND PROCEDURES

         The principal  executive officer and principal financial officer of the
Company,  who are the same person ("the Certifying Officer") with the assistance
of advisors,  evaluated  the  effectiveness  of the design and  operation of the
Company's   disclosure   controls   and   procedures   (as  defined  in  section
240.13a-14(c) and 240.15d-14(c)  under the Exchange Act) within 90 days prior to
the filing of this annual  report.  Based upon the  evaluation,  the  Certifying
Officer  concludes  that the Company's  disclosure  controls and  procedures are


                                       19
<PAGE>


effective in timely alerting management to material  information relative to the
Company which is required to be disclosed in its periodic filings with the SEC.

         There were no significant changes in the Company's internal controls or
in other  factors  during the  quarter  that could  significantly  affect  these
controls  subsequent to the date of their  evaluation,  including any corrective
actions with regard to significant deficiencies and material weaknesses.


                                       20
<PAGE>


                                     PART II
                                OTHER INFORMATION


ITEM 1.     LEGAL PROCEEDINGS  None.

ITEM 2.     CHANGES IN SECURITIES AND USE OF PROCEEDS  None.

ITEM 3.     DEFAULTS UPON SENIOR SECURITIES  None.

ITEM 4.     SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

            During the quarter ended February 29, 2008,  there were no matters
            submitted to the Company's security holders.

ITEM 5.     OTHER INFORMATION  None.

ITEM 6.     EXHIBITS

            31.1        Certification of CEO Pursuant to Securities Exchange Act
                        Rules 13a-14 and 15d-14,  as Adopted Pursuant to Section
                        302 of the Sarbanes-Oxley Act of 2002.

            32.1        Certification  Pursuant to 18 U.S.C.  Section  1350,  as
                        Adopted  Pursuant to Section  906 of the  Sarbanes-Oxley
                        Act of 2002.


                                       21
<PAGE>


                                   SIGNATURES

         In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                        PROGRESSIVE TRAINING, INC.
                                        (Registrant)


Dated: April 15, 2008                   /S/ BUDDY YOUNG
                                        --------------------------------
                                        Buddy Young, President and Chief
                                        Executive Officer


                                       22