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 August 31, 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]

         As of August  31,  2008 the issuer  had of  2,280,000  shares of common
stock outstanding.

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

         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.  Financial Statements................................................. 3
         Condensed Balance Sheets
             August 31, 2008 (Unaudited) and May 31, 2008..................... 4
         Condensed Statements of Operations and Accumulated Deficit
             For the Three Months Ended
             August 31, 2008 and 2007 (Unaudited)............................. 5
         Condensed Statements of Shareholders' Deficit
             For the Three Months Ended August 31, 2008 (Unaudited)........... 6
         Condensed Statements of Cash Flows
             For the Three Months Ended
             August 31, 2008 and 2007 (Unaudited)............................. 7
         Condensed Notes to Financial Statements (Unaudited).................. 8

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

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

Item 4T. Controls and Procedures..............................................16

PART II  OTHER INFORMATION

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

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds..........17

Item 3.  Defaults upon Senior Securities......................................17

Item 4.  Submission of Matters to a Vote of Security Holders..................17

Item 5.  Other Information....................................................17

Item 6.  Exhibits ............................................................17

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


                                       2
<PAGE>


                                     PART I
                              FINANCIAL INFORMATION

ITEM 1.       FINANCIAL STATEMENTS

                (Financial Statements Commence on Following Page)


                                       3
<PAGE>


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

Cash ...........................................    $     1,319     $     1,610

Accounts receivable, net of allowance
  for doubtful accounts of $20,642 .............         32,577          21,906

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

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

TOTAL ASSETS ...................................    $    35,842     $    25,462
                                                    ===========     ===========

LIABILITIES AND SHAREHOLDERS' DEFICIT

LIABILITIES:
Line of credit .................................    $    38,059     $    38,009
Accounts payable and accrued expenses ..........        104,205          95,353
Accrued interest due to shareholder ............          4,986           2,871
Note payable due to shareholder ................        118,729          81,055
                                                    -----------     -----------

Total liabilities ..............................        265,979         217,288
                                                    -----------     -----------

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 .....................      1,345,823       1,335,423
Accumulated deficit ............................     (1,576,188)     (1,527,477)
                                                    -----------     -----------
Total shareholders' deficit ....................       (230,137)       (191,826)
                                                    -----------     -----------

TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT ....    $    35,842     $    25,462
                                                    ===========     ===========

                See accompanying notes to financial statements.


                                       4
<PAGE>


PROGRESSIVE TRAINING, INC.
CONDENSED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED AUGUST 31, 2008 AND 2007 (UNAUDITED)
--------------------------------------------------------------------------------

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

REVENUES .................................       $    46,965        $    72,904

COST OF REVENUES .........................             4,107             15,357
                                                 -----------        -----------

GROSS PROFIT .............................            42,858             57,547
                                                 -----------        -----------

EXPENSES:
Selling and marketing ....................            19,484             23,333
General and administrative ...............            66,806             51,537
Research and development .................                36              1,151
Interest expense .........................             4,443                966
                                                 -----------        -----------
Total expenses ...........................            90,769             76,987
                                                 -----------        -----------

INCOME(LOSS) BEFORE INCOME TAXES .........           (47,911)           (19,440)

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

NET INCOME (LOSS) ........................       $   (48,711)       $   (20,240)
                                                 ===========        ===========

BASIC AND DILUTED INCOME (LOSS) PER SHARE        $     (0.02)       $     (0.01)
                                                 ===========        ===========

WEIGHTED AVERAGE SHARES OUTSTANDING ......         2,280,000          2,280,000
                                                 ===========        ===========


              See accompanying notes to financial statements.


                                       5
<PAGE>


<TABLE>
PROGRESSIVE TRAINING, INC.
CONDENSED STATEMENTS OF SHAREHOLDERS' DEFICIT
FOR THE THREE MONTHS ENDED AUGUST 31, 2008 (UNAUDITED)
-----------------------------------------------------------------------------------------------------------------

<CAPTION>
                                     COMMON STOCK           ADDITIONAL
                              -------------------------      PAID-IN      SHAREHOLDER
                                 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 .......          --            --           10,400          --            10,400

NET LOSS ..................          --            --             --          (48,711)       (48,711)
                              -----------   -----------    -----------    -----------    -----------

BALANCE, AUGUST 31, 2008 ..     2,280,000   $       228    $ 1,345,823    $(1,576,188)   $  (230,137)
                              ===========   ===========    ===========    ===========    ===========
</TABLE>


                See accompanying notes to financial statements.


                                       6
<PAGE>


PROGRESSIVE TRAINING, INC.
CONDENSED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED AUGUST 31, 2008 AND 2007 (UNAUDITED)
-------------------------------------------------------------------------------

                                                             2008        2007
                                                           --------    --------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss ...............................................   $(48,711)   $(20,240)
Adjustments to reconcile net loss to net
     cash used by operating activities:
     Contribution of capital for  services .............     10,400      10,400
     Provision for doubtful accounts ...................       --         7,000
        Changes in operating assets and liabilities:
        Accounts receivable ............................    (10,671)    (13,626)
        Other assets ...................................       --        (4,291)
        Accounts payable and accrued expenses ..........     10,967      (6,607)
                                                           --------    --------
Net cash used by operating activities ..................    (38,015)    (27,364)
                                                           --------    --------

CASH FLOWS FROM FINANCING ACTIVITIES:
Bank overdraft .........................................       --         3,928
Net borrowings (repayments) from (to) shareholder .. ...     37,674      10,500
Net borrowings (repayments) on line of credit ..........         50         878
                                                           --------    --------
Net cash provided (used) by financing activities .......     37,724      15,306
                                                           --------    --------
NET DECREASE IN CASH ...................................       (291)    (12,058)

CASH, BEGINNING OF PERIOD ..............................      1,610      12,058
                                                           --------    --------
CASH, END OF PERIOD ....................................   $  1,319    $   --
                                                           ========    ========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for interest .................................   $    698    $    791
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 three months ended August
31, 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


                                       8
<PAGE>


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 three months ended August 31, 2008, the Company had one customer that
accounted  for 36% of the  Company's  net sales.  During the three  months ended
August 31, 2007 the  Company  had one  customer  that  accounted  for 12% of the
Company's  net sales.  Foreign  sales  (primarily  royalty  income from  Canada)
amounted to $23,729 and $11,320 for the three  months  ended August 31, 2008 and
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 August 31, 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


                                       9
<PAGE>


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  (7.22% at
August 31, 2008). The line is callable upon demand.

4.       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  $7,209  and  $7,228 for the three  months  ended  August 31,  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 three months ended
August 31,  2008 and 2007.  Total  expense was $25,200 and $25,200 for the three
months ended August 31, 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
August 31, 2008, the Company has borrowed $118,729 from Mr. Young.


                                       10
<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  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.


                                       11
<PAGE>


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 August
31, 2008, the Company has borrowed  $118,729 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.

SELECT FINANCIAL INFORMATION

                                                    For the Three Months Ended
                                                      08/31/08        08/31/07
                                                    -----------     -----------
                                                            (Unaudited)
Statement of Operations Data
Total revenue ..................................    $    46,965     $    72,904
Net loss .......................................    $   (48,711)    $   (20,240)
Net loss per share .............................    $     (0.02)    $     (0.01)

Balance Sheet Data
Total assets ...................................    $    35,842     $    61,371
Total liabilities ..............................    $   265,979     $   124,719
Stockholder's deficit ..........................    $  (230,137)    $   (63,348)


                                       12
<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 54% 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.

THREE-MONTH  PERIOD ENDED AUGUST 31, 2008 COMPARED TO  THREE-MONTH  PERIOD ENDED
AUGUST 31, 2007

REVENUES

Our revenues  for the three month  period  ended  August 31, 2008 were  $46,965.
Revenues for the prior three month period ended August 31, 2007,  were  $72,904.
This  represents a decrease of $25,939.  The decrease was mainly due to the fact
that we did not  introduce  any  new  training  video  produced  by us into  the
marketplace during this period, the aging of the videos in our library,  and the
substantial downturn in the general economy.

Domestic product sales and rentals,  royalties resulting from the closed circuit
telecast of our videos, and royalties derived from  international  sales made up
100% of the total revenue in the  three-month  periods ended August 31, 2008 and
2007.  Sales of videos produced by other companies  accounted for  approximately
54% of sales in the three-month  period ended August 31, 2008 and  approximately
60% in the same period in 2007. As a result of our limited  financial  resources
which prevent us from  financing and producing  many new videos,  we expect that
the sale of videos  produced by others will continue to represent  approximately
60 to 75% of revenues.

COSTS AND EXPENSES

Our cost of goods sold  during the three month  period  ended  August 31,  2008,
decreased to $4,107 from $15,357  during the three months ended August 31, 2007.
This  represents  a decrease of $11,250.  The cost of goods sold as a percent of
sales decreased by approximately  10% (9% in 2008 to 19% in 2007). This decrease
is a direct  result of the sales mix during the  quarter  ended  August 31, 2008
shifting to higher gross profit items  (i.e.,  internally  produced  videos) and
royalties.


                                       13
<PAGE>


Approximately  54% 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,  we
anticipate  that  excluding  production  costs,  the  cost  of  goods  sold as a
percentage of revenues will be approximately within the 15 to 35 percent range.

Total  operating  expenses  increased  to $90,769  during the three months ended
August 31, 2008 from  $76,987 in the three month  period  ended August 31, 2007.
This represents an increase of $13,782.

Selling and  marketing  expenses  decreased  to $19,484  during the three months
ended  August 31, 2008 from  $23,333  during the three  months  ended August 31,
2007. This represents a decrease of $3,849.  Our selling and marketing costs are
substantially  related to the  introduction  of new videos produced by us. These
costs  are  mainly  comprised  of the  creation  of  advertising  and  publicity
materials,  the  making  of  preview  copies  of the  video  to be sent to other
distributors,  advertising space in trade publications, commissions on sales and
consulting fees paid to Howard Young (son of Buddy Young, CEO), of which, $4,200
per month is allocated to selling and marketing duties.

General and administrative expenses increased to $66,806 during the three months
ended  August 31, 2008 from  $51,537  during the three  months  ended August 31,
2007.  This  represents  an increase of $15,269.  The main  components  in these
general and administrative  expenses are salaries for our employees,  consulting
fees, and  professional  fees for accounting  and legal  services,  and rent. We
anticipate  that our general  and  administrative  expenses  will remain at this
level  until we  generate  additional  revenues  to support an  increase  in our
infrastructure.

The Company incurred no significant  research and development expenses in either
period.  This  was due to the fact  that we did not  research  any new  training
products during these periods due to negative cash flows in 2008 and 2007.

Interest  expense  increased to $4,443  during the three months ended August 31,
2008 from $966 during the three months ended August 31, 2007. This represents an
increase of $3,477.  This increase is primarily due to further  borrowings  from
our President and principal shareholder.  As of August 31, 2008, the Company has
borrowed  $118,729 from Mr. Young pursuant to an agreement 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.


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<PAGE>


Our net loss  increased to $48,711 during the three months ended August 31, 2008
from $20,240 during the three months ended August 31, 2007.  This is an increase
of $28,471.  The primary  cause of this  increase is the decrease in sales along
with the  increase in  professional  fees  related to the Filing of a Form 10-SB
Registration Statement, and interest expense.

LIQUIDITY AND CAPITAL RESOURCES

Our working capital deficit  decreased to $111,407 during the three months ended
August 31, 2008 from  $109,846  during the three  months  ended August 31, 2007.
This is the result of an increase in our accounts  receivable that was partially
offset by an increase in our accounts payable.

Our cash flows used by  operations  were  $38,015  during the three months ended
August 31, 2008. This is the result of our net loss of $48,711  partially offset
by a  contribution  of capital for  services  in the amount of  $10,400,  and an
increase  in accounts  receivable  in the amount of $10,671  that was  partially
offset by an increase in accounts payable and accrued expenses of $10,967.

Our cash flows used by  operations  were  $27,364  during the three months ended
August 31, 2007. This is the result of our net loss of $20,240  partially offset
by a  contribution  of capital  for  services  in the amount of $10,400  and the
provision for doubtful accounts in the amount of $7,000, along with increases in
accounts  receivable  in the amount of $13,626 and other assets in the amount of
$4,291 and a decrease in accounts  payable and accrued expenses in the amount of
$6,607.

During 2008 and 2007 we did not use any cash for investing activities.

Our cash flows  provided by financing  activities  were $37,724 during the three
months ended  August 31, 2008.  During the three months ended August 31, 2008 we
borrowed an additional $37,674 from our shareholder and an additional $50 on our
line of credit.

Our cash flows  provided by financing  activities  were $15,306 during the three
months ended  August 31, 2007.  During the three months ended August 31, 2007 we
borrowed an additional  $10,500 from our  shareholder  and an additional $878 on
our line of credit. We also had a $3,928 bank overdraft at August 31, 2007.

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

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.


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<PAGE>


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
August 31, 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 August 31, 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 August 31, 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.


                                       16
<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 August 31, 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.


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


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