UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                   -----------
                                   FORM 10-KSB
(Mark  One)
      X           ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                  SECURITIES EXCHANGE ACT OF 1934

                  For the fiscal year ended December 31, 2002

                                       or

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

                  For the transition period from                 to

                         Commission file number 0-25631


                                 ALPHATRADE.COM
                  --------------------------------------------
                 (Name of small business issuer in its charter)

            Nevada                                      98-0211652
    ---------------------------              ----------------------------------
   (State or other jurisdiction             (I.R.S. Employer Identification No.)
 of incorporation or organization)

         Suite 400
    1111 West Georgia Street
     Vancouver, BC   Canada                               V6E 4M3
 -------------------------------------                    --------
(Address of principal executive office)                  (zip code)

                                  (604)681-7503
                  ---------------------------------------------
                 (Issuer's telephone number including area code)

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

  Securities registered pursuant to Section 12 (g) of the Act:
  Common Shares, $0.001 par value

Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. Yes _X__ No ___

Check if disclosure of delinquent filers in response to Item 405 of Regulation
S-B is not contained in this form, and no disclosure will 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- KSB or any amendment to
this Form 10-KSB.

The Issuer's revenue for its most recent fiscal year is $503,292.

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State the aggregate market value of the voting and non-voting common equity held
by non-affiliates computed by reference to the price at which the common equity
was sold, or the average bid and asked price of such common equity, as of a
specified date within 60 days:

As of March 20, 2003, the aggregate market value of the registrant's common
stock held by non-affiliates of the registrant was approximately $5,842,817
based on approximately 4,951,540 shares held by non affiliates at a price of
$1.18.

The number of shares of common stock outstanding as of December 31, 2002 was
8,545,297.

Documents incorporated by reference: A description of "Documents Incorporated by
Reference" is contained in Part III, Item 14.










































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                                 ALPHATRADE.COM
                            FORM 10-KSB ANNUAL REPORT
                                TABLE OF CONTENTS
                                                                       Page No.
                                                                       --------
                                     PART I
Item 1.  Description of Business.....................................      1
Item 2.  Description of Properties...................................     13
Item 3.  Legal Proceedings...........................................     13
Item 4.  Submission of Matters to a Vote of Security Holders.........     13
                                     PART II
Item 5.  Market for Common Equity and Related Stockholder Matters....     13
Item 6.  Management's Discussion and Analysis or plan of Operations..     15


Item 7.  Financial Statements                                             17
Item 8.  Changes in and Disagreements with Accountants on Accounting
         and Financial Disclosure....................................     18
                                    PART III
Item 9.  Directors and Executive Officers, Promoters and Control Persons:
         Compliance with Section 16(a) of the Exchange Act...........     18
Item 10. Executive Compensation......................................     19
Item 11. Security Ownership of Certain Beneficial Owners and
         Management..................................................     21
Item 12. Certain Relationships and Related Transactions..............     22
Item 13. Controls and Procedures.....................................     23
                                     PART IV
Item 14. Exhibits, and Reports on Form 8-K...........................     23
         Signatures..................................................     24




























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ITEM 1.     DESCRIPTION OF BUSINESS

Forward-Looking and Cautionary Statements

This report contains certain forward-looking statements. These statements relate
to future events or our future financial performance and involve known and
unknown risks and uncertainties. These factors may cause our company's, or our
industry's actual results, levels of activity, performance or achievements to be
materially different from those expressed or implied by the forward-looking
statements. In some cases, you can identify forward-looking statements by
terminology such as "may," "will" "should," "expects," "intends," "plans,"
"anticipates," "believes," "estimates," "predicts," "potential," "continue," or
the negative of these terms or other comparable terminology.

These statements are only predictions. Although we believe that the expectations
reflected in the forward-looking statements are reasonable, we cannot guarantee
future results, levels of activity, performance or achievements.

History

AlphaTrade.com was originally incorporated in the State of Nevada on June 6,
1995 as Sierra Gold Development Corp. The name was changed to Honor One
Corporation on October 29, 1998. On January 6, 2001 the name was changed to
AlphaTrade.com. On September 2001, Alphatrade.com was listed on the Frankfurt
Stock Exchange under the symbol TDR. On January 14, 2002 we changed our symbol
to APTD after effecting 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.

Overview:

AlphaTrade.com specializes in providing high-performance stock market data for
investors, day traders and professionals via a suite of products called E-Gate.
E-Gate offers a combination of real-time, historical and key fundamental data
that can be completely personalized for quick access to relevant stock market
information. AlphaTrade offers a customized E-Gate product to corporate
customers primarily in market segments such as banking, insurance, mutual funds,
brokerage firms, public relations and financially oriented websites. E-Gate is
rapidly integrated into corporate websites and can be utilized as value added
services to attract new customers and maintain the loyalty of existing
customers.

AlphaTrade provides a cost-effective solution for streaming, multi-lingual stock
market data to companies and individuals interested in real time market
information.

E-Gate, a suite of integrated financial solutions, provides flexible access to
research, market data, news, analytics and connectivity. Its open framework
incorporates the entire suite of E-Gate content and applications with third
party data. The entire application is configurable for integration into
financial institution's current business processes.

AlphaTrade's corporate customers are diverse and include different organizations
such as brokerage houses, banks, insurance companies, communication companies



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and websites. AlphaTrade's affiliate and partnership program increases our
exposure in the marketplace and has contributed to the increase in the number of
subscribers. For the host sites, the benefits include cost savings, less
financial commitment and as new products are developed each website is
automatically upgraded with no effort on the part of the customer.

The E-Gate product offers the ability to upgrade the service "on the fly" which
maintains the integrity of our user-friendly technology in all product
development. The E-Gate system is based on a highly modular architecture and is
spearheaded by the proprietary AlphaTrade network system. It is defined as being
modular in that each application is independent of the other and therefore not
co-dependent on the system itself. This allows for total customization and a
user-friendly working environment.

The E-Gate real time streaming market products can be enhanced and/or improved
"on the fly" as the need arises. This flexible technological feature provides
AlphaTrade with the opportunity to bid for large contracts with brokerage firms
or other financial institutions with confidence on our ability to handle the
data load and new design features. During 2002, AlphaTrade focused on maximizing
performance of the E-Gate products and streamlined the core competencies that
define our product. We believe that in the digital-driven marketplace with more
complex information to analyze, more concepts to understand and more information
to manage, more businesses will change from software-driven products to more
convenient and flexible browser-based products. Our goal is to offer quality
customer service and reliable products. We also believe that our growing network
of affiliates and alliances will add to the growth of our business.

BUSINESS DEVELOPMENT

AlphaTrade.com has deployed a versatile, light-weight, browser based application
containing a multi-lingual comprehensive suite of financial applications named
E-Gate. The E-Gate suite of services is available to anyone via the Internet for
$17.00* per month (*exchange fees are additional). The E-Gate applications
differ from the more expensive mainstream competition because E-Gate does not
require software downloads or plug-ins to view real-time, streaming, financial
market data. Additionally, the user can access their personal E-Gate account
from anywhere in the world regardless of the communication bandwidth being used
or speed of the Internet connection.

AlphaTrade's target markets for corporate accounts are banks, brokerage houses
and other financial services companies seeking to enhance their product line or
reduce their operating costs. All of these industry sectors have had serious
financial crises in 2002 which have prompted them to look for more favorable
alternatives for their quote services. A few industry giants have dominated the
financial quote service business for years, however, the market instability of
2002 has prompted many customers to seek more cost-effective alternatives.

Management believes that consumers powered by the Internet are calling for
companies that provide stock quotes to adjust their pricing to current market
times. Pricing must be reasonable for all consumers. We further believe that
providers must reduce time to market for new products, add new features and
enhancements as part of their ongoing service and provide exceptional customer
service.




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AlphaTrade is a financial markets content and solutions provider servicing the
business-to-business and business-to-consumer financial marketplace. We collect
financial content directly from content providers and financial information
sources. We re-present this merged financial content combined with a variety of
optional analytics packages to businesses or consumers for their personal and
professional use over the Internet.

AlphaTrade uses proprietary collection techniques to process financial market
activity and then consolidates this information and updates in real-time. The
data warehouse includes information for all of market data in the world for
equities, futures, options and funds. To date we only are distributing market
data for North American equities, options, major stock indices, Level I and II
NASDAQ-quoted stocks, Pink Sheets Level I and II, market-maker quotes and mutual
funds. We have futures contracts and options on futures contracts available for
distribution, however we are not planning to release them until mid year 2003.
We use proprietary extraction routines and compression algorithms to display the
data via the E-Gate system. Once the financial data has been merged with the
news and other financial content it is then distributed to the consumer via
E-Gate. Our primary data distribution center is located at our executive offices
in Vancouver, British Columbia. We also maintain a registered office in Carson
City, Nevada.

Subscribers access the E-Gate applications anywhere in the world over the
Internet. AlphaTrade provides every subscriber with the same institutional
quality financial data without the need for them to have special hardware or
software.

Our revenue is derived from subscription fees charged for access to E-Gate. In
addition, in 2002, we derived some revenue from corporate sponsors advertising
on AlphaTrade's login pages and we signed our first agreement for transactional
revenue derived from our Global Trading Platform. Our E-Gate services are used
primarily for monitoring market data, trading review and analysis. Our customer
base consists primarily of active traders, professional traders, financial
websites, banks, public companies, investor relations companies and security
broker-dealers.

Network infrastructure

AlphaTrades network infrastructure  consists of local directors,  firewalls
and other related network equipment to allow AlphaTrade the ability to offer a
reliable, uninterrupted service. In addition, our server farm with software
platforms, has fail-over capabilities. Our Internet infrastructure runs over a
high speed dedicated 100Mbits fiber Ethernet connection. This entire
infrastructure is managed and monitored locally and/or remotely. The monitoring
system has the ability to send e-mails or pager signals the moment a malfunction
is detected to ensure no disruption of service. The high-speed bandwidth permits
a secure and effective connection to AlphaTrade's intranet, so that any
servicing or repairs can be immediately resolved. Personnel are assigned on a 24
hour basis on the days the market is open to ensure a continuous data stream.

E-Gate employs a proprietary protocol to communicate between the client and the
server. A permission server validates Logins to E-Gate servers. Once the
permission server allows the client to establish a connection to an E-Gate
server, the connection between the client and server is maintained until the
client logs off.


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An internal staff of programmers, developers, and operators maintain support for
the E-Gate product. A team of quality control analysts, web developers,
technical and design specialists ensure the final product is user-friendly and
dependable. In addition to supporting the existing systems, this same staff
works continually to enhance and augment operating efficiencies.

Industry Overview

The Switch to Internet Streaming Stock Market Data

The market, we envision, for our specialized Internet financial services stems
from recent changes in the nature and availability of expanded market
information availability. Customer demand for instant, easy access has created a
major shift away from hardwired systems, which are expensive to maintain, to
simplified browser based systems that are easily accessed anywhere in the world.
We believe this Internet revolution is gaining momentum and ultimately will
dominate the industry with the biggest sector growth for financial services
being browser based products and services.

We believe that Internet delivery of stock market data is strongly becoming the
preferred method of delivery for a number of reasons. The primary advantages are
the reduced cost, instant accessibility, greater convenience and overall ease of
use. When individuals switch to E-Gate by signing-up online, the account can be
accessed instantly and the cost is about 50 cents per day. In addition, the
quality of the digitally transmitted data is not compromised in any way with
respect to latency or accuracy of the data.

The Stock Market Data Delivery Market

Until recently, the dominant stock market data delivery companies focused on
large corporate clients such as brokerage firms, banks, financial
institutions and priced their products accordingly. To provide this
institutional quality service, these companies had to invest heavily in a
corporate infrastructure designed around software upgrades, hardware
installations and long-term contractual obligations from their clients. However,
we believe that because the market is changing to browser based products, there
is becoming a greater demand for lower cost alternatives.

The financial industry's move to Internet delivery offers expanded opportunities
for a larger demographic of users. Because the cost of an E-Gate subscription is
a fraction of the cost of the hard-wired systems, management foresees a new and
expanding market for products such as E-Gate.

Our Market Opportunity

We believe that the trend to Internet stock market data delivery and lower cost
stock quote service providers will create an opportunity for E-Gate.

Consumers are embracing new broadband capabilities which is spurring the growth
of browser based products. The broadband trend is already evident in North
America as many households already have cable or ADSL Internet connections.






                                      4
<PAGE>
Our Business

We provide real-time financial market data, fundamental research, news and
charting to professional and individual investors through the Internet. We
disseminate news and third-party database information from more than 45 sources
worldwide.

Market data is delivered direct to our facilities, where the data is
simultaneously redistributed to its customers. Once the user is attached to our
host server, the connection link is constant, like an open telephone connection.
This allows the system to provide updating stock quotes and news and to
instantly respond to all queries.

Our business model is to increase the number of subscribers for our E-Gate
Internet stock quote service. The E-Gate service includes:

   o     Stock quotes
   o     Level II for Pink Sheets and Nasdaq
   o     News
   o     Charts - intraday and historical
   o     Most active list
   o     Mutual Funds
   o     Time and sales for the past three days for any listed equity
   o     Alerts
   o     Portfolio managers

E-Gate is a real-time financial market data feed application, which collects,
analyzes, processes, stores, compresses, and transmits financial content.
Subscribers have access to comprehensive information on stocks, options,
indices, and news, including bid and ask prices, charts, research and
other information for any listed or Nasdaq-traded stock, all OTC-BB stocks, Pink
Sheets, and Canadian listed companies.

E-Gate is designed to provide subscribers access to real time stock market
information. Subscribers do not need to purchase, lease or download any
software. All of the financial applications are available via the Internet for a
low monthly subscription price.

AlphaTrade has designed the E-Gate system to be user friendly and very simple to
operate. All functions are handled through an independent MENU, which pops up
after you login. The Menu is a collection of individual financial
applications, which can be independently opened from the menu. The menu is also
customized with our corporate clients logo.

Remote Manager: Our remote Client Management tool provides the means for
business to quickly offer real-time quotes and news fully integrated into their
site via the Internet. Our Remote Manager eliminates lengthy development time
and eases administrative processes. The Remote Manager is a turnkey solution to
providing the client with back-end tools such as administrative database, online
sign-up templates, exchange authorizations, automatic reports and billing. The
Remote Manager provides businesses with the back office processing capabilities
to set up and maintain a database of their clients. The Remote Manager was
designed to interface with an existing back office. Features include: account
administration, reporting and online billing, easy sorting and searching



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capabilities. The Remote Manager allows for access from multiple locations
through its browser-based software and makes it easy to configure and customize
client data.

E-Quote tools: Since AlphaTrade is a client-server java application; our
products are not restricted by the limitations of HTML. With financial products
using HTML, displayed data remains static until a query is repeated. In
contrast, the E-Quote tools deliver and automatically update a continuous stream
of market data to the client's screen. Products available include detailed
quote, charts, news, streaming stock ticker and snap quote, all 15-20 minutes
delayed and offered at no cost to the host site.

Marketing

E-Gate is marketed at a cost of $17.00 US per month plus applicable exchange
fees. Customers need not enter into a long-term contract, and can sign up for a
month or a year. Subscribers can use E-Gate as a supplementary stock quote
system, to augment their current system or as the system of choice for streaming
stock market data.

E-Gate also offers instant access. Regardless where a customer signs up, access
is immediate.

E-Gate is user-friendly and offers a short 2 minute tutorial that is available
in five different languages. E-Gate's mobility permits the subscriber to use the
service at multiple locations from any computer. Because E-Gate is
multi-lingual, users can select their language preference at login.

Upgrades and enhancements are done automatically. As new products are developed
and introduced by AlphaTrade, each subscriber is automatically upgraded the next
time they login.

Competition

Our primary competition in North America is from long-established companies who
have long-term agreements with their customers. We believe that E-Gate is
representative of a material change in the manner in which financial data
dissemination is provided to the end user. We also believe that we can compete
with existing services because E-Gate is multi-lingual, cost effective and no
long-term agreements are required. Further, E-Gate requires only minimal
servicing and changes are made automatically with no human interference. It is
our goal to continually enhance and add new features to our current offering.

Attracting and retaining customers will depend, among other things, upon our
ability to continue to provide a reliable and cost effective stock quote service
since our subscribers are not bound by long-term agreements. It is our belief
that consumers are becoming less willing to tie themselves up with long-term
agreements especially in light of the recent chaotic state of the stock markets.

Customers

Our customers consist principally of





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<PAGE>
   o     brokerage firms for use by their professionals,
   o     financially oriented websites that want a better product mix,
   o     other unrelated websites that are seeking new products to offer their
         visitors o day traders,
   o     individual investors and
   o     public and investor relations companies that want to follow their
         customers stock prices.

Currently we have customers in 32 countries worldwide with the majority of our
subscribers from the US. We are not dependent on any single customer.

Sales and Marketing

Our sales activities are generated through relationships developed by our
corporate executives, in-house sales personnel, existing subscribers and by our
affiliates.

AlphaTrade's marketing efforts include customizing and private labeling all
of the E-Gate applications for online sites that have a demographic similar to
AlphaTrade's target market. We have selected active traders, brokerage firms and
financial websites seeking new and innovative products.
Further features and enhancements are considered and implemented regularly to
satisfy the demands of the trading community.

Private labeling websites: We offer services and products to other websites by
offering to customize all of our E-Gate financial tools.

Key elements of Alphatrade's marketing strategy are:

Expand our relationship with existing customers and attract new customers.
We offer a broad range of market information and have added some new alliances
in order to ensure long-term loyalty of existing subscribers. Enhanced charting
capabilities and additional news sources will be added in 2003 to further ensure
our services stays at the forefront of value. AlphaTrade actively seeks
referrals from existing customers and continuously identifies potential sales
opportunities. We also license our existing product line.

Further international expansion. We have customers in 32 countries, however the
US still dominates the generation of revenue. Certain international markets have
been relaxing their taxation rules, which will ultimately make it easier for
investors to develop short-term trading patterns thereby requiring a real time
stock market service. Management believes that the E-Gate product will be
accepted in foreign markets due to its multi-lingual capabilities and ease of
use.

We believe our products are well-positioned to address the requirements for
scale, complexity, availability and integration for browser based markets. We
continue to strive to develop new products and new capabilities designed
specifically with the consumer in mind. Our marketing mandate is to attract and
keep customers by providing the best customer service in the industry.

Seek  strategic  alliance  opportunities.  The stock  market data  dissemination
industry is in a state of innovation and change characterized by new
technologies, standards and features. We will seek alliances with companies that




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can assist us to expand into high-growth transaction based markets, leverage our
international sales and support infrastructure, and help build market presence
for existing products.

Improve profitability. Throughout fiscal 2002, we spent considerable time and
effort enhancing E-Gate's reliability, creating an infrastructure to accommodate
large numbers of subscribers and building relationships with companies that will
aid in developing sales distribution channels. We will continue to focus on the
strategic importance of all products, services and sales distribution channels
with a primary focus on developing profitability within fiscal 2003.

EMPLOYEES

As of December 31, 2002, we had a staff of 14 full-time people, none of whom are
represented by a collective bargaining unit. We believe we have a satisfactory
relationship with our contractors. From time to time, we use the services of
outside consultants on an hourly basis.

RECENT EVENTS

On May 16, 2002 AlphaTrade released the Global Trading Platform, a
state-of-the-art online trading platform being offered to brokerage firms and
financial institutions. The trading platform is a professional trading interface
that integrates with the users existing back office in less than seven days. On
December 15, 2002, AlphaTrade signed an agreement with SEGOES Securities, Ltd.
to implement the global trading platform within the first quarter of 2003.

On November 20, 2002, we signed an agreement with Bollinger Capital Management.
AlphaTrade will be the first company to implement Mr. Bollinger's new charting
algorithms.


COMPANY RISK FACTORS

         There are many competitors in the data feed industry

Our data service competes with many providers of financial information over the
Internet. Principal competitors to E-Gate are Reuters, Thomson Financial and
other such companies who have long-standing customers and a wide variety of
products. 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.

         Our extremely limited operating history makes it difficult to evaluate
         our business and prospects

We commenced operations in January 2001 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.







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         We have a history of losses and anticipate future losses

We have not achieved significant revenues to date and we may not achieve or
subsequently maintain profitability if anticipated revenues occur more slowly
than we expect, or not at all. We also have experienced operating losses,
negative cash flow from operations and net losses in each quarterly and annual
period. As of December 31, 2002, our accumulated deficit was approximately $15
million. We expect to continue to incur significant expenses in connection with:

         *     research and development of new and existing products;

         *     costs of our sales and marketing efforts;

         *     additional personnel

         *     increased general and administrative expenses

Accordingly, 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.

         Additional share issuances could be dilutive

If we do not generate necessary cash from our operations to finance our future
business, we will need to raise additional funds through public or private
financing opportunities. Selling additional stock could dilute the equity
interests of our stockholders. If we borrow more money, we will have to pay
interest and may also have to agree to restrictions that limit our operating
flexibility. We may not be able to obtain funds needed to finance our operations
at all or may be able to obtain them only on very unattractive terms.
We may also explore other alternatives such as a joint venture with another
technology or financial services firm. There can be no assurances, however, that
we will conclude any such transaction.

         The market may not continue to accept E-Gate

We generate revenue from subscribers who pay monthly for the E-Gate service. We
expect E-Gate to continue to account for a large portion of our revenue for
fiscal 2003. Our future financial performance will depend on increasing
acceptance of our current products and on the successful development,
introduction and customer acceptance of new and enhanced versions of our
products. Our business could be harmed if we fail to deliver a reliable service
to our customers.

We are striving to increase our subscriber base which would serve to reduce the
data costs on a per subscriber basis. We are also planning to license our
applications which would further reduce our data costs on a per subscriber
basis. As our subscriber base increases, the amount of revenue from advertising
is expected to increase and the amount we can charge for advertising increases
as the demographics of our subscribers is appropriate for certain companies. If
we are unable to generate sufficient revenues to cover the cost of our operating
expenses, our business will be adversely affected and the price of our stock may
decline.



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         Outside factors may influence our 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:

         *     demand for and market acceptance of our products and services;

         *     our efforts to expand into international markets;

         *     introduction of products and services or enhancements by us and
               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.

         If we lose key personnel, 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.

         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 qualified
technical and marketing personnel. We may experience difficulty in recruiting
qualified personnel, which is an intensely competitive and time consuming
process. We may not be able to attract and retain the necessary personnel to
accomplish our business objectives as our business develops and grows.
Accordingly, we may experience constraints that will adversely affect our
ability to satisfy future customer demand in a timely fashion or to support our
customers and operations. This could cause an adverse effect on our business,
financial condition and results of operations.

         Our limited ability to protect our intellectual property may prevent us
         from retaining our competitive advantage



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<PAGE>
Our future success and our ability to compete are dependent, in part, upon our
proprietary technology. Taken as a whole, we believe our intellectual property
rights are significant and any failure to adequately protect our proprietary
rights could result in our competitors offering similar products, potentially
resulting in loss of a competitive advantage and decreased revenues. In
addition, the laws of many foreign countries do not protect our intellectual
property to the same extent as the laws of the United States. Also, it may be
possible for unauthorized third parties to copy or reverse engineer aspects of
our products, develop similar technology independently or otherwise obtain and
use information that we regard as proprietary. Furthermore, policing the
unauthorized use of our products is difficult.

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.

Reliance on third party  providers

Our future success depends upon our ability to aggregate and deliver compelling
financial content over the Internet. We rely heavily on third party content
providers, namely Reuters Information Ltd. and Comtex New Network, Inc.
Currently we have a two year contract with Reuters which calls for monthly
payments of $20,000 and one year left on our agreement with Comtex which calls
for monthly payments of $4,150. Both contracts provide for automatic renewal
unless both parties negotiate otherwise or unless the provider is unable to
deliver the feed. Although there are many competitors to these feed suppliers
and if necessary a new contract could be negotiated, a temporary disruption in
these feed suppliers could have a negative effect on our business.

         Going Concern Issue

Our independent auditors have expressed a going concern issue. 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
licensing our technology and raising additional capital through loans from
shareholders. We intend to license our technology to companies in the investment
community to provide as a service to their clients. We expect that we will need
$150,000 to cover our negative cash flow until the licenses are sold or $500,000
of additional funds if we are unsuccessful in selling the licenses for our
operations in 2003. However, management cannot provide any assurances that we
will be successful in accomplishing any of its plans.

A decline in stock market investing has definitely affected the demand for stock
market quote service products and has negatively affected our marketing plans.
If this downturn in the market continues this would limit our ability to
generate profitability in the short-term.

                                       11
<PAGE>
Risks relating to ownership of our common stock

         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.

         We do not intend to pay dividends

To date, we have never declared or paid any cash dividends on shares of our
common stock. We currently intend to retain our future earnings for growth and
development of our business and, therefore, we do not anticipate paying any
dividends in the foreseeable future.

         Possible "Penny Stock" Regulation

Trading of our common stock on the OTC Bulletin Board may be subject to certain
provisions of the Securities Exchange Act of 1934, commonly referred to as the
"penny stock" rule. A penny stock is generally defined to be any equity security
that has a market price less than $5.00 per share, subject to certain
exceptions. If our stock is deemed to be a penny stock, trading in our stock
will be subject to additional sales practice requirements on broker-dealers.
These may require a broker dealer to:

         *     make a special suitability determination for purchasers of penny
               stocks;

         *     receive the purchaser's written consent to the transaction prior
               to the purchase; and

         *     deliver to a prospective purchaser of a penny stock, prior to
               the first transaction, a risk disclosure document relating to the
               penny stock market.

Consequently, penny stock rules may restrict the ability of broker-dealers to
trade and/or maintain a market in our common stock. Also, many prospective
investors may not want to get involved with the additional administrative
requirements, which may have a material adverse effect on the trading of our
shares.







                                       12
<PAGE>
ITEM 2.   DESCRIPTION OF PROPERTY

Our executive offices are located in Vancouver, B.C., Canada in a
4,500 square foot facility.  AlphaTrade has a  month-to-month sub-lease at a
current monthly rent of $6,000.  The lease expires in March, 2004.  The computer
 facilities are at this location.  We do not own any real estate.

ITEM 3.   LEGAL PROCEEDINGS

In February, 2002, discoveries were held and revealed that AlphaTrade is the
proper owner and operator of its computer technology, intellectual property and
business plan. Accordingly, the parties agreed to terms for a settlement that
did not adversely affect AlphaTrade.com. This was in respect to the lawsuit
filed on June 8, 1999 with the Plaintiffs being WebData ,Joel Stone and Mike
Razar.

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

None

                                     PART II

ITEM 5.  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDERS MATTERS.

Market Information

Currently, our common stock is traded over-the-counter and quoted
on the OTC Bulletin Board under the symbol "APTD" and is also traded on the
Frankfurt Stock Exchange under the symbol TDR. 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. The reported bid prices reflect the 1 for 50 stock split that
occurred on January 14, 2002.

2002 Quarterly Information
                                            High             Low

First                                       3.75              1.24
Second                                      1.67              0.18
Third                                       0.80              0.25
Fourth                                      1.03              0.20

2001 Quarterly Information


First                                      20.50              5.50
Second                                     15.50              4.50
Third                                      10.00              2.50
Fourth                                      8.50              2.50

As of December 31, 2002 there were 196 stockholders of record of our common
stock. This does not include an indeterminate number of shareholders who may
hold their shares in "street name".


                                       13
<PAGE>
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.

The future sale of presently outstanding "unregistered" and "restricted" common
stock by present members of management and persons who
own more than five percent of our outstanding voting securities may have an
adverse effect on any market that may develop in the shares.

All common shares and preferred shares rank equally for the payment of
dividends. If a dividend were to be paid all issued shares would be eligible.

Recent Sales of "Unregistered" Securities

The following unregistered securities have been issued since January 1, 2002 and
are previously disclosed in our Form 10-QSB's unless otherwise noted:

                                 Valued
Date     No. of Shares   Title     At      Reason

Jan. 23/02    10,000   Common     $2.30     Charitable Donation
Feb. 19/02     3,400   Common     $2.70     Services
Feb. 25/02    25,000   Common     $2.30     Retire Liability
Feb. 25/02    25,000   Warrants   $1.00     Retire Liability - Expire Mar. 4/03
March 4/02 1,275,000   Common     $0.55     Retire Liability
Apr.  5/02    10,500   Common     $1.50     Services
Apr. 11/02     7,500   Common     $1.25     Services
May   8/02   407,500   Common     $0.25     Private Placement
May   8/02   100,000   Common     $0.46     Services
May   8/02    11,250   Common     $0.46     Settle debt
May  24/02    10,000   Common     $0.50     Private Placement
June  4/02    25,000   Common     $0.42     Service
June 20/02   400,000   Common     $0.18     Services - officers
June 20/02   250,000   Common     $0.10     Private Placement
June 20/02    50,000   Common     $0.10     Services
Aug.  2/02     2,000   Common     $0.38     Services
Aug. 14/02     4,000   Common     $0.38     Services
Aug. 14/02   525,000   Common     $0.38     Services
Aug. 14/02   500,000   Common     $0.19     Private Placement
Aug. 23/02    45,000   Common     $0.67     Charitable Donation
Oct. 17/02 1,475,000   Common     $0.15     Services
Oct. 18/02 1,165,000   Common     $0.20     Services
Oct. 28/02    30,000   Common     $0.275    Services

The above noted shares were issued without registration under the Securities Act
in reliance on the exemption provided by Rule 506 and/or Section 4(2) of the
Securities Act as a transaction by an issuer not involving a public offering to
consultants or to companies owned or controlled by our consultants or officers.


                                       14
<PAGE>
ITEM 6.    MANAGEMENT'S  DISCUSSION AND ANALYSIS OF OPERATIONS

Results of Operations. During the fiscal year ended December 31, 2002, we saw
revenue increase each quarter. Revenue for fiscal 2002 was $503,292 which is an
111% increase over fiscal 2001 sales of $238,189. The increase in revenue is
directly attributable to subscriber acceptance of the E-Gate product. In
addition, we have added other revenue sources; John Bollinger's new charting
algorithms, advertising on our login page and our Global Trading platform which
is expected to start to generate revenue in fiscal 2003. The increase in
revenues for the year ended December 31, 2002 also reflects the growing
acceptance of the E-Gate product.

We incurred a net loss of $4,236,089 for the year ended December 31, 2002
compared to $5,416,979 for the year ended December 31, 2001. Included in the
loss for 2002 was $3,801,933 as the value of shares and warrants issued for
services. In 2001, $4,185,167 of the loss was the value of the shares and
warrants issued. Excluding these non cash expenses the losses for 2002 and 2001
would have been $434,156 and $1,231,812, respectively. This would be a 65%
reduction in our net loss. The 22% decrease in general and administrative
expenses for 2002 was mainly the result of reduced need for development costs
due to the completion of our product. It also was the result of decreased legal
fees due to settling the WebData lawsuit and an overall reduction in overhead
costs.

General and administrative expenses are comprised of standard business operating
expenses and include the issuance of stock for services. In fiscal 2003 we do
not expect a dramatic decrease in general and operating expenses. We will be
devoting more funds to sales and marketing and less to product development.

Interest expense was $49,223 for the year ended December 31, 2002 compared to
$94,978 for fiscal 2001. The decrease was a result of eliminating $1,080,308 in
debt. The debt was to senior officers and other parties and was settled by the
issuance of "restricted" stock. We also recorded a gain on forgiveness of debt
of $289,040 and $72,111 in 2002 and 2001, respectively. The gain was the result
of creditors going out of business thereby eliminating the need to pay the
obligations.

Liquidity and Capital Resources. AlphaTrade has consistently been financed
through loans from related parties and from raising capital through private
equity offerings. We used $354,759 and $428,849 of cash in operating activities
in 2002 and 2001, respectively. This was a decrease of 17%. For the twelve
months ended December 31, 2002 we received cash totaling $277,650 from the
issuance of our common stock pursuant. We also received $280,992 from related
party loans.

We expect that in 2003 we will need between $150,000 and $500,000 to cover
operating needs until operating revenues are adequate to cover cash flow.
Management intends to offer our applications to companies in the investment
community for cash and to continue to receive loans from shareholders to meet
these needs.

Given the right circumstances, we would entertain a secondary financing if it
would expand our market penetration and bring extra revenue to us. We are
actively seeking acquisition targets and may decide to use our stock as the
compensation for any acquisition.


                                       15
<PAGE>
We currently have no material commitments for capital requirements. At the
present time we have no need to purchase new equipment or replace the equipment
we are currently using. We believe that our capital infrastructure is adequate
to handle the expected growth in 2003.

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

On August 16, 2001, the Financial Accounting Standards Board, or FASB, issued
Statement of Financial Accounting Standards (SFAS) No. 143, Accounting for Asset
Retirement Obligations," which is effective for fiscal years beginning after
June 15, 2002. It requires that obligations associated with the retirement of a
tangible long-lived asset be recorded as a liability when those obligations are
incurred, with the amount of the liability initially measured at fair value.
Upon initially recognizing an accrued retirement obligation, an entity must
capitalize the cost by recognizing an increase in the carrying amount of the
related long-lived asset. Over time, the liability is accreted to its present
value each period, and the capitalized cost is depreciated over the useful life
of the related asset. Upon settlement of the liability, an entity either settles
the obligation for its recorded amount or incurs a gain or loss upon settlement.
Although we have not completed the process of determining the effect of this new
accounting pronouncement, we currently expect that the effect of SFAS No. 143 on
our consolidated financial statements, when it becomes effective, will not be
significant.

In October 2001, the FASB issued SFAS 144, Accounting for the Impairment or
Disposal of Long-Lived Assets, which addresses financial accounting and
reporting for the impairment or disposal of long-lived assets. Although SFAS 144
supersedes SFAS 121, it retains many of the fundamental provisions of SFAS 121.
SFAS 144 also supersedes the accounting and reporting provisions of Accounting
Principles Board Opinion No. 30, Reporting-the Results of Operations-Reporting
the Effects of Disposal of a Segment of a Business, and Extraordinary, Unusual
and Infrequently Occurring Events and Transactions, for the disposal of a
segment of a business. However, it retains the requirement in APB 30 to report
separately discontinued operations and extends that reporting to a component of
an entity that either has been disposed of, by sale, abandonment, or in a
distribution to owners, or is classified as held for sale. SFAS 144 is effective
for fiscal years beginning after December 15, 2001 and interim periods within
those fiscal years. We believe the adoption of SFAS 144 will not have a
significant effect on our consolidated financial statements.

In April 2002, the FASB issued Statement No. 145 "Rescission of FASB Statements
No. 4, 44, and 62, Amendment of FASB Statement No. 13, and Technical
Corrections" (SFAS 145). SFAS 145 will require gains and losses on
extinguishments of debt to be classified as income or loss from continuing
operations rather than as extraordinary items as previously required under
Statement of Financial Accounting Standards No. 4 (SFAS 4). Extraordinary
treatment will be required for certain extinguishments as provided in APB
Opinion No. 30. SFAS 145 also amends Statement of Financial Accounting Standards
No. 13 to require certain modifications to capital leases be treated as a
sale-leaseback and modifies the accounting for sub-leases when the original
lessee remains a secondary obligor (or guarantor). SFAS 145 is effective for

                                       16
<PAGE>
financial statements issued after May 15, 2002, and with respect to the impact
of the reporting requirements of changes made to SFAS 4 for fiscal years
beginning after May 15, 2002. The adoption of the applicable provisions of SFAS
145 did not have an effect on our financial statements.

In June 2002, the FASB issued Statement No. 146, "Accounting for Costs
Associated with Exit or Disposal Activities." SFAS 146 nullifies Emerging Issues
Task Force Issue No. 94-3 "Liability Recognition for Certain Employee
Termination Benefits and Other Costs to Exit an Activity (including Certain
Costs Incurred in a Restructuring)." SFAS 146 applies to costs associated with
an exit activity that does not involve an entity newly acquired in a business
combination or with a disposal activity covered by SFAS 144. SFAS 146 is
effective for exit or disposal activities that are initiated after December 31,
2002, with earlier application encouraged. We are currently reviewing SFAS 146.

In October 2002, the FASB issued Statement No. 147 "Acquisitions of Certain
Financial Institutions - an amendment of FASB Statements No. 72 and 144 and FASB
Interpretation No. 9" (SFAS 147). SFAS 147 removes acquisitions of financial
institutions from the scope of both Statement 72 and Interpretation 9 and
requires that those transactions be accounted for in accordance with FASB
Statements No. 141, Business Combinations, and No. 142, Goodwill and Other
Intangible Assets. Thus, the requirement in paragraph 5 of Statement 72 to
recognize (and subsequently amortize) any excess of the fair value of
liabilities assumed over the fair value of tangible and identifiable intangible
assets acquired as an unidentifiable intangible asset no longer applies to
acquisitions within the scope of this Statement. In addition, this Statement
amends FASB Statement No. 144, Accounting for the Impairment or Disposal of
Long-Lived Assets, to include in its scope long-term customer-relationship
intangible assets of financial institutions such as depositor- and
borrower-relationship intangible assets and credit cardholder intangible assets.
Consequently, those intangible assets are subject to the same undiscounted cash
flow recoverability test and impairment loss recognition and measurement
provisions that Statement 144 requires for other long-lived assets that are held
and used. SFAS 147 is effective October 1, 2002. The adoption of the applicable
provisions of SFAS 147 did not have an effect on our consolidated financial
statements.

In December 2002, the FASB issued Statement No. 148 "Accounting for Stock-Based
Compensation - Transition and Disclosure - an amendment of FASB Statement No.
123" (SFAS 148). SFAS 148 provides alternate methods of transition for a
voluntary change to the fair value based method of accounting for stock-based
employee compensation. In addition, this Statement amends the disclosure
requirements of Statement 123 to require prominent disclosures in both annual
and interim financial statements about the method of accounting for stock-based
employee compensation and the effect of the method used on reporting results.
SFAS 148 is effective for fiscal years beginning after December 15, 2003. We are
currently reviewing SFAS 148.

ITEM 7.     FINANCIAL STATEMENTS

Financial statements as of and for the fiscal years ended December 31, 2002 and
2001 have all been examined to the extent indicated in their report by H J &
Associates, LLC, independent certified public accountants, and have been
prepared in accordance with generally accepted accounting principles and
pursuant to Regulation S-B as promulgated by the SEC. The aforementioned
financial statements are included herein under Item 14 starting with page F-1.

                                       17
<PAGE>
ITEM 8.     CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS
            ON ACCOUNTING AND FINANCIAL DISCLOSURE.

None.

                             PART III


ITEM 9.     DIRECTORS AND EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS:
            COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT

The following table sets forth certain information regarding our executive
officers and directors:

Name              Age      Position

Gordon Muir       49       Founder, Chief Executive Officer, Chairman, Director
Penny Perfect*    49       Founder, President, Director
Lisa McVeigh*     39       Director
Raymond Hatch     71       Director


*  Member of the audit committee

The Directors and Officers will serve until the next annual general meeting of
the shareholders or until their death, resignation, retirement, removal,
disqualification, or until their successors have been duly elected and
qualified. All Officers serve at the will of the Board of Directors.

GORDON MUIR has served as Chairman and a Director of AlphaTrade since October
21, 1999. He became Chief Executive Officer in February, 2000. 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.

PENNY PERFECT has served as President  and a Director of  AlphaTrade  since
October  21,  1999.  Ms.  Perfect  has  been in the  stock  market  and  related
industries for over 20 years and was President of her own firm from 1990 to 1999
providing Investment Banking and Administration services early stage development
companies. Prior to establishing her own firm, Ms. Perfect was a stockbroker for
over five years with a firm specializing in venture capital and micro cap
companies. She was also involved in many aspects of tax advantaged investment
products from structuring them and raising the necessary capital for the
project.

RAYMOND A. HATCH. Mr. Hatch was appointed as a Director on September 13, 2000.
Mr. Hatch started his own investment-banking boutique, Grady and Hatch &
Company, Inc. in May of 1982. This organization focused on private placements,
syndicate participations and the origination of its own underwritings. Mr. Hatch
subsequently in 1999 joined Ridgewood Group International Ltd. (RGI) as a
Managing Partner. During his career on Wall Street, Mr. Hatch was a regular
member of the American Stock Exchange and an allied member of the NYSE on
several occasions, a principal of the NASD and as a registered investment
advisor with the SEC for over ten years.

                                       18
<PAGE>
LISA McVEIGH has served as a Director  since January 21, 2000.  Ms. McVeigh
has held the position since 1990 of Financial Officer with British Columbia Film
for over twelve years and serves on the audit committee for AlphaTrade.com.

Family Relationships

Gordon Muir, CEO and Penny Perfect, President are married and both are founding
member of Alphatrade.com There are no other family relationships between any
other Directors or executive Officers.

Compliance with Section 16 of the Exchange Act.

Section 16(a) of the Exchange Act requires 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, 2002, 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.

ITEM 10.    EXECUTIVE COMPENSATION

The following table shows compensation earned during fiscal 2000 to 2002 by the
Chief Executive Officer and President. Titles shown on the table are titles held
at December 31, 2002. The information in the table includes salaries, bonuses,
stock options granted, restricted stock awards granted and other miscellaneous
compensation. We have no long term compensation benefits other than stock
options.

                           SUMMARY COMPENSATION TABLE

                                                    Long-Term and Other
                 Annual Compensation                Compensation
                 -------------------------------    --------------------------
                                                    Number of
                                            Other   Securities    All Other
Name and 2000      Fiscal                   Annual  Underlying    Compensation
Principal Positions Year  Salary(1) Bonus  Comp(3)  Options       (2)
------------------------------------------------------------------------------

Penny Perfect       2000 $120,000           ----     ----         8,000 shares
President           2001 $120,000    ----   ----     ----       124,000 shares
                    2002 $180,000                             1,050,000 shares

Gordon J. Muir      2000 $120,000           ----     ----         8,000 shares
CEO                 2001 $120,000    ----   ----     ----       124,000 shares
                    2002 $180,000                             1,050,000 shares

1)   Salaries are paid by the issuance of shares.
2)   Shares issued to companies in which the executive officers have a minority
interest in lieu of participation in the year 2000, 2001 and 2002 stock
plans. All shares are reported on a post 1 for 50 reverse split basis.
3)   The Board approved grants of restricted stock to companies in which the
above noted executive officers have a minority interest. The above noted

                                       19
<PAGE>
disclosure should not be construed as an admission that he/she is the beneficial
owner of these shares of common stock.

Employment Agreements

On January 1, 2003 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 December 31, 2005. 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 follows:

         (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) Signing Bonus. We shall issue a signing bonus of 1,000,000 common
shares and an option to purchase 2,500,000 shares of our common shares, vesting
immediately at an exercise price of $0.45 per share.

         (c) Cash Bonus. For each full fiscal year beginning January 1, 2003, as
shall be determined by the Board of Directors based on the achievement by
AlphaTrade of performance goals established by Management for each such fiscal
year.
         (d) Bonus Stock Options. In addition to the monthly base salary and any
other benefits available to all employees and consultants, including standard
incentive qualified stock options, we will grant bonus stock options to purchase
5,000,000 common shares of AlphaTrade.com restricted common shares, vesting
2,000,000 common shares on March 31, 2003, 2,000,000 common shares on March 31,
2004 and 1,000,000 common shares on March 31, 2005. The Bonus Stock Options
carry an anti-dilution provision and are not subject to a reverse split. For all
purposes related to the Grant for these options, the Board of Directors
determined that the date of such grant is January 8, 2003 and the Fair Market
Value per share as of the date of such grant is US $0.45

         (e) Stock Bonus. A restricted stock bonus of 2,000,000 common shares
annually by March 31st of each year of the agreement beginning March 31, 2003.
The restricted stock bonus carry an anti-dilution provision and are not subject
to a reverse split prior to issuance.

AlphaTrade.com 2000, 2001 and 2002 Stock Option Plans

     Stock Incentive  Plans were adopted in 2000, 2001 and 2002 authorizing the
issuance of the following shares to the Employees and Consultants of which the
unexercised balances are as follows:

                  Exercise            Number         Number
                  Price            Authorized     Outstanding

2001 Plan         $0.10             2,147,800        none
2001 Plan         $1.50 (avg)       1,387,200        none**

2002 Plan         $0.25             1,200,000      1,200,000




                                       20
<PAGE>
All employees and consultants are eligible to participate in the 2002 Stock
Option Plan. The options vest over a five year period. The Plan is administered
by the Board of Directors.

Bonuses and Deferred Compensation

None of the Directors or executive officers received a bonus or deferred
compensation other than as noted above.

Compensation Pursuant to Plans -  None

Pension Table -  None   not applicable

Other Compensation

None of the Directors receive a fee for serving as Directors. Directors are
reimbursed for direct out-of-pocket expenses for attendance at meetings of the
Board of Directors and for expenses incurred for and on behalf of AlphaTrade.

Director Compensation

Directors are compensated for their expenses and reimbursed for any costs
associated with attending board meetings. Two Directors have received stock
options pursuant to their Consulting Agreements described above.

ITEM 11.    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth certain information concerning the stock
ownership as of December 31, 2002, of:
o each person who is known to be the beneficial owner of more than 5 percent of
our common stock; o directly or indirectly by each director; o by each person
who was an executive officer during the fiscal year ending December 31, 2002;
and o by directors and executive officers as a group.

                                            Shares
                                            Beneficially
Name of Beneficial Owner                    Owned(1)            Percent (2)

Penny Perfect                             7,241,620(3)             53%
Suite 400 - 1111 W. Georgia St.
Vancouver, B.C.

Gordon Muir                               7,016,320(4)             52%
Suite 400 - 1111 W. Georgia St.
Vancouver, B.C.

Ms. Perfect and Mr. Muir are spouses.  Accordingly, each spouse's holdings may
also be deemed to be beneficially owned by the other, however both Ms Perfect
and Mr. Muir are businesspeople in their own right.


All executive officers and directors
as a group (four persons)                14,257,940(5)             77%




                                       21
<PAGE>
(1)  The above noted disclosure should not be construed as an admission that
each executive officer or director is the beneficial owner of these shares of
common stock.
(2)  Percentage ownership is based upon 8,545,297 shares of common stock
outstanding on December 31, 2002 and is calculated separately for each person on
the basis of the actual number of outstanding shares beneficially owned as of
December 31, 2002 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 preferred shares.
(4)  Includes direct and indirect ownership of common shares and includes
5,000,000 shares to be issued upon the conversion of preferred shares.
(5)  Include 10,000,000 shares to be issued upon the conversion of preferred
shares.

PREFERRED SHARES

We have authorized 10,000,000 preferred shares, $0.001 par value per share, to
be issued in series with attributes to be determined by the Board of Directors.
A Series of 2,000,000 shares of Class "A" Preferred Stock has been authorized by
the Board of Directors. The Class "A" Preferred Stock, all of which are
currently outstanding, has the following rights, privileges and preferences:

  -  Each share is convertible into five shares of common stock at a conversion
     price of $0.05 per share;
  -  Each share is accorded five votes on any matter submitted to the
     stockholders;
  -  There shares are assignable, subject to compliance with any applicable
     securities laws, rules and regulations;
  -  Ownership of these shares vests on issuance, and they are not subject to
     cancellation.

ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

Related Party Loans

Related parties loaned us $280,992 and $109,506 during the years ended December
31, 2002 and 2001, respectively. The sum of $6,940 was owed as a reimbursement
for expenses paid on behalf of the Company. It was repaid in January, 2003. The
remaining sum of $274,052 was owed equally to Jupiter Consultants Inc. and
Micro-American Inc. Jupiter Consultants, Inc. and Micro American Inc. have
consulting agreements with Penny Perfect (President) and Gordon Muir (Chief
Executive Officer). These loans bear interest at an imputed rate of 10% per
annum, are unsecured and due upon demand. The Company expects that these loans
will be settled by the issuance of common shares at the market price calculated
on the day of issuance.

During 2002, the President and Chief Executive Officer converted an aggregate of
$1,079,347 of notes payable into AlphaTrade common stock. The parties received
1,897,475 shares based on the closing price of our stock on the dates of
conversion. The Company recorded an additional $2,060,771 of expense to record
the conversions of the notes payable into shares of the Company's common stock
at the closing price of the common stock on the dates of issuance.




                                       22
<PAGE>
ITEM 13.  CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures. Based on an evaluation under
the supervision and with the participation of the our management as of a date
within 90 days of the filing date of this Annual Report on Form 10-KSB, our
principal executive officer and principal financial officer have concluded that
our disclosure controls and procedures (as defined in Rules 13a-14(c) and
15d-14(c) under the Securities Exchange Act of 1934, are effective to ensure
that information required to be disclosed in reports that we file or submit
under the Exchange Act is recorded, processed, summarized and reported within
the time periods specified in SEC rules and forms.

Changes in Internal Controls. There were no significant changes in our internal
controls or in other factors that could significantly affect these controls
subsequent to the date of their evaluation. There were no significant
deficiencies or material weaknesses, and therefore there were no corrective
actions taken. However, the design of any system of controls is based in part
upon certain assumptions about the likelihood of future events and there is no
certainty that any design will succeed in achieving its stated goal under all
potential future considerations, regardless of how remote.

ITEM 14.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND
          REPORTS ON FORM 8-K

             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.

    (a)      Exhibits

    Exhibit No.     Exhibit Name
    -----------     ------------
      3.1(1)  Initial Articles of Incorporation dated June 6, 1995
      3.2(1)  By-laws
      3.3(1)  Certificate of Amendment increasing the authorized capital to
              25,000,000 shares of common stock, par value $0.001, and effected
              an 80 for one forward split of the outstanding common stock
              (10/21/98)
      3.4(1)  Certificate of Amendment changing the name of the company to
              "Honor One Corporation" (10/29/98)
      3.5(1)  Certificate of Amendment effecting a three for one forward split
              of the outstanding common stock (12/18/98)
      3.6(1)  Certificate of Amendment increasing the authorized capital to
              100,000,000 shares of common stock, par value $0.001; 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" (1/5/99)
      10.1(1) Asset Purchase Agreement between the Company and Unicorn, dated
              January 6, 1999
      10.2(2) 1999 Stock Incentive Plan
      10.3(1) Licensing Agreement with PhantomFilm.com
      10.4(3) 2000 Stock Incentive Plan
      10.5(4) Consultant Compensation Agreement No. 2




                                       23
<PAGE>
      10.6(5) AlphaTrade.com 2001 Stock Option Plan
      10.7(6) AlphaTrade.com 2002 Stock Option Plan
      10.8    Consultancy Agreement with Penny Perfect
      10.9    Consultancy Agreement with Gordon Muir
      99.1    Certification of C.E.O. Pursuant to 18 U.S.C. Section 1350, as
              Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
      99.2    Certification of Principal Accounting Officer Pursuant to 18
              U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the
              Sarbanes-Oxley Act of 2002
      -----------------------
          (1)     Incorporated by reference to the Form 10-SB/A filed November
                  23, 1999.
          (2)     Incorporated by reference the Form  S-8 filed December 20,
                  1999.
          (3)     Incorporated by reference the Form  S-8 filed October 19,
                  2000.
          (4)     Incorporated by reference the Form  S-8 filed January 11,
                  2001.
          (5)     Incorporated by reference the Form  S-8 filed December 10,
                  2001.
          (6)     Incorporated by reference the Form  S-8 filed January 3, 2003.

    (b)      Reports on Form 8-K

             None
































                                       24
<PAGE>
Page F-1


                                 ALPHATRADE.COM

                              FINANCIAL STATEMENTS

                                December 31, 2002





                                 C O N T E N T S



Independent Auditors' Report............................................ 2

Balance Sheet........................................................... 3

Statements of Operations................................................ 4

Statements of Stockholders' Equity (Deficit)............................ 5

Statements of Cash Flows................................................ 7

Notes to the Financial Statements....................................... 9






























<PAGE>
Page F-2
                          INDEPENDENT AUDITORS' REPORT
                          ----------------------------

To the Stockholders of
AlphaTrade.com
Vancouver, B.C. Canada

We have audited the accompanying balance sheet of AlphaTrade.com at December 31,
2002, and the related statements of operations, stockholders' equity (deficit)
and cash flows for the years ended December 31, 2002 and 2001. 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 audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. 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 audits provide 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 at December 31,
2002, and the results of its operations and its cash flows for the years ended
December 31, 2002 and 2001 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 8 to the
financial statements, the Company has recorded significant losses from
operations, has insufficient revenues to support operational cash flows and has
a working capital deficit, which together raise substantial doubt about its
ability to continue as a going concern. Management's plans in regard to these
matters are also described in Note 8. The financial statements do not include
any adjustments that might result from the outcome of this uncertainty.




HJ & Associates, LLC
Salt Lake City, Utah
February 5, 2003












<PAGE>
Page F-3
                                 ALPHATRADE.COM
                                  Balance Sheet

                                     ASSETS
                                     ------                     December 31,
                                                                    2002
CURRENT ASSETS                                                  ------------

   Cash                                                         $     30,236
   Accounts Receivable - Trade, net                                   18,011
                                                                ------------
     Total Current Assets                                             48,247
                                                                ------------
FIXED ASSETS, NET (Note 2)                                            76,689
                                                                ------------
OTHER ASSETS
   Related party receivable (Note 6)                                   5,116
                                                                ------------
     Total Other Assets                                                5,116
                                                                ------------
     TOTAL ASSETS                                               $    130,052
                                                                ============
                 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
                 ----------------------------------------------
CURRENT LIABILITIES
   Cash overdraft                                               $        268
   Accounts payable                                                  410,019
   Related party payables (Note 6)                                   279,931
   Stock subscription payable                                         10,455
   Accrued liabilities                                                12,404
   Deferred revenue (Note 1)                                          44,271
                                                                ------------
     Total Current Liabilities                                       757,348
                                                                ------------
     Total Liabilities                                               757,348
                                                                ------------
   Commitments and Contingencies (Note 7)                                  -

STOCKHOLDERS' EQUITY (DEFICIT)
   Convertible preferred stock: par value $0.001 per share;
    10,000,000 shares authorized, 2,000,000 shares issued
    and outstanding (Note 3)                                           2,000
   Common stock: $0.001 par value 100,000,000 shares
    authorized; 8,545,297 shares issued and outstanding                8,545
   Additional paid-in capital                                     14,834,992
   Accumulated deficit                                           (15,472,833)
                                                                ------------
     Total Stockholders' Equity (Deficit)                           (627,296)
                                                                ------------
     TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)       $    130,052
                                                                ============



   The accompanying notes are an integral part of these financial statement.


<PAGE>
Page F-4
                                 ALPHATRADE.COM
                            Statements of Operations
                                                   For the Years Ended
                                                       December 31,
                                           -----------------------------------
                                                  2002              2001
                                           ----------------  -----------------
REVENUE

   Subscription revenue                    $        503,292   $        238,189
                                           ----------------   ----------------
     Total Revenue                                  503,292            238,189
                                           ----------------   ----------------

EXPENSES

   Depreciation expense                              45,511             44,537
   Rent expense                                      94,359             89,766
   General and administrative expenses            4,849,733          5,507,001
                                           ----------------   ----------------
     Total Expenses                               4,989,603          5,641,304
                                           ----------------   ----------------
LOSS FROM OPERATIONS                             (4,486,311)        (5,403,115)
                                           ----------------   ----------------
OTHER INCOME (EXPENSES)

   Other income                                      10,405              9,003
   Interest expense                                 (49,223)           (94,978)
   Gain on forgiveness of debt                      289,040             72,111
                                           ----------------   ----------------
     Total Other Income (Expenses)                  250,222            (13,864)
                                           ----------------   ----------------
NET LOSS                                   $     (4,236,089)  $     (5,416,979)
                                           ================   ================
BASIC LOSS PER SHARE (Note 1)

   Loss per share                          $          (0.96)  $         (10.40)
                                           ================   ================
WEIGHTED AVERAGE NUMBER OF SHARES
 OUTSTANDING                                      4,401,942            520,698
                                           ================   ================















   The accompanying notes are an integral part of these financial statement.
<PAGE>
Page F-5
                                 ALPHATRADE.COM
                  Statements of Stockholders' Equity (Deficit)
<TABLE>
<S>                           <C>         <C>          <C>          <C>         <C>         <C>
                                   Preferred Stock          Common Stock        Additional
                              -----------------------  -----------------------   Paid-In     Accumulated
                                Shares       Amount      Shares       Amount     Capital       Deficit
                              ----------  -----------  -----------  ----------  ----------  -------------
Balance December 31, 2000      2,000,000  $     2,000      305,251  $      305  $5,044,105  $ (5,819,765)

Common stock issued for
 services  at $3 to $25
 per share                             -            -      326,996         327   1,894,775             -

Common stock issued for
 exercise of options valued
 at $25 to $175 per share              -            -       88,495          89   2,265,517             -

Common stock issued for
 exercise of warrants valued
 at $3 per share                       -            -          300           -       3,750             -

Common stock issued for
 prepaid services at $3 to
 $7 per share                          -            -        2,744           3      11,845             -

Common stock issued for
 extinguishment of debt at
 $3 to $5 per share                    -            -      121,731         122     448,803             -

Common stock issued for
 charitable contributions
 at $7 to $14 per share                -            -        1,000           1      10,249             -

Options granted below market
 value                                 -            -            -           -      14,210             -

Net loss for the year ended
   December 31, 2001                   -            -            -           -           -    (5,416,979)
                              ----------  -----------  -----------  ----------  ----------  ------------
Balance, December 31, 2001     2,000,000  $     2,000      846,517  $      847  $9,693,254  $(11,236,744)
                              ----------  -----------  -----------  ----------  ----------  ------------
</TABLE>













   The accompanying notes are an integral part of these financial statement.
<PAGE>
Page F-6
                                 ALPHATRADE.COM
            Statements of Stockholders' Equity (Deficit) (Continued)
<TABLE>
<S>                           <C>         <C>          <C>          <C>         <C>          <C>
                                   Preferred Stock          Common Stock         Additional
                              -----------------------  -----------------------    Paid-In     Accumulated
                                Shares       Amount      Shares       Amount      Capital       Deficit
                              ----------  -----------  -----------  ----------  -----------  -------------

Balance December 31, 2001     2,000,000   $     2,000      846,517  $      847  $ 9,693,254  $(11,236,744)

Common stock issued for
 cash at an average price
 of $0.15 per share                   -             -    1,767,500       1,767      265,428             -

Common stock issued for
 services at an average price
 of $0.94 per share                   -             -    4,030,030       4,030    3,755,589             -

Common stock issued for
 conversion of debt at an
 average price of $0.57 per
 share                                -             -    1,901,250       1,901    1,078,407             -

Warrants granted at fair
 market value                         -             -            -           -       42,314             -

Net loss for the year ended
   December 31, 2002                  -             -            -           -            -    (4,236,089)
                              ---------   -----------  -----------  ----------  -----------  ------------
Balance, December 31, 2002    2,000,000   $     2,000    8,545,297  $    8,545  $14,834,992  $(15,472,833)
                              =========   ===========  ===========  ==========  ===========  ============
</TABLE>























   The accompanying notes are an integral part of these financial statement.
<PAGE>
Page F-7
                                 ALPHATRADE.COM
                            Statements of Cash Flows
<TABLE>
<S>                                                              <C>             <C>
                                                                        For the Years Ended
                                                                            December 31,
                                                                 -------------------------------
                                                                      2002             2001
                                                                 --------------- ---------------
CASH FLOWS FROM OPERATING ACTIVITIES

   Net loss                                                      $   (4,236,089) $   (5,416,979)
   Adjustments to reconcile net loss to net cash used
    by operating activities:
     Common stock issued for services and contributions               3,759,619       4,170,957
     Depreciation expense                                                45,511          44,537
     Services for note payable                                          270,000               -
     Gain on forgiveness of debt                                       (289,039)        (72,111)
     Warrants and options granted at fair market value                   42,314          14,210
   Changes in operating assets and liabilities:
     (Increase) decrease in accounts receivable                         (11,194)         (6,817)
     (Increase) decrease in prepaid expenses                             23,728          48,954
     Increase (decrease) in accounts payable and accrued expenses        19,953         764,567
     Increase (decrease) in deferred revenue                             20,438          23,833
                                                                 --------------  --------------
       Net Cash Used by Operating Activities                           (354,759)       (428,849)
                                                                 --------------  --------------
CASH FLOWS FROM INVESTING ACTIVITIES

   Increase in related party receivable                                  (5,116)              -
   Purchase of fixed assets                                              (5,000)              -
                                                                 --------------  --------------
       Net Cash Used by Investing Activities                            (10,116)              -
                                                                 --------------  --------------
CASH FLOWS FROM FINANCING ACTIVITIES

   Proceeds from cash overdraft                                             268               -
   Proceeds from notes payable                                                -         656,629
   Payments on notes payable                                                  -        (305,069)
   Proceeds from notes payable - related parties                        280,992         109,506
   Payments on notes payable - related parties                         (184,449)        (17,206)
   Proceeds from stock subscription                                      10,455               -
   Common stock issued for cash                                         267,195           3,750
                                                                 --------------  --------------
       Net Cash Provided by Financing Activities                        374,461         447,610
                                                                 --------------  --------------
NET CHANGE IN CASH                                                        9,586          18,761

CASH AT BEGINNING OF YEAR                                                20,650           1,889
                                                                 --------------  --------------
CASH AT END OF YEAR                                              $       30,236  $       20,650
                                                                 ==============  ==============
</TABLE>



   The accompanying notes are an integral part of these financial statement.
<PAGE>
Page F-8
                                 ALPHATRADE.COM
                            Statements of Cash Flows
<TABLE>
<S>                                                              <C>             <C>
SUPPLEMENTAL DISCLOSURE OF CASH FLOW
 INFORMATION:

   Interest paid                                                 $            -  $       64,766
   Income taxes paid                                             $            -  $            -

SCHEDULE OF NON-CASH FINANCING ACTIVITIES:

   Common stock issued for prepaid services                      $            -  $       11,848
   Common stock issued for services                              $    3,759,619  $    4,170,957
   Common stock issued for conversion of debt to equity          $    1,080,308  $      448,925
</TABLE>







































   The accompanying notes are an integral part of these financial statement.
<PAGE>
Page F-9
                                 ALPHATRADE.COM
                        Notes to the Financial Statements
                           December 31, 2002 and 2001

NOTE 1 -  NATURE OF ORGANIZATION

          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.







<PAGE>
Page F-10
                                 ALPHATRADE.COM
                        Notes to the Financial Statements
                           December 31, 2002 and 2001

NOTE 1 -  NATURE OF ORGANIZATION (Continued)

          f. Basic Loss Per Share

          The computation of basic and diluted loss per share of common stock is
          based on the  weighted  average  number  of  shares  of  common  stock
          outstanding  during the periods  presented.  Common stock  equivalents
          have not been included  because they are  antidilutive in nature.  The
          Company has excluded 11,382,815 common stock equivalents  comprised of
          convertible preferred stock, options, and warrants.

          g. Income Taxes

          Deferred taxes are provided on a liability method whereby deferred tax
          assets  are  recognized  for  deductible  temporary   differences  and
          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 that 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.

          Net  deferred tax assets  consist of the  following  components  as of
          December 31, 2002 and 2001:

                                                   2002         2001
                                              ------------  -----------
          Deferred tax assets
          NOL Carryover                       $ 2,124,794  $ 1,844,058
                                              -----------  -----------
                                                2,124,794    1,844,058

          Deferred tax liabilities                      -            -

          Valuation allowance                  (2,124,794)  (1,844,058)
                                              -----------  -----------
          Net deferred tax asset              $         -  $         -
                                              ===========  ===========

          The  income  tax  provision  differs  from the  amount of  income  tax
          determined  by  applying  the U.S.  federal  income tax rate of 39% to
          pretax income from continuing  operations for the years ended December
          31, 2002 and 2001 due to the following:







<PAGE>
Page F-11
                                 ALPHATRADE.COM
                        Notes to the Financial Statements
                           December 31, 2002 and 2001

NOTE 1 -  NATURE OF ORGANIZATION (Continued)

          g. Income Taxes (Continued)

                                                  2002          2001
                                              ------------ ------------
          Book loss                           $(1,652,075) $(2,112,621)
          Stock for services/options expense    1,482,754    1,632,215
          Contribution Carryover                        -        1,475
          Depreciation                              6,045       (3,252)
          Meals and Entertainment                   2,740        2,740
          Other                                         -       63,767
          Valuation allowance                     160,536      415,676
                                              -----------  -----------
                                              $         -  $         -
                                              ===========  ===========

          At December 31, 2002, the Company had net operating loss carryforwards
          of approximately  $5,400,000 that may be offset against future taxable
          income  from the year  2002  through  2022.  No tax  benefit  has been
          reported in the  December  31,  2002  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 the future.

          h. Revenue Recognition

          The Company  recognizes  subscription  fees  revenue when the services
          have  been  provided.  The  Company  generally  receives  its  monthly
          subscriptions  in the  month  prior  to the  service  being  provided,
          accordingly  the Company had  deferred  revenue of $44,271 at December
          31, 2002.

          i. Newly Issued Accounting Pronouncements

          In April 2002, the FASB issued  Statement No. 145  "Rescission of FASB
          Statements No. 4, 44, and 62,  Amendment of FASB Statement No. 13, and
          Technical  Corrections"  (SFAS 145).  SFAS 145 will require  gains and
          losses on  extinguishments  of debt to be classified as income or loss
          from  continuing  operations  rather  than as  extraordinary  items as
          previously required under Statement of Financial  Accounting Standards
          No. 4 (SFAS 4).  Extraordinary  treatment will be required for certain
          extinguishments  as  provided  in APB  Opinion  No. 30.  SFAS 145 also
          amends Statement of Financial  Accounting  Standards No. 13 to require
          certain modifications to capital leases be treated as a sale-leaseback
          and modifies the accounting for  sub-leases  when the original  lessee
          remains a secondary obligor (or guarantor). SFAS 145 is effective for

<PAGE>
Page F-12
                                 ALPHATRADE.COM
                        Notes to the Financial Statements
                           December 31, 2002 and 2001

NOTE 1 -  NATURE OF ORGANIZATION (Continued)

          i. Newly Issued Accounting Pronouncements (Continued)

          financial  statements  issued after May 15, 2002,  and with respect to
          the impact of the reporting requirements of changes made to SFAS 4 for
          fiscal  years  beginning  after  May 15,  2002.  The  adoption  of the
          applicable  provisions  of  SFAS  145 did not  have an  effect  on our
          financial   statements.   The   Company   reclassified   the  gain  on
          extinguishments   of  debt   for  2001  to   confirm   with  the  2002
          presentation.

          In June 2002, the FASB issued Statement No. 146, "Accounting for Costs
          Associated  with  Exit or  Disposal  Activities."  SFAS 146  nullifies
          Emerging Issues Task Force Issue No. 94-3  "Liability  Recognition for
          Certain  Employee  Termination  Benefits  and  Other  Costs to Exit an
          Activity (including Certain Costs Incurred in a Restructuring)."  SFAS
          146 applies to costs  associated  with an exit  activity that does not
          involve an entity newly  acquired in a business  combination or with a
          disposal  activity covered by SFAS 144. SFAS 146 is effective for exit
          or disposal  activities  that are initiated  after  December 31, 2002,
          with  earlier  application   encouraged.   The  Company  is  currently
          reviewing  SFAS 146 and intends to  implement it no later than January
          1, 2003.

          In October 2002, the FASB issued  Statement No. 147  "Acquisitions  of
          Certain  Financial  Institutions - an amendment of FASB Statements No.
          72 and 144 and FASB Interpretation No. 9" (SFAS 147). SFAS 147 removes
          acquisitions  of  financial   institutions  from  the  scope  of  both
          Statement 72 and Interpretation 9 and requires that those transactions
          be accounted for in accordance with FASB Statements No. 141,  Business
          Combinations, and No. 142, Goodwill and Other Intangible Assets. Thus,
          the  requirement  in paragraph 5 of  Statement  72 to  recognize  (and
          subsequently  amortize)  any excess of the fair  value of  liabilities
          assumed  over the fair value of tangible and  identifiable  intangible
          assets  acquired  as an  unidentifiable  intangible  asset  no  longer
          applies  to  acquisitions  within  the  scope  of this  Statement.  In
          addition, this Statement amends FASB Statement No. 144, Accounting for
          the  Impairment  or Disposal of Long-Lived  Assets,  to include in its
          scope long-term  customer-relationship  intangible assets of financial
          institutions such as depositor- and  borrower-relationship  intangible
          assets and credit cardholder  intangible assets.  Consequently,  those
          intangible  assets  are  subject  to the same  undiscounted  cash flow
          recoverability  test and impairment  loss  recognition and measurement
          provisions  that  Statement 144 requires for other  long-lived  assets
          that are held and used.  SFAS 147 is  effective  October 1, 2002.  The
          adoption  of the  applicable  provisions  of SFAS  147 did not have an
          effect on our financial statements.

          In December 2002, the FASB issued  Statement No. 148  "Accounting  for
          Stock-Based Compensation - Transition and Disclosure - an amendment of
          FASB  Statement  No.  123" (SFAS  148).  SFAS 148  provides  alternate
          methods of transition for a voluntary change  to the  fair value based
<PAGE>
Page F-13
                                 ALPHATRADE.COM
                        Notes to the Financial Statements
                           December 31, 2002 and 2001

NOTE 1 -  NATURE OF ORGANIZATION (Continued)

          i. Newly Issued Accounting Pronouncements (Continued)

          method  of  accounting  for  stock-based  employee  compensation.   In
          addition,   this  Statement  amends  the  disclosure  requirements  of
          Statement  123 to require  prominent  disclosures  in both  annual and
          interim  financial  statements  about  the  method of  accounting  for
          stock-based employee compensation and the effect of the method used on
          reporting  results.  SFAS 148 is effective for fiscal years  beginning
          after December 15, 2003. The Company is currently reviewing SFAS 148.

          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, 2002 and 2001 was $63,171 and $49,085, respectively.

          k. Stock Options

          As  permitted  by FASB  Statement  123  "Accounting  for  Stock  Based
          Compensation"  (SFAS No.  123),  the  Company  elected to measure  and
          record  compensation  cost relative to employee  stock option costs in
          accordance  with  Accounting  Principles  Board  ("APB")  Opinion  25,
          "Accounting    for   Stock   Issued   to   Employees,"   and   related
          interpretations  and  make  proforma  disclosures  of net  income  and
          earnings  per  share as if the fair  value  method  of  valuing  stock
          options had been applied.  Under APB Opinion 25,  compensation cost is
          recognized  for stock  options  granted to  employees  when the option
          price is less than the market price of the underlying  common stock on
          the date of grant.

NOTE 2 -  FIXED ASSETS

          Fixed assets at December 31, 2002 consisted of the following:

             Office equipment                   $            21,337
             Computer equipment                             138,044
             Software                                        68,175
             Less accumulated depreciation                 (150,867)
                                                -------------------
                                                $            76,689
                                                ===================

          Depreciation  expense for the years ended  December  31, 2002 and 2001
          was $45,511 and $44,537, respectively.

NOTE 3 - CONVERTIBLE PREFERRED STOCK

          The Company has 2,000,000  outstanding shares of convertible Class "A"
          preferred stock with the following features:


<PAGE>
Page F-14
                                 ALPHATRADE.COM
                        Notes to the Financial Statements
                           December 31, 2002 and 2001

NOTE 3 - CONVERTIBLE PREFERRED STOCK (Continued

          * Each  preferred  share  is  convertible  into five underlying common
            shares at a conversion price of $0.05 per common share.

          * Each holder of  Class "A" preferred  shares  shall  be  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 preferred shares are assignable.

          * The preferred shares  vest  immediately  to the holder upon issuance
            and cannot be canceled.

NOTE 4 -  OPTIONS

          At December 31, 2002, the Company had authorized the following options
          pursuant to the 2002 stock option plan:

                 Exercise       Number       Number     Number
                  Price       Authorized   Exercised  Outstanding
             ---------------  ----------   ---------  -----------
             Market value on
               date of grant   1,200,000           -    1,200,000
                              ----------   ---------  -----------
                               1,200,000           -    1,200,000
                              ==========   =========  ===========

          Had compensation cost for the Company's stock-based  compensation plan
          been determined  based on the fair value at the grant dates for awards
          under  such plan  consistent  with the method of FASB  Statement  123,
          "Accounting  for Stock-Based  Compensation,"  the Company's net income
          (loss) and  earnings  (loss) per share would have been  reduced to the
          pro forma amounts indicated below:

                                                                 For the
                                                               Years Ended
                                                               December 31,
                                                       -------------------------
                                                            2002        2001
                                                       ------------ ------------

          Net loss as reported                         $(4,236,089) $(5,416,979)
          Proforma                                      (4,236,089)  (5,875,595)
          Basic and diluted loss per share as reported       (0.96)      (10.40)
          Pro forma                                          (0.96)      (11.28)






<PAGE>
Page F-15
                                 ALPHATRADE.COM
                        Notes to the Financial Statements
                           December 31, 2002 and 2001

NOTE 5 -  WARRANTS

          The Company had the  following  warrants  outstanding  at December 31,
          2002:

                                     Number of
                          Number of    Shares
    Grant     Exercise      Shares   Exercised/   Total        Expiration
    Date        Price      Granted   Cancelled   Remaining        Date
-----------  ---------  -----------  ---------  ----------  -------------

  1/7/1999   $   12.50       20,000     20,000          -        1/7/2005
  6/7/1999   $   12.50       10,000     10,000          -        6/7/2005
10/19/1999   $   12.50       12,000     10,200      1,800      10/19/2005
11/16/1999   $  312.50          100        100          -      11/10/2002
  11/11/99   $   12.50        3,000      3,000          -      11/11/2005
  2/7/2000   $   12.50        2,478      2,478          -        2/7/2005
  4/7/2000   $   12.50       13,115     13,100         15        4/7/2005
  5/1/2000   $   12.50        3,000          -      3,000        5/1/2005
 7/27/2000   $   12.50       28,000          -     28,000       7/27/2005
  1/3/2001   $    6.00        5,000      5,000          -       7/27/2005
 4/11/2001   $    5.50       21,500     21,500          -       4/11/2006
 7/15/2001   $    7.50          500        500          -       7/15/2002
01/23/2002   $    2.15      150,000          -    150,000      01/23/2007
 11/1/2002   $    0.30      200,000          -    200,000      04/30/2003
 11/1/2002   $    0.40       72,500          -     72,500      04/30/2003
                        -----------  ---------  ---------
                            541,193     85,878    455,315
                        ===========  =========  =========

NOTE 6 -  RELATED PARTY TRANSACTIONS

          Related Party Receivable
          ------------------------
          The Company has loaned another  Company  related by common  management
          $5,116.  The  loan is  unsecured,  non-interest  bearing  and due upon
          demand.

          Notes Payable
          -------------
          During  the  years  ended  December  31,  2002 and 2001,  the  Company
          received  loans of $280,992 and  $109,506,  respectively  from related
          parties.  These loans bear  interest at 10%, are unsecured and are due
          upon demand. The Company also made payments of $184,499 and $17,206 on
          the related  party loans during the years ended  December 31, 2002 and
          2001, respectively.

          At December 31, 2002, the Company owed related parties $279,931. These
          loans bear interest at 10%, are unsecured and are due upon demand.




<PAGE>
Page F-16
                                 ALPHATRADE.COM
                        Notes to the Financial Statements
                           December 31, 2002 and 2001

NOTE 6 -  RELATED PARTY TRANSACTIONS (Continued)

          Stock Issuances
          ---------------
          During the year ended  December 31, 2002,  related  parties  converted
          $1,079,347 of notes payable into equity.  The related parties received
          1,897,475  shares of common stock.  Each  conversion of debt to equity
          was recorded at the closing share price on the date of conversion.

NOTE 7 -  COMMITMENTS AND CONTINGENCIES

          Office Lease
          ------------
          The  Company  leases  office  space  as  a  part  of a  sublease  on a
          month-to-month  basis.  The lease  expires in March 2004.  The monthly
          lease payment is $6,000. Rent expense for the years ended December 31,
          2002 and 2001 was $94,359 and $89,766,  respectively,  which  includes
          common area maintenance charges.

          Third Party Providers
          ---------------------
          The  Company  has a contract  with  Reuters  which  calls for  monthly
          payments of $20,000 and an agreement  with Comtex News  Network,  Inc.
          which  calls for  monthly  payments of $3,850.  Both  contracts  renew
          annually unless otherwise  terminated.  The Company has re-signed with
          Reuters for a two-year contract which expires March 2004.

NOTE 8 -  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  had  limited
          revenues,  has generated  significant losses from operations and has a
          deficit in its working capital.

          In order to continue as a going concern and achieve a profitable level
          of operations,  the Company will need, among other things,  additional
          capital  resources.   Management's  plans  include  concentrating  its
          efforts on licensing the Company's  technology and raising  additional
          capital  through  loans  from  shareholders.  The  Company  intends to
          license its  technology  to companies in the  investment  community to
          provide as a service to their  clients.  The Company  expects  that it
          will need  $150,000 to cover its negative cash flow until the licenses
          are sold or  $500,000 of  additional  funds if it is  unsuccessful  in
          accomplishing any of its plans.







<PAGE>
Page F-17
                                 ALPHATRADE.COM
                        Notes to the Financial Statements
                           December 31, 2002 and 2001

NOTE 8 -  GOING CONCERN (Continued)

          The ability of the Company to continue as a going concern is dependent
          upon its ability to successfully  accomplish the plan described in the
          preceding paragraph 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 9 -  SUBSEQUENT EVENTS

          Employment Agreements
          ---------------------
          Effective   January  1,  2003,  the  Company  has  signed   consulting
          agreements  with its  President  and its  CEO.  These  agreements  are
          similar in nature and provide the following terms per agreement:

               Term of Agreement    3 years

               Compensation         (a) Base Salary - $20,000 per month  payable
                                    in cash or common shares of the Company.

                                    (b)  Signing  Bonus -  1,000,000  shares  of
                                    Company's  common  stock  and an  option  to
                                    purchase 2,500,000 shares of common stock at
                                    $0.45   per   share.    All   options   vest
                                    immediately.

                                    (c) Cash Bonus - An annual  cash bonus to be
                                    determined  by the Board of Directors  based
                                    upon the  achievement of  performance  goals
                                    set by  Management  and of no less  than the
                                    annual compensation.

                                    (d) Expense Reimbursement- Reimbursement for
                                    expenses  incurred on the  Company's  behalf
                                    including: vehicle expenses, business travel
                                    and  entertainment  expenses,  and  dues for
                                    memberships    in   clubs    and    business
                                    organizations.

                                    (e) Standard  Employee  Benefits - including
                                    medical and dental  reimbursement and annual
                                    vacation.

                                    (f) Bonus Stock  Options - The Company  will
                                    grant options to purchase  5,000,000  shares
                                    each on March 31,  2003 and of common  stock
                                    which will vest  2,000,000  common shares on
                                    March 31, 2004, and 1,000,000  common shares
                                    on March 31, 2005,  these  options  carry an
                                    anti-dilutive  provision and are not subject
                                    to reverse-splits.
<PAGE>
Page F-18
                                 ALPHATRADE.COM
                        Notes to the Financial Statements
                           December 31, 2002 and 2001

NOTE 9 -  SUBSEQUENT EVENTS (Continued)

          Employment Agreements (Continued)
          ---------------------
                                    (g) Stock Bonus - The  Company  will issue a
                                    stock bonus of 2,000,000  shares annually on
                                    March 31,  of each  year.  The  stock  bonus
                                    carries an  anti-dilutive  provision and are
                                    not subject to reverse-splits.

                                    (h) Home  Mortgage  Expenses  - The  Company
                                    will pay Home Mortgage  expenses incurred by
                                    the officer.

                                    (i)  Indemnification - The Company agrees to
                                    indemnify  the  officers  for  loss  on  any
                                    personal  assets  pledged  due to a lack  of
                                    Directors and Officers insurance.

Equity Issuances
----------------

          On  January  7,  2003,  the  Company  granted  100,000  options  to  a
          consultant for services to be rendered.  The options vest  immediately
          and are exercisable at $0.25 per share.

          On January 8,  2003,  the  Company  granted  5,000,000  options to its
          President and CEO. The options vest immediately and are exercisable at
          $0.45 per share.

          On January 10, 2003,  the Company  granted 30,000 options for services
          to be rendered.  The options vest  immediately  and are exercisable at
          $0.25 per share.

          On January 10, 2003,  the Company issued 99,000 shares of common stock
          for services to be rendered. The shares were valued at $0.52 per share
          for total consideration of $51,480.

          On January  14-15th , 2003,  the Company  granted  55,000  options for
          services  to  be  rendered.  The  options  vest  immediately  and  are
          exercisable at $0.25 per share.

          On January 15, 2003, the Company issued 20, 000 shares of common stock
          for services to be rendered. The shares were valued at $0.58 per share
          for total consideration of $11,600.

          On  February  5,  2003,  the  Company  granted  200,000  options  to a
          consultant for services to be rendered.  The options vest  immediately
          and are exercisable at $0.25 per share.




<PAGE>
Page F-19
                                 ALPHATRADE.COM
                        Notes to the Financial Statements
                           December 31, 2002 and 2001

NOTE 9 -  SUBSEQUENT EVENTS (Continued)

Equity Issuances
----------------

          On February 5, 2003,  the Company  issued  2,000,000  shares of common
          stock to its president and CEO as signing bonuses for their employment
          contracts.  The  shares  were  valued  at $0.58  per share for a total
          expense of $1,160,000.

          On February 13, 2003, the Company issued 30,000 shares of common stock
          to unrelated  third  parties for  services to be provided.  The shares
          were valued at $0.83 per share for total consideration of $24,900.

          On  February  20,  2003,  the  Company  granted  100,000  options to a
          consultant  or services to be rendered.  The options vest  immediately
          and are exercisable at $0.25 per share.

          On February 20, 2003, the Company issued 10,000 shares of common stock
          for services to be rendered. The shares were valued at $0.91 per share
          for total consideration of $9,100.

          On February 20, 2003, the Company issued 20,000 shares of common stock
          as a  charitable  contribution  valued  at $0.91  per  share for total
          consideration of $18,200.




























<PAGE>
SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.


                                                     ALPHATRADE.COM


Dated:  March 26, 2003                               By: /s/ Penny Perfect
                                                     ---------------------
                                                     Penny Perfect
                                                     President


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


  Signature                Title                    Date



/s/ Gordon Muir            Director            March 26, 2003
------------------
Gordon J. Muir


/s/  Penny Perfect         Director            March 26, 2003
------------------
Penny Perfect

/s/ Lisa McVeigh           Director            March 26, 2003
------------------
Lisa McVeigh


/s/ Raymond Hatch          Director            March 26, 2003
------------------
Raymond Hatch















                                       1
<PAGE>
Certifications
--------------
                            CERTIFICATION PURSUANT TO
                  SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

         I, Gordon Muir, Chief Executive Officer of AlphaTrade.com (the
         registrant"), certify that:

         1. I have reviewed this annual report on Form 10-KSB of AlphaTrade.com;

         2. Based on my knowledge, this annual report does not contain any
         untrue statement of a material fact or omit to state a material fact
         necessary to make the statements made, in light of the circumstances
         under which such statements were made, not misleading with respect to
         the period covered by this annual report;

         3. Based on my knowledge, the financial statements, and other financial
         information included in this annual report, fairly present in all
         material respects the financial condition, results of operations and
         cash flows of the registrant as of, and for, the periods presented in
         this annual report;

         4. The registrant's other certifying officers and I are responsible for
         establishing and maintaining disclosure controls and procedures (as
         defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and
         we have:

                  a) designed such disclosure controls and procedures to ensure
                  that material information relating to the registrant,
                  including its consolidated subsidiaries, is made known to us
                  by others within those entities, particularly during the
                  period in which this annual report is being prepared;

                  b) evaluated the effectiveness of the registrant's disclosure
                  controls and procedures as of a date within 90 days prior to
                  the filing date of this annual report (the "Evaluation Date");
                  and

                  c) presented in this annual report our conclusions about the
                  effectiveness of the disclosure controls and procedures based
                  on our evaluation as of the Evaluation Date;

         5. The registrant's other certifying officers and I have disclosed,
         based on our most recent evaluation, to the registrant's auditors and
         the audit committee of registrant's board of directors (or persons
         performing the equivalent function):

                  a) all significant deficiencies in the design or operation of
                  internal controls which could adversely affect the
                  registrant's ability to record, process, summarize and report
                  financial data and have identified for the registrant's
                  auditors any material weaknesses in internal controls; and

                  b) any fraud, whether or not material, that involves
                  management or other employees who have a significant role in
                  the registrant's internal controls; and

                                       1
<PAGE>
         6. The registrant's other certifying officers and I have indicated in
         this annual report whether or not there were significant changes in
         internal controls or in other factors that could significantly affect
         internal controls subsequent to the date of our most recent evaluation,
         including any corrective actions with regard to significant
         deficiencies and material weaknesses.

Date:  March 26, 2003



/s/   Gordon Muir
------------------
Gordon Muir
Chief Executive Officer










































                                       2
<PAGE>
                            CERTIFICATION PURSUANT TO
                  SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

         I, _Brooke Styba, Principal Accounting Officer of AlphaTrade.com (the
         "registrant"), certify that:

         1. I have reviewed this annual report on Form 10-KSB of AlphaTrade.com;

         2. Based on my knowledge, this annual report does not contain any
         untrue statement of a material fact or omit to state a material fact
         necessary to make the statements made, in light of the circumstances
         under which such statements were made, not misleading with respect to
         the period covered by this annual report;

         3. Based on my knowledge, the financial statements, and other financial
         information included in this annual report, fairly present in all
         material respects the financial condition, results of operations and
         cash flows of the registrant as of, and for, the periods presented in
         this annual report;

         4. The registrant's other certifying officers and I are responsible for
         establishing and maintaining disclosure controls and procedures (as
         defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and
         we have:

                  a) designed such disclosure controls and procedures to ensure
                  that material information relating to the registrant,
                  including its consolidated subsidiaries, is made known to us
                  by others within those entities, particularly during the
                  period in which this annual report is being prepared;

                  b) evaluated the effectiveness of the registrant's disclosure
                  controls and procedures as of a date within 90 days prior to
                  the filing date of this annual report (the "Evaluation Date");
                  and

                  c) presented in this annual report our conclusions about the
                  effectiveness of the disclosure controls and procedures based
                  on our evaluation as of the Evaluation Date;

         5. The registrant's other certifying officers and I have disclosed,
         based on our most recent evaluation, to the registrant's auditors and
         the audit committee of registrant's board of directors (or persons
         performing the equivalent function):

                  a) all significant deficiencies in the design or operation of
                  internal controls which could adversely affect the
                  registrant's ability to record, process, summarize and report
                  financial data and have identified for the registrant's
                  auditors any material weaknesses in internal controls; and

                  b) any fraud, whether or not material, that involves
                  management or other employees who have a significant role in
                  the registrant's internal controls; and



                                       1
<PAGE>
         6. The registrant's other certifying officers and I have indicated in
         this annual report whether or not there were significant changes in
         internal controls or in other factors that could significantly affect
         internal controls subsequent to the date of our most recent evaluation,
         including any corrective actions with regard to significant
         deficiencies and material weaknesses.

Date:  March 26, 2003


/s/Brooke Styba
----------------------
Principal Accounting Officer












































                                       2