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

                                    Form 10-Q

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

                For the quarterly period ended November 30, 2008


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

                         Commission File Number: 0-50333

                           PROGRESSIVE TRAINING, INC.
        (Exact name of small business issuer 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) 784-0040
            (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 [_]

Indicate by check mark whether the registrant is a large  accelerated  filer, an
accelerated filer, a non-accelerated  filer, or a smaller reporting company. See
the definitions of "large accelerated  filer,"  "accelerated filer" and "smaller
reporting company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer [_]                                Accelerated filer [_]

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

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 Issuer has  2,280,000  shares of Common  stock,  par value  $.0001 per share
issued and  outstanding as of November 30, 2008.  Based on the closing bid price
of the issuer's common stock on November 30, 2008 the aggregate  market value of
the  voting  stock held by  non-affiliates  of the  registrant  on that date was
approximately $26,000.

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


<PAGE>


                            INDEX TO QUARTERLY REPORT

                                  ON FORM 10-Q

                                                                            PAGE
                                                                            ----
PART I   FINANCIAL INFORMATION

Item 1.  Condensed Balance Sheet, November 30, 2008............................4

Condensed Statements of Operations
    for the Three and Six Months Ended November 30, 2008 and 2007..............5

Condensed Statement of Shareholders Deficit
    for the Six Months Ended November 30, 2008.................................6

Condensed Statements of Cash Flows
    for the Six Months Ended November 30, 2008 and 2007........................7

Notes to Condensed Financial Statements
    for the Six Months Ended November 30, 2008 and 2007........................8

Item 2.  Management's Discussion and Analysis or Plan of Operation............10

Item 3.  Quantitative and Qualitative Disclosures About Market Risk...........15

Item 4T. Controls and Procedures..............................................15

PART II  OTHER INFORMATION

Item 1.  Legal Proceedings....................................................16

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds..........16

Item 3.  Defaults upon Senior Securities......................................16

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

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

Item 6.  Exhibits ............................................................16

Signatures....................................................................17


                                        2
<PAGE>


                                     PART I


                              FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

                (Financial Statements Commence on Following Page)


                                       3
<PAGE>


PROGRESSIVE TRAINING, INC.
CONDENSED BALANCE SHEETS
-------------------------------------------------------------------------------
                                                    November 30,       May 31,
                                                        2008            2008
                                                    -----------     -----------
                                                    (Unaudited)
ASSETS

Cash ...........................................    $     5,622     $     1,610

Accounts receivable, net of allowance
  for doubtful accounts of $20,642 .............         14,436          21,906

Property and equipment, net of accumulated
  depreciation of $11,709 ......................           --              --

Prepaid expenses and other assets ..............          1,946           1,946
                                                    -----------     -----------

TOTAL ASSETS ...................................    $    22,004     $    25,462
                                                    ===========     ===========

LIABILITIES AND SHAREHOLDERS' DEFICIT

LIABILITIES:
Line of credit .................................    $    38,009     $    38,009
Accounts payable and accrued expenses ..........         71,854          95,353
Accrued interest due to shareholder ............          7,822           2,871
Note payable due to shareholder ................        158,647          81,055
                                                    -----------     -----------

Total liabilities ..............................        276,332         217,288
                                                    -----------     -----------

COMMITMENTS AND CONTINGENCIES

SHAREHOLDERS' DEFICIT:
Common stock, par value - $.0001;
  100,000,000 shares authorized; 2,280,000
  shares issued and outstanding ................            228             228
Additional paid-in capital .....................      1,356,223       1,335,423
Accumulated deficit ............................     (1,610,779)     (1,527,477)
                                                    -----------     -----------
Total shareholders' deficit ....................       (254,328)       (191,826)
                                                    -----------     -----------

TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT ....    $    22,004     $    25,462
                                                    ===========     ===========

See accompanying notes to financial statements.


                                       4
<PAGE>


<TABLE>
PROGRESSIVE TRAINING, INC.
CONDENSED STATEMENTS OF OPERATIONS
FOR THE THREE AND SIX MONTHS ENDED
NOVEMBER 30, 2008 AND 2007 (UNAUDITED)
---------------------------------------------------------------------------------------
<CAPTION>
                                       THREE MONTHS                  SIX MONTHS
                               --------------------------    --------------------------
                                   2008           2007           2008           2007
                               -----------    -----------    -----------    -----------
<S>                            <C>            <C>            <C>            <C>
REVENUES                       $    31,733    $    46,195    $    78,698    $   119,099

COST OF REVENUES ...........         6,658         14,603         10,765         29,960
                               -----------    -----------    -----------    -----------

GROSS PROFIT ...............        25,075         31,592         67,933         89,139
                               -----------    -----------    -----------    -----------

EXPENSES:
Selling and marketing ......         8,391         20,301         27,875         43,634
General and administrative .        46,409         60,417        113,215        111,954
Research and development ...          --            3,000             36          4,151
Interest expense ...........         4,866          1,482          9,309          2,448
                               -----------    -----------    -----------    -----------
Total expenses .............        59,666         85,200        150,435        162,187
                               -----------    -----------    -----------    -----------

LOSS BEFORE INCOME TAXES ...       (34,591)       (53,608)       (82,502)       (73,048)

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

NET LOSS ...................   $   (34,591)   $   (53,608)   $   (83,302)   $   (73,848)
                               ===========    ===========    ===========    ===========

BASIC AND DILUTED LOSS
   PER SHARE ...............   $     (0.02)   $     (0.02)   $     (0.04)   $     (0.03)
                               ===========    ===========    ===========    ===========

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


See accompanying notes to financial statements.


                                       5
<PAGE>


<TABLE>
PROGRESSIVE TRAINING, INC.
CONDENSED STATEMENTS OF SHAREHOLDERS' DEFICIT
FOR THE SIX MONTHS ENDED NOVEMBER 30, 2008 (UNAUDITED)
-------------------------------------------------------------------------------------------------------
<CAPTION>
                                     COMMON STOCK           ADDITIONAL
                             ---------------------------     PAID-IN      SHAREHOLDERS'
                                SHARES         AMOUNT        CAPITAL        (DEFICIT)         TOTAL
                             ------------   ------------   ------------   ------------    ------------
<S>                             <C>         <C>            <C>            <C>             <C>
BALANCE, MAY 31, 2008 ....      2,280,000   $        228   $  1,335,423   $ (1,527,477)   $   (191,826)

CONTRIBUTED CAPITAL ......           --             --           20,800           --            20,800

NET LOSS .................           --             --             --          (83,302)        (83,302)
                             ------------   ------------   ------------   ------------    ------------

BALANCE, NOVEMBER 30, 2008      2,280,000   $        228   $  1,356,223   $ (1,610,779)   $   (254,328)
                             ============   ============   ============   ============    ============
</TABLE>


See accompanying notes to financial statements.


                                       6
<PAGE>


PROGRESSIVE TRAINING, INC.
CONDENSED STATEMENTS OF CASH FLOWS
FOR THE SIX MONTHS ENDED NOVEMBER 30, 2008 AND 2007 (UNAUDITED)
-------------------------------------------------------------------------------
                                                             2008        2007
                                                           --------    --------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss ...............................................   $(83,302)   $(73,848)
Adjustments to reconcile net loss to net
     cash used by operating activities:
     Contribution of capital for  services .............     20,800      20,800
     Provision for doubtful accounts ...................       --         7,000
     Changes in operating assets and liabilities:
         Accounts receivable ...........................      7,470     (11,075)
         Accounts receivable, related party ............       --         3,800
         Other assets ..................................       --            79
         Accounts payable and accrued expenses .........    (18,548)      2,924
                                                           --------    --------
Net cash used by operating activities ..................    (73,580)    (50,320)
                                                           --------    --------

CASH FLOWS FROM FINANCING ACTIVITIES:
Bank overdraft .........................................       --           916
Net borrowings (repayments) from (to) shareholder .. ...     77,592      36,468
Net borrowings (repayments) on line of credit ..........       --           878
                                                           --------    --------
Net cash provided (used) by financing activities .......     77,592      38,262
                                                           --------    --------
NET INCREASE (DECREASE) IN CASH ........................      4,012     (12,058)

CASH, BEGINNING OF PERIOD ..............................      1,610      12,058
                                                           --------    --------
CASH, END OF PERIOD ....................................   $  5,622    $   --
                                                           ========    ========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for interest .................................   $  1,389    $  1,770
Cash paid for income taxes .............................   $   --      $   --


See accompanying notes to financial statements


                                       7
<PAGE>


PROGRESSIVE TRAINING, INC.

CONDENSED NOTES TO FINANCIAL STATEMENTS (UNAUDITED)


1.       SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BUSINESS BACKGROUND

Progressive  Training,  Inc.  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.

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 six months ended November
30, 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 (as
amended) for the fiscal year ended May 31, 2008.

RECLASSIFICATIONS

Certain 2007 amounts have been reclassified to conform to presentation in 2008.

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.

SIGNIFICANT CUSTOMERS

During the six months ended November 30, 2008, the Company had one customer that
accounted  for 33% of the  Company's  net sales.  During  the six  months  ended
November 30, 2007 the Company had one  customer  that  accounted  for 14% of the
Company's  net sales.  Foreign  sales  (primarily  royalty  income from  Canada)
amounted to $38,242 and $28,605 for the six months  ended  November 30, 2008 and
2007, respectively.


                                       8
<PAGE>


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 November 30, 2008 and 2007,  the Company had no potentially
dilutive shares.

RECENTLY ISSUED ACCOUNTING STANDARDS

In May 2008, the FASB issued SFAS No. 162, "The Hierarchy of Generally  Accepted
Accounting  Principles" ("SFAS No. 162"). SFAS No. 162 identifies the sources of
accounting  principles and the framework for selecting the principles to be used
in  the  preparation  of  financial  statements  presented  in  conformity  with
generally accepted accounting  principles in the United States of America.  SFAS
No. 162 will be effective  60 days  following  the SEC's  approval of the Public
Company  Accounting  Oversight Board (PCAOB)  amendments to AU Section 411, "The
Meaning of, Present  fairly in conformity  with  generally  accepted  accounting
principles".  The Company  does not believe the  implementation  of SFAS No. 162
will have a material impact on its consolidated financial statements.

In February  2007,  the FASB issued  SFAS No.  159,  "The Fair Value  Option for
Financial Assets and Financial Liabilities," which permits entities to choose to
measure many financial  instruments and certain other items at fair value.  SFAS
No. 159 also  includes an  amendment  to SFAS No. 115,  "Accounting  for Certain
Investments  in Debt and Equity  Securities"  which applies to all entities with
available-for-sale and trading securities. This Statement is effective as of the
beginning of an entity's  first fiscal year that begins after November 15, 2007.
The  Company's  adoption  of SFAS No. 159 did not have a material  impact on its
consolidated financial statements.

In September 2006, the FASB issued SFAS No. 157, "Fair Value  Measurements." The
Statement  defines fair value,  establishes a framework for measuring fair value
in generally accepted  accounting  principles and expands disclosures about fair
value measurements,  and does not require any new fair value measurements.  This
Statement applies under other accounting  pronouncements  that require or permit
fair value  measurements.  The  Statement  is  effective  for the  fiscal  years
beginning  after November 15, 2007.  The Company  adopted the provisions of SFAS
No. 157 for the financial  assets and liabilities  recognized at fair value on a
recurring and non-recurring  basis effective March 1, 2008. FSP No. 157-2 delays
the  effective  date of FAS  Statement  No.  157  for  nonfinancial  assets  and
nonfinancial  liabilities.  The adoption of SFAS No. 157 did not have a material
impact on the Company's consolidated financial statements.

3.       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  (6.72% at
November 30, 2008). The line is callable upon demand.

4.       COMMITMENTS AND CONTINGENCIES

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  $14,709 and $14,437  for the six months  ended  November  30, 2008 and 2007
respectively.

5.       RELATED PARTY TRANSACTIONS

The Company has paid a monthly fee to Howard Young,  the son of Buddy Young (the
Company's Chief Executive Officer) 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 six  months  ended
November  30, 2008 and 2007.  Total  expense was $29,120 and $50,400 for the six
months ended November 30, 2008 and 2007, respectively.

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, 2009. 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,  2009.  As of
November 30, 2008, the Company has borrowed $158,647 from Mr. Young.


                                       9
<PAGE>


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 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-Q, 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 workforce training
industry,  competition from other producers and distributors of training videos;
our ability to control costs and expenses, access to capital, and our ability to
meet contractual obligations.  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.

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  three 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.

The third critical  accounting  policy relates to contribution of services.  The
Company's  President,  Mr. Buddy Young,  contributes  approximately 25 hours per
week to the operation of the Company.  These services are valued at $35 per hour
and are recorded as a contribution to the capital of the Company.

INTRODUCTION

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
flows from operations have 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, 2009. Repayment is to be made when funds are available
with the balance of principal and interest due December 31, 2009. As of November
30, 2008, the Company has borrowed  $158,647 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 calendar year 2008.

Our efforts  during the next 12 months  will  mainly be focused  on,  increasing
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.  Further,  in all  probability,  we will attempt to
raise additional funds through the sale of equity,  which may have a substantial
dilutive effect on the holdings of existing shareholders.


                                       10
<PAGE>


RESULTS OF OPERATIONS

GENERAL

Progressive Training's current core business is the development,  production and
distribution  of management  and general  workforce  training  videos for use by
businesses  throughout the world. 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 57% of our sales 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 NOVEMBER 30, 2008 AND 2007

SELECT FINANCIAL INFORMATION


Statement of Operations Data                         2008                2007
                                                  ---------           ---------
Revenue ................................          $  31,733           $  46,195
Cost of revenues .......................          $   6,658           $  14,603
Gross profit ...........................          $  25,075           $  31,592
Total expenses .........................          $  59,666           $  85,200
Net loss after taxes ...................          $ (34,591)          $ (53,608)
Net loss per share .....................          $   (0.02)          $   (0.02)

Balance Sheet Data
Total assets ...........................          $  22,004           $  50,650
Total liabilities ......................          $ 276,332           $ 157,206
Stockholder's deficit ..................          $(254,328)          $(106,556)


REVENUES

Our revenues for the three months ended November 30, 2008 were $31,733. Revenues
for the three months ended November 30, 2007,  were $46,195.  This  represents a
decrease  of  $14,462.  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  59% of the total revenue.
Royalties earned from the sales of our product amounted to approximately $14,513
during the three  months ended  November  30, 2008 and $17,285  during the three
months  ended  November 30, 2007.  Sales of videos  produced by other  companies
accounted for approximately 57% of product sales.

COST OF REVENUES

The cost of revenues during the three months ended November 30, 2008, was $6,658
as compared to $14,603 during the three months ended November 30, 2007. The cost
of  revenues,  as a percent  of sales was 21%  during  the  three  months  ended
November  30, 2008 and 31% during the three  months  ended  November  30,  2007.
Although  there may be  occasional  variances  due to product  mix (sales of 3rd
party videos have a significantly  higher cost  percentage),  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 60% 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.

EXPENSES

Selling and marketing  expenses were $8,391 for the three months ended  November
30, 2008 as compared to $20,301 for the three  months  ended  November 30, 2007.
This represents a decrease of $11,910. This decrease is the result of a decrease
in our  commission  expense to $1,177 during the three months ended November 30,
2008 from $1,937  during the three months  ended  November 30, 2007 as well as a
decrease in our  business  promotion  to $2,759  during the three  months  ended
November 30, 2008 from $12,610  during the three months ended November 30, 2007.
Our  selling  and  marketing  costs are  directly  affected by the number of new
training products we introduce into the marketplace.


                                       11
<PAGE>


General and administrative expenses for the three months ended November 30, 2008
were  $46,409 as compared to $60,417 for the three  months  ended  November  30,
2007.  This  represents a decrease of $14,008.  This  decrease is primarily  the
result of a decrease in our  professional  and outside services in the amount of
$11,755, to $22,265 during the three months ended November 30, 2008 from $34,020
during the three months ended November 30, 2007.

Research and development  expenses were $-0- for the three months ended November
30, 2008,  compared to $3,000 for the three months ended  November 30, 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 $4,866 for the three months ended November 30, 2008 and
$1,482 for the three months ended November 30, 2007. Interest expense relates to
our line of credit and borrowings  from our principal  shareholder.  On November
30, 2008 our total term debt  outstanding was $196,656 as compared to $72,346 on
November  30,  2007.  This  change  is due to  additional  borrowings  from  our
president and principal shareholder.

NET LOSS

As a result of the aforementioned, our net loss was $34,591 for the three months
ended  November  30, 2008 and $53,608 for the three  months  ended  November 30,
2007.

FOR THE SIX MONTHS ENDED NOVEMBER 30, 2008 AND 2007

SELECT FINANCIAL INFORMATION


Statement of Operations Data                         2008                2007
                                                  ---------           ---------
Revenue ................................          $  78,698           $ 119,099
Cost of revenues .......................          $  10,765           $  29,960
Gross profit ...........................          $  67,933           $  89,139
Total expenses .........................          $ 150,435           $ 162,188
Net loss after taxes ...................          $ (83,302)          $ (73,848)
Net loss per share .....................          $   (0.04)          $   (0.03)

Balance Sheet Data
Total assets ...........................          $  22,004           $  50,650
Total liabilities ......................          $ 276,332           $ 157,206
Stockholder's deficit ..................          $(254,328)          $(106,556)


                                       12
<PAGE>


REVENUES

Our revenues for the six months ended  November 30, 2008 were $78,698.  Revenues
for the six months ended  November 30, 2007,  were $119,099.  This  represents a
decrease  of  $40,401.  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  57% of the total revenue.
Royalties earned from the sales of our product amounted to approximately $38,242
during the six months ended  November 30, 2008 and $28,605 during the six months
ended November 30, 2007.  Sales of videos produced by other companies  accounted
for approximately 51% of product sales.

COST OF REVENUES

The cost of revenues  during the six months ended November 30, 2008, was $10,765
as compared to $29,960  during the six months ended  November 30, 2007. The cost
of revenues,  as a percent of sales was 14% during the six months ended November
30, 2008 and 23% during the six months ended  November 30, 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 60% 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.

EXPENSES

Selling and marketing  expenses  were $27,875 for the six months ended  November
30, 2008 as compared to $43,634 for the six months ended November 30, 2007. This
represents a decrease of $15,759.  This  decrease is the result of a decrease in
our  commission  expense to $5,982 during the six months ended November 30, 2008
from $7,714 during the six months ended  November 30, 2007 as well as a decrease
in our business  promotion to $14,634  during the six months ended  November 30,
2008 from $25,210  during the six months ended November 30, 2007 Our selling and
marketing costs are directly  affected by the number of new training products we
introduce into the marketplace.

General and  administrative  expenses for the six months ended November 30, 2008
were  $113,215 as compared to $111,954  for the six months  ended  November  30,
2007.  This  represents  an increase of $1,261.  This  increase is partially the
result of an increase in our  professional and outside services in the amount of
$11,600 to $62,722  during the six months  ended  November 30, 2008 from $51,122
during the six months ended  November 30, 2007.  We increased  our allowance for
doubtful accounts during the six months ended November 30, 2007 by $7,000 due to
an analysis of accounts receivable.

Research and development expenses were $36 for the six months ended November 30,
2008 as  compared  to $4,151 for the six months  ended  November  30,  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 $9,309 for the six months ended November 30, 2008 and
$2,448 for the six months ended November 30, 2007.  Interest  expense relates to
our line of credit and borrowings  from our principal  shareholder.  On November
30, 2008 our total term debt  outstanding was $196,656 as compared to $72,346 on
November  30,  2007.  This  change  is due to  additional  borrowings  from  our
president and principal shareholder.

NET LOSS

As a result of the  aforementioned,  our net loss was $83,302 for the six months
ended November 30, 2007 and $73,848 for the six months ended November 30, 2006.

PLAN OF OPERATION

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.


                                       13
<PAGE>


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.

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,  works on a part-time basis. During the six months ended November 30,
2008, Mr. Young contributed  non-cash  compensation  (representing the estimated
value of services contributed to the Company) of $20,800.

LIQUIDITY AND CAPITAL RESOURCES

Our working capital deficit was $87,859 at November 30, 2008.

Our cash flows used by operations were $73,580 for the six months ended November
30, 2008.  This is the result of our net loss of $83,302 along with cash used by
accounts  payable  and accrued  expenses  in the amount of $18,548,  offset by a
decrease in accounts receivable in the amount of $7,470.

Our cash flows used by operations were $50,320 for the six months ended November
30, 2007.  This is the result of our net loss of $73,848 along with cash used by
accounts  receivable in the amount of $11,075,  offset by a decrease in accounts
receivable,  related  party in the amount of $3,800 and the increase of accounts
payable and accrued expenses in the amount of $2,924.

During the six months  ended  November 30, 2008 and 2007 we did not use any cash
for investing activities.

Our cash flows provided by financing  activities were $77,592 for the six months
ended November 30, 2008. This is the result of borrowing from a shareholder.

Our cash flows provided by financing  activities were $38,262 for the six months
ended  November 30, 2007.  This is the result of borrowing from a shareholder in
the amount of $36,468  along with  borrowing on our line of credit in the amount
of $878 and a bank overdraft in the amount of $916.

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.

We had a cash balance of $5,622 on November 30, 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, 2009. We owed our President a total of
$158,647 in principal  under the agreement as of November 30, 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, 2009.

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  (6.72% at November 30, 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 November 30, 2008, was $38,009.

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 June 30, 2009.
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.


                                       14
<PAGE>


ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Based on the nature of our current operations, we have not identified any issues
of market risk at this time.


ITEM 4T. CONTROLS AND PROCEDURES

DISCLOSURE CONTROLS AND PROCEDURES

We carried out an evaluation of the effectiveness of our disclosure controls and
procedures  (as defined in Exchange Act Rules  13a-15(e)  and  15d-15(e))  as of
November 30, 2008 (the "Evaluation Date"). This evaluation was carried out under
the supervision and with the  participation  of Buddy Young,  who serves as both
our  Chief  Executive  Officer  and Chief  Financial  Officer.  Based  upon that
evaluation, Mr. Young concluded that our disclosure controls and procedures were
not effective as of the Evaluation  Date as a result of the material  weaknesses
in internal control over financial reporting discussed below.

Disclosure  controls and procedures  are those controls and procedures  that are
designed to ensure that  information  required  to be  disclosed  in our reports
filed or submitted  under the Exchange Act are recorded,  processed,  summarized
and  reported  within the time  periods  specified in the SEC's rules and forms.
Disclosure  controls and procedures include,  without  limitation,  controls and
procedures  designed to ensure that information  required to be disclosed in our
reports  filed  under  the  Exchange  Act is  accumulated  and  communicated  to
management,  including our Chief Executive Officer and Chief Financial  Officer,
to allow timely decisions regarding required disclosure.

Notwithstanding   the  assessment  that  our  internal  control  over  financial
reporting  was  not  effective  and  that  there  were  material  weaknesses  as
identified in our annual  report on Form 10-K,  for our year ended May 31, 2008,
we believe that our financial  statements  contained in our Quarterly  Report on
Form 10-Q for the  quarter  ended  November  30,  2008  accurately  present  our
financial  condition,  results  of  operations  and cash  flows in all  material
respects.

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

As of the Evaluation  Date,  there were no changes in our internal  control over
financial  reporting  that occurred  during the quarter ended  November 30, 2008
that have  materially  affected,  or that are  reasonably  likely to  materially
affect, our internal control over financial reporting.

LIMITATIONS ON THE EFFECTIVENESS OF CONTROLS AND PROCEDURES

Our management,  including Buddy Young our Chief Executive Officer and the Chief
Financial  Officer,  do not expect that our controls and procedures will prevent
all potential  errors or fraud. A control  system,  no matter how well conceived
and operated,  can provide only  reasonable,  not absolute,  assurance  that the
objectives of the control system are met.


                                       15
<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  November 30, 2008, no matters were  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.


                                       16
<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: December 19, 2008                /S/ BUDDY YOUNG
                                        --------------------------------
                                        Buddy Young, President and Chief
                                        Executive Officer


                                       17