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

                                    FORM 10-K
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934

                   For the fiscal year ended October 31, 2009

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934

             For the transition period from __________ to __________

                        Commission file number 000-53466

                                  TradeOn, Inc.
                (Name of registrant as specified in its charter)

           Nevada                                                26-1548693
(State or other jurisdiction of                               (I.R.S. Employer
 incorporation or organization)                              Identification No.)

30 Eliahu Miferrera st. Tel Aviv, Israel                           69865
(Address of principal executive offices)                         (Zip Code)

                             Tel: +1 (866) 261-2522
              (Registrant's telephone number, including area code)

        Securities registered pursuant to Section 12(b) of the Act: None

           Securities registered pursuant to Section 12(g) of the Act:

                         Common Stock, par value $0.0001
                                (Title of class)

Indicate by check mark if the registrant is a well-known seasoned issuer, as
defined in Rule 405 of the Securities Act. Yes [ ] No [X]

Indicate by check mark if the registrant is not required to file reports
pursuant to Section 13 or Section 15(d) of the Act. Yes [ ] No [X]

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes [X] No [ ]

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer or a non-accelerated filer. See definition of "accelerated
filer and large accelerated filer" in Rule 12b-2 of the Exchange Act. (Check
one):

Large accelerated filer [ ]                        Accelerated filer [ ]
Non-accelerated filer [ ]                          Smaller reporting company [X]

Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Act). Yes [ ] No [X]

As of December 18, 2009, approximately 6,794,880 shares of common stock were
outstanding. The aggregate market value of the common stock held by
non-affiliates of the registrant, as of December 18, 2009, the last business day
of the fiscal year, was approximately $69,872 based on the price at which the
common stock was last sold (i.e, $0.025). Shares of common stock held by each
director, each officer and each person who owns 10% or more of the outstanding
common stock have been excluded from this calculation in that such persons may
be deemed to be affiliates. The determination of affiliate status is not
necessarily conclusive.

                       DOCUMENTS INCORPORATED BY REFERENCE

                                      None.
<PAGE>
              CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

The statements contained in this Annual Report on Form 10-K that are not
historical facts are "forward-looking statements." Forward-looking statements
may include our statements regarding our goals, beliefs, strategies, objectives,
plan, including product and service developments, future financial conditions,
results or projections or current expectations. Such forward-looking statements
may be identified by, among other things, the use of forward-looking terminology
such as "believes," "estimates," "intends," "plan" "expects," "may," "will,"
"should," "predicts," "anticipates," "continues," or "potential," or the
negative thereof or other variations thereon or comparable terminology, and
similar expressions are intended to identify forward-looking statements. We
remind readers that forward-looking statements are merely predictions and
therefore inherently subject to uncertainties and other factors and involve
known and unknown risks that could cause the actual results, performance, levels
of activity, or our achievements, or industry results, to be materially
different from any future results, performance, levels of activity, or our
achievements, or industry results, expressed or implied by such forward-looking
statements. Such forward-looking statements appear in Item 1 - "Business" and
Item 7 - "Management's Discussion and Analysis of Financial Condition and
Results of Operations," as well as elsewhere in this Annual Report and include
statements regarding the following: the expected development and potential
benefits from our products to consumers, progress in our efforts to develop our
facilities and our products and to achieve and maintain regulatory approvals,
the potential market demand for our products, our expectations regarding our
short- and long-term capital requirements, our outlook for the coming months and
information with respect to any other plans and strategies for our business.

The factors discussed herein and expressed from time to time in our filings with
the Securities and Exchange Commission could cause actual results and
developments to be materially different from those expressed in or implied by
such statements. The forward-looking statements are made only as of the date of
this filing, and we undertake no obligation to publicly update such
forward-looking statements to reflect subsequent events or circumstances.
Further information on potential factors that could affect our business is
described under the heading "Risks Related to Our Business, Strategy and
Industry" in "Risk Factors" in our registration statement on Form S-1 (File no.
333-156418) which was declared effective on January 5, 2009.

                                  INTRODUCTION

Unless otherwise specified or required by context, as used in this Annual
Report, the terms "we," "our," "us" and the "Company" refer collectively to
TradeOn, Inc. The term "fiscal year" refers to our fiscal year ending October
31. Unless otherwise indicated, the term "common stock" refers to shares of our
common stock.

Our financial statements are stated in United States Dollars (US$) and are
prepared in accordance with United States generally accepted accounting
principles (U.S. GAAP).

                                       i
<PAGE>
                                TABLE OF CONTENTS
PART I

Item 1.     Business                                                           1
Item 1A.    Risk Factors                                                       3
Item 1B.    Unresolved Staff Comments                                          4
Item 2.     Properties                                                         4
Item 3.     Legal Proceedings                                                  4
Item 4.     Submission of Matters to a Vote of Security Holders                4

PART II

Item 5.     Market for Registrant's Common Equity, Related Stockholder
            Matters and Issuer Purchases of Equity Securities                  4
Item 6.     Selected Financial Data                                            5
Item 7.     Management's Discussion and Analysis of Financial Condition
            and Results of Operations                                          5
Item 7A.    Quantitative and Qualitative Disclosures About Market Risk         9
Item 8.     Financial Statements and Supplementary Data                       10
Item 9.     Changes In and Disagreements with Accountants on Accounting
            and Financial Disclosure                                          19
Item 9A[T]. Controls and Procedures                                           19
Item 9B.    Other Information                                                 20

PART III

Item 10.    Directors, Executive Officers, and Corporate Governance           20
Item 11.    Executive Compensation                                            22
Item 12.    Security Ownership of Certain Beneficial Owners and
            Management and Related Stockholder Matters                        22
Item 13.    Certain Relationships and Related Transactions, and
            Director Independence                                             23
Item 14.    Principal Accounting Fees and Services                            24

PART IV

Item 15     Exhibits, Financial Statement Schedules                           25

SIGNATURES                                                                    26

                                       ii
<PAGE>
                                     PART 1

ITEM 1. BUSINESS.

                                    OVERVIEW

We are a development stage company that was incorporated under the laws of the
state of Nevada on December 7, 2007. We have never declared bankruptcy, have
never been in receivership, and have never been involved in any legal action or
proceedings. Since becoming incorporated, we have not made any significant
purchase or sale of assets, nor have we been involved in any mergers,
acquisitions or consolidations. We are not a blank check registrant as that term
is defined in Rule 419(a)(2) of Regulation C of the Securities Act of 1933,
since we have a specific business plan or purpose.

Neither TradeOn, nor its officers, directors, promoters or affiliates, has had
preliminary contact or discussions with, nor do we have any present plans,
proposals, arrangements or understandings with any representatives of the owners
of any business or company regarding the possibility of an acquisition or
merger.

Our offices are currently located at 30 Eliahu Miferrera St. Tel Aviv 69865
Israel. Our telephone number is +1 (866) 261-2522. Our website is
www.tradeonsms.com. The information contained in our website does not form part
of this Annual Report in any way. Our common stock is quoted on the OTC Bulletin
Board under the symbol "TACN".

PRINCIPAL PRODUCTS AND SERVICES

We are planning to develop and commercialize a mobile price comparison service
for use by the general public. Our service will enable consumers while out
shopping in a store to compare or look up prices of a certain product by sending
a text message from their cell phone to our TradeOnSMS system. We have named our
system TradeOnSMS. Our planned system will accept text messages from mobile
phones containing the name or part number of a certain product. Once the text
message is received, TradeOnSMS will search the Internet for the best price and
retailer and send back a text message to the mobile phone with the results.

Our goal is to help consumers make informed purchase decisions by enabling them
to compare products, prices and stores while out shopping. We will generate
revenues from consumers that will subscribe to our service.

In our opinion such information will help consumers make smarter buying
decisions while out shopping when they have no access to computers with Internet
access. Our TradeOnSMS system will allow consumers to see how competitive a
local store is, and to decide whether to purchase a specific product there, or
buy it elsewhere.

The following describes a scenario demonstrating the potential usefulness of our
planned service: A consumer is out shopping at an electronics store and would
like to purchase an MP3 player, the consumer has no access to a computer or
Internet and therefore cannot know with certainty if he is getting the best
value for his money. Our planned TradeOnSMS system is being developed to
price-comparison information to consumers while they are out shopping. By using
his cell phone he will be able to send a text message to our TradeOnSMS system,
the text message can be "USB MP3 Player 2GB". The TradeOnSMS system will then
search the Internet for a retailer offering this particular item for the lowest
price. It will then automatically send a text message back to the consumer's
mobile phone with the search result in a timely manner. The results of all
queries will be saved in our database, enabling the user to review them later
from any computer via the Internet.

In order to use our planned system, prospective customers will be required to
create an online account and choose a username and password to secure their
online account. Upon completion, a final step will display the account
information and payment information to the customer for final confirmation and
payment processing. The customers will also be able to choose up to three cell
phone numbers that will be able to access our system.

When sending or receiving text messages to and from TradeOnSMS , customers'
mobile service provider may charge for the messages sent or received. These
charges are not affiliated with our service charge.. We have no arrangement with
any mobile service providers and will not generate revenue from these
independent charges of mobile service providers for the messages sent or
received by our users.

We have commenced only limited operations, primarily focused on organizational
matters and efforts related to this offering. Our TradeOnSMS system is currently
in the development stage and is not ready for commercial sale. We anticipate
that our product will be available in October of 2009, and that we will begin to
generate revenues no earlier than December of 2009.

                                       1
<PAGE>
At this stage in our development, there can be no assurance that we will be
successful in generating revenues from our subscription based TradeOnSMS system
or that prospective customers seeking for mobile price comparison will be
receptive to using our service.

SUBSCRIPTIONS AND REVENUES

We plan on earning revenues through customer subscription based fees to our
TradeOnSMS system.

     Package Name            Number of Text Messages            Cost
     ------------            -----------------------            ----
     Messaging 30                      30                      $14.99
     Messaging 60                      60                      $25.99
     Messaging 90                      90                      $35.99

For example, messaging plan "Messaging 30" allows the user to send 30 text
message queries to our system. The messages that the user receives from our
system will not be deducted from their message balance.

COMPETITION AND COMPETITIVE STRATEGY

Competition within the mobile price comparison industry is intense. Many of our
competitors have longer operating histories, greater financial, sales, marketing
and technological resources and longer established client relationships than we
do.

Our primary competition comes primarily from several industry participants:

Incumbent mobile price comparison players: These include companies such as
Frucall, Mobsaver, TicTap and Smarter.

Alternate mobile price comparison players: Other potential competitors are major
online price comparison portals and search engine companies, which can use their
existing user base to provide them with a mobile price comparison system. For
example, PriceGrabber.com had begun offering a mobile version to its site.

We seek to differentiate ourselves by providing our customers with an easy to
use and functional system. On an ongoing basis, we intend to add more features
to our future service such as: recommendation on similar products and price drop
alert.

MARKETING & SALES STRATEGY

When our service is ready for commercial sale, our sales strategy will be
focused on attracting visitors to our website, so they can become familiar with
our website and get acquainted with our services. We plan to focus our marketing
efforts in North America. We recognize that our current management and Board of
Directors might not have sufficient marketing experience and it is our intention
to seek consulting firms that specialize in this area.

We have established a budget of $5,000 for a consulting firm.

We also plan to utilize a variety of complementary marketing tools. These will
include:

ONLINE ADVERTISING

The majority of our advertising and promotional activities will be concentrated
on an online advertising campaign using Google AdWords. We have selected Google
because of its success and popularity for web users wishing to find something
using an internet search. The Google AdWords program will allow us to customize
the text of our advertisements, the frequency of each advertisement's
appearance, and the length of the advertising contract. For our purposes, we
believe that this will give us the maximum amount of flexibility and allow us to
closely monitor the costs of the marketing campaign.

EMAIL ADVERTISING CAMPAIGN

We anticipate that a newsletter style email advertising campaign may help to
enhance our online advertising campaign and bring us into direct contact with
people who are interested in mobile price comparison. In this regard, we are
considering acquiring email lists, which is something that can be done on an
incremental basis so as not to incur a large expense before determining whether
an email campaign works and meets our expectations.

                                       2
<PAGE>
RECIPROCAL ARRANGEMENTS

Our directors will attempt to establish reciprocal arrangements with other
related internet sites, where we each display the other's website link. The
purpose of this "cross pollination" arrangement is to encourage potential
customers to visit our website at no cost to us.

We have budgeted $10,000 for the Online Advertising, Email Advertising Campaign
and Reciprocal Arrangements, both of our executive officers will perform this
task.

INTELLECTUAL PROPERTY

We have not entered into any franchise agreements or other contracts that have
given, or could give rise to, obligations or concessions. We are planning to
develop our website and intend to protect it with copyright and trade secrecy
laws. Beyond our trade name, we do not hold any other intellectual property.

ACTIVITIES DURING THE YEAR ENDED OCTOBER 31, 2009

During the fiscal year ended October 31, 2009 we have not generated any
revenues, and our operations have been limited to the planning and designing of
our TradeOnSMS system. Since our inception we have not made any significant
purchases or sale of assets, nor have we been involved in any mergers,
acquisitions or consolidations. We have spent only approximately $34,000 on
development of our business since our inception, as our management believed it
could better implement our long-term business plan keeping expenditures at a
minimum during our early development stage until we raised a substantial amount
of funds to execute our business and marketing plan.

GOVERNMENTAL REGULATION

We do not believe that government regulation will have a material impact on the
way we conduct our business.

RESEARCH AND DEVELOPMENT

We have not incurred any research and development costs to date. We have plans
to undertake certain research and development activities during the second year
of operation related to the development of our TradeOnSMS system. For additional
details please see "Management's Discussion and Analysis of Financial Condition
and Results of Operation - Plan of Operation" below.

SUPPLIERS

We will be developing our own website, and the distribution of our website
services will be over the Internet. We believe there are no constraints on the
sources or availability of products and supplies related to our business.

CUSTOMERS

As we are in the development stage of our business, we do not currently have any
customers for our proposed product. Our planned services have not yet been
developed. We plan on selling our products and services directly to end use
consumers over the Internet. Our intended offering will be priced for mass
market. We do no anticipate dependence on one or a few major customers into the
fireseeable future

EMPLOYEES

We have commenced only limited operations, and therefore currently have no
employees other than our executive officers, who spend up to approximately 20
hours a week on our business. When we commence full operations, we expect to
hire full-time management and administrative support staff.

ITEM 1A. RISK FACTORS.

Not applicable.

                                       3
<PAGE>
ITEM 1B. UNRESOLVED STAFF COMMENTS.

Not applicable.

ITEM 2. PROPERTIES.

We do not own interests any real property. Our executive and head office is
located at 30 Eliahu Miferrera St. Tel Aviv 69865 Israel. The office facility,
which is approximately 350 square feet in size, is provided to us free of charge
by Amit Sachs, our President and a director. We believe our current premises are
adequate for our current operations and we do not anticipate that we will
require any additional premises in the foreseeable future. When and if we
require additional space, we intend to move at that time.

ITEM 3. LEGAL PROCEEDINGS.

We know of no existing or pending legal proceedings against us, nor are we
involved as a plaintiff in any proceeding or pending litigation. There are no
proceedings in which any of our directors, officers or any of their respective
affiliates, or any beneficial stockholder, is an adverse party or has a material
interest adverse to our interest. Our address for service of process in Nevada
is EastBiz.com, Inc., 5348 Vegas Dr., Las Vegas, NV 89108 USA

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

None.

                                     PART II

ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND
        ISSUER PURCHASES OF EQUITY SECURITIES.

There is no established public market for our shares of common stock. Our common
stock is presently not traded on any market or securities exchange and we have
not applied for listing or quotation on any public market.

HOLDERS

On October 31, 2009, there were 35 holders of record of our common stock.

DIVIDEND POLICY

As of the date of this Annual Report, we have not paid any cash dividends to
stockholders. The declaration of any future cash dividend will be at the
discretion of our Board of Directors and will depend upon our earnings, if any,
our capital requirements and financial position, our general economic and other
pertinent conditions. It is our present intention not to pay any cash dividends
in the foreseeable future, but rather to reinvest earnings, if any, into our
business.

SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS

We do not have any equity compensation plans.

RECENT SALES OF UNREGISTERED SECURITIES

Since inception, we have issued unregistered securities to the persons, as
described below. None of these transactions involved any underwriters,
underwriting discounts or commissions or any public offering, and we believe
that each transaction was exempt from the registration requirements of the
Securities Act of 1933, as amended (the "Securities Act") by virtue of Section
4(2) thereof, or Regulation D or Regulation S promulgated thereunder. All
recipients had adequate access, through their relationships with us, to
information about us.

On December 7, 2007, pursuant to the terms of a subscription agreement, we sold
2,000,000 shares of our common stock to Mr. Amit Sachs, our President and a
director, for cash payment to us of $459. We believe this issuance was deemed to
be exempt under Regulation S of the Securities Act, as no advertising or general

                                       4
<PAGE>
solicitation was employed in offering the securities, the offering and sale was
made only to Mr. Amit Sachs who is a non-U.S. citizen, and transfer was
restricted by us in accordance with the requirements of the Securities Act.

On December 7, 2007 pursuant to the terms of a subscription agreement, we sold
2,000,000 shares of our common stock to Mr. Moshe Basson, our Secretary,
Treasurer and a director, for cash payment to us of $459. We believe this
issuance was deemed to be exempt under Regulation S of the Securities Act, as no
advertising or general solicitation was employed in offering the securities, the
offering and sale was made only to Mr. Moshe Basson who is a non-U.S. citizen,
and transfer was restricted by us in accordance with the requirements of the
Securities Act.

On September 24, 2008, we issued and sold an aggregate of 2,794,880 shares of
our common stock to 35 non-US seed capital investors at a purchase price of
$0.04 per share, without registration under the Securities Act, for total gross
proceeds of $69,872. These shares were sold pursuant to subscription agreements
accepted on September 24, 2008. We completed this offering pursuant to
Regulation S of the Securities Act. We believed that this exemption from
registration was available as each purchaser represented to us that they were a
non-U.S. person as defined in Regulation S, and we did not engage in
distribution of these shares in the United States.

ITEM 6. SELECTED FINANCIAL DATA.

Not Applicable.

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS.

THE FOLLOWING DISCUSSION SHOULD BE READ IN CONJUNCTION WITH OUR AUDITED
FINANCIAL STATEMENTS AND THE RELATED NOTES THAT APPEAR ELSEWHERE IN THIS ANNUAL
REPORT. THE FOLLOWING DISCUSSION CONTAINS FORWARD-LOOKING STATEMENTS THAT
REFLECT OUR PLANS, ESTIMATES AND BELIEFS. OUR ACTUAL RESULTS COULD DIFFER
MATERIALLY FROM THOSE DISCUSSED IN THE FORWARD LOOKING STATEMENTS. FACTORS THAT
COULD CAUSE OR CONTRIBUTE TO SUCH DIFFERENCES INCLUDE THOSE DISCUSSED BELOW AND
ELSEWHERE IN THIS ANNUAL REPORT.

OUR AUDITED FINANCIAL STATEMENTS ARE STATED IN UNITED STATES DOLLARS AND ARE
PREPARED IN ACCORDANCE WITH UNITED STATES GENERALLY ACCEPTED ACCOUNTING
PRINCIPLES ("U.S. GAAP").

OVERVIEW

We are a development stage company with limited operations and no revenues from
our business operations. We were incorporated under the laws of the state of
Nevada on December 7, 2007.

We are developing and plan to offer a mobile price comparison service for use by
the general public. Our service will enable consumers while out shopping in a
store to compare or look up prices of a certain product by sending a text
message from their cell phone to our system. We have named our system
TradeOnSMS. Our planned system will accept text messages from mobile phones
containing the name or part number of a certain product. Once the message is
received, TradeOnSMS will search the Internet for the best price and retailer
and send back a text message to the mobile phone with the results.

In our management opinion, the Internet has transformed the way consumers buy
goods. Consumers shop online to take advantage of convenience, selection and the
ability to compare prices between different stores. However, consumers have
difficulty making informed purchase decisions while out shopping and being away
from their computer and Internet access.

Our goal is to help consumers make informed purchase decisions by enabling them
to compare products, prices and stores while out shopping. We will generate
revenues from consumers that will subscribe to our service.

Our offices are currently located at 30 Eliahu Miferrera St. Tel Aviv 69865
Israel, which has been donated free of charge from our President and director,
Mr. Amit Sachs.

During the last quarter, Mr. Sachs continued to develop our TradeOnSMS system.
This process is expected to be an ongoing interactive process for the next
several months.

                                       5
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES

Our balance sheet as of October 31, 2009 reflects assets of $37,341. Cash and
cash equivalents from inception to date have been sufficient to provide the
working capital necessary to operate to date, and we expect it to help us remain
operational during the next twelve months.

Our activities to date have been supported by equity financing, through the
private placements of our common stock on the date of our inception, December
20, 2007, and on October 31, 2009, through which we raised total proceeds of
approximately $70,790.

In the opinion of our management, funds currently available will not satisfy our
working capital requirements for the next twelve months. The estimated funding
we require during the next twelve months period is approximately $ 55,400. These
estimated expenditures are described in detail above under "Expenditures." The
length of time during which we will be able to satisfy our cash requirements
depends on how quickly our company can generate revenue and how much revenue can
be generated. We estimate that our current cash balances will be extinguished by
June 2010 provided we do not have any unanticipated expenses. Although there can
be no assurance at present, we hope to be in a position to generate revenues by
June 2010, or three months following the public launch of our TradeOnSMS system.

We have not yet earned any income from our operations. We will require
additional funds to implement our plans. These funds may be raised through
equity financing, debt financing, or other sources, which may result in the
dilution in the equity ownership of our shares. We will also need more funds if
the costs of the development of our TradeOnSMS system costs greater than we have
budgeted. We will also require additional financing to sustain our business
operations if we are not successful in earning revenues. We currently do not
have any arrangements for further financing and we may not be able to obtain
financing when required. Our future is dependent upon our ability to obtain
further financing, the successful development of our TradeOnSMS system, a
successful marketing and promotion program, attracting and, further in the
future, achieving a profitable level of operations. The issuance of additional
equity securities by us could result in a significant dilution in the equity
interests of our current stockholders. Obtaining commercial loans, assuming
those loans would be available, will increase our liabilities and future cash
commitments. There are no assurances that we will be able to obtain further
funds required for our continued operations. We will pursue various financing
alternatives to meet our immediate and long-term financial requirements. There
can be no assurance that additional financing will be available to us when
needed or, if available, that it can be obtained on commercially reasonable
terms. If we are not able to obtain the additional financing on a timely basis,
we will be unable to conduct our operations as planned, and we will not be able
to meet our other obligations as they become due. In such event, we will be
forced to scale down or perhaps even cease our operations.

WORKING CAPITAL

                                                   As at               As at
                                                 October 31,         October 31,
                                                    2009                2008
                                                  -------             -------
Current Assets                                    $37,341             $63,847
Current Liabilities                                    --                  --
                                                  -------             -------
Working Capital                                   $37,341             $63,847
                                                  =======             =======

Working capital has decreased from $63,847 at October 31, 2008 to $37,341 at
Inception to October 31, 2009 due to an overall increase in our activity.

CASH FLOWS
                                                 Year Ended         Inception to
                                                 October 31,         October 31,
                                                    2009                2008
                                                  --------            --------
Net cash used in Operating Activities             $(26,506)           $ (6,944)
Net cash used in Investing Activities                   --                  --
                                                  --------            --------
Net cash provided by Financing Activities               --              70,791
Increase (Decrease) in Cash during the Year       $(26,506)           $ 63,847
Cash, Beginning of Year                             63,847                  --
                                                  --------            --------
Cash, End of Year                                 $ 37,341            $ 63,847
                                                  ========            ========

                                       6
<PAGE>
During the year ended October 31, 2009 and Inception to October 31,2008:

     (i)  Our net cash used in operating activities of $26,506 in October 31,
          2009 and Inception to October 31, 2008 of 6,944 is associated with
          overall increase in our activity.
     (ii) Our net cash from financing activities was $0 in 2009. Inception to
          October 31st, 2008 was $70,791, these funds were raised pursuant to
          private placement of our securities.

PLAN OF OPERATIONS AND CASH REQUIREMENTS OVER THE NEXT 12 MONTHS

Our current business objectives are:

     *    to develop and commercialize our TradeOnSMS system;
     *    integrate an SMS gateway to our TradeOnSMS system;
     *    to execute our marketing plan and to create interest in our product;

Our goals are to:

     *    Beta release of the TradeOnSMS system by December 31, 2009;
     *    test the Beta release with a small group of individuals, get an
          overall feedback and malfunctions.
     *    Finalize a stable version of the TradeOnSMS system.
     *    generate revenue by June of 2010 through the sale of subscriptions;
          and
     *    achieve break-even results of operations.

ANTICIPATED CASH REQUIREMENTS

The following chart provides an overview of our budgeted expenditures by
significant area of activity over the next 12 months.

               ESTIMATED EXPENSES FOR THE NEXT TWELVE MONTH PERIOD

                   Cash Operating Expenses
                     Legal/Accounting                 $16,000
                     Graphic & Web Designer           $ 4,000
                     TradeOnSMS Development           $17,000
                     Advertising/ Marketing           $15,000
                     1,000 Free Subscription          $ 2,400
                     Office Supply & Misc             $ 1,000
                                                      -------
                   Total                              $55,400
                                                      =======

For the 12 months ended October 31, 2009, we recorded a net operating loss of
$27,046 and have an accumulated deficit of $33,989 since inception. As at
October 31, 2009, we had cash on hand of $37,341. For the next 12 months,
management estimates minimum cash requirements of $54,400 to fund on-going
operations. Accordingly, we do not have sufficient funds to meet our plan of
operation over the next 12 months and will need to obtain further financing
through issuance of shares, debt or convertible debt. We do not currently have
any arrangements for financing. Moreover, all cash operating expenses will be
carefully monitored to ensure we can meet our obligations as they come due.

Due to the current financial crisis, there can be no assurance that additional
financing will be available when needed or, if available, on commercially
reasonable terms. If we are not able to obtain additional financing on a timely
basis, we may not be able to meet our obligations as they come due and may be
forced to scale down or perhaps even cease business operations.

                                       7
<PAGE>
RESULTS OF OPERATIONS FOR YEAR ENDED OCTOBER 31, 2009 AND INCEPTION TO OCTOBER
31, 2008.

The following summary should be read in conjunction with our audited financial
statements for the years ended October 31, 2009 and Inception to October 31,
2008 included herein.

                                           Year Ended        Inception to
                                           October 31,        October 31,
                                              2009               2008
                                            --------           --------
Revenue                                     $    Nil           $    Nil
                                            --------           --------
Expenses
  Filing Fees                                  1,528                 --
  General and administrative                     673                 --
  Professional fees                           24,845              6,026
  Organization costs                              --                918
                                            --------           --------
Total expenses                                27,046              6,944
                                            --------           --------
Net Loss                                    $(27,046)          $ (6,944)
                                            ========           ========

REVENUE

We are a development stage company and have not generated any revenues from our
technologies since inception. We anticipate that significant additional time and
financing will be required before our technologies are developed to a marketable
state.

EXPENSES

Our operating expenses for the year ended October 31, 2009 were $27,046 compared
to $6,944 in 2008. This net increase of $20,102 was primarily due to an overall
increase in our activity and increased expenses as a result of becoming an SEC
reporting company during the first quarter of fiscal 2009. Significant figures
include:

     *    $18,819 increase in professional fees
     *    $1,528 increase in filing fees.

GOING CONCERN

Our independent auditors included an explanatory paragraph in their report on
the accompanying financial statements expressing concerns about our ability to
continue as a going concern. Our financial statements contain additional note
disclosures describing the circumstances that lead to this disclosure by our
independent auditors.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

Our financial statements and accompanying notes are prepared in accordance with
U.S. GAAP. Preparing financial statements requires management to make estimates
and assumptions that affect the reported amounts of assets, liabilities,
revenue, and expenses. These estimates and assumptions are affected by
management's application of accounting policies. We believe that understanding
the basis and nature of the estimates and assumptions involved with the
following aspects of our financial statements is critical to an understanding of
our financials.

EARNINGS PER SHARE

The basic earnings (loss) per share is calculated by dividing our net income
available to common shareholders by the weighted average number of common shares
during the year. The diluted earnings (loss) per share is calculated by dividing
our net income (loss) available to common shareholders by the diluted weighted
average number of shares outstanding during the year. The diluted weighted

                                       8
<PAGE>
average number of shares outstanding is the basic weighted number of shares
adjusted as of the first of the year for any potentially dilutive debt or
equity.

DIVIDENDS

We have not yet adopted any policy regarding payment of dividends. No dividends
have been paid during the periods shown.

CASH EQUIVALENTS

We consider all highly liquid investments with maturity of three months or less
when purchased to be cash equivalents.

INCOME TAXES

We provide for income taxes according to FASB ASC 740.

FASB ASC 740-10-30 requires the reduction of deferred tax assets by a valuation
allowance if, based on the weight of available evidence, it is more likely than
not that some or all of the deferred tax assets will not be realized. No
provision for income taxes is included in the statement due to its immaterial
amount, net of the allowance account, based on the likelihood that we will
utilize the loss carry-forward.

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
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenue and expenses during
the reporting period. Actual results could differ from those estimates.

OFF-BALANCE SHEET ARRANGEMENTS

We have no significant off-balance sheet arrangements that have or are
reasonably likely to have a current or future effect on our financial condition,
changes in financial position, revenues and expenses, results of operations,
liquidity, capital expenditures or capital resources that are material to
stockholders.

ITEM 7A QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Not applicable.

                                       9
<PAGE>
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

                                  TRADEON, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                          INDEX TO FINANCIAL STATEMENTS

               OCTOBER 31, 2009 AND INCEPTION TO OCTOBER 31, 2008

Report of Registered Independent Auditors - 2009                              11

Financial Statements -

Balance Sheets as of October 31, 2009 and 2008                                12

Statements of Operations for the Year Ended October 31, 2009 and
the Period from Inception (December 7, 2007) through October 31, 2008,
and Cumulative from Inception                                                 13

Statement of Stockholders' Equity for the Period from Inception
Through October 31, 2009                                                      14

Statements of Cash Flows for the Year Ended October 31, 2009 and
the Period from Inception (December 7, 2007) through October 31,
2008, and Cumulative from Inception                                           15

Notes to Financial Statements                                                 16


                                       10
<PAGE>
          REPORT OF REGISTERED INDEPENDENT AUDITORS - OCTOBER 31, 2009


To the Board of Directors and Stockholders
of TradeOn, Inc.:

We have audited the accompanying balance sheets of TradeOn, Inc. (a Nevada
corporation in the development stage) as of October 31, 2009 and 2008, and the
related statement of operations, stockholders' equity, and cash flows for the
years ended October 31, 2009 and 2008, and from inception (December 7, 2007)
through October 31, 2009. These financial statements are the responsibility of
the Company's management. Our responsibility is to express an opinion on these
financial statements based on our audit.

We conducted our audit in accordance with standards of the Public Company
Accounting Oversight Board (United States of America). Those standards require
that we plan and perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement. The Company is not
required to have, nor were we engaged to perform, an audit of its internal
control over financial reporting. Our audit included consideration of internal
control over financial reporting as a basis for designing audit procedures that
are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Company's internal control over financial
reporting. Accordingly, we express no such opinion. An audit includes examining,
on a test basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audit provides a
reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of TradeOn, Inc. as of October 31,
2009 and 2008, and the results of its operations and its cash flows for the
years ended October 31, 2009 and 2008, and from inception (December 7, 2007)
through October 31, 2009, in conformity with accounting principles generally
accepted in the United States of America.

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. As discussed in Note 4 to the
financial statements, the Company is in the development stage, and has not
established any source of revenue to cover its operating costs. As such, it has
incurred an operating loss since inception. Further, as of October 31, 2009, the
cash resources of the Company were insufficient to meet its planned business
objectives. These and other factors raise substantial doubt about the Company's
ability to continue as a going concern. Management's plan regarding these
matters is also described in Note 6 to the financial statements. The financial
statements do not include any adjustments that might result from the outcome of
this uncertainty.

Respectfully submitted,


/s/ Alan Weinberg CPA
---------------------------------
Weinberg & Associates LLC
Baltimore, Maryland
December 17, 2009

                                       11
<PAGE>
                                  TradeOn, Inc.
                          (A DEVELOPMENT STAGE COMPANY)
                                 BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                        October 31,        October 31,
                                                                           2009               2008
                                                                         --------           --------
<S>                                                                      <C>                <C>
ASSETS

CURRENT ASSETS:
  Cash in bank                                                           $ 37,341           $ 63,847
                                                                         --------           --------

      Total current assets                                                 37,341             63,847
                                                                         --------           --------

TOTAL ASSETS                                                             $ 37,341           $ 63,847
                                                                         ========           ========

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
  Accounts payable and accrued liabilities                               $    540           $     --
                                                                         --------           --------

      Total current liabilities                                               540                 --

STOCKHOLDERS' EQUITY
  Preferred stock, par value $0.0001per share,
   50,000,000 shares authorized, none outstanding                              --                 --
  Common stock, par value $0.0001 per share, 100,000,000 shares
   authorized; 6,794,880 shares issued and outstanding                        679                679
  Additional paid-in capital                                               70,111             70,111
  (Deficit) accumulated during the development stage                      (33,989)            (6,943)
                                                                         --------           --------

      Total stockholders' equity                                           36,801             63,847
                                                                         --------           --------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                               $ 37,341           $ 63,847
                                                                         ========           ========
</TABLE>


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

                                       12
<PAGE>
                                  TradeOn, Inc.
                          (A DEVELOPMENT STAGE COMPANY)
                            STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>
                                                       Year Ended        December 7, 2007     December 7, 2007
                                                         Ended            (Inception) to       (Inception) to
                                                       October 31,          October 31,          October 31,
                                                          2009                 2008                 2009
                                                       ----------           ----------           ----------
<S>                                                    <C>                  <C>                  <C>
REVENUES                                               $       --           $       --           $       --
                                                       ----------           ----------           ----------
EXPENSES:
  Organization costs                                           --                  918                  918
  Filing fees                                               1,528                   --                1,528
  Professional fees                                        24,845                6,026               30,871
  Bank service charges                                        673                   --                  673
                                                       ----------           ----------           ----------

Total general and administrative expenses                  27,046                6,944               33,989
                                                       ----------           ----------           ----------

(LOSS) FROM OPERATIONS                                    (27,046)              (6,944)             (33,989)

OTHER INCOME (EXPENSE)                                         --                   --                   --
                                                       ----------           ----------           ----------

INCOME BEFORE INCOME TAXES                                (27,046)              (6,944)             (33,989)

PROVISION FOR INCOME TAXES                                     --                   --                   --
                                                       ----------           ----------           ----------

NET (LOSS)                                             $  (27,046)          $   (6,944)          $  (33,989)
                                                       ==========           ==========           ==========

(LOSS) PER COMMON SHARE:
  (Loss) per common share - Basic and Diluted          $       --           $       --
                                                       ==========           ==========

WEIGHTED AVERAGE NUMBER OF COMMON SHARES
 OUTSTANDING - BASIC AND DILUTED                        6,794,880            4,314,318
                                                       ==========           ==========
</TABLE>


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

                                       13
<PAGE>
                                  TradeOn, Inc.
                          (A DEVELOPMENT STAGE COMPANY)
                  STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
                FOR THE PERIOD FROM INCEPTION (December 7, 2007)
                            THROUGH OCTOBER 31, 2009

<TABLE>
<CAPTION>
                                                                                   (Deficit)
                                                                                  Accumulated
                                          Common Stock             Additional      During the
                                      ---------------------         Paid-in       Development
                                      Shares         Amount         Capital          Stage            Totals
                                      ------         ------         -------          -----            ------
<S>                                 <C>           <C>             <C>               <C>              <C>
BALANCE AT INCEPTION                       --        $   --        $     --        $      --         $     --

Common stock issued for cash        4,000,000           400             518               --              918

Common stock issued for cash        2,794,880           279          69,593               --           69,872

Net (loss) for the period                  --            --              --           (6,943)          (6,943)
                                    ---------        ------        --------        ---------         --------

BALANCE - OCTOBER 30, 2008          6,794,880        $  679        $ 70,111        $  (6,943)        $ 63,847

Net (loss) for the period                  --            --              --          (27,046)         (27,046)
                                    ---------        ------        --------        ---------         --------

BALANCE - OCTOBER 31, 2009          6,794,880        $  679        $ 70,111        $ (33,989)        $ 36,801
                                    =========        ======        ========        =========         ========
</TABLE>


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

                                       14
<PAGE>
                                  TradeOn, Inc.
                          (A DEVELOPMENT STAGE COMPANY)
                            STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>
                                                      Year Ended      December 7, 2007    December 7, 2007
                                                        Ended          (Inception) to      (Inception) to
                                                      October 31,        October 31,         October 31,
                                                         2009               2008                2009
                                                       --------           --------            --------
<S>                                                    <C>                <C>                 <C>
OPERATING ACTIVITIES:
  Net (loss)                                           $(27,046)          $ (6,944)           $(33,989)
  Adjustments to reconcile net (loss) to net
   cash (used in) operating activities:
  Changes in net assets and liabilities
    Accounts payable and accrued liabilities                540                 --                 540
                                                       --------           --------            --------

NET CASH USED IN OPERATING ACTIVITIES                   (26,506)            (6,944)            (33,449)
                                                       --------           --------            --------
INVESTING ACTIVITIES:

NET CASH USED IN INVESTING ACTIVITIES                        --                 --                  --
                                                       --------           --------            --------
FINANCING ACTIVITIES:
  Issuance of common stock                                   --             70,791              70,790
                                                       --------           --------            --------

NET CASH PROVIDED BY FINANCING ACTIVITIES                    --             70,791              70,790
                                                       --------           --------            --------

NET (DECREASE) INCREASE IN CASH                         (26,506)            63,847              37,341

CASH - BEGINNING OF PERIOD                               63,847                 --                  --
                                                       --------           --------            --------

CASH - END OF PERIOD                                   $ 37,341           $ 63,847            $ 37,341
                                                       ========           ========            ========


SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

Cash paid during the period for:
  Interest                                             $     --           $     --            $     --
                                                       ========           ========            ========

  Income taxes                                         $     --           $     --            $     --
                                                       ========           ========            ========
</TABLE>


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

                                       15
<PAGE>
                                  TradeOn, Inc.
                           (DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                OCTOBER 31, 2009


NOTE 1 -  ORGANIZATION AND DESCRIPTION OF BUSINESS

The Company was incorporated under the laws of the state of Nevada on December
7, 2007. The Company has limited operations and is considered a development
stage company and has not yet realized any revenues from its planned operations.

As a development stage enterprise, the Company discloses the deficit accumulated
during the development stage and the cumulative statements of operations and
cash flows from inception to the current balance sheet date.

We have evaluated subsequent events, as defined by FASB ASC 855-10, "Subsequent
Events," through the date that the financial statements were issued on December
17, 2009.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING PRACTICES

BASIS OF ACCOUNTING

The Company's financial statements are prepared using the accrual method of
accounting. The Company has elected an October 31 fiscal year end.

EARNINGS PER SHARE

Basic earnings (loss) per share amounts are computed by dividing the net income
(loss) by the weighted average number of common shares outstanding. Diluted
earnings (loss) per share are the same as basic earnings (loss) per share due to
the lack of dilutive items in the Company.

CASH EQUIVALENTS

The Company considers all highly liquid investments with maturity of three
months or less when purchased to be cash equivalents.

ESTIMATED FAIR VALUE OF FINANCIAL INSTRUMENTS

The carrying value of the Company's financial instruments, consisting of
accounts payable and accrued liabilities approximate their fair value due to the
short-term maturity of such instruments. Unless otherwise noted, it is
management's opinion that the Company is not exposed to significant interest,
currency or credit risks arising from these financial statements.

INCOME TAXES

The Company provides for income taxes under FASB Accounting Standards
Codification ("ASC") 740 - Income Taxes which requires the use of an asset and
liability approach in accounting for income taxes.

ASC 740 requires the reduction of deferred tax assets by a valuation allowance
if, based on the weight of available evidence, it is more likely than not that
some or all of the deferred tax assets will not be realized.

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
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenue and expenses during
the reporting period. Actual results could differ from those estimates.

                                       16
<PAGE>
SOFTWARE DEVELOPMENT COSTS

Software development costs represent capitalized costs of design, configuration,
coding, installation and testing of the Company's website up to its initial
implementation. Upon implementation, the asset will be amortized to expense over
its estimated useful life of three years using the straight-line method. Ongoing
website post-implementation costs of operation, including training and
application maintenance, will be charged to expense as incurred.

NOTE 3 - ADVERTISING

The Company's policy regarding advertising is to expense advertising when
incurred. The Company had not incurred any advertising expense as of October 31,
2009.

NOTE 4 - GOING CONCERN

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. The Company has net losses for the
period from inception (December 7, 2007) to October 31, 2009 of $33,989. This
condition raises substantial doubt about the Company's ability to continue as a
going concern. The Company's continuation as a going concern is dependent on its
ability to meet its obligations, to obtain additional financing as may be
required and ultimately to attain profitability. The financial statements do not
include any adjustments that might result from the outcome of this uncertainty.

Management is planning to raise additional funds through debt or equity
offerings. There can be no assurance that debt or equity financing will be
available to the Company on acceptable terms or at all, and there is no
guarantee that the Company will be successful in these efforts.

NOTE 5. RELATED PARTY TRANSACTIONS

The officers and directors of the Company are involved in other business
activities and may, in the future, become involved in other business
opportunities. If a specific business opportunity becomes available, such
persons may face a conflict in selecting between the Company and their other
business interests. The Company has not formulated a policy for the resolution
of such conflicts.

NOTE 6. INCOME TAXES

The Company uses the liability method, where deferred tax assets and liabilities
are determined based on the expected future tax consequences of temporary
differences between the carrying amounts of assets and liabilities for financial
and income tax reporting purposes. During fiscal 2009, the Company incurred net
losses and, therefore, has no tax liability. The net deferred tax asset
generated by the loss carry-forward has been fully reserved. The cumulative net
operating loss carry-forward is $33,989 at October 31, 2009, and will expire in
the year 2029.

As at October 31, 2009, deferred tax assets consisted of the following:

                   Net operating losses                $5098
                   Less: valuation allowance           (5098)
                                                      ------

                   Net deferred tax asset             $   --
                                                      ======

NOTE 8. STOCKHOLDERS' EQUITY

A. AUTHORIZED

The Company is authorized to issue 100,000,000 shares of $0.0001 par value
common stock and 50,000,000 shares of preferred stock, par value $0.0001. All
common stock shares have equal voting rights, are non-assessable and have one
vote per share. Voting rights are not cumulative and, therefore, the holders of
more than 50% of the common stock could, if they choose to do so, elect all of
the directors of the Company.

                                       17
<PAGE>
B. ISSUED AND OUTSTANDING

On December 7, 2007, the Company issued 4,000,000 common shares to its directors
for cash, valued at $0.00023 per share or $918.

Since inception (December 7, 2007) to the year ended October 31, 2008, the
Company accepted subscriptions for 2,794,880 shares of common stock from 35
investors pursuant to a series of private placement transactions which closed on
September 24, 2008. The private placements were not subject to any minimum
investment, and were priced at $0.025 per share, for aggregate gross proceeds of
approximately $70,000. The Company accepted the subscriptions on September 24,
2008.

NOTE 9. CONCENTRATION OF CREDIT RISK

The Company's cash and cash equivalents are invested in a major bank in Israel
and are not insured. Management believes that the financial institution that
holds the Company's investments are financially sound and accordingly, minimal
credit risk exists with respect to these investments.

NOTE 10. RECENT ACCOUNTING PRONOUNCEMENTS

In April 2009, the FASB issued FSP No. FAS 157-4, "Determining Fair Value When
the Volume and Level of Activity for the Asset or Liability Have Significantly
Decreased and Identifying Transactions That Are Not Orderly" ("FSP FAS 157-4"),
codified in FASB ASC 820-10-65, which provides additional guidance for
estimating fair value in accordance with ASC 820-10 when the volume and level of
activity for an asset or liability have significantly decreased. ASC 820-10-65
also includes guidance on identifying circumstances that indicate a transaction
is not orderly. The adoption of ASC 820-10-65 did not have an impact on the
Company's results of operations or financial condition.

In May 2009, the FASB issued SFAS No. 165, "Subsequent Events" ("SFAS 165")
codified in FASB ASC 855-10-05, which provides guidance to establish general
standards of accounting for and disclosures of events that occur after the
balance sheet date but before financial statements are issued or are available
to be issued. FASB ASC 855-10-05 also requires entities to disclose the date
through which subsequent events were evaluated as well as the rationale for why
that date was selected. FASB ASC 855-10-05 is effective for interim and annual
periods ending after June 15, 2009. FASB ASC 855-10-05 requires that public
entities evaluate subsequent events through the date that the financial
statements are issued.

In June 2009, the FASB issued SFAS No. 166, "Accounting for Transfers of
Financial Assets - an amendment of FASB Statement No. 140" ("SFAS 166"),
codified as FASB ASC 860, which requires entities to provide more information
regarding sales of securitized financial assets and similar transactions,
particularly if the entity has continuing exposure to the risks related to
transferred financial assets. FASB ASC 860 eliminates the concept of a
"qualifying special-purpose entity," changes the requirements for derecognizing
financial assets and requires additional disclosures. FASB ASC 860 is effective
for fiscal years beginning after November 15, 2009. The adoption of FASB ASC 860
did not have an impact on the Company's financial condition, results of
operations or cash flows.

In June 2009, the FASB issued SFAS No. 167, "Amendments to FASB Interpretation
No. 46(R)" ("SFAS 167"), codified as FASB ASC 810-10, which modifies how a
company determines when an entity that is insufficiently capitalized or is not
controlled through voting (or similar rights) should be consolidated. FASB ASC
810-10 clarifies that the determination of whether a company is required to
consolidate an entity is based on, among other things, an entity's purpose and
design and a company's ability to direct the activities of the entity that most
significantly impact the entity's economic performance. FASB ASC 810-10 requires
an ongoing reassessment of whether a company is the primary beneficiary of a
variable interest entity. FASB ASC 810-10 also requires additional disclosures
about a company's involvement in variable interest entities and any significant
changes in risk exposure due to that involvement. FASB ASC 810-10 is effective
for fiscal years beginning after November 15, 2009. The adoption of FASB ASC
810-10 did not have an impact on the Company's financial condition, results of
operations or cash flows.

In June 2009, the FASB issued FASB ASC 105, Generally Accepted Accounting
Principles, which establishes the FASB Accounting Standards Codification as the
sole source of authoritative generally accepted accounting principles. Pursuant
to the provisions of FASB ASC 105, we have updated references to GAAP in our
financial statements. The adoption of FASB ASC 105 did not impact the Company's
financial position or results of operations.

                                       18
<PAGE>
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
        FINANCIAL DISCLOSURE.

None.

ITEM 9A(T). CONTROLS AND PROCEDURES.

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

As required by Rule 13a-15 under the 1934 Act, as of the end of the period
covered by this year end report, being the fiscal year ended October 31, 2009,
we have carried out an evaluation of the effectiveness of the design and
operation of our disclosure controls and procedures. This evaluation was carried
out under the supervision and with the participation of our management,
including our Chief Executive Officer and Chief Financial Officer. Based upon
the results of that evaluation, our Chief Executive Officer and Chief Financial
Officer have concluded that, as of the end of the period covered by this
quarterly report, our disclosure controls and procedures were effective and
provide reasonable assurance that material information related to our company is
recorded, processed and reported in a timely manner.

Our management, with the participation of our Chief Executive Officer and Chief
Financial Officer, is responsible for the design of internal controls over
financial reporting. The fundamental issue is to ensure all transactions are
properly authorized and identified and entered into a well-designed, robust and
clearly understood system on a timely basis to minimize risk of inaccuracy,
failure to fairly reflect transactions, failure to fairly record transactions
necessary to present financial statements in accordance with the U.S. GAAP,
unauthorized receipts and expenditures or the inability to provide assurance
that unauthorized acquisitions or dispositions of assets can be detected. The
small size of our company makes the identification and authorization process
relatively simple and efficient and a process for reviewing internal controls
over financial reporting has been developed. To the extent possible given our
company's small size, the internal control procedures provide for separation of
duties for handling, approving and coding invoices, entering transactions into
the accounts, writing checks and requests for wire transfers. As of October 31,
2009, our Chief Executive Officer and Chief Financial Officer conclude that our
system of internal controls is adequate and comparable to those of issuers of a
similar size and nature. There were no significant changes to our internal
controls or in other factors that could significantly affect these controls
during the year ended October 31, 2009, including any significant deficiencies
or material weaknesses of internal controls that would require corrective
action.

MANAGEMENT'S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

Management is responsible for establishing and maintaining adequate internal
control over our financial reporting. Our system of internal control over
financial reporting is designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial statements
for external purposes in accordance with the U.S. GAAP. Because of its inherent
limitations, internal control over financial reporting may not prevent or detect
misstatements. Also, projections of any evaluation of effectiveness to future
periods are subject to the risk that controls may become inadequate because of
changes in conditions, or that the degree of compliance with the policies or
procedures may deteriorate.

This annual report does not include an attestation report of the company's
registered public accounting firm regarding internal control over financial
reporting. Management's report was not subject to attestation by the company's
registered public accounting firm pursuant to temporary rules of the Securities
and Exchange Commission that permit the company to provide only management's
report in this annual report.

INHERIT LIMITATIONS OF INTERNAL CONTROL

 Our internal control over financial reporting is designed to provide reasonable
assurance regarding the reliability of financial reporting and the preparation
of financial statements for external purposes in accordance with the U.S. GAAP.
Our internal control over financial reporting includes those policies and
procedures that:

     *    pertain to the maintenance of records that, in reasonable detail,
          accurately and fairly reflect the transactions and dispositions of our
          assets;
     *    provide reasonable assurance that transactions are recorded as
          necessary to permit preparation of financial statements in accordance
          with the U.S. GAAP, and that our receipts and expenditures are being
          made only in accordance with authorizations of our management and
          directors; and
     *    provide reasonable assurance regarding prevention or timely detection
          of unauthorized acquisition, use, or disposition of our assets that
          could have a material effect on the financial statements.

                                       19
<PAGE>
Management does not expect that our internal controls will prevent or detect all
errors and all fraud. A control system, no matter how well designed and
operated, can provide only reasonable, not absolute, assurance that the
objectives of the control system are met. Further, the design of a control
system must reflect the fact that there are resource constraints, and the
benefits of controls must be considered relative to their costs. Because of the
inherent limitations in all control systems, no evaluation of internal controls
can provide absolute assurance that all control issues and instances of fraud,
if any, have been detected. Also, any evaluation of the effectiveness of
controls in future periods are subject to the risk that those internal controls
may become inadequate

ITEM 9B. OTHER INFORMATION.

None.

                                    PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.

DIRECTORS AND EXECUTIVE OFFICERS

As at October 31, 2009, our directors and executive officers, their ages,
positions held, and duration of such, are as follows:

<TABLE>
<CAPTION>
   Name                Position Held With Company           Age      Date First Elected or Appointed
   ----                --------------------------           ---      -------------------------------
<S>                  <C>                                   <C>       <C>
Amit Sachs            President and Director                 40             December 7, 2007
Moshe Basson          Secretary, Treasurer and Director      60             December 7, 2007
</TABLE>

BUSINESS EXPERIENCE

MR. AMIT SACHS

Mr. Sachs is our President and Director. He has served in these capacities since
we were incorporated on December 7, 2007. Mr. Sachs has been involved with Sachs
Co. a leading household electronics product. Sachs Co. is importing and
marketing electronics products in Israel, since 1992 to 2005 Mr. Sachs has been
managing the logistic department, service department and the warehouse. He has
been involved in building and inspecting factories in China, Turkey and Germany.
Since 2005 to present Mr. Sachs is managing the logistics and import department
at Sachs Co.

He is not an officer or director of any reporting company that files annual,
quarterly, or periodic reports with the United States Securities and Exchange
Commission.

MR. MOSHE BASSON

Mr. Basson is our Secretary, Treasurer and Director. He has served in these
capacities since we were incorporated on December 7, 2007. Since 1990, Mr.
Basson has been the president of Moshe Marketing, a company that specialists in
food and health products. Moshe Marketing has a distribution network in Israel
and its products are placed in supermarkets, bakeries, kiosks and small shops.

He is not an officer or director of any reporting company that files annual,
quarterly, or periodic reports with the United States Securities and Exchange
Commission

BOARD COMPOSITION

Our Bylaws provide that the Board of Directors shall consist of one or more
members, but not more than nine, and that our shareholders shall determine the
number of directors at each regular meeting. Each director serves for a term
that expires at the next regular meeting of the shareholders or until his
successor is elected and qualified.

COMMITTEES OF THE BOARD OF DIRECTORS

We do not presently have a separately constituted audit committee, compensation
committee, nominating committee, executive committee or any other committees of
our Board of Directors. Nor do we have an audit committee "financial expert." As
such, our entire Board of Directors acts as our audit committee and handles
matters related to compensation and nominations of directors.

                                       20
<PAGE>
POTENTIAL CONFLICTS OF INTEREST

Since we do not have an audit or compensation committee comprised of independent
directors, the functions that would have been performed by such committees are
performed by our directors. Thus, there is a potential conflict of interest in
that our directors and officers have the authority to determine issues
concerning management compensation and audit issues that may affect management
decisions. We are not aware of any other conflicts of interest with any of our
executives or directors.

DIRECTOR INDEPENDENCE

We are not subject to listing requirements of any national securities exchange
or national securities association and, as a result, we are not at this time
required to have our board comprised of a majority of "independent directors."
Our determination of independence of directors is made using the definition of
"independent director" contained in Rule 4200(a)(15) of the Marketplace Rules of
the NASDAQ Stock Market ("NASDAQ"), even though such definitions do not
currently apply to us because we are not listed on NASDAQ. We have determined
that none of our directors currently meet the definition of "independent" as
within the meaning of such rules as a result of their current positions as our
executive officers.

SIGNIFICANT EMPLOYEES

We have no significant employees other than the executive officers described
above.

FAMILY RELATIONSHIPS

There are no family relationships between our officers and directors.

INVOLVEMENT IN CERTAIN LEGAL PROCEEDINGS

No director, person nominated to become a director, executive officer, promoter
or control person of our company has, during the last five years: (i) been
convicted in or is currently subject to a pending a criminal proceeding
(excluding traffic violations and other minor offenses); (ii) been a party to a
civil proceeding of a judicial or administrative body of competent jurisdiction
and as a result of such proceeding was or is subject to a judgment, decree or
final order enjoining future violations of, or prohibiting or mandating
activities subject to any federal or state securities or banking or commodities
laws including, without limitation, in any way limiting involvement in any
business activity, or finding any violation with respect to such law, nor (iii)
any bankruptcy petition been filed by or against the business of which such
person was an executive officer or a general partner, whether at the time of the
bankruptcy or for the two years prior thereto.

STOCKHOLDER COMMUNICATIONS WITH THE BOARD

We have not implemented a formal policy or procedure by which our stockholders
can communicate directly with our Board of Directors. Nevertheless, every effort
has been made to ensure that the views of stockholders are heard by the Board of
Directors or individual directors, as applicable, and that appropriate responses
are provided to stockholders in a timely manner. We believe that we are
responsive to stockholder communications, and therefore have not considered it
necessary to adopt a formal process for stockholder communications with our
Board. During the upcoming year, our Board will continue to monitor whether it
would be appropriate to adopt such a process.

SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

Section 16(a) of the Exchange Act requires our executive officers and directors,
and persons who own more than 10% of our common stock, to file reports regarding
ownership of, and transactions in, our securities with the Securities and
Exchange Commission and to provide us with copies of those filings. Specific due
dates for these reports have been established. Based solely on our review of the
copies of such forms received by us, or written representations from certain
reporting persons, we believe that during the fiscal year ended October 31,
2009, all Section 16(a) filing requirements applicable to its directors,
executive officers, and greater than ten percent beneficial owners were complied
with.

                                       21
<PAGE>
ITEM 11. EXECUTIVE COMPENSATION.

The following table sets forth information with respect to compensation paid by
us to our officers and directors during the fiscal years ended October 31, 2008
and Inception (December 7, 2007) to October 31, 2009.

                           SUMMARY COMPENSATION TABLE

<TABLE>
<CAPTION>

                                                                      Non-Equity     Nonqualified
 Name and                                                             Incentive        Deferred
 Principal                                    Stock       Option         Plan        Compensation     All Other
 Position       Year   Salary($)  Bonus($)   Awards($)   Awards($)  Compensation($)   Earnings($)   Compensation($)  Totals($)
 --------       ----   ---------  --------   ---------   ---------  ---------------   -----------   ---------------  ---------
<S>             <C>    <C>        <C>         <C>        <C>        <C>               <C>           <C>              <C>
Amit Sachs,     2008      --        --          --          --            --              --            3,025(1)       3,025
President, CEO  2009      --        --          --          --            --              --               --             --
and Director

Moshe Basson,   2008      --        --          --          --            --              --            3,000(2)       3,000
Secretary,      2009      --        --          --          --            --              --               --             --
Treasurer
and Director
</TABLE>

----------
(1)  Amit Sachs was paid an aggregate of $3,000 in consideration for certain
     consulting services provided to us.
(2)  Moshe Basson was paid an aggregate of $3,000 in consideration for certain
     consulting services provided to us.

OUTSTANDING EQUITY AWARDS AT 2009 FISCAL YEAR-END

We do not currently have a stock option plan nor any long-term incentive plans
that provide compensation intended to serve as incentive for performance. No
individual grants of stock options or other equity incentive awards have been
made to any executive officer or any director since our inception; accordingly,
none were outstanding at October 31, 2009.

EMPLOYMENT CONTRACTS, TERMINATION OF EMPLOYMENT, CHANGE-IN-CONTROL ARRANGEMENTS

There are currently no employments or other contracts or arrangements with our
executive officers. There are no compensation plans or arrangements, including
payments to be made by us, with respect to our officers, directors or
consultants that would result from the resignation, retirement or any other
termination of such directors, officers or consultants from us. There are no
arrangements for directors, officers, employees or consultants that would result
from a change-in-control.

COMPENSATION OF DIRECTORS

We have no formal plan for compensating our directors for their services in
their capacity as directors. Directors are entitled to reimbursement for
reasonable travel and other out-of-pocket expenses incurred in connection with
attendance at meetings of our Board of Directors. The Board of Directors may
award special remuneration to any director undertaking any special services on
behalf of TradeOn, Inc other than services ordinarily required of a director.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
         RELATED STOCKHOLDERS MATTERS.

The following table sets forth information regarding the beneficial ownership of
our common stock as of December 2, 2008 for:

     *    each person, or group of affiliated persons, known by us to
          beneficially own more than 5% of our common stock;
     *    each of our executive officers;
     *    each of our directors; and
     *    all of our executive officers and directors as a group.

                                       22
<PAGE>
We have determined beneficial ownership in accordance with the rules of the
Securities and Exchange Commission. These rules generally attribute beneficial
ownership of securities to persons who possess sole or shared voting power or
investment power with respect to those securities. The person is also deemed to
be a beneficial owner of any security of which that person has a right to
acquire beneficial ownership within 60 days. Unless otherwise indicated, the
persons or entities identified in this table have sole voting and investment
power with respect to all shares shown as beneficially owned by them, subject to
applicable community property laws, and the address for each person listed in
the table is c/ o TradeOn Inc., 30 Eliahu Miferrera St. Tel Aviv 69865 Israel.

The percentage ownership information shown in the table below is calculated
based on 6,794,880 shares of our common stock issued and outstanding as of
December 22, 2008. We do not have any outstanding options, warrants or other
securities exercisable for or convertible into shares of our common stock.

                       Name of              Amount and Nature        Percentage
Title of Class     Beneficial Owner      of Beneficial Ownership      of Class
--------------     ----------------      -----------------------      --------

   Common        Amit Sachs                    2,000,000               29.41%
                 President and Director(1)

   Common        Moshe Basson                  2,000,000               29.41%
                 Secretary, Treasurer
                 and Director(2)

   Common        All officers as a Group       4,000,000               58.82%
                 (three persons)

----------
(1)  Amit's address is 30 Eliahu Miferrera St. Tel Aviv, Israel 69865
(2)  Moshe's address is 38 Hahagana St. Bat Yam, Israel 59429

We are unaware of any contract or other arrangement the operation of which may
at a subsequent date result in a change in control of our Company.

We do not have any issued and outstanding securities that are convertible into
common stock. Other than the shares covered by the registration statement of
which this prospectus is a part, we have not registered any shares for sale by
security holders under the Securities Act. None of our stockholders are entitled
to registration rights.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR
         INDEPENDENCE.

Other than the transactions discussed below, we have not entered into any
transaction nor are there any proposed transactions in which any of our
directors, executive officers, stockholders or any member of the immediate
family of any of the foregoing had or is to have a direct or indirect material
interest.

REAL PROPERTY

We currently maintain our corporate office at 30 Eliahu Miferrera St. Tel Aviv
69865 Israel, which has been donated free of charge from our President and
director, Mr. Amit Sachs.

STOCK TRANSACTIONS

Other than the transactions discussed below, we have not entered into any
transaction nor are there any proposed transactions in which any of our
directors, executive officers, stockholders or any member of the immediate
family of any of the foregoing had or is to have a direct or indirect material
interest.

On December 7, 2007, pursuant to the terms of a subscription agreement, we sold
2,000,000 shares of our common stock to Mr. Amit Sachs, our President and
Director, for cash payment to us of $0.00023 per share, or $459 in the
aggregate.

On December 7, 2007 pursuant to the terms of a subscription agreement, we sold
2,000,000 shares of our common stock to Mr. Moshe Basson, our Secretary,
Treasurer and Director, for cash payment to us of $0.00023 per share, or $459 in
the aggregate.

Our officers and directors may be considered promoters of the Company due to
their participation in and management of the business since its incorporation.

                                       23
<PAGE>
ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES.

AUDIT FEES

The aggregate fees billed during the fiscal years ended October 31, 2009 and
2008 by Alan Weinberg CPA for professional services and for the audit of our
annual financial statements, quarterly reviews of our interim financial
statements and services normally provided by the independent accountant in
connection with statutory and regulatory filings or engagements for these fiscal
periods were as follows:

                                         Year Ended                Year Ended
                                      October 31, 2008          October 31, 2009
                                      ----------------          ----------------
Alan Weinberg CPA Audit Fees               $    0                    $6,500
Audit Related Fees                         $    0                    $    0
Tax Fees                                   $    0                    $    0
All Other Fees                             $    0                    $    0
TOTAL                                      $    0                    $6,500 (1)

----------
(1)  Audit fees for year ended October 31, 2009 have not yet been billed to us
     yet

In the above table, "audit fees" are fees billed by our company's external
auditor for services provided in auditing our company's annual financial
statements for the subject year. "Audit-related fees" are fees not included in
audit fees that are billed by the auditor for assurance and related services
that are reasonably related to the performance of the audit review of our
company's financial statements. "Tax fees" are fees billed by the auditor for
professional services rendered for tax compliance, tax advice and tax planning.
"All other fees" are fees billed by the auditor for products and services not
included in the foregoing categories.

PRE APPROVAL POLICIES AND PROCEDURES

We do not have a separately designation Audit Committee. The Board of Directors
pre-approves all services provided by our independent auditors. All of the above
services and fees were reviewed and approved by the Board of Directors either
before or after the respective services were rendered.

The Board of Directors has considered the nature and amount of fees billed by
Alan Weinberg CPA, and believes that the provision of services for activities
related to the audit is compatible with maintaining Alan Weinberg CPA.

                                       24
<PAGE>
                                     PART IV

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES.

Exhibit                            Description
-------                            -----------

  3.1     Articles of Incorporation of Registrant. (1)

  3.2     Bylaws of Registrant. (1)

  4.1     Specimen Common Stock Certificate. (1)

  5.1     Legal Opinion and Consent of The O'Neal Law Firm, P.C. (1)

 10.1     Form of Subscription Agreement entered into between the Company and
          Amit Sachs on December 7, 2007. (1)

 10.2     Form of Subscription Agreement entered into between the Company and
          Moshe Basson on December 7, 2007. (1)

 10.3     Form of Subscription Agreement entered into in connection with the
          September 24, 2008 private placement. (1)

 23.1     Consent of Weinberg & Associates LLC. (1)

 23.2     Consent of The O'Neal Law Firm, P.C (incorporated in Exhibit 5.1). (1)

 24.1     Power of Attorney (contained on the signature page of the
          registration statement). (1)

 31.1     Certification of Principal Executive Officer pursuant to Section 302
          of the Sarbanes-Oxley Act of 2002. (2)

 31.2     Certification of Principal Financial Officer pursuant to Section 302
          of the Sarbanes-Oxley Act of 2002. (2)

 32.1     Certification of Principal Executive Officer Pursuant to 18 U.S.C.
          Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley
          Act of 2002. (2)

 32.2     Certification of Principal Financial Officer Pursuant to 18 U.S.C.
          Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley
          Act of 2002. (2)

----------
1.   Incorporated by reference to the Company's Registration Statement on Form
     S-1 filed on December 23, 2008

2.   Filed herewith

                                       25
<PAGE>
                                   SIGNATURES

In accordance with Section 13 or 15(d) of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned, there unto duly authorized, in Tel-Aviv, Israel on December 18,
2009.

                                  TRADEON, INC.


                                  By: /s/ Amit Sachs
                                     -------------------------------------------
                                  Name:  Amit Sachs
                                  Title: President and Director
                                         (Principal Executive Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this Report
has been signed below by the following persons on behalf of the registrant and
in the capacities indicated.


<TABLE>
<CAPTION>
      Signature                           Title                                 Date
      ---------                           -----                                 ----
<S>                              <C>                                       <C>

/s/ Amit Sachs                    President and Director                   December 18, 2009
----------------------------      (Principal Executive Officer)
Amit Sachs


/s/ Moshe Basson                  Secretary, Treasurer and Director        December 18, 2009
----------------------------      (Principal Financial and
Moshe Basson                      Accounting Officer)
</TABLE>


                                       26