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UNITED STATESSECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-K
  [×]
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended  December 31, 2009   or[   ]
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from  to Commission File Number: 000-25631
  AlphaTrade.com
 (Exact name of registrant as specified in its charter)
  NV
    
    98-0211652(State or other jurisdiction
    
    (IRS Employerof incorporation)
    
    Identification Number)
 930 West First Street, Ste 116, North Vancouver, BC
    
    V7P 3N4(Address of principal executive offices)
    
    (Zip Code)
 (604) 986-9866  Registrants telephone number, including area code
  Title of each class
	 
	 Name of each exchange on which registeredNone
  Title of each class
	 
	 Name of each exchange on which registeredCommon Stock, $.001 par value
	 
	 Over The Counter Bulletin Board
 Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
	 [  ]  Yes   [×]  NoIndicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
	 [  ]  Yes   [×]  NoIndicate 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   [  ]  NoIndicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
	 [×]  Yes   [  ]  NoIndicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) 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.
	 []
  [  ]
    
    Large accelerated filer
	
	[  ]
    
    Accelerated filer[  ]
    
    Non-accelerated filer
	
	[×]
    
    Smaller reporting company
 Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).
	 [  ]  Yes   [×]  No


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

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As of April 15, 2010, the aggregate market value of the registrants common stock held by non-affiliates of the registrant was approximately $72,883 based on  approximately  8,098,083  shares held by non affiliates at a price of $0.009 per share.   DOCUMENTS INCORPORATED BY REFERENCE: NONE    TABLE OF CONTENTS  PAGE PART I  ITEM 1.    Description of Business.                                           4 ITEM 1A.   Risk Factors                                                       6 ITEM 1B.   Unresolved Staff Comments                                         14 ITEM 2.    Properties.                                                       14 ITEM 3.    Legal Proceedings.                                                14 ITEM 4.    Reserved.                                                         16  PART II  ITEM 5.    Market for Common Equity Related Stockholder Matters And Issuer Purchases of Equity Securities.                                   16 ITEM 6.    Selected Financial Data                                           18 ITEM 7.    Management's Discussion and Analysis of Financial Condition and Results of Operations.                                            18 ITEM 7A.   Quantitative and Qualitative Disclosures About Market Risk.       22 ITEM 8.    Financials Statements And Supplementary Data.                     22 ITEM 9.    Changes In and Disagreements with Accountants on Accounting and Financial Disclosure.                                         22 ITEM 9A.   Controls and Procedures.                                          22 ITEM 9B.   Other Information.                                                23  PART III  ITEM 10.   Directors, Executive Officers and Corporate Governance.           23 ITEM 11.   Executive Compensation.                                           28 ITEM 12.   Security Ownership of Certain Beneficial Owners and               31 Management Related Stockholder Matters. ITEM 13.   Certain Relationships and Related Transactions, and Director Independence.                                        32 ITEM 14.   Principal Accountant Fees and Services                            34 ITEM 15.   Exhibits.                                                         36  Signatures                                                                   37        ITEM 1.   DESCRIPTION OF BUSINESS  Information Regarding Forward Looking Statements  AlphaTrade.com (the "Company" or "we" or "us" or "our") has made forward-looking statements (within the meaning of the Private Securities Litigation Reform Act of 1995) in this Annual Report on Form 10-K (the "Annual Report") that are not historical facts are "forward-looking statements" which can be identified by the use of terminology such as "estimates," "projects," "plans," "believes," "expects," "anticipates," "intends," or the negative or other variations, or by discussions of strategy that involve risks and uncertainties. We urge you to be cautious of the forward-looking statements, that such statements, which are contained in this Annual Report, reflect our current beliefs with respect to future events and involve known and unknown risks, uncertainties and other factors affecting our operations, market growth, services, products and licenses. No assurances can be given regarding the achievement of future results, as actual results may differ materially as a result of the risks we face, and actual events may differ from the assumptions underlying the statements that have been made regarding anticipated events. Factors that may cause actual results, our performance or achievements, or industry results, to differ materially from those contemplated by such forward-looking statements include without limitation:     1.  Our  ability  to attract  and retain  management,  and to  integrate  and maintain technical information and management information systems; 2.  Our ability to generate customer demand for our products; 3.  The intensity of competition; and 4.  General economic conditions.  Organizational History  AlphaTrade.com was originally incorporated in the State of Nevada on June 6, 1995 as Sierra Gold Development Corp. Our name was changed to Honor One Corporation on October 29, 1998. On January 6, 2001 the name was changed to AlphaTrade.com. In 2001 our common stock commenced trading on OTC Bulletin Board (the "OTCBB") under the symbol "EBNK". On January 14, 2002, our symbol changed to APTD after we effected a reverse split on a 1 for 50 basis. Unless otherwise indicated, share amounts set forth herein have been adjusted to reflect past stock splits.  Our headquarters  are  located  at  Suite  116 -  930 West 1st Street, North Vancouver, B.C.  V7P3N4, Canada.  Overview AlphaTrade began as a technology company focused on developing a web based stock quote service that was high quality, comprehensive and affordable. Over the years, we have augmented that product with other complimentary products.  The single most important element of our business is our ever expanding database.  Every person in our database has an interest in the markets, makes above average income, are independent thinkers, and are receptive to new ideas and products.  All of our products are created out of a demand that presented itself from market conditions.  Our real time stock quote service is a recognized and welcomed quality alternative to products offered by competitors that require signing long term agreements, they charge much higher prices and have complicated operating instructions. 4 Every new product we developed maintained our standard of high quality and affordability. As of this filing date, we have five diversified and unique revenue streams: real time stock quotes - E-Gate; financial information for websites - E-Trax; advertising, web design and web hosting services. We have three websites all providing information and services that compliment all of our products - www.alphatrade.com, www.zenobank.com and http://finance.alphatrade.com . Our targeted online digital advertising and marketing programs are designed to serve many functions - every company has a need to maximize their advertising dollars. Our marketing programs are multi-faceted - as visitors cruise our sites they will see many ads we have created.  If they have a further interest in the company profiled they will be able to conduct their own due diligence on that company either from E-gate, E-trax or from our finance site.  If a company decides to utilize our marketing programs to augment their investor relations or public relations program, we can provide them with E-Trax to ensure they are compliant from a regulatory point of view, and we can definitely give them a tremendous amount of exposure to a database that is proven to have an interest in publicly traded companies.  Our marketing programs are much more professional than most investor relations activities that are mainstream for smaller cap companies. Our own brand has become well recognized and trusted in the financial community.  Since January 1999 when we commenced operations, AlphaTrade has prided itself on its ability to evolve. Our mandate is to aggressively build our business in markets that are over charged and fraught with under-performers. Our entire digital advertising business evolved from a lack we noticed in the advertising industry - no one was specifically serving the needs of developing and emerging companies. We launched our advertising program to serve that need and to bring some professionalism to a tainted industry.  In the process, our operational costs have been lowered, our database is growing at a fast pace, our web traffic is soaring and our brand is becoming well recognized. This initiative has given us the opportunity to withstand the tremendous negative business environment of 2009.  In fact, yet again, AlphaTrade has emerged with a new marketing opportunity that emerged because of the business environment of 2009 when so many people have lost their job.  We have initiated a Home Based Business opportunity to allow people to work out of their homes and become sales people selling all of our products.  This is yet another example of business diversification that becomes a win win situation for everyone involved. Business Strategy Our marketing strategy is building products and creating services that can survive and prosper in all economic times especially those times that are most challenging. Our advertising programs are a significant portion of our revenue now and our web traffic is building constantly.   We aggressively market all of our products and services to the financial community. Our strongest revenue growth for 2009 came from our advertising programs and we expect this to continue into 2010. AlphaTrade's unique positioning in the marketplace is protected by a number of factors: reasonable price, targeted advertisement placement, high volume web traffic, valuable associations, strong networking ability, and worldwide audience. Our database is expanding as a direct result of our successful advertising promotions. This is generating new business for a variety of our products. 2009 has been a difficult business environment for all companies and we did experience a downturn in all facets of business throughout the year.  Since our products are very price conscious,  we were able to reduce the migration of clients and are beginning to notice a small resurgence of new business.  We fully expect a turbulent business environment over the next year but anticipate new business based on our price point, our large, targeted audience and our success rate for our advertising clients. All these factors favor growth even during a tumultuous business environment. 5 Our overall strategy reflects the attention we are paying to our revenue growth for 2010 and beyond. The Investor and Public relations business is very fragmented and needs some consolidation.  This is exactly the type of business environment that requires a multi-pronged approach to get sustained results.  AlphaTrade is partnering and networking to build an association of companies that work together to expand the reach and the exposure for all their clients.  This approach is providing us with access to new clients and new strategic alliances that provide new opportunities to sell all of our products and services.  Every one of our clients are exposed to all of our products and for the most part, can utilize more than one.  The Internet public is fickle and expects unique content, interesting material, and clear concise content.  For the most part, publicly traded companies cannot deliver this information in a form that is interesting to internet traffic so they do not have a lot of website traffic.  Our websites accomplishes this for them - people coming to our sites already know they are getting condensed information and if they find it interesting they will make the decision to visit the corporate website.  This approach alleviates a lot of unnecessary work for the company and ensure our clients are satisfied.  Our goal is to get long term clients by providing services that help them build their business Employees  We retain, through contracts with corporations, the services of two executive officers on a full time basis. In addition, through a Canadian management company, we employ nine employees/contractors. Our employees are not members of any union, nor have we entered into any collective bargaining agreements. We believe that our relationship with our employees is excellent. We are anticipating hiring additional employees/contractors in the next year to handle anticipated growth.  ITEM 1A.   RISK FACTORS.  You should  carefully  consider  the  risks  described  below  as well as other information provided  to you in this  document,  including  information  in the section  of  this  document  entitled  "Information  Regarding  Forward  Looking Statements." The risks and uncertainties  described below are not the only ones facing the Company.  Additional risks and uncertainties  not presently known to our company or that we  currently  believe are  immaterial  may also impair our business operations. If any of the following risks actually occur, our business, financial condition  or results of  operations could be  materially  adversely affected,  the value of our common stock could decline,  and you may lose all or part of your investment.  Risks related to our financial results --------------------------------------  We have a limited operating history and our limited operating history makes it difficult to evaluate our business and  prospects.  We commenced operations  in January 1999 and have conducted limited business operations since that time. As a result of our short operating history, we have only limited financial data and business information  with which to  evaluate  our  business  strategies,  past performance and an investment in our common stock.  As a company with a limited operating history,  there are substantial  risks,  uncertainties,  expenses and difficulties that we are subject to. You should  consider an  investment in our company in light of these risks,  uncertainties,  expenses and difficulties.  To address these risks and uncertainties, we must do the following:  o   Successfully execute our business strategy;  o   Continue to develop our products and services;  o   Respond to competitive developments; and  o   Attract, integrate, retain and motivate qualified personnel.  6  We may be unable to accomplish one or more of these objectives, which could cause our business to suffer. In addition, accomplishing one or more of these objectives might be very expensive, which could harm our financial results.  We have incurred significant losses since inception and anticipate that we will continue to incur losses for the foreseeable future.  As of December 31, 2009, we have incurred an accumulated net loss of approximately $41.7 million. Our management believes that while our business and products will be appealing to our current and future customers there is no assurance we will be able to successfully continue to increase our revenues or that our products will be accepted by the market. Furthermore, in light of our significant losses, we will need to generate significant revenues to achieve and sustain profitability. If we do achieve profitability, we may be unable to sustain or increase profitability on a quarterly or annual basis. Any of these factors could cause our stock price to decline.  Management believes that long-term profitability and growth will depend on its ability to: o   Develop the  reputation of  AlphaTrade as a successful  marketing and advertising company;  o   Successfully identify and exploit appropriate opportunities,  markets and products;  o   Develop viable strategic alliances; and  o   Maintain sufficient volume of inflow of advertising clients.   We will need to raise substantial additional capital to fund our operations, and our failure to obtain funding when needed may force us to delay, reduce or eliminate our products and services.  Our operations have consumed a substantial amount of cash since inception. We expect to continue to spend substantial amounts to: o   develop the  reputation of  AlphaTrade as a successful  marketing and advertising company;  o   maintain and increase the company's  human  resource  including  full time and consultant resources;  o   evaluate appropriate opportunities, markets and products; and  o   evaluate future products and areas for long term development.    To date, our additional sources of cash have been primarily limited to the sale of our securities and loans from related parties and outside sources. We cannot be certain that additional funding will be available on acceptable terms, if at all. To the extent that we raise additional funds by issuing equity securities or debt convertible debt securities, our stockholders may experience significant dilution. Any debt financing, if available, may involve restrictive covenants that impact our ability to conduct its business. If we are unable to raise additional capital, when required, or on acceptable terms, we may have to significantly delay, scale back or discontinue our products and services.    7  Risks Related to Our Business -----------------------------  There are many competitors in the data feed industry.  We expect competition to continue and intensify in the future. We also face competition from discount and full service brokerage firms that provide similar proprietary  services to their own customer bases.  The market may not continue to accept our products and our E-Gate  product.  We generate a large portion of our revenue from subscribers who pay monthly for the E-Gate service.  We do expect that  E-Gate  will  continue  to  account  for a substantial  portion of our  revenue  for  fiscal  2010.  Our future  financial performance will depend on increasing  acceptance of our current products and on the successful development, introduction and customer acceptance of new products and services.  As our subscriber  base  increases,  the amount of revenue from  advertising is expected  to  increase  and the amount we can charge for  advertising  increases because the specific  demographics of our  subscribers is highly  attractive for many companies.  If we are unable to continue to generate sufficient  revenues from our new products,  our business may be adversely  affected and the price of our stock may decline.  Outside factors may influence our growth and business development.  Outside factors may influence our growth and business development.  We expect to experience significant fluctuations in our future results of operations due to a variety of factors, many of which are outside of our control, including, but not limited to the following:  *     demand for and market acceptance of our products and services;  *     our efforts to expand into different industries;  *     introduction of new products and services by us or our competitors;  *     competitive factors that affect our pricing;  *     the mix of products and services we sell;  *     the timing and magnitude of our capital expenditures, including costs relating to the expansion of our operations;  *     hiring and retention of key personnel;  *     changes in generally accepted accounting policies, especially those related to the recognition of subscription revenue; and  *     new government legislation or regulation.  Any of the above factors could have a negative effect on our business and on the price of our  stock,  and we may have to  significantly  delay,  scale  back or discontinue our products and services.  Loss of key executives  and key  personnel  and  failure to  attract  qualified managers and employees could limit our growth and negatively impact our business operations.   8  If we lose our key executives and key personnel or fail to attract  qualified managers and employees, we may be unable to successfully operate our business. We depend on the  continued  contributions  of our  executive  officers  and other technical and marketing  personnel to work effectively as a team, to execute our business strategy and to manage our business. The loss of key personnel or their failure  to  work  effectively  could  have a  material  adverse  effect  on our business, financial condition and results of operations. We are not aware of any named executive officer or director who has plans to leave us or retire.  If we are unable to attract and retain  additional  qualified  personnel,  our future business may suffer.  Our business  strategy  requires us to attract and retain  additional  qualifiedtechnical and marketing  personnel.  We may experience  difficulty in recruitingqualified  personnel,  which is an  intensely  competitive  and  time  consumingprocess.  We may not be able to attract and retain the  necessary  personnel  toaccomplish  our  business   objectives  as  our  business  develops  and  grows.Accordingly,  we may  experience  constraints  that will  adversely  affect  ourability to satisfy future  customer demand in a timely fashion or to support ourcustomers and  operations.  This could cause an adverse  effect on our business,financial condition and results of operations. We will need to increase  the  size of our  organization,  and may  experience difficulties in managing  growth.  We are a small company with a small number of employees  as of  December  31,  2009.  We expect to  experience  a period  of significant expansion in headcount, facilities,  infrastructure and overhead and anticipate that further  expansion will be required to address  potential growth and  market   opportunities.   Future growth will  impose   significant  added responsibilities on  members of  management,  including  the need to  identify, recruit, maintain and integrate additional independent contractors and managers. Our future financial  performance and its ability to compete  effectively  will depend, in part, on our ability to manage any future growth effectively.  If we are unable to protect our intellectual  property  effectively,  we may be unable to prevent third parties from using our technologies  and methods,  which would impair our competitive advantage.  We do not believe that our operations or products infringe on the  intellectual property rights of others.  However, there can be no assurance that others will not assert  infringement or trade secret claims against our company with respect to our  current  or  future  technologies  or that any such  assertion  will not require us to enter into a license  agreement  or royalty  arrangement  with the party asserting  the claim.  Responding to and  defending  any such claims may distract  the  attention  of our  management  and have an adverse  effect on our business, financial condition and results of operations.  Others may claim in the future that we have infringed  their  past,  current or future  technologies.  We expect that participants in our markets  increasingly will be subject to infringement  claims as the number of competitors  grows. Any claim like this, whether meritorious or not, could be time-consuming, and result in costly  litigation and possibly  result in agreements  covering  intellectual property secrets and  technologies.  These agreements might not be available on acceptable terms or at all.  As a result, any claim  like this  could harm our business.  We regard the protection of our copyrights, service marks, trademarks, and trade secrets as  critical  to our  success.  We rely on a  combination  of  patent, copyright,  trademark,  service  mark and  trade  secret  laws  and  contractual restrictions to protect its proprietary  rights in products and services.  When  9  applicable,   we  will  enter  into  confidentiality  and  invention  assignmentagreements with employees and  contractors,  and  nondisclosure  agreements withparties we conduct  business with in order to limit access to and  disclosure ofour proprietary information.  These contractual arrangements and the other stepstaken to protect our intellectual  property may not prevent  misappropriation ofour  technology  or  deter  independent   third-party   development  of  similartechnologies.  We intend to pursue the  registration  of trademarks  and servicemarks  in the U.S.  and  internationally.  Effective  trademark,  service  mark,copyright and trade secret  protection  may not be available in every country inwhich its services  are made  available.  In addition,  the laws of many foreigncountries  do not  protect our  intellectual  property to the same extent as thelaws of the United  States.  Also,  it may be possible  for  unauthorized  thirdparties to copy or reverse  engineer  aspects of our products,  develop  similartechnology  independently or otherwise obtain and use information that we regardas proprietary.  Furthermore,  policing the  unauthorized use of our products isdifficult. We principally rely upon contractual restrictions to protect our technology. Our contracts may not provide significant  commercial protection or advantage to us, and the measures we take to maintain the  confidentiality  of our trade  secrets may be ineffective.  If we are unable to effectively protect our technology, our competitors may be able to copy  important  aspects of our  products or product message, which could undermine the relative appeal of our products to customers and thus could reduce our future sales.  Litigation may be necessary in the future to enforce our intellectual  property rights, to  protect  our trade  secrets or patents  that we may  obtain,  or to determine the  validity  and scope of the  proprietary  rights of others.  Such litigation  could result in  substantial  costs and  diversion of resources  and could have a material adverse effect on our future operating results.  We substantially rely on third party providers.    Our  future  success  for our  financial  products  depend  upon our  ability toaggregate and deliver  compelling  financial content over the Internet.  We relyheavily on third party content providers,  namely Thomson Reuters, Acquire MediaCorporation  and  Morningstar,  Inc.  Currently we have a one year contract withReuters  which calls for monthly  payments of $46,000,  a one year contract withAcquire Media  Corporation  which calls for monthly  payments of $3,500,  and anannual  contract  with  Hemscott,  Inc.  which was  subsequently  taken  over byMorningstar,  Inc.,  which  calls for  monthly  payments  of $5,000.  All of theaforementioned  contracts  provide for  automatic  renewal  unless both  partiesnegotiate  otherwise  or unless  the  provider  is unable to  deliver  the feed.Although  there are many  competitors to these feed suppliers and if necessary anew contract could be negotiated, a temporary disruption in these feed supplierscould  have a  negative  effect on our  business.  We also have  contracts  withvarious stock exchanges and market quotation services including Nasdaq, the PinkSheets, and the New York and Toronto exchanges.  We supply this exchange data toour  customers  on a  reimbursed  basis.  The loss of our data  feeds from theseexchanges and market  quotation  services  would  seriously  damage our customerrelations and likely result in a loss of our customers. We are subject to compliance with securities law, which exposes us to potential liabilities, including potential rescission rights as further described below.  We have periodically offered and sold our common stock to investors pursuant to certain exemptions from the registration  requirements of the Securities Act of 1933, as well as those of various state securities  laws. The basis for relying on such  exemptions is factual;  that is, the  applicability  of such exemptions  10  depends upon  our  conduct  and that of those  persons  contacting  prospective investors and making the offering.  In most of these sales, we have not received a legal opinion to the effect that these offerings were exempt from registration under any federal or state law. Instead, we have relied upon the operative facts as the basis for such exemptions,  including  information  provided by investors themselves.  If any prior offering did not qualify for such exemption, an investor would have the right to rescind its  purchase  of the  securities  if it so desired.  It is possible  that if an  investor  should  seek  rescission,  such  investor  would succeed.  A similar situation prevails under state law in those states where the securities may be offered  without  registration  in  reliance  on the  partial preemption from the  registration  or  qualification  provisions  of such state statutes under the National  Securities  Markets  Improvement  Act of 1996.  If investors were successful in seeking rescission,  we would face severe financial demands that could adversely  affect our business and operations.  Additionally, if we did not in fact qualify for the  exemptions  upon which it has relied,  we may become  subject to  significant  fines and penalties  imposed by the SEC and state securities agencies.  Our independent  auditors have expressed a going concern  qualification in their report dated May 7, 2010.  Our independent  auditors have expressed a going concern  regarding our company. Our  ability to  continue as a going  concern is  dependant  upon our ability to achieve a profitable  level of  operations.  We will need,  among other  things, additional  capital  resources.  Management's  plans include  concentrating  its efforts  on  increasing  our  subscriber  base and  increasing  our  advertising revenues.  We are also exploring the possibility of acquiring companies that are synergistic with our existing business.  However,  management cannot provide any assurances that we will be successful in accomplishing any of its plans.  The  availability  of a large number of  authorized  but unissued  shares of ourcommon  stock  may,   upon  their   issuance,   lead  to  dilution  of  existingstockholders.  We are authorized to issue 300,000,000 shares of our common stock and 10,000,000 shares of preferred stock, of which as of December 31, 2009,  53,756,023 shares of common  stock and  4,000,000  shares  of  preferred  stock  were  issued  and outstanding. In addition, we also have also issued warrants and stock options of which 47,105,000  are  outstanding  as of December 31, 2009, and 32,625,000 are exercisable  at a  weighted  average  exercise  price of $0.30 to  purchase  an equivalent amount of shares of common stock. Assuming exercise of these warrants and stock options,  we will be left with more than 214,000,000  authorized shares that remain  unissued.  These shares  may be issued by our Board of  Directors without further stockholder  approval.  The issuance of large numbers of shares, possibly at below market prices, is likely to result in substantial  dilution to the interests of other stockholders.  In addition, issuances of large numbers of shares may adversely affect the market price of our common stock.  Risks related to our common stock and its market value: -------------------------------------------------------  There is a limited market for our common stock which may make it more difficult for you to dispose of your stock. Our common stock has been quoted on the OTC Bulletin Board under the symbol APTD since January 15, 2001. There is a limited trading volume for our common stock.  Accordingly, there can be no assurance as to the liquidity of any markets that may develop for our common stock, the ability of holders of our common stock to sell our common stock, or the prices at which holders may be able to sell our common stock.  11  The price of our common stock is extremely volatile  and  investors  may not be able to sell their shares at or above their purchase price, or at all.  Our stock is presently traded on the OTC Bulletin  Board,  although there is no assurance that a viable market will  continue.  The price of our common stock in the public market is highly volatile and may fluctuate substantially because of:  *     actual or anticipated fluctuations in our operating results; *     changes in or failure to meet market expectations; *     conditions and trends in the financial data and content provider industry; and *     fluctuations  in  stock  market  price  and  volume,   which  are particularly  common among  securities of  technology  companies, particularly new start-up companies.  In  addition,  the  securities  markets  have  from  time  to  time  experienced significant price and volume  fluctuations  that are unrelated to the operating performance of  particular  companies.   These market  fluctuations  may  also materially and adversely affect the market price of the Company's common stock.  Our common  stock is  subject  to the  "penny  stock"  rules of the SEC and the trading market in our  securities is limited,  which makes  transactions  in our stock cumbersome and may reduce the value of an investment in our stock.  The Securities and Exchange Commission has adopted Rule 15g-9 which establishes the definition  of a "penny  stock,"  for the  purposes  relevant to us, as any equity security that has a market price of less than $5.00 per share or with an exercise price of less than $5.00 per share, subject to certain exceptions.  For any transaction involving a penny stock, unless exempt, the rules require:  o   that a broker or dealer approve a person's  account for  transactions in penny stocks; and  o   the broker or dealer receive from the investor a written agreement to the transaction, setting forth the identity and quantity of the penny stock to be purchased.  In order to approve a person's account for  transactions  in penny stocks,  the broker or dealer must:  o   obtain financial information and investment experience objectives of the person; and  o   make a reasonable determination that the transactions in penny stocks are suitable for that person and the person has sufficient  knowledge and experience in financial  matters to be capable of evaluating the risks of transactions in penny stocks.  The broker or dealer must also  deliver,  prior to any  transaction  in a penny stock, a disclosure  schedule  prepared by the Commission  relating to the penny stock market, which, in highlight form:  o   sets  forth  the  basis  on  which  the  broker  or  dealer  made the suitability determination; and  o   that the broker or dealer received a signed,  written  agreement from the investor prior to the transaction.    12  Generally, brokers may be less willing to execute  transactions  in  securities subject to the  "penny  stock"  rules.  This  may  make it more  difficult  for investors to dispose of our common stock and cause a decline in the market value of our stock.  Disclosure also has to be made about the risks of  investing in penny stocks in both public offerings and in secondary trading and about the commissions payable to both the broker-dealer and the registered representative,  current quotations for the securities and the rights and remedies available to an investor in cases of fraud in penny stock  transactions.  Finally, monthly  statements have to be sent disclosing recent price information for the penny stock held in the account and information on the limited market in penny stocks.  We do not expect to pay dividends in the future. Any return on investment may be limited to the value of our stock. We do not anticipate paying cash dividends on our stock in the foreseeable  future. The payment of dividends on our stock will depend on our  earnings,  financial  condition  and other  business and economic factors  affecting  our  company  at such  time as the  board of  directors  may consider  relevant.  If we do not pay dividends, our stock may be less valuable because  a  return  on your  investment  will  only  occur  if our  stock  price appreciates.  A sale of a substantial number of shares of our common stock may cause the price of its common stock to decline.  If our stockholders sell substantial amounts of our common stock in the public market, including shares issued upon the exercise of outstanding  options or warrants,  the market price of our common stock could fall. These sales also may make it more difficult for the Company to sell equity or equity-related  securities in the future at a time and price that the Company deems reasonable or appropriate. Stockholders who have been issued shares in the Acquisition will be able to sell their  shares  pursuant  to Rule 144 under the Securities Act of 1933, beginning one year after the stockholders acquired their shares.  The exercise of our outstanding warrants and options may depress our stock price  We currently  have  47,105,000 warrants  and options to purchase  shares of our common  stock  outstanding  as of December  31, 2009,  of which  32,625,000 are exercisable at a weighted  average exercise price of $0.30 as of equal date. The exercise of warrants and/or options by a substantial  number of holders within a relatively  short period of time could have the effect of depressing  the market price of our common stock and could impair our ability to raise capital  through the sale of additional equity securities.  We may need additional  capital  that could  dilute the  ownership  interest of investors.    We  require  substantial  working  capital  to fund  our  business.  If we raiseadditional funds through the issuance of equity,  equity-related  or convertibledebt  securities,  these  securities may have rights,  preferences or privilegessenior  to those of the  rights  of  holders  of our  common  stock and they mayexperience  additional dilution.  We cannot predict whether additional financingwill be available to us on favorable  terms when required,  or at all. Since ourinception,  we have experienced negative cash flow from operations and expect toexperience  significant  negative cash flow from  operations in the future.  Theissuance of additional  common stock by our  management,  may have the effect offurther diluting the  proportionate  equity interest and voting power of holdersof our common stock, including investors in this offering.   13  ITEM 1B.  UNRESOLVED STAFF COMMENTS  N/A  ITEM 2.   PROPERTIES    Our  executive  offices are  located at Suite 116  930 West 1st  Street,  NorthVancouver,   B.C.,  Canada,  in  a  8,207  square  foot  facility.   We  have  amonth-to-month sub-lease at a current monthly rent of $15,000. The lease expiresin December 30,  2011.  We house our  equipment  in a high-speed  infrastructureco-location  in  British  Columbia  to ensure  our  support  coverage  is manned24/7/365. We do not own any real estate. ITEM 3.   LEGAL PROCEEDINGS.  We are a defendant in a litigation case pending in the Supreme Court of British Columbia, Canada.  This action was filed on December 23, 2003 and is between Zacks Investment Services Inc. as Plaintiff and AlphaTrade.com as Defendant. The case number is  S036907.  The Plaintiff  alleges it is owed the sum of $279,664 pursuant to a licensing Agreement executed by the Plaintiff and the Defendant in 1999. We are vehemently defending our self against this claim. At the request of the Plaintiff,  we have submitted a settlement  proposal,  for the Plaintiff to accept the $14,758.58  currently held by the Court as payment in full,  which is currently outstanding.  During the year ending December 31, 2002, a company filed an action  against us in the Supreme Court of British Columbia,  Canada claiming  unspecified damages. We filed a  Statement  of  Defense in  August,  2002.  There has been no further developments in this action. We plan to vigorously defend ourselves.   Arena Media Networks LLC v. AlphaTrade.com Supreme Court of the State of New York, County of New York, Index No. 603406/06  Plaintiff Arena Media Networks LLC (Arena) commenced this action on or about October 15, 2007 by the filing of a Summons and Complaint.  In the Complaint, Arena asserts causes of action for breach of contract, account stated and unjust enrichment against the Company arising from the Companys alleged failure to pay sums purportedly due Arena pursuant to an agreement in which Arena agreed to place advertising for the Company.  The Company answered the Complaint on February 1, 2008.  In its Answer, the Company denies the material allegations of the Complaint and asserts numerous affirmative defenses.  This action is presently in the discovery stage.  The Company intends to vigorously defend this action.  Center Operating Company v. AlphaTrade.com, 68th Judicial District Court, Dallas County, Texas, Case No. 2009-156001-1  Plaintiff Center Operating Company ("COC") commenced this action against the Company on or about September 3, 2008 in the District Court of Dallas County, Texas, Case No. 2009-156001-1. In its Complaint, COC alleges a cause of action arising from the alleged breach of a Sponsorship Agreement, and seeks damages of $185,621.  The Company denies the allegations of the Complaint and intends to vigorously defend this action.   14 Sterling Mets, L.P. and Brooklyn Baseball Company, LLC v. AlphaTrade.com, Supreme Court of the State of New York, County of Queens Case No. 27541/2008  Plaintiff Sterling Mets, L.P. and Brooklyn Baseball Company, LLC ("Mets") commenced this action against the Company on or about November 12, 2008 in the Supreme Court of the State of New York, County of Queens. In its Complaint, Mets alleges a cause of action arising from the alleged breach of a Sponsorship Agreement, and seeks damages of $650,000.  On or about August 28, 2009, the plaintiff moved for summary judgment.  The Company opposed this motion and the motion was fully submitted and argued on December 11, 2009.  The plaintiffs motion for summary judgment was denied by the court.  The Company denies the allegations of the Complaint and intends to vigorously defend this action.  Equistock Incorporated and Nicholas Thomas v. AlphaTrade.com U.S.District Court for the Southern District of Texas, Houston Division Civil Action No. 4:09-CV-01645  Plaintiffs Equistock and Thomas ("Plaintiffs") initiated this action in April 2009 with the filing of their Original Petition in the state district courts of Harris County, Texas. The lawsuit arises from a marketing agreement between Equistock and AlphaTrade whereby AlphaTrade provided advertising and marketing services to Equistock on behalf of Equistock's client, Dalrada Financial, Inc. The Plaintiffs have asserted claims for breach of contract, quantum meruit, breach of the duty of good faith and fair dealing, and damage to business goodwill and are seeking $1.19 million in damages.  AlphaTrade has answered the Original Petition by denying these claims and removed the case to U.S. District Court for the Southern District of Texas, Houston Division. Additionally, AlphaTrade has asserted counterclaims against Plaintiffs for fraud, negligent misrepresentation, deceptive trade practices, fraudulent inducement, and breach of contract and is seeking approximately $257,000 in damages.  This action is currently in the discovery stage. AlphaTrade intends to vigorously defend the claims made against it and pursue its counterclaims.  Professional Bull Riders, Inc. v. AlphaTrade.com, United Stated District Court, District of Colorado, Case No. 08-cv-01017 (MSK)  On May 21, 2009, the Company entered into a Release and Settlement Agreement with PBR (the PBR Settlement Agreement), pursuant to which the Company and PBR agreed to settle all disputes and claims arising from and relating to the Companys sponsorship agreement with the PBR.  Pursuant to the PBR Settlement Agreement, the Company agreed to transfer an aggregate of 300,000 shares of common stock of two unrelated entities held for investment purposes by the Company.  In addition, the Company agreed to make payments to PBR, for each of its 2009, 2010 and 2011 fiscal years, equal to the lesser of $100,000 or 30% of the Companys net profit for each fiscal year. As of the end of December 31, 2009, there is no liability for any profit payment to PBR because the Company has a $4.9 million loss in 2009.  From  time  to  time  we may be a  defendant  and  plaintiff  in  various  legal proceedings arising in the normal course of our business. We are currently not a party to any material pending legal proceedings or government actions, including any bankruptcy,  receivership,  or similar proceedings . In addition, management is not aware of any known  litigation or liabilities  involving the operators of our properties that could affect our operations. Should any liabilities incurred  15  in the future,  they will be accrued based on management's  best estimate of the potential loss.  As such,  there  is no  adverse  effect  on our  consolidated financial   position,   results  of  operations  or  cash  flow  at  this  time. Furthermore, our management does not believe that there are any proceedings to which any of our directors,  officers, or affiliates, any owner of record of the beneficially or more than five percent of our common stock, or any associate of any such director,  officer, affiliate, or security holder is a party adverse to our company or has a material interest adverse to us.   ITEM 4.   RESERVED.    PART II  ITEM 5.   MARKET FOR COMMON EQUITY, RELATED STOCKHOLDERS MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.  Market Information  Currently, our common  stock is traded on the OTCBB and quoted under the symbol "APTD".  The high and low bid prices for the Common  Stock as  reported  by our content provider,  Reuters  Information Ltd. are listed below. The prices in the table reflect  inter-dealer  prices,  without  retail  mark-up,   mark-down  or commission and may not represent actual transactions.  2009 Fiscal Year - Quarterly Information  High              Low  First                                                0.04              0.02 Second                                               0.03              0.01 Third                                                0.03              0.01 Fourth                                               0.02              0.01  2008 Fiscal Year - Quarterly Information High              Low  First                                                0.24              0.125 Second                                               0.18              0.10 Third                                                0.17              0.05 Fourth                                               0.09              0.01  Holders    As of  December  31,  2009 there were 390  stockholders  of record of our commonstock.  This does not include an  indeterminate  number of shareholders  who mayhold their shares in "street name". Dividends  We have never declared any cash  dividends  and do not  anticipate  paying such dividends in the near  future.  We  anticipate  future  earnings,  if any, to be retained for use in our business. Any future determination to pay cash dividends will be at the  discretion of the Board of Directors and will be dependent  upon our results of operations,  financial conditions,  contractual restrictions, and other  factors  deemed  relevant  by the  Board of  Directors.  We are  under no contractual  restrictions  in  declaring  or paying  dividends  to our common or preferred shareholders. 16 We completed a 10% stock dividend to our shareholders of record on July 27, 2007. Sales of Unregistered Securities  The future sale of presently outstanding  "unregistered" and "restricted" common stock by present members of our  management and persons who own more than 5% of our  outstanding voting  securities may have an adverse effect on the trading market for our shares.  The following unregistered securities have been issued since January 1, 2009 and have been previously disclosed in our Form 10-QSB's unless otherwise noted:  Fiscal year ended December 31, 2009  Valued Date              No. of Shares     Title        At          Reason  March 2009          400,000         Common      $0.02       For services  Information  regarding our sales of our  unregistered  securities for the Fiscalyears ended December 31, 2009 and 2008,  other then what is set forth above, hasbeen previously  furnished in our Quarterly Reports on Form 10-Q and our CurrentReports on Form 8-K.  All of the above  offerings and sales were deemed to be exempt under rule 506 of Regulation D and/or Section 4(2) of the  Securities Act of 1933, as amended.  No advertising or general solicitation was employed in offering the securities. The offerings and sales were made to a limited  number of persons,  all of whom were accredited  investors,  business associates of our company or executive officers of our  company,  and  transfer  was  restricted  by us in  accordance  with the requirements  of the Securities Act of 1933. In addition to  representations  by the above-referenced  persons, we have made independent  determinations that all of the above-referenced  persons were accredited or sophisticated investors, and that they were  capable of analyzing  the merits and risks of their  investment, and  that  they   understood  the  speculative   nature  of  their   investment. Furthermore,  all of the  above-referenced  persons were provided with access to our Securities and Exchange Commission filings.  Purchases of Equity Securities by the Issuer and Affiliated Purchasers  None.  Other than the Plans below, we maintain no other equity  compensation plan pursuant to which we may grant equity awards to eligible persons.  The following table  summarizes our equity  compensation  plan information as of December 31, 2009.              17  Number of Shares Remaining Available for Future Issuance Number of Shares to                         Under Equity Be Issued upon      Weighted-Average   Compensation Plans Exercise of      Exercise Price of   (Excluding Shares Outstanding     Outstanding Options,    Reflected in Options, Warrants  Warrants and Rights      Column (a)) Plan Category(1)         and Rights)            (b)                  (c) -------------------- ------------------- -------------------  ----------------  Equity Compensation plans approved by stockholders              N/A                  N/A                N/A Equity Compensation plans not approved by stockholders        47,105,000             $0.30             14,480,000 Total              47,105,000             $0.30             14,480,000  ITEM 6.   SELECTED FINANCIAL DATA  N/A  ITEM 7.   MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS  Some  of  the  information  contained  in  this  Annual  Report  forward-looking statements (within the meaning of the Private  Securities  Litigation Reform Act of 1995) Some of the  statements  contained in this Annual Report on Form 10-K (the  "Annual  Report")  that  are not  historical  facts  are  "forward-looking statements"  which  can  be  identified  by  the  use  of  terminology  such  as "estimates,"   "projects,"   "plans,"  "believes,"   "expects,"   "anticipates," "intends," or the negative or other  variations,  or by  discussions of strategy that  involve  risks  and  uncertainties.  We  urge  you to be  cautious  of the forward-looking  statements,  that such statements,  which are contained in this Annual  Report,  reflect our current  beliefs with respect to future  events and involve known and unknown risks,  uncertainties  and other factors affecting our operations, market growth, services, products and licenses. No assurances can be given regarding the achievement of future results,  as actual results may differ materially  as a result of the risks we face,  and actual events may differ from the  assumptions  underlying  the  statements  that  have  been  made  regarding anticipated  events.  Factors that may cause actual results,  our performance or achievements,  or industry results, to differ materially from those contemplated by such forward-looking statements include without limitation:  1. Our ability to attract and retain management, and to integrate and maintain technical information and management information systems; 2. Our ability to generate customer demand for our products; 3. The intensity of competition;  and 4. General economic conditions.  Overview  We provide a broad array of financial  products and services  including in depth market information from all North American exchanges and many of the  exchanges  in the Middle East.  We seek to grow our  subscriber base by  expanding  to  other  geographic  markets  to  meet  the  needs  of our increasing  subscriber  base, to diversify the subscriber  revenue stream and to mitigate our exposure to regional economic downturns.  18 We expanded our core products to include  advertising  aimed at satisfying  the needs of small,  mid-sized and large businesses with a desire to target specific demographics. This advertising service is unique in that it is  entwined  within  the  financial  products  and presented to the viewer for long periods during each business day.  Critical Accounting Policies  Our discussion and analysis of our financial condition and results of operations are based upon our financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses. On an ongoing basis, we evaluate our estimates, including those related to uncollectible receivables, revenue recognition, deferred revenue, and contingencies. We base our estimates on historical performance and on various other assumptions that we believe to be reasonable under the circumstances. These estimates allow us to make judgments about the carrying values of assets and liabilities that are not readily apparent from other sources.  We believe the following accounting policies are our critical accounting policies because they are important to the portrayal of our financial condition and results of operations and they require critical management judgments and estimates about matters that may be uncertain. If actual results or events differ materially from those contemplated by us in making these estimates, our reported financial condition and results of operations for future periods could be materially affected.  Revenue Recognition  The Company recognizes subscription fees revenue and advertising revenue when the services have been provided. Revenues are recognized when they are realized, realizable and earned. Revenues are recognized on a pro-rata basis in consistent, equal increments over the term of contract.  Advertising revenues are often earned under contracts extending beyond a financial reporting period. The Company generally receives its monthly subscriptions in the month prior to the service being provided.  Accordingly the Company had deferred revenue of $524,383 and $737,010 at December 31, 2009 and 2008, respectively. Cost of sales is comprised of data feed expenses charged by various stock market exchanges. The Company had no customer which accounted for 10% of the revenue during the years ended December 31, 2009 and 2008.  The Company occasionally licenses its technology to some customers. The Company recognizes its license revenue over the term of the license. The Company also develops modified products for customers. The Company recognizes development revenue as the services are performed.  The Company records deferred revenue when it receives cash receipts in advance of performing the related service. These advance payments received are considered a current liability.      Accounts Receivable and Bad Debts  The Company estimates bad debts utilizing the allowance method, based upon past experience and current market conditions. At December 31, 2009 and 2008, the Company had an allowance for bad debts of $4,449 and $3,449, respectively.  Result of Operations for the twelve months ended December 31, 2009 and 2008  During the fiscal year ended December 31, 2009, total revenues were $4,542,531 which is a 25% decrease over fiscal 2008 sales of $6,075,031. The decrease in revenue is mainly from our subscription service and advertising program.  This decrease is directly attributable to the global financial market crisis impact and key employee loss.  Subscription revenues decreased to $2,435,251 from $3,027,619 in 2008 which is a 20% decrease. In 2009, to stop the decline in subscribers, we implemented a 15-month promotional program which effectively reduced user loss in comparison  with the rate of the financial market decline.  Advertising revenues decreased to $1,858,591 from $2,851,003 in 2008. Although we implemented premium exposure campaigns, the reduced financial activities in the market and the loss of key marketing personnel resulted in the 35% decrease in the advertising revenues.  Our cost of sales is primarily the cost to purchase and disseminate the financial content we provide our customers. For the calendar year ended December 31, 2009 the cost was  $1,545,606 compared to $1,854,268 in 2008. The percentage of cost of sales to subscription revenues was 63% in 2009 compared to 61% in 2008 due mainly to price increases from the major financial content providers. Most of our financial content costs are fixed, meaning that the data and exchange providers charge a flat monthly fee. As our subscription volume goes up our cost of sales does not go up proportionately.  Accordingly, as revenues increase in 2010 we expect the cost of sales percentage to decline. We also had $270 in other cost of sales in 2009 compared to $2,839 in 2008.  We have contracted with two companies for the services of two of the Companys officers and directors. The officers do not own these companies but the compensation earned by them is to the future benefit of the officers.  Under the terms of the contracts entered into in 2005 the companies are to continue to receive a base salary of  $240,000 each per year.  The contracts also provide for annual bonuses equal to the annual salary and for stock options based upon performance levels. The companies did not earn bonuses for 2008 and 2009. The total compensation expense to these entities was $480,000 in 2009 and $480,000 in 2008. The contract with one entity has terminated as of December 31, 2009 due to the passing away of the executive officer. We recognized a one time employee death benefit expense of $3,200,000 under the terms of the contract for that executive.  We incurred $342,190 in professional fees in 2009 compared to $1,127,880 in 2008. The sum of $8,000 and $479,451 of this expense was paid in shares of our common stock in 2009 and 2008, respectively. The shares were valued at market value.  Professional fees include fees paid to accountants, attorneys and investor relation firms. We have reduced our professional fees by 70% in 2009.  We recorded research and development expense of $257,075 for 2009 compared to $468,884 in 2008.  This is a 45% reduction in 2009 compared to 2008. This expense reflects the cost of creating our digital media promotions, website enhancements, and development  20 staff. This is what keeps us at the cutting edge of technology and ensures that our clients, both advertising and our monthly subscribers have the latest in Internet products at their disposal.  We expended $355,648 for marketing in 2009 compared to $678,551 in 2008. This decrease is mainly due to the cancellation of the sports partnerships and lower marketing activities.  Our general and administrative expenses increased by 93% in 2009 from $338,749 to $655,326. The increase was primarily due to office rental charges for additional operating expenses. We expect the general and administrative costs will remain the same level in 2010.  There were $134,468 realized losses in 2009 comparing with $223,068 realized loss in 2008 on sale of marketable securities. There were $892,896 and $792,956 realized losses for other-than-temporary impairment of marketable securities in 2009 and 2008 separately. This loss was a direct result of the decline in the financial markets due to a lower share price in the majority of marketable securities held by the Company.  There was a $240,000 loss on forgiveness of debt in 2009, pertaining to the Companys earlier write off of a liability in the amount of $240,000, compared with $307,974 gain on forgiveness of debt in 2008.  Total interest expenses were $238,527 and $374,397 in 2009 and 2008 separately. The decrease was mainly due to the related party 536653 B.C Ltd. reducing its loan interest rate from 20% to 3% as of July 1, 2009.  We realized a net loss of ($4,551,358) for the year ended December 31, 2009 compared to a net income of $41,413 for the year ended December 31, 2008. Included in the net loss for 2009 and the net income for 2008 was $8,000 and $770,113 respectively as the value of options and shares issued for services, $892,896 and $792,956 respectively as the Other-than-temporary impairment of marketable securities. Excluding these non-cash expenses, the net loss for 2009 and net income for 2008 would have been ($3,650,462) and $1,604,482, respectively. We are trying to minimize the practice of issuing shares of stock for services.  Liquidity and Capital Resources.  There was no financing from capital raising activity in 2009, compared to $197,500 through private equity offerings in 2008. For the twelve months ended December 31, 2009 we used net cash of $167,672 compared to $582,574 for the same period of 2008 in our operating activities. We had net proceeds from investment activity of $175,919 and $270,384 in 2009 and 2008, respectively.  We expect that our 2010 cash inflows from operations may not be adequate to cover cash out-flows from operations. We expect that we will need to raise approximately $1,000,000 from either increased advertising revenues, a private placement of our common stock or a loan to meet these commitments.   We are continually investigating acquisition targets and our stock may be required as part of the consideration for any acquisition.   We currently have no material commitments for capital requirements. We believe that our capital inflows and our equipment infrastructure is adequate to handle the expected growth in 2010.  We are not aware of any material trend, event or capital commitment, which would potentially adversely affect liquidity. In the event a material trend develops, we believe we will have sufficient funds available to satisfy working capital needs through debt or from funds received from equity sales.  Recent Accounting Pronouncements  In January 2010, the FASB issued Accounting Standards Update 2010-02, Consolidation (Topic 810): Accounting and Reporting for Decreases in Ownership of a Subsidiary. This amendment to Topic 810 clarifies, but does not change, the scope of current US GAAP. It clarifies the decrease in ownership provisions of Subtopic 810-10 and removes the potential conflict between guidance in that Subtopic and asset derecognition and gain or loss recognition guidance that may exist in other US GAAP. An entity will be required to follow the amended guidance beginning in the period that it first adopts FAS 160 (now included in Subtopic 810-10). For those entities that have already adopted FAS 160, the amendments are effective at the beginning of the first interim or annual reporting period ending on or after December 15, 2009. The amendments should be applied retrospectively to the first period that an entity adopted FAS 160. The Company does not expect the provisions of ASU 2010-02 to have a material effect on the financial position, results of operations or cash flows of the Company.  In January 2010, the FASB issued Accounting Standards Update 2010-01, Equity (Topic 505): Accounting for Distributions to Shareholders with Components of Stock and Cash (A Consensus of the FASB Emerging Issues Task Force). This amendment to Topic 505 clarifies the stock portion of a distribution to shareholders that allows them to elect to receive cash or stock with a limit on the amount of cash that will be distributed is not a stock dividend for purposes of applying Topics 505 and 260. Effective for interim and annual periods ending on or after December 15, 2009, and would be applied on a retrospective basis. The Company does not expect the provisions of ASU 2010-01 to have a material effect on the financial position, results of operations or cash flows of the Company.  In December 2009, the FASB issued Accounting Standards Update 2009-17, Consolidations (Topic 810): Improvements to Financial Reporting by Enterprises Involved with Variable Interest Entities. This Accounting Standards Update amends the FASB Accounting Standards Codification for Statement 167. (See FAS 167 effective date below.)  In December 2009, the FASB issued Accounting Standards Update 2009-16, Transfers and Servicing (Topic 860): Accounting for Transfers of Financial Assets. This Accounting Standards Update amends the FASB Accounting Standards Codification for Statement 166. (See FAS 166 effective date below)  In October 2009, the FASB issued Accounting Standards Update 2009-15, Accounting for Own-Share Lending Arrangements in Contemplation of Convertible Debt Issuance or Other Financing. This Accounting Standards Update amends the FASB Accounting Standard Codification for EITF 09-1. (See EITF 09-1 effective date below.)        22 In October 2009, the FASB issued Accounting Standards Update 2009-14, Software (Topic 985): Certain Revenue Arrangements That Include Software Elements. This update changed the accounting model for revenue arrangements that include both tangible products and software elements. Effective prospectively for revenue arrangements entered into or materially modified in fiscal years beginning on or after June 15, 2010. Early adoption is permitted. The Company does not expect the provisions of ASU 2009-14 to have a material effect on the financial position, results of operations or cash flows of the Company.  In October 2009, the FASB issued Accounting Standards Update 2009-13, Revenue Recognition (Topic 605): Multiple-Deliverable Revenue Arrangements. This update addressed the accounting for multiple-deliverable arrangements to enable vendors to account for products or services (deliverables) separately rather than a combined unit and will be separated in more circumstances that under existing US GAAP. This amendment has eliminated that residual method of allocation. Effective prospectively for revenue arrangements entered into or materially modified in fiscal years beginning on or after June 15, 2010. Early adoption is permitted. The Company does not expect the provisions ofASU 2009-13 to have a material effect on the financial position, results of operations or cash flows of the Company.  In September 2009, the FASB issued Accounting Standards Update 2009-12, Fair Value Measurements and Disclosures (Topic 820): Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent). This update provides amendments to Topic 820 for the fair value measurement of investments in certain entities that calculate net asset value per share (or its equivalent). It is effective for interim and annual periods ending after December 15, 2009. Early application is permitted in financial statements for earlier interim and annual periods that have not been issued. The Company does not expect the provisions of ASU 2009-12 to have a material effect on the financial position, results of operations or cash flows of the Company.  In July 2009, the FASB ratified the consensus reached by EITF (Emerging Issues Task Force) issued EITF No. 09-1, (ASC Topic 470) "Accounting for Own-Share Lending Arrangements in Contemplation of Convertible Debt Issuance" ("EITF 09-1"). The provisions of EITF 09-1, clarifies the accounting treatment and disclosure of share-lending arrangements that are classified as equity in the financial statements of the share lender. An example of a share-lending arrangement is an agreement between the Company (share lender) and an investment bank (share borrower) which allows the investment bank to use the loaned shares to enter into equity derivative contracts with investors. EITF 09-1 is effective for fiscal years that beginning on or after December 15, 2009 and requires retrospective application for all arrangements outstanding as of the beginning of fiscal years beginning on or after December 15, 2009. Share-lending arrangements that have been terminated as a result of counterparty default prior to December 15, 2009, but for which the entity has not reached a final settlement as of December 15, 2009 are within the scope. Effective for share-lending arrangements entered into on or after the beginning of the first reporting period that begins on or after June 15, 2009. The Company does not expect the provisions of EITF 09-1 to have a material effect on the financial position, results of operations or cash flows of the Company.  ITEM 7A.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK  N/A   23 ITEM 8.   FINANCIAL STATEMENTS  Financial statements as of and for the fiscal years ended December 31, 2009 and 2008 been examined to the extent indicated in their report by Sadler, Gibb & Associates independent certified public accountants, and have been prepared in accordance with Generally Accepted Accounting Principles and pursuant to Regulation S-K as promulgated by the SEC. The aforementioned financial statements are included herein under Item 14 starting with page F-1.   ITEM 9.   CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.  None.   ITEM 9A.  CONTROLS AND PROCEDURES.  Managements Report on Internal Control over Financial Reporting  Our management is responsible for establishing and maintaining adequate internal control over financial reporting. Our internal control system was designed to provide reasonable assurance to our management and Board of Directors regarding the preparation and fair presentation of published financial statements.  Our management assessed the effectiveness of our internal control over financial reporting as of December 31, 2009. In making this assessment, it used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control--Integrated Framework Based on our assessment we believe that, as of December 31, 2009, our internal control over financial reporting is effective based on those criteria.  This annual report does not include an attestation report of the Company's registered 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  As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of management, including our Chief Executive Officer and our Principal Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934. Based upon that evaluation, our chief executive officer and principal financial officer concluded that our disclosure controls and procedures are effective to cause the material information required to be disclosed by us in the reports that we file or submit under the Exchange Act to be recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms.  There have been no significant changes in our internal controls or in other factors which could significantly affect internal controls subsequent to the date we carried out our evaluation.       ITEM 9B.  OTHER INFORMATION.  None  PART III  ITEM 10. DIRECTORS,  EXECUTIVE OFFICERS, AND CORPORATE   The following table sets forth information regarding our directors and executive officers as of December 31, 2009:  Name         Age                    Position               Director Since ------------------- --- ----------------------------------------- --------------  Gordon J. Muir*     56     Founder, Chairman, Chief Executive      October 1999 Officer, President and Director Katharine Johnston* 56     Vice-President                          January 2005 Director Lisa McVeigh*       46     Director                                January 2000  *  Member of the audit committee  The term of office  of each  director  of the  Company  ends at the next  annual meeting of the  Company's  stockholders  or when such  director's  successor  is elected  and  qualifies.  No date for the  annual  meeting  of  stockholders  is specified in the Company's bylaws or has been fixed by the Board of Directors.  The following  information sets forth the backgrounds and business experience of the directors, executive officers and key employees:  GORDON MUIR has served as a Director of  AlphaTrade  since  October 21, 1999. He became Chief Executive Officer in February, 2000 and resigned from that position and was appointed Chief Technology  Officer in January,  2004. Mr. Muir was reappointed as the President and Chief Executive Officer on August 10th, 2009 due to the illness of Ms. Penny Perfect our former President & CEO. Mr. Muir has been an independent  investor and business  consultant since 1990. He was the founder of Navmaster  Technologies,  a company  credited with  developing  the first GPS charting  systems for the Marine  Industry that relied on optical imaging rather than computers.  He has over 16 years experience in senior level management in a variety of business mainly in the automotive and industrial industries.   KATHARINE  JOHNSTON  was  appointed  as a  Director  in  January,  2005.  As the principal  financial  officer and  VP-Business  Operations  of  AlphaTrade  Mrs. Johnstonoversees all AlphaTrade financial transactions and department heads, as well as interagency  relationships  with accountants and lawyers.  Mrs. Johnston has been with AlphaTrade since its inception in 1999 and was appointed  managing director in January 2005 and VP-Business Operations in February,  2007. Prior to AlphaTrade,  Mrs. Johnston was a self-employed administrator and legal assistant for over  fifteen  years.  Knowledgeable  in  British  Columbia  securities  and regulatory  issues,  Mrs.  Johnston  sat on many  financial  boards and has vast experience  in the  administration  and  management  of public  companies.  Mrs. Johnstonattended the University of British Columbia.  LISA McVEIGH has served as a Director  since January 21, 2000.  Ms.  McVeigh held the position of  Financial  Officer  with  British  Columbia  Film for over fourteen years and now is a Financial Consultant.  Ms. McVeigh serves on the audit committee for AlphaTrade.com.  Family Relationships  Penny  Perfect,  our  former CEO,  President,  Chairman  and a member  of our  board of directors passed away on December 27, 2009.  She and Gordon Muir, our CEO and a member of our board of directors, were married to each other and both are founding members of Alphatrade.com. There are no other family relationships between any other Directors or executive Officers. With the exception of the foregoing, none of the other  directors and executive officers are related by blood, marriage or adoption.  Board Leadership Structure and Role in Risk Oversight  Although we have not adopted a formal policy on whether the Chairman and Chief Executive Officer positions should be separate or combined, we have traditionally determined that it is in the best interests of the Company and its shareholders to combine these roles. Mr. Muir currently serves as our Chairman and Chief Executive Officer. Due to the small size and early stage of the Company, we believe it is currently most effective to have the Chairman and Chief Executive Officer positions combined.  Our Audit Committee is primarily responsible for overseeing our risk management processes on behalf of our board of directors.The Audit Committee receives and reviews periodic reports from management, auditors, legal counsel, and others, as considered appropriate regarding our companys assessment of risks. In addition, the Audit Committee reports regularly to the full Board of Directors, which also considers our risk profile. The Audit Committee and the full Board of Directors focus on the most significant risks facing our company and our companys general risk management strategy, and also ensure that risks undertaken by our Company are consistent with the Boards appetite for risk. While the Board oversees our companys risk management, management is responsible for day-to-day risk management processes. We believe this division of responsibilities is the most effective approach for addressing the risks facing our company and that our Board leadership structure supports this approach.  Board Committees  At this  time,  other  then an audit  committee,  the board  has no  committees, including  nominating or  compensation  committee,  but we intend to create such committees following the annual meeting and election of directors.  Audit Committee  The members of the audit committee are Gordon Muir, Katharine  Johnston and Lisa McVeigh.  Code of Ethics  We adopted a Code of Ethics (the "Code of Ethics")  applicable  to our principal executive,  financial  and  accounting  officer and persons  performing  similar functions.  In addition, the Code of Ethics applies to our employees,  officers, directors, agents and representatives.  The Company's Code of Ethics is intended to  comply  with the  rules  and  regulations  of the  Securities  and  Exchange Commission  and the  rules of the  NASDAQ  Stock  Market.  The Code of Ethics is available,  at no cost,  from the  Company  upon  written  request to  Katharine Johnston,  VP Business  Development of AlphaTrade.Com,  and a copy is annexed as Exhibit 14 to the  Company's  Annual Report filed on Form 10-KSB with the SEC on March 31, 2006.  Compliance with Section 16 of the Exchange Act.  Section 16(a) of the Exchange Act requires our  directors,  officers and persons who own more than 10% of a  registered  class of our equity  securities  to file reports of ownership and changes in ownership  with the  Securities and Exchange Commission.  Directors,  officers and greater than 10% shareholders are required by SEC  regulations  to furnish us with copies of all  Section  16(a) forms they file.  Based solely upon our review of the copies of such forms that we received during the fiscal year ended  December 31, 2009, we believe that each person who at any time during the fiscal year was a director,  officer or beneficial  owner of more than 10% of our common  stock  complied  with all Section  16(a)  filing requirements during such fiscal year.  Director Compensation  The following table sets forth with respect to the named director,  compensation information  inclusive  of equity  awards and  payments  made in the fiscal year ended December 31, 2009.  <TABLE> <CAPTION> Fees                                Change in Earned                             Pension Value or                  Non-Equity        and Paid                 Incentive    Nonqualified in   Stock  Option    Plan         Deferred       All Other Cash  Awards Awards Compensation  Compensation   Compensation   Total Name                    ($)    ($)    ($)       ($)         Earnings         ($)         ($) (a)                     (b)    (c)    (d)       (e)            (f)         (g) (5)       (h) --------------------- ------- ------ -----  ------------  -------------  ------------  -------- <S>                   <C>     <C>    <C>    <C>           <C>            <C>           <C> Penny Perfect (1)       --     --     --            --            --            --        -- Gordon Muir (2)         --     --     --            --            --            --        -- Katharine Johnston (3)  --     --     --            --            --            --        -- Lisa McVeigh (4)        --     --     --            --            --            --        -- </TABLE>   (1) Ms. Perfect appointed as a director of the Company effective as of October 21, 1999. (2) Mr. Muir appointed as a director of the Company effective as of October 21, 1999. (3) Ms. Johnston appointed as a director of the Company effective as of January 31, 2005. (4) Ms. McVeigh appointed as a director of the Company effective as of January 21, 2000. (5) With the exception of reimbursement of expenses incurred by our named executive officers during the scope of their employment, none of the named executive received any other compensation, perquisites, personal benefits in excess of $10,000. (6) See Executive Compensation table below for the total amount of compensation received by Ms. Perfect and Mr. Muir in their capacities as our executive officers.  Directors  that are  non-officers  of the Company do not receive a cash retainer annually nor do they receive any remuneration for attendance at a board meeting, other than reimbursement for travel expenses.    ITEM 11.  EXECUTIVE COMPENSATION  The following table provides certain summary information concerning compensation awarded  to,  earned by or paid to our Chief  Executive  Officer and other named executive  officers and  directors of our Company  whose total annual salary and bonus exceeded  $100,000  (collectively,  the "named  officers") for fiscal years ended December 31, 2009 and December 31, 2008.   SUMMARY COMPENSATION TABLE  Long-Term and Other Annual Compensation                 Compensation -------------------------------     -------------------------- Number of Name and                                     Other   Securities    All Other Principal         Fiscal                     Annual  Underlying    Compensation Positions         Year   Salary(1)   Bonus   Comp    Options ---------------------------------------------------  --------------------------- Gordon J. Muir    2009   $240,000 CEO & President   2008   $240,000             --     --          ----- Chairman  Penny Perfect     2009   $240,000 Deceased          2008   $240,000             --     --          -------   (1)   We have  contracted  with two companies for the services of above noted officers and  directors.  These  companies are not owned by the officers but the compensation earned by them is to the future benefit of the officers.  The management fees for 2009 are accrued and remain unpaid. With the  exception  of  reimbursement  of  expenses  incurred  by our named executive  officers during the scope of their  consultancy  none  of  the  named  executives  received  any  other   compensation,  perquisites, personal benefits in excess of $10,000.  In addition,  we do not have either (i) a plan that  provides for the payment of retirement  benefits,   or  benefits  that  will  be  paid  primarily  following retirement,  including but not limited to  tax-qualified  defined benefit plans, supplemental  executive  retirement plans,  tax-qualified  defined  contribution plans  and  nonqualified  defined  contribution  plans,  nor (ii) any  contract, agreement, plan or arrangement,  whether written or unwritten, that provides for payment(s)  to  any  of  our  named  executive  officers  at,  following,  or in connection with the resignation,  retirement or other  termination of any of our named  executive  officers,  or in connection  with the change in control of our company  or a change in any of our named  executive  officers'  responsibilities following  a change in  control,  with  respect  to each of our named  executive officers.  OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END  The following table sets forth information with respect  concerning  unexercised options; stock that has not vested; and equity incentive plan awards for each of our  named  executive  officers  outstanding  as of the end of our to  grants of options to purchase our common stock under our Stock Incentive Plan to the named executive officers during the fiscal year ended December 31, 2009.  <TABLE> <CAPTION> Option Awards                                                           Stock Awards ------------------------------------------------------------------------------  ------------------------------------------------ Equity        Equity Incentive     Incentive Plan      Plan Awards: Market     Awards:      Market or Equity                                           Value       Number        Payout Incentive                                            of          of          Value Plan                                            Shares     Unearned         of Awards:                               Number        or       Shares,       Unearned Number                              of Shares    Units      Units or      Shares, Number of     Number of          of                                or Units       of        Other        Units or Securities    Securities     Securities                            of Stock     Stock       Rights        Other Underlying    Underlying     Underlying                              That        That        That         Rights Unexercised   Unexercised    Unexercised      Option                  Have        Have        Have       That Have Options       Options        Unearned      Exercise     Option       Not        Not         Not           Not ($)           ($)          Options         Price    Expiration    Vested     Vested      Vested        Vested Name        Exercisable  Unexercisable       (#)            ($)        Date        ($)        ($)         (#)           ($) ------------------------------------------------------------------------------  ----------  ---------  ----------   ----------- <S>           <C>          <C>           <C>             <C>        <C>         <C>         <C>        <C>          <C> Penny         14,500,000        750,000         --        $0.42          --        --          --         --            -- Perfect Gordon Muir       14,500,000        750,000         --        $0.42          --        --          --         --            -- </TABLE>  Employment Agreements  Effective  November  1, 2005 we  executed  Consulting  Agreements  with  Jupiter Consultants, Inc. for the services of Penny Perfect and Micro-American, Inc. for the services of Gordon Muir for a three year term ending  October 31, 2008.  The contracts will automatically  renew unless terminated by giving notice by either party.  The contracts  provide for the same  compensation to each of Ms. Perfect and Mr. Muir as noted below.  (a) Base Salary at a monthly  rate of at least US $20,000 to be renewed annually to be paid in either cash or our common shares.  (b) an annual bonus of two hundred  thousand  (200,000)  common  shares issued by December  31st of each year of the  agreement  beginning  December 31, 2005 and this  amount may be  upwardly  amended at the  election of the Board of Directors.  The bonus will increase to one million  (1,000,000)  shares annually when AlphaTrade's gross annual revenue reaches $5,000,000.  (c) In  addition,  when  AlphaTrade  reaches  gross  annual  revenue of $10,000,000 AlphaTrade will grant an option to purchase two million five hundred thousand (2,500,000) common shares of AlphaTrade's  restricted common stock with an exercise price of $0.40 per share.  (d) Cash Bonus.  For each full  fiscal year beginning  January 1, 2006, the consultants  will be eligible to earn an annual cash bonus in such amount as shall be determined by the Board of Directors  based on the  achievement  by the Company of  performance  goals  established  by Management  for each such fiscal year, which may include targets related to the earnings before interest,  taxes, depreciation  and  amortization  ("EBITDA") of the Company;  provided,  that the Annual Bonus shall be no less than the annual base compensation.   ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT  The  following  table  sets  forth  certain  information  concerning  the  stock ownership  as of  April 15, 2010,  of each  person  who is  known to be the beneficial  owner  of  more  than  5% of our  common  stock;  held  directly  or indirectly by each director;  or by each person who was our executive officer or director  during the fiscal year ended  December 31, 2009,  and by our directors and executive officers as a group.  Shares Beneficially Name of Beneficial Owner               Owned(1)                Percent (2)  The Estate of Penny Perfect           22,941,620 (3)          33% c/o AlphaTrade.com Suite 116  930 West 1st Street North Vancouver, B.C.  Gordon Muir                            22,716,320 (4)          33% c/o AlphaTrade.com Suite 116  930 West 1st Street North Vancouver, B.C.  Katharine Johnston                       none c/o AlphaTrade.com Suite 116  930 West 1st Street North Vancouver, B.C.  Lisa McVeigh                             none c/o AlphaTrade.com Suite 116  930 West 1st Street North Vancouver, B.C.  All current directors and named        45,657,940              66% officers as a group (3 in all)   (1) The shares are held in various private companies in which the officer may or may not hold a minority interest. Ms. Perfect and Mr. Muir are spouses. Accordingly, each spouse's holdings may also be deemed to be beneficially owned by the other. (2) Percentage ownership is based upon 53,756,023 shares of common stock outstanding on December 31, 2009 and is calculated separately for each person on the basis of the actual number of outstanding shares beneficially owned as of December 31, 2009 and assumes the conversion of preferred shares held by such person (but not by anyone else). (3) Includes direct and indirect ownership of common shares and includes 5,000,000 shares to be issued upon the conversion of A Series preferred Shares and 10,000,000 shares to be issued upon the conversion of B series preferred shares. (4) Includes direct and indirect ownership of common shares and includes 5,000,000 shares to be issued upon the conversion of A Series preferred shares and 10,000,000 shares to be issued upon the conversion of B series preferred shares.  Equity Compensation Table  The following table  summarizes our equity  compensation  plan information as of December 31, 2009.  Number of Shares Remaining Available for Future Issuance Number of Shares to                         Under Equity Be Issued upon     Weighted-Average   Compensation Plans Exercise of     Exercise Price of   (Excluding Shares Outstanding    Outstanding Options,    Reflected in Options, Warrants  Warrants and Rights      Column (a)) Plan Category(1)         and Rights)           (b)                   (c) --------------------  ----------------  -------------------  -------------------  Equity Compensation plans approved by stockholders           N/A                   N/A               N/A Equity Compensation plans not approved by stockholders        32,625,000             $0.30             14,480,000 Total             32,625,000             $0.30             14,480,000  ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE  Certain  Relationships  And  Related  Transactions:   Transactions  With  Related Persons, Promoters And Certain Control Persons  During the year ended December 31, 2009, two companies owned for the benefit of the two officers of the Company accrued management fees of $480,000 which was recorded as related party compensation.  Related  party  payables at December  31,  2009  consisted  of the following:  Officer bonuses                    $   78,000 Officer accrued wages                 863,266 Loan advances                       1,615,300 Officer Death benefit liability     3,200,000 ---------- $5,756,566 ==========  There have not been any other transactions or proposed transactions during the fiscal years ended December 31, 2009 and 2008, to which we were or is are to be a party, in which our officers, directors or nominees had or are to have a direct or indirect material interest.  Review, Approval or Ratification of Transactions with Related Persons  We  believe  that the terms of all of the above  transactions  are  commercially reasonable  and no less  favorable  to us than we could  have  obtained  from an unaffiliated  third party on an arm's length basis. Our policy requires that all related parties recuse  themselves from  negotiating and voting on behalf of our company in connection with related party transactions.  Parents  Not applicable  Promoter and Certain Control Persons  Not applicable.  CORPORATE GOVERNANCE  Board Determination of Independence -----------------------------------  Our board of directors has determined that Lisa McVeigh is "independent" as that term is defined by the National  Association  of  Securities  Dealers  Automated Quotations ("NASDAQ"). Under the NASDAQ definition, an independent director is a person who (1) is not  currently  (or whose  immediate  family  members  are not currently),  and has not been over the past  three  years  (or  whose  immediate family  members  have not  been  over the past  three  years),  employed  by the company; (2) has not (or whose immediate family members have not) been paid more than  $60,000  during the current or past three  fiscal  years;  (3) has not (or whose immediately  family has not) been a partner in or controlling  shareholder or executive  officer of an  organization  which the company made, or from which the  company  received,  payments  in excess of the greater of $200,000 or 5% of that organizations  consolidated gross revenues, in any of the most recent three fiscal years; (4) has not (or whose immediate family members have not), over the past three years been employed as an executive  officer of a company in which an executive  officer  of  AlphaTrade  has  served on that  company's  compensation committee;  or (5) is not currently (or whose  immediate  family members are not currently),  and has not been over the past  three  years  (or  whose  immediate family  members  have  not  been  over  the  past  three  years)  a  partner  of AlphaTrade's  outside auditor. A director who is, or at any time during the past three years,  was employed by the Company or by any parent or  subsidiary of the Company, shall not be considered independent.  Board of Directors Meetings and Attendance ------------------------------------------  The Board of Directors  has  responsibility  for  establishing  broad  corporate policies  and  reviewing  our  overall   performance   rather  than   day-to-day operations.  The primary  responsibility of our Board of Directors is to oversee the  management of our company and, in doing so, serve the best interests of the company and our  stockholders.  The Board of Directors  selects,  evaluates  and provides for the  succession of executive  officers and,  subject to stockholder election,   directors.   It  reviews  and  approves  corporate   objectives  and strategies, and evaluates significant policies and proposed major commitments of corporate resources.  Our Board of Directors also participates in decisions that have a potential  major  economic  impact on our company.  Management  keeps the directors informed of company activity through regular communication,  including written reports and presentations at Board of Directors and committee meetings.  We have no formal policy regarding director  attendance at the annual meeting of stockholders,  although all directors are expected to attend the annual  meeting of  stockholders  if they are able to do so.  The  board  of  directors  held approximately 5 meetings  in 2009 either in person or  telephonic.  During both all of the board meetings,  all four  board  members  were  present,  either  by person or on the telephone in the case of the telephonic meetings.    ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES  The following is a summary of the fees billed to us by Chisholm, Bierwolf & Nilson,  LLC,HJ & Associates LLC and Sadler, Gibb& Associates for professional services  rendered for the fiscal years  ended December 31, 2009 and December 31, 2008:  Fee Category          Fiscal 2009 Fees   Fiscal 2008 Fees -------------------------    ----------------   ---------------- Audit Fees                       $60,229             $52,487 Audit-Related Fees                 2,353                -- Tax Fees                            --                  -- All Other Fees                      --                  -- ----------------   ---------------- Total Fees                       $62,582             $52,487  Audit Fees. Consists of fees billed for professional services rendered for the audit of our financial statements and review of the interim financial statements included in quarterly reports and services that are normally provided by Chisholm, Bierwolf & Nilson, LLC, HJ & Associates, LLC and Sadler, Gibb & Associates in connection with statutory and regulatory filings or engagements.  Policy  on  Audit  Committee  Pre-Approval  of  Audit  and Permissible Non-Audit Services of Independent Auditors  The Audit  Committee's  policy  is to  pre-approve  all  audit  and  permissible non-audit  services  provided by the  independent  auditors.  These services may include  audit  services,   audit-related  services,  tax  services,  and  other services.  Pre-approval  is  generally  provided  for up to one  year,  and  any pre-approval  is detailed as to the  particular  service or category of services and is generally  subject to a specific  budget.  The  independent  auditors and management are required to periodically  report to the Audit Committee regarding the extent of services  provided by the independent  auditors in accordance with this  pre-approval  and the fees for the services  performed to date.  The Audit Committee may also pre-approve particular services on a case-by-case basis.   ITEM 15.  EXHIBITS  The following financial  statements for  AlphaTrade.com.  are filed as a part of this report:  For the Years Ended December 31, 2009 and 2008                         Page ----------------------------------------------                         ----  Reports of Independent Registered Certified Public Accounting Firms      F-2  Balance Sheets as of December 31, 2009 and December 31, 2008             F-3  Statements of Operations for the years ended December 31, 2009 and December 31, 2008                                                 F-4  Statements of Stockholders Equity (Deficit) for the years ended December 31, 2009 and December 31, 2008              F-5  Statements of Cash Flows for the years ended December 31, 2009 and December 31, 2008                                                 F-7  Notes to Financial Statements                                            F-8   The following exhibits are included herein, except for the exhibits marked with a footnote, which are incorporated herein by reference and can be found in the appropriate document referenced.   Exhibit Number            Description -------------------------------------------------------------------------------- 3(i).1            Initial Articles of Incorporation of the Company dated June 6, 1995. (1)  3(i).2            Certificate of Amendment increasing the authorized  capital to 25,000,000  shares of common  stock,  Car  value  $0.001,  and effected an 80 for one forward split of the outstanding pommon stock (1)  3(i).3            Certificate of Amendment  changing the name of the company  to "Honor   One   Corporation". (1)  3(i).4            Certificate   of  Amendment effecting a  three for one forward split  of  the   outstanding  Common stock. (1)  3(i).5            Certificate  of  Amendment   pursuant  to  which  the  Company increased the authorized capital of the Company to 100,000,000 shares of common stock;  10,000,000 shares of preferred stock, par value  $0.001;  created a series  of  2,000,000  shares of Class A Preferred  Stock; and changed its name from "Honor One Corporation" to "AlphaTrade.com" (1)  3(ii)             By-laws of the Company. (1)  10.1*             AlphaTrade.com 2005 Stock Incentive Plan. (10)  10.2+             Consulting  Agreement  dated  November 1, 2005 entered into by and between the Company and Jupiter Consultants, Inc. (3)  10.3+             Consulting  Agreement  dated  November  1,  2005  entered into by and  between  the  Company  and Micro-American, Inc. (3)  14.1              Code of  Ethics and  Business Conduct for  officers, directors and employees of AlphaTrade.com  (3)  21.1              List of subsidiaries of the Company. *  31                Certification  by Chief  Executive  Officer and  acting  Chief Financial Officer required by Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act. *  32                Certification   by  Chief  Executive  Officer   acting   Chief Financial Officer required by Rule 13a-14(b) or Rule 15d-14(b) of the Exchange Act and Section 1350 of Chapter 63 of Title 18 of the United States Code. *  +    Compensatory plan or arrangement. *    Filed herewith. (1)  Incorporated by reference to the Company's Form 10-SB/A filed with the SEC on November 23, 1999. (2)  Incorporated by reference to the Company's Registration Statement filed on Form S-8 with the SEC on June 22, 2005. (3)  To be filed by an Amendment.  35          SIGNATURES  In  accordance  with  Section 13 or 15(d) of the Exchange  Act,  the  registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.  ALPHATRADE.COM   Dated:  May 7, 2010                              By: /s/ Gordon J. Muir --------------------- Gordon J. Muir Chief Executive Officer, President, Chairman and Director  In  accordance  with the Exchange  Act, this report has been signed below by the following  persons on behalf of the  registrant and in the capacities and on the dates indicated.  Signature               Title                                     Date ----------------------  ----------------------------------------  --------------  /s/ Gordon J. Muir      Chief Executive Officer, President,       May 7, 2010 ------------------      Chairman, Director Gordon J. Muir  /s/ Katharine Johnston  Vice President  Business Operations,     May 7, 2010 ----------------------  Principal Financial Officer and Director Katharine Johnston  /s/ Lisa McVeigh        Director                                  May 7, 2010 ---------------------- Lisa McVeigh


ALPHATRADE.COM  AUDIT REPORT OF INDEPENDENT ACCOUNTANTS AND FINANCIAL STATEMENTS  December 31, 2009 and 2008


ALHPHATRADE.COM  TABLE OF CONTENTS  Page  Audit Report of Independent Accountants....................................................................................... F-2  Balance Sheets  December 31, 2009 and 2008............................................................................... F-3  Statement of Operations for the Years Ended December 31, 2009 and December 31, 2008............ F-5  Statement of Stockholders Equity for the Years Ended December 31, 2009 and 2008................... F-6  Statement of Cash Flows for the Years Ended December 31, 2009 and 2008.................................. F-7  Notes to Financial Statements......................................................................................................... F-8   _______________________________________


SADLER, GIBB& ASSOCIATES, L.L.C.   REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM   To the Board of Directors AlphaTrade.com  We have audited the accompanying balance sheet of AlphaTrade.com as of December 31, 2009, and the related statements of operations, stockholders equity (deficit) and cash flows for the year then ended. 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.  The financial statements of AlphaTrade.com as of December 31, 2008, were audited by other auditors whose report dated March 30, 2009 except for Notes 1(n), 7, 8 and 11, dated March 23, 2010, and expressed an unqualified opinion on those statements.  We conduct our audit in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits 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 AlphaTrade.com as of December 31, 2009, and the related  statements of operations, stockholders equity (deficit) and cash flows for the year then ended, 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 9 to the financial statements, the Company has negative cash flow from operations and has deficits in working capital and stockholders equity  which raises substantial doubt about its ability to continue as a going concern. Managements plans concerning these matters are also described in Note 9. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.    SADLER, GIBB AND ASSOCIATES, LLC  Salt Lake City, UT May 7, 2010 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


To the Board of Directors
AlphaTrade.com
Vancouver, BC Canada

We have audited the accompanyingbalance sheets ofAlphaTrade.comat December
31, 2008 and 2007 and the related statements of operations, stockholders' equity
(deficit) and cash flows for the years then ended . Thesefinancialstatements
are theresponsibility of the Company'smanagement.Ourresponsibility is to
express an opinion on these financial statements based on our audits.

We conducted our audits in accordancewith the standards of the PublicCompany
Accounting Oversight Board (United States). Those standards require that we plan
andperformtheaudits toobtainreasonableassuranceaboutwhetherthe
financialstatementsare free ofmaterialmisstatement.TheCompany is not
requiredto have,nor were we engagedtoperform,an audit of itsinternal
controls over financial reporting.Our audit included consideration of internal
control over financialreporting as a basis for designing audit procedures that
are appropriate in thecircumstances,but not for the purpose of expressing an
opinion on theeffectivenessof the Company'sinternal control over financial
reporting. Accordingly, we express no such opinion. An audit includes examining,
on atestbasis,evidencesupportingtheamountsanddisclosuresin the
financial statements. An audit also includes assessing the accounting principles
used andsignificantestimates made bymanagement,as well as evaluating the
overall financial statementpresentation.We believe that our audits provide a
reasonable basis for our opinion.

In our opinion,the financialstatementsreferred to above present fairly, in
all material respects,the financial position of AlphaTrade.com at December 31,
2008 and 2007 and the results of its operations and its cash flows for the years
then ended in conformity with accountingprinciplesgenerallyaccepted in the
United States of America.

Theaccompanyingfinancialstatementshave beenpreparedassuming that the
Companywillcontinueas agoingconcern.AsdiscussedinNote 9 to the
financial statements,the Company has negative cash-flows from operations and a
workingcapitaldeficit,whichtogetherraisesubstantialdoubt about its
ability to continue as a goingconcern.Management'splans in regard to these
matters are alsodescribed in Note 9. Thefinancialstatements do not include
any adjustments that might result from the outcome of this uncertainty.

/s/ Chisholm, Bierwolf & Nilson, LLC

Chisholm, Bierwolf & Nilson, LLC
Bountiful, Utah
March 30, 2009






PCAOB Registered, Members of AICPA, CPCAF and UACPA


ALPHATRADE.COMBalance SheetsASSETSDecember 31,

December 31,2009

2008CURRENT ASSETSCash


$
63,897

$
55,650Accounts receivable, net


-


1,172,064Marketable securities-available for sale


552,714


1,558,876Marketable securities-available for sale related party


1,256


2,093Prepaid expenses


1,885


1,000Total Current Assets


619,752


2,789,683PROPERTY AND EQUIPMENT, net


28,913


45,776TOTAL ASSETS

$
648,665

$
2,835,459The accompanying notes are an integral part of these financial statements.                             ALPHATRADE.COMBalance SheetsLIABILITIES AND STOCKHOLDERS' (DEFICIT)December 31,

December 31,2009

2008CURRENT LIABILITIESAccounts payable and accrued expenses

$
1,162,451

$
2,161,854Related party payables


5,756,567


2,746,262Deferred revenues


524,383


737,010Total Current Liabilities


7,443,401


5,645,126TOTAL LIABILITIES


7,443,401


5,645,126COMMITMENTS AND CONTINGENCIES


-


-STOCKHOLDERS' (DEFICIT)Preferred shares: $0.001 par value,10,000,000 shares authorized: 2,000,000 Class A and2,000,000 Class B shares issues and outstanding


4,000


4,000Common shares: $0.001 par value,300,000,000 shares authorized: 53,756,023 and 54,076,023shares issued and outstanding, respectively


53,756


54,076Stock subscription payable


45,080


45,080Additional paid-in capital


34,606,348


33,921,184Accumulated other comprehensive income


(159,098)


(40,543)Accumulated deficit


(41,344,822)


(36,793,464)Total Stockholders' (Deficit)


(6,794,736)


(2,809,667)TOTAL LIABILITIES AND STOCKHOLDERS'EQUITY (DEFICIT)

$
648,665

$
2,835,459The accompanying notes are an integral part of these financial statements.      ALPHATRADE.COMStatements of Operations and Other Comprehensive Income (Loss)For the Year EndedDecember 31,2009

2008REVENUESSubscription revenue


$
2,435,251

$
3,027,619Advertising revenue



1,858,591


2,851,003Other revenue



248,689


196,409Total Revenues



4,542,531


6,075,031COST OF SALESFinancial content



1,545,606


1,854,268Other cost of sales



270


2,839Total Cost of Sales



1,545,876


1,857,107GROSS PROFIT



2,996,655


4,217,924OPERATING EXPENSESManagement expense



480,000


480,000Bad debt expense



751,823


-Professional fees



342,190


1,127,880Research and development



257,075


468,884Marketing expense



355,648


678,551Exployee death benefit expense



3,200,000


-General and administrative



655,326


338,749Total Operating Expenses



6,042,062


3,094,064INCOME (LOSS) FROM OPERATIONS



(3,045,407)


1,123,860OTHER INCOME (EXPENSE)Realized gains (losses) on sale of marketable securities



(134,468)


(223,068)Other-than-temporary impairment of marketable securities



(892,896)


(792,956)Gain (Loss) on forgiveness of debt



(240,000)


307,974Interest expense



(238,587)


(374,397)Total Other Income (Expense)



(1,505,951)


(1,082,447)NET INCOME (LOSS) BEFORE INCOME TAXES



(4,551,358)


41,413INCOME TAX EXPENSE



-


-NET INCOME (LOSS)


$
(4,551,358)

$
41,413OTHER COMPREHENSIVE INCOME (LOSS)


$
(118,555)

$
697,861TOTAL COMPREHENSIVE INCOME (LOSS)


$
(4,669,913)

$
739,274BASIC EARNINGS (LOSS) PER SHARE


$
(0.08)

$
0.00FULLY DILUTED INCOME (LOSS) PER SHARE


$
(0.08)

$
0.00BASIC WEIGHTED AVERAGE NUMBEROF SHARES OUTSTANDING



54,197,009


51,175,987FULLY DILUTED WEIGHTED AVERAGE NUMBEROF SHARES OUTSTANDING



54,197,009


81,175,987The accompanying notes are a integral part of these financials statements.








ALPHATRADE.COM Statements of Stockholders' (Deficit) Additional

Stock

Other



TotalPreferred Stock

Common Stock

Paid-In

Subscription

Comprehensive

Accumulated

Stockholders'Shares

Amount

Shares

Amount

Capital

Payable

Income

Deficit

Equity (Deficit)Balance, December 31, 2007
4,000,000

$
4,000

48,589,773

$
48,590

$
32,959,057

$
28,500

$
(738,404)

$
(36,834,877)

$
(4,533,134)Common stock issued for cashat $0.15 and $0.20 per share
-


-

1,075,000


1,075


196,425


16,580


-


-


214,080Common stock issued for servicesat $0.02 to $0.21 per share
-


-

4,411,250


4,411


475,040


-


-


-


479,451Value of stock purchasewarrants vested
-


-

-


-


25,652


-


-


-


25,652Value of stock options issuedunder stock option plans
-


-

-


-


265,010


-


-


-


265,010Net income for the yearended December 31, 2008
-


-

-


-


-


-


697,861


41,413


739,274Balance, December 31, 2008
4,000,000


4,000

54,076,023


54,076


33,921,184


45,080


(40,543)


(36,793,464)


(2,809,667)Common stock issued for servicesat $0.02 per share
-


-

400,000


400


7,600


-


-


-


8,000Common stock canceled
-


-

(720,000)


(720)


720


-


-


-


-Contributed interest
-


-

-


-


676,844


-


-


-


676,844Net loss for the yearended December 31, 2009
-


-

-


-


-


-


(118,555)


(4,551,358)


(4,669,913)Balance, December 31, 2009
4,000,000

$
4,000

53,756,023

$
53,756

$
34,606,348

$
45,080

$
(159,098)

$
(41,344,822)

$
(6,794,736)The accompanying notes are a integral part of these financials statements.


ALPHATRADE.COMStatements of Cash FlowsFor the Year EndedDecember 31,2009

2008CASH FLOWS FROMOPERATING ACTIVITIESNet income (loss)

$
(4,551,358)

$
41,413Adjustments to reconcile net income (loss) tonet cash used by operating activities:Depreciation expense

#
16,863

#
18,435Value of stock options and warrants granted


-


290,662Write off of accounts receivable


1,169,000


-Loss on sale of investments


134,468


223,068Other-than-temporary impairment of available-for-sale investments


892,896


792,956(Gain) Loss on settlement of debt


240,000


(307,974)Transfer of investments to settle debt


500,000


-Increase of investments from non-cash receipt of advertising revenues


(814,839)


(1,204,004)Common stock issued for services


8,000


479,451Changes in operating assets and liabilities:Changes in accounts receivable

#
3,064

#
(1,144,017)Changes in prepaid expenses


(886)


(250)Changes in deferred revenues


(212,627)


(393,168)Changes in related party payables


3,687,148


555,848Changes in accounts payable and accrued expenses


(1,239,401)


65,006Net Cash Used in Operating Activities


(167,672)


(582,574)CASH FLOWS FROMINVESTING ACTIVITIESSaleof securities


175,919


288,962Purchase of fixed assets


-


(18,578)Net Cash Provided by Investing Activities


175,919


270,384CASH FLOWS FROMFINANCING ACTIVITIESCommon stock issued for cash


-


197,500Stock subscriptions payable


-


16,580Net Cash Provided by Financing Activities


-


214,080NET INCREASE (DECREASE) IN CASH


8,247


(98,110)CASH AT BEGINNING OF YEAR


55,650


153,760CASH AT END OF YEAR

$
63,897

$
55,650SUPPLEMENTAL DISCLOSURES OF


63,897CASH FLOW INFORMATIONCASH PAID FOR:Interest

$
26,684

$
64,513Income Taxes

$
-

$
-NON CASH INVESTING AND FINANCING ACTIVITIES:Common stock issued for services

$
8,000

$
479,451Value of stock options and warrants vested

$
-

$
290,662Increase of investments from non-cash receipt ofadvertising revenues

$
814,839

$
1,501,911Contributed interest on debt

$
676,844

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


NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES  This summary of significant accounting policies of AlphaTrade.com is presented to assist in understanding the Companys financial statements. The financial statements and notes are representations of the Company's management, which is responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States of America and have been consistently applied in the preparation of the financial statements.  a. Organization and Business Activities AlphaTrade.com was incorporated under the laws of the State of Nevada on June 6, 1995 as Sierra Gold Development Corp. It then changed its name to Honor One Corporation on October 29, 1998 and on January 6, 2001 changed its name to AlphaTrade.com (the Company). The Company provides both real-time and delayed stock market quotes to subscribers via the Internet.  b. Depreciation  The cost of the property and equipment is depreciated over the estimated useful life of 5 years. Depreciation is computed using the straight-line method when the assets are placed in service.  c. Accounting Method  The Companys financial statements are prepared using the accrual method of accounting. The Company has elected a December 31 year-end.  d. Cash and Cash Equivalents  For the purpose of the statement of cash flows, the Company considers all highly liquid investments purchased with a maturity of three months or less to be cash equivalents.  e. Estimates  The preparation of financial statements in conformity with generally accepted accounting principles 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 revenues and expenses during the reporting period. Actual results could differ from those estimates.  f. Concentrations of Credit Risk  The Company maintains its cash in one commercial account at a major financial institution. Although the financial institution is considered creditworthy and has not experienced any losses on its deposits, at December 31, 2009 and 2008, the Company's cash balance exceeded Federal Deposit Insurance Corporation (FDIC) limits by approximately $-0- and $-0-. The Companys advertising revenues are often collected in the form of marketable securities which are subject to limited liquidity and fluctuations in price.  g. Income Taxes  Deferred taxes are provided on a liability method whereby deferred operating   loss and tax credit carryforwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by         a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized.  Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.  h. Revenue Recognition and Deferred Revenue  The Company follows the guidance of ASC 605 in recognizing subscription fees revenue and advertising revenue when the services have been provided. Revenues are recognized when they are realized, realizable and earned. Revenues are recognized ratably, in consistent and equal increments, over the term of contract.  NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)  Advertising revenues are often earned under contracts extending beyond a financial reporting period. The Company generally receives its monthly subscriptions in the month prior to the service being provided. Accordingly the Company had deferred revenue of $524,383 and $737,010 at December 31, 2009 and 2008, respectively. Cost of sales is comprised of data feed expenses charged by various stock market exchanges. The         Company had no customer which accounted for 10% of the revenue during the years ended December 31, 2009 and 2008.  The Company occasionally licenses its technology to some customers. The Company recognizes its license revenue over the term of the license. The Company also develops modified products for customers. The Company recognizes development revenue as the services are performed.  The Company records deferred revenue when it receives cash receipts in advance of performing the related service. These advance payments received are considered a current liability, and are amortized to revenue over the term of the service contract.  i. Recently Issued Accounting Pronouncements  In January 2010, the FASB issued Accounting Standards Update 2010-02, Consolidation (Topic 810): Accounting and Reporting for Decreases in Ownership of a Subsidiary. This amendment to Topic 810 clarifies, but does not change, the scope of current US GAAP. It clarifies the decrease in ownership provisions of Subtopic 810-10 and removes the potential conflict between guidance in that Subtopic and asset derecognition and gain or loss recognition guidance that may exist in other US GAAP. An entity will be required to follow the amended guidance beginning in the period that it first adopts FAS 160 (now included in Subtopic 810-10). For those entities that have already adopted FAS 160, the amendments are effective at the beginning of the first interim or annual reporting period ending on or after December 15, 2009. The amendments should be applied retrospectively to the first period that an entity adopted FAS 160. The Company does not expect the provisions of ASU 2010-02 to have a material effect on the financial position, results of operations or cash flows of the Company.  In January 2010, the FASB issued Accounting Standards Update 2010-01, Equity (Topic 505): Accounting for Distributions to Shareholders with Components of Stock and Cash (A Consensus of the FASB Emerging Issues Task Force). This amendment to Topic 505 clarifies the stock portion of a distribution to shareholders that allows them to elect to receive cash or stock with a limit on the amount of cash that will be distributed is not a stock dividend for purposes of applying Topics 505 and 260. Effective for interim and annual periods ending on or after December 15, 2009, and would be applied on a retrospective basis. The Company does not expect the provisions of ASU 2010-01 to have a material effect on the financial position, results of operations or cash flows of the Company.  In December 2009, the FASB issued Accounting Standards Update 2009-17, Consolidations (Topic 810): Improvements to Financial Reporting by Enterprises Involved with Variable Interest Entities. This Accounting Standards Update amends the FASB Accounting Standards Codification for Statement 167. (See FAS 167 effective date below.)  In December 2009, the FASB issued Accounting Standards Update 2009-16, Transfers and Servicing (Topic 860): Accounting for Transfers of Financial Assets. This Accounting Standards Update amends the FASB Accounting Standards Codification for Statement 166. (See FAS 166 effective date below)  In October 2009, the FASB issued Accounting Standards Update 2009-15, Accounting for Own-Share Lending Arrangements in Contemplation of Convertible Debt Issuance or Other Financing. This Accounting Standards Update amends the FASB Accounting Standard Codification for EITF 09-1. (See EITF 09-1 effective date below.)  In October 2009, the FASB issued Accounting Standards Update 2009-14, Software (Topic 985): Certain Revenue Arrangements That Include Software Elements. This update changed the accounting model for revenue arrangements that include both tangible products and software elements. Effective prospectively for revenue arrangements entered into or materially modified in fiscal years beginning on or after June 15,2010. Early adoption is permitted. The Company does not expect the provisions of ASU 2009-14 to have a material effect on the financial position, results of operations or cash flows of the Company.   NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)  i. Recently Issued Accounting Pronouncements (Continued)  In October 2009, the FASB issued Accounting Standards Update 2009-13, Revenue Recognition (Topic 605): Multiple-Deliverable Revenue Arrangements. This update addressed the accounting for multiple-deliverable arrangements to enable vendors to account for products or services (deliverables) separately rather than a combined unit and will be separated in more circumstances that under existing US GAAP. This amendment has eliminated that residual method of allocation. Effective prospectively for revenue arrangements entered into or materially modified in fiscal years beginning on or after June 15, 2010. Early adoption is permitted. The Company does not expect the provisions ofASU 2009-13 to have a material effect on the financial position, results of operations or cash flows of the Company.  In September 2009, the FASB issued Accounting Standards Update 2009-12, Fair Value Measurements and Disclosures (Topic 820): Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent). This update provides amendments to Topic 820 for the fair value measurement of investments in certain entities that calculate net asset value per share (or its equivalent). It is effective for interim and annual periods ending after December 15,2009. Early application is permitted in financial statements for earlier interim and annual periods that have not been issued. The Company does not expect the provisions of ASU 2009-12 to have a material effect on the financial position, results of operations or cash flows of the Company.  In July 2009, the FASB ratified the consensus reached by EITF (Emerging Issues Task Force) issued EITF No. 09-1, (ASC Topic 470) "Accounting for Own-Share Lending Arrangements in Contemplation of Convertible Debt Issuance" ("EITF 09-1"). The provisions of EITF 09-1, clarifies the accounting treatment and disclosure of share-lending arrangements that are classified as equity in the financial statements of the share lender. An example of a share-lending arrangement is an agreement between the Company (share lender) and an investment bank (share borrower) which allows the investment bank to use the loaned shares to enter into equity derivative contracts with investors. EITF 09-1 is effective for fiscal years that beginning on or after December 15,2009 and requires retrospective application for all arrangements outstanding as of the beginning of fiscal years beginning on or after December 15,2009. Share-lending arrangements that have been terminated as a result of counterparty default prior to December 15, 2009, but for which the entity has not reached a final settlement as of December 15, 2009 are within the scope. Effective for share-lending arrangements entered into on or after the beginning of the first reporting period that begins on or after June 15,2009. The Company does not expect the provisions of EITF 09-1 to have a material effect on the financial position, results of operations or cash flows of the Company.  j. Advertising  The Company follows the policy of charging the costs of advertising to expense as incurred. Advertising expense for the years ended December 31, 2009 and 2008 was $128,420 and $204,167, respectively.  k. Stock Options  In April 2005, the Company adopted the fair value based method of accounting for stock-based employee compensation. The Company uses the Black-Scholes valuation model to value and record expenses relative to share based payments when granted and vested.  l. Financial Content  The Company's cost of sales is the cost of the stock quotation data it purchases from the various stock markets to which its customers subscribe. At December 31, 2009 and 2008, the Company's accounts payable included $563,321 and $611,237, respectively, due to various markets and quotation services.  m. Accounts Receivable and Bad Debts  The Company evaluates accounts receivable for potential bad debts utilizing the allowance method, based upon past experience and current market conditions, on a quarterly basis. At such time collection of the receivable is determined to be doubtful, or if the promised securities have fallen in value to the point where their liquidation would not satisfy the balance of the receivable, the  NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)  Company allows for the account in full. At December 31, 2009 and 2008, the Company had an allowance for bad debts of $4,449 and $3,449, respectively.  n. Marketable Securities-Available for Sale  The Company occasionally receives marketable securities as compensation for its advertising services. The Company's marketable securities are classified as "available for sale" because it is managements' intent to sell them within the year. All of the Companys available for sale securities are equity securities. Accordingly, the Company originally recognizes the shares at the fair value of the services performed. The shares are evaluated quarterly using the specific identification method. Any unrealized holding gains or losses are reported as Other Comprehensive Income and as a separate component of stockholder's equity. Realized gains and losses and other-than-temporary impairments are included in earnings.  A company related to the Company by common management issued shares of common stock for advertising services, which are classified as available for sale.  Marketable Securities-Available for Sale are as follows:  Balance, December 31, 2007                                                               $   664,090  Marketable securities received for services in 2008                         1,201,911 Transfer of investments at cost                                                             300,000 Realized losses                                                                                        (223,068) Unrealized gains or losses                                                                      410,992 Other-than-temporary impairment                                                        (792,956) ------------- Balance, December 31, 2008                                                                 1,560,969  Marketable securities received for services in 2009                           426,247 Realized losses                                                                                        (134,468) Unrealized gains or losses                                                                     (405,882) Other-than-temporary impairment                                                        (892,896) -------------- Balance, December 31, 2009                                                               $   553,970 ======== Marketable Securities-Available for Sale                                         $   552,714 Marketable Securities-Available for sale-related party                           1,256 --------------  Balance, December 31, 2009                                                               $   553,970 ========  n. Marketable Securities-Available for Sale (Continued)  Amortized    Gross           Gross              Fair Cost             Unrealized   Unrealized      Market Basis             Gains           Loss                Value ---------          ----------       -----------          -------- Available-for-sale Securities                                                                                $713,068       $81,375       $(240,473)       $553,970     NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)  o. Fair Value of Financial Instruments  The Company's financial instruments include cash, trade accounts receivable, and accounts payable and accrued expenses. All instruments are accounted for on a historical cost basis, which, due to the short maturity of these financial instruments, approximates fair value at December 31, 2009 and December 31, 2008.  The Company also follows the provisions of ASC 820 with respect to its marketable securities. The disclosures of required under its provisions are as follows:  Assets measured at fair value on a recurring basis:  December 31, 2009  Trading securities                                                                $  553,970 ========== Quoted Prices in Active Markets for identical assets                                    $  553,970 Significant Other Observable Inputs                                                                                   - Significant Unobservable Inputs                                                                                         - -------------- Total                                                                                                                       $  553,970 ==========  Assets measured at fair value on a non recurring basis:  Long lived assets held and used                                                                       $   28,913 =========== Quoted Prices in Active Markets for identical assets                                    $             - Significant Other Observable Inputs                                                                      28,913 Significant Unobservable Inputs                                                                                     - -------------- Total                                                                                                                              $   28,913 ===========   p.   Common Stock Issued for Products and Services  The Company at times issues shares of its common stock to non-employees in exchange for various services and/or products. The Company determines the fair value of the common stock by noting the closing market quote on the date of issuance.  q.   Loss Contingencies  The Company has been involved in various legal disputes in which judgment and/or outcome is uncertain. The Companyaccounts for loss contingencies relating to its litigation based upon the likelihood of a negative result, and if the amount of the result can be reasonably estimated.  r.   Operating Segments  The Company aggregates its operations into one reportable business segment. The Company records and earns revenues from both subscriptions and advertising. Each class of revenue is produced in a similar manner and marketed to similar customers. Distribution methods are similar. Because of these factors, the Company has determined it to be unnecessary to segregate these two revenue streams as independent business segments.   NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)  s. Investments  The Company accounts for its investment in non marketable securities using the cost method because the shares held are less than 20% of the outstanding shares of the investee. The investment was received as compensation for advertising services performed during 2009. The Company evaluates securities for other-than-temporary impairment at least on a yearly basis, and more frequently when economic or market conditions warrant such evaluation. Consideration is given to the length of time and amount of the loss relative to cost, the nature and financial condition of the issuer and the ability and intent of the Company to hold the investment for a time sufficient to allow any anticipated recovery in fair value. There were no securities with unrealized losses which management considers to be other-than-temporary impairments at December 31, 2009. When cost investments become marketable they are reclassified to Market Securities-Available for Sale. Investments are as follows:  Balance, December 31, 2007                                               $   300,000 Restricted investments received for services in 2008                                                                              - Realized gains and losses                                                                  - Investments reclassified as Marketable Securities-Available  for Sale                       (300,000) Unrealized gains and losses                                                                 - -------------- Balance, December 31, 2008                                                                  - Restricted investments received for services in 2009                                                                                - Realized gains and losses                                                                      - Investments reclassified as Marketable Securities-Available  for Sale                                           - Unrealized gains and losses                                                                  - -------------- Balance, December 31, 2009                                               $                - =========     NOTE 2 - PROPERTY AND EQUIPMENT  Property and Equipment are recorded at cost, less accumulated depreciation. Depreciation and amortization on capital leases and property and equipment are determined using the straight-line method over the estimated useful lives (usually 5 years) of the assets or terms of the leases. The following is a summary of the Company's major categories of property and equipment:  December 31, 2009         2008  Office equipment                                              $     44,179   $     44,179 Computer equipment                                            197,138        197,138 Software                                                                  68,175          68,175 Less accumulated depreciation                         (280,579)      (263,716) -------------       ------------ $    28,913     $     45,776 ========      ========  Depreciation expense for the years ended December 31, 2009 and 2008 was $16,863 and $18,435, respectively. Expenditures for maintenance and repairs are expensed when incurred and betterments are capitalized.  NOTE 3 - CAPITAL STOCK  Common Stock:  The Company has one class of common stock. Each share of common stock is entitled to one vote in matters submitted to the Company's shareholders. The common shares are not entitled to any dividends or liquidation rights except as may be determined by the board of directors.  During March 2009, the Company issued 400,000 shares of its common stock for services valued at $0.02 per share.  On September 15, 2009, the Company's board of directors canceled 720,000 shares issued from the 2008 Stock Option Plan of the Corporation to various employees and consultants for services at a price of $0.05 per share. The shares were issued on October 23, 2008.  During 2008, the Company issued 4,411,250  shares of its common stock for services valued from $0.02 to $0.21 per share for total consideration of $479,451. The Company also issued 1,075,000 shares for cash from $0.15 to $0.20 per share for total consideration of $214,080.  Preferred Stock:  The Company has 2,000,000 outstanding shares of convertible Class "A" preferred stock with the following features:  Each preferred share is convertible into five common shares, Each holder of Class "A" preferred shares is entitled to five (5) votes (which can be voted prior to conversion) for every preferred share held to vote on any matters brought before the shareholders of the Company.  The Company has 2,000,000 outstanding shares of convertible Class "B" preferred stock with the following features: Each preferred share is convertible into ten common shares, Each holder of Class "B" preferred shares is entitled to ten (10) votes (which can be voted prior to conversion) for every preferred share held to vote on any matters brought before the shareholders of the Company. In case of liquidation of the Company each preferred share has a priority to assets in the amount of $1.00 per share.  NOTE 4 - OUTSTANDING COMMON STOCK OPTIONS AND STOCK PURCHASE WARRANTS  The Company uses the instruments identified as stock options and common stock warrants   somewhat interchangeably. Both forms of equity instruments have been granted as compensation to the Company's officers and directors.  The Company estimates the fair value of each stock award at the grant date by using the Black-Scholes option pricing model. The following weighted average assumptions used for grants in the year ended December 31, 2008: dividend yield of zero percent; expected volatility of 76.05%; risk-free interest rates of 4.25% and expected lives of 1.0. There were no grants during the year ended December 31, 2009.  The general terms of awards such as vesting requirements (usually 1 to 2 years), term of options granted (usually 10 years), and number of shares authorized for grants of options or other equity instruments are determined by the Board of Directors. A summary of the status of the Company's stock options and warrants as of December 31, 2009 and changes during the years ended December 31, 2009 and 2008 is presented below:             NOTE 4 - OUTSTANDING COMMON STOCK OPTIONS AND STOCK PURCHASE WARRANTS (CONTINUED)  Weighted   Weighted Options     Average             Average and         Exercise        Grant Date Warrants         Price            Fair Value --------------    --------             ---------- Outstanding, December 31, 2007                            51,570,347    $   0.38             $    0.38 Exercisable, December 31, 2007                               35,925,350   $   0.40              $    0.40 Granted                                                                        9,245,000         0.21                   0.21 Expired                                                                       (5,046,497)        0.47                   0.47 Exercised                                                                      (558,650)         0.25                  0.25 --------------  ----------           ------------ Outstanding, December 31, 2008                             55,210,200    $   0.32            $    0.32 =========  ======            ====== Exercisable, December 31, 2008                               40,730,200   $   0.33             $    0.33 =========  ======              ======  Weighted        Weighted Options     Average      Average and         Exercise     Grant Date Warrants       Price       Fair Value -------------- --------------  ------------- Outstanding, December 31, 2008                                   55,210,200    $      0.32          $    0.32 Granted                                                                              -     -                        - Expired                                                                              (8,105,200)           0.43                0.43 Exercised                                                                            -   -                        - --------------  -------------  --------------- Outstanding, December 31, 2009                                   47,105,000  $       0.30   $           0.30 ==========   ======     ======== Exercisable, December 31, 2009                                     32,625,000  $       0.30  $            0.30 ===========  ======    =========  Outstanding            Exercisable ------------------------- -------------------- Weighted Average    Weighted             Weighted Number    Remaining       Average   Number         Average Range of     Outstanding Contractual  Exercise Exercisable Exercise Exercise Prices at 12/31/09    Life       Price   at 12/31/09                      Price ----------------------  ----------- ----------- ---------- --------------- ---------------------- $       0.35    4,000,000       4.87  $   0.35   4,000,000      $             0.35 0.22    6,000,000     15.54       0.22   2,000,000                     0.22 0.35         20,000       1.89       0.35        20,000                     0.35 0.45  15,000,000       3.01       0.45 15,000,000                     0.45 0.25    4,500,000       5.54      0.25    4,500,000                     0.25 0.32    4,500,000       6.08      0.32    3,375,000                     0.32 0.21    6,000,000       1.44      0.21    3,000,000                     0.21 $       0.15    7,085,000       2.66      0.15       730,000               $    0.15 ---------------                           --------------- 47,105,000                               32,625,000 =========                          =========    NOTE 5 - RELATED PARTY TRANSACTIONS  Compensation ------------ During the year ended December 31, 2009, two companies owned for the benefit of the two officers of the Company received compensation of $240,000 separately, which was recorded as related party compensation. No bonus was awarded for 2009.  During the year ended December 31, 2008, two companies owned for the benefit of the two officers of the Company received compensation of $240,000 separately, which was recorded as related party compensation. No bonus was awarded for 2008.  Related Company --------------- The principal accounting officer of the Company is an officer in a Canadian company, which pays the Canadian bills for the Company. All of the Company's liabilities denominated in Canadian dollars have been converted to US dollars at the monthly exchange rate and are included in related party payables. The Canadian company was owed $282,148 and $10,435 as of December 31, 2009 and 2008, respectively.  A related party, 536653 B.C. Ltd., has made cash advances to the Company. During 2009, 536653 B.C. Ltd. contributed accrued loan interest of $676,844 to the Company and reduced the interest rate charged on the cash advances from 20% to 3% per annum as of July 1, 2009.  Related party payables consisted of the following: December 31, 2009              2008  Officer bonuses                                                          $     78,000    $        78,000 Officer accrued wages                                                    581,119            578,330 Cash advances                                                             1,897,448         2,089,932 Officer death benefit liability                                      3,200,000                      - -----------------    ---------------- $  5,756,567    $  2,746,262 =========    ========= Komodo, Inc. ------------ The Company is holding marketable securities in Komodo, Inc., a related company, valued at $1,256 and $2,093, respectively as of December 31,2009 and 2008. In 2007 and 2006, the Company was paid shares of Komodo, Inc. for its advertising services.  NOTE 6 - COMMITMENTS AND CONTINGENCIES  Office Lease ------------ The Company leases office space as a part of a sublease on a month-to-month basis. Rent expense for the years ended December 31, 2009 and 2008 was $178,876 and $111,598, respectively, which includes common area maintenance charges. The sublease is from a related party who has a commitment through December 2011.  Litigation ---------- The Company is a defendant in a litigation case pending in the Supreme Court of British Columbia, Canada.  This action was filed on December 23, 2003 and is between Zacks Investment Services Inc. as Plaintiff and the Company as Defendant. The case number is  S036907.  The Plaintiff  alleges it is owed the sum of $279,664 pursuant to a licensing Agreement executed by the Plaintiff and the Defendant in 1999. The Company is vehemently defending itself against this claim. At the request of the Plaintiff,  we have submitted a settlement  proposal,  for the Plaintiff to accept the $14,758.58  currently held by the Court as payment in full,  which is currently outstanding.   NOTE 6 - COMMITMENTS AND CONTINGENCIES (CONTINUED)  Litigation (Continued) ---------- During the year ending December 31, 2002, a company filed an action  against the Company in the Supreme Court of British Columbia,  Canada claiming  unspecified damages. The Company  filed a  Statement  of  Defense in  August,  2002.  There has been no further developments in this action. The Company plans to vigorously defend itself.  Arena Media Networks LLC v. AlphaTrade.com Supreme Court of the State of New York, County of New York, Index No. 603406/06 Plaintiff Arena Media Networks LLC (Arena) commenced this action on or about October 15, 2007 by the filing of a Summons and Complaint.  In the Complaint, Arena asserts causes of action for breach of contract, account stated and unjust enrichment against the Company arising from the Companys alleged failure to pay sums purportedly due Arena pursuant to an agreement in which Arena agreed to place advertising for the Company.  The Company answered the Complaint on February 1, 2008.  In its Answer, the Company denies the material allegations of the Complaint and asserts numerous affirmative defenses.  This action is presently in the discovery stage.  The Company intends to vigorously defend this action.  Center Operating Company v. AlphaTrade.com, 68th Judicial District Court, Dallas County, Texas, Case No. 2009-156001-1 Plaintiff Center Operating Company ("COC") commenced this action against the Company on or about September 3, 2008 in the District Court of Dallas County, Texas, Case No. 2009-156001-1. In its Complaint, COC alleges a cause of action arising from the alleged breach of a Sponsorship Agreement, and seeks damages of $185,621.  The Company denies the allegations of the Complaint and intends to vigorously defend against this action.  Sterling Mets, L.P. and Brooklyn Baseball Company, LLC v. AlphaTrade.com, Supreme Court of the State of New York, County of Queens Case No. 27541/2008 Plaintiff Sterling Mets, L.P. and Brooklyn Baseball Company, LLC ("Mets") commenced this action against the Company on or about November 12, 2008 in the Supreme Court of the State of New York, County of Queens. In its Complaint, Mets alleges a cause of action arising from the alleged breach of a Sponsorship Agreement, and seeks damages of $650,000.  On or about August 28, 2009, the plaintiff moved for summary judgment.  The Company opposed this motion and the motion was fully submitted and argued on December 11, 2009.  The plaintiffs motion for summary judgment was denied by the court.  The Company denies the allegations of the Complaint and intends to vigorously defend against this action.  Equistock Incorporated and Nicholas Thomas v. AlphaTrade.com U.S. District Court for the Southern District of Texas, Houston Division Civil Action No. 4:09-CV-01645 Plaintiffs Equistock and Thomas ("Plaintiffs") initiated this action in April 2009 with the filing of their Original Petition in the state district courts of Harris County, Texas. The lawsuit arises from a marketing agreement between Equistock and the Company whereby the Company provided advertising and marketing services to Equistock on behalf of Equistock's client, Dalrada Financial, Inc. The Plaintiffs have asserted claims for breach of contract, quantum meruit, breach of the duty of good faith and fair dealing, and damage to business goodwill and are seeking $1.19 million in damages.  The Company has answered the Original Petition by denying these claims and removed the case to U.S. District Court for the Southern District of Texas, Houston Division. Additionally, the Company has asserted counterclaims against Plaintiffs for fraud, negligent misrepresentation, deceptive trade practices, fraudulent inducement, and breach of contract and is seeking approximately $257,000 in damages.  This action is currently in the discovery stage. the Company intends to vigorously defend the claims made against it and pursue its counterclaims.     NOTE 6 - COMMITMENTS AND CONTINGENCIES (CONTINUED)  Litigation (Continued) ---------- Professional Bull Riders, Inc. v. AlphaTrade.com, United Stated District Court, District of Colorado, Case No. 08-cv-01017 (MSK) On May 21, 2009, the Company entered into a Release and Settlement Agreement with PBR (the PBR Settlement Agreement), pursuant to which the Company and PBR agreed to settle all disputes and claims arising from and relating to the Companys sponsorship agreement with the PBR.  Pursuant to the PBR Settlement Agreement, the Company agreed to transfer an aggregate of 300,000 shares of common stock of two unrelated entities held for investment purposes by the Company.  In addition, the Company agreed to make payments to PBR, for each of its 2009, 2010 and 2011 fiscal years, equal to the lesser of $100,000 or 30% of the Companys net profit for each fiscal year. As of the end of December 31, 2009, there is no liability for any profit payment to PBR because the Company has a $4.9 million loss in 2009.  From  time  to  time  we may be a  defendant  and  plaintiff  in  various  legal proceedings arising in the normal course of our business. We are currently not a party to any material pending legal proceedings or government actions, including any bankruptcy,  receivership,  or similar proceedings . In addition, management is not aware of any known  litigation or liabilities  involving the operators of our properties that could affect our operations. Should any liabilities incurred in the future,  they will be accrued based on management's  best estimate of the potential loss.  As such,  there  is no  adverse  effect  on our  consolidated financial   position,   results  of  operations  or  cash  flow  at  this  time. Furthermore, our management does not believe that there are any proceedings to which any of our directors,  officers, or affiliates, any owner of record of the beneficially or more than five percent of our common stock, or any associate of any such director,  officer, affiliate, or security holder is a party adverse to our company or has a material interest adverse to us. The Company is subject to potential liability under contractual and other matters and various claims and legal actions, which may be asserted. These matters arise in the ordinary course and conduct of business. While the outcome of the potential claims and legal actions cannot be forecast with certainty, the Company believes that such matters should not result in any liability which would have a material adverse effect on its business.  Settlement Agreement On May 21, 2009, the Company entered into a Release and Settlement Agreement with PBR (the "PBR Settlement Agreement"), pursuant to which the Company and PBR agreed to settle all disputes and claims arising from and relating to the Company's sponsorship agreement with the PBR. Pursuant to the PBR Settlement Agreement, the Company agreed to make payments to PBR, for each of its 2009, 2010 and 2011 fiscal years, equal to the lesser of $100,000 or 30% of the Company's net profit for each fiscal year. There is no payment to PRB based on 2009 net loss.  NOTE 7 - INCOME TAXES  The Financial Accounting Standards Board ASC 740 which clarifies the accounting for uncertainty in income taxes recognized in an enterprise's financial statements. ASC 740 requires a company to determine whether it is more likely than not that a tax position will be sustained upon examination based upon the technical merits of the position. If the more-likely-than-not threshold is met, a company must measure the tax position to determine the amount to recognize in the financial statements. As a result of the implementation of ASC 740, the Company performed a review of its material tax positions. The Company has determined that it has no unrecognized tax benefit, which would affect the effective tax rate.  At December 31, 2009, the Company had net operating loss carryforwards of approximately $10,782,244 that may be offset against future taxable income from the year 2009 through 2029. No tax benefit has been reported in the December 31, 2009 financial statements since the potential tax benefit is offset by a valuation allowance of the same amount.  Due to the change in ownership provisions of the Tax Reform Act of 1986, net operating loss carryforwards for Federal income tax reporting purposes are subject to annual limitations. Should a change in ownership occur, net operating loss carryforwards may be limited as to use in future years. Net deferred tax assets consist of the following components as of December 31, 2009 and 2008:       NOTE 7 - INCOME TAXES (CONTINUED) 2009          2008 ---------------    --------------- Deferred tax assets: NOL carryover                                                                            $    4,590,336   $    4,505,428 Contribution carryover                                                                          4,678                4,678 Capital loss                                                                                          715,641              79,759 Depreciation                                                                                                    -                2,284 Accrued expenses                                                                          1,282,320               34,320 Deferred tax liabilities:                                                                                    -                      - Valuation allowance                                                                     (6,592,975)        (4,626,469) ---------------    ----------------- Net deferred tax asset                                                                  $                 -      $                  - =========    ========== The income tax provision differs from the amount of income tax determined by applying the U.S. federal and state income tax rates of 39% to pretax income from continuing operations for the years ended December 31, 2009 and 2008 due to the following:  2009            2008 ----------------------------  Book Income (Loss)                                                                      $ (1,775,030) $        15,737 Stock for services/options                                                                         3,120        300,344 Impairment of investments                                                543,229         301,323 Depreciation                                                                           (2,284)                   - Accrued related party payable                                      1,248,000                    - Valuation allowance                                                                                (17,035)      (617,404) ---------------    ---------------- $                -      $             - =========    =========  The reconciliation of US Federal statutory income tax rate to the effective income tax rate is as follows:  2009            2008 ---------------------------- United States                                                                                                            39 %              39%  Loss Carryovers                                                                                                     (39%)             39% ----------------------------- Effective income tax rate                                                                                             - =======  ======== The Company did not have any tax positions for which it is reasonably possible that the total amount of unrecognized tax benefits will significantly increase or decrease within the next 12 months.  The Company includes interest arising from the underpayment of income taxes in the statements of operations in interest expense and penalties in operating expenses.  As of December 31, 2009 and 2008, the Company had no accrued interest or penalties related to uncertain tax positions.  The tax years that remain subject to examination by major taxing jurisdictions are for the years ended December 31, 2009, 2008 and 2007.       NOTE 8 - BASIC (LOSS) PER SHARE  Basic (loss) per share is calculated by dividing the Company's net loss applicable to common shareholders by the weighted average number of common shares during the period.  Diluted earnings per share is calculated by dividing the Company's net income available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. Common stock equivalents include convertible preferred stock and stock purchase options and warrants at exercise prices equal to or below the market price of the common stock.  Incremental shares have been considered in the computation of diluted earnings per share. 32,625,000 and 40,730,200 of common stock purchase options and warrants of were considered and excluded in the computation of diluted shares outstanding at December 31, 2009 and 2008, respectively.  December 31, 2009          2008 ----------------    --------------- Income (Loss) (numerator)                                                             $    (4,551,358)    $      41,413 ---------------      -------------- Basic Shares (denominator)                                                                 54,197,009      51,175,987 ---------------     -------------- Diluted Shares Convertible preferred stock                                                                                   -      30,000,000 Options and warrants                                                                              -                      - ---------------  ---------------- Total Diluted Shares                                                                            54,197,009     81,175,987 ---------------  ---------------- Basic per share amount                                                                         $        (0.08)  $          0.00 ---------------  -------------- Fully diluted per share amount                                                           $        (0.08)  $          0.00 =========  =========  NOTE 9 - GOING CONCERN  The Company's financial statements are prepared using generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has recorded negative cash flow from operations and has a deficit in its working capital as well as in its stockholders' equity, which together raises substantial doubt about its ability to continue as a going concern.  In order to continue as a going concern and achieve a profitable level of operations,  the Company will need, among other things, to increase sales of its advertising and subscription services.  Management's plans to continue as a going concern include the following items: 1) Concentrating its efforts on increasing the number of subscribers to its stock-tracking product, known as e-gate thereby increasing sales and increasing the advertisers on the Company's web site and email program. 2) Continuing to increase its gross profit percentage by increasing sales.  The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the aforementioned plan and eventually attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.          NOTE 10- GAIN (LOSS) ON SETTLEMENT OF DEBT  During the year ended December 31, 2009 the Company negotiated a settlement of the litigation regarding certain liabilities pertaining to its advertising operations for an amount greater than the amount of the originally-recorded liability. The result was recorded as a loss on settlement of debt in the amount of $240,000.  During the year ended December 31, 2008 the Company incurred liabilities with an unrelated third-party pertaining to its advertising operations.  Through various legal negotiations, these liabilities were settled and satisfied for an amount less than the amount of the originally-recorded liability.  The result was recorded as a gain on settlement of debt in the amount of $307,974.  NOTE 11 - SUBSEQUENT EVENTS  Management has evaluated subsequent events and determined that there are no subsequent events to report.


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