##### Table of Contents

UNITED STATESSECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-K/A
  [×]
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended  December 31, 2008   or[   ]
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from  to Commission File Number: 000-25631
  AlphaTrade.com
 (Exact name of registrant as specified in its charter)
  NV
    
    98-0211652(State or other jurisdiction
    
    (IRS Employerof incorporation)
    
    Identification Number)
 930 West First Street, Ste 116, North Vancouver, BC
    
    V7P 3N4(Address of principal executive offices)
    
    (Zip Code)
 (604) 986-9866  Registrants telephone number, including area code
  Title of each class
	 
	 Name of each exchange on which registeredNone
  Title of each class
	 
	 Name of each exchange on which registeredCommon Stock, $.001 par value
	 
	 Over The Counter Bulletin Board
 Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
	 [  ]  Yes   [×]  NoIndicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
	 [  ]  Yes   [×]  NoIndicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
	 [×]  Yes   [  ]  NoIndicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
	 [×]  Yes   [  ]  NoIndicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.
	 []
  [  ]
    
    Large accelerated filer
	
	[  ]
    
    Accelerated filer[  ]
    
    Non-accelerated filer
	
	[×]
    
    Smaller reporting company
 Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).
	 [  ]  Yes   [×]  No


TABLE OF CONTENTS


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The Issuer's revenue for its fiscal year ended December 31, 2008 is $6,075,031.



As of March 31, 2009, the aggregate market value of the registrant's common

stock held by non-affiliates of the registrant was approximately $768,362 based

on approximately 38,418,083 shares held by non affiliates at a price of $0.02.



Stock.



DOCUMENTS INCORPORATED BY REFERENCE: NONE





















































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TABLE OF CONTENTS



PAGE

PART I



ITEM 1.    Description of Business.                                           4

ITEM 1A.   Risk Factors                                                       6

ITEM 1B.   Unresolved Staff Comments                                         14

ITEM 2.    Properties.                                                       14

ITEM 3.    Legal Proceedings.                                                15

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



PART II



ITEM 5.    Market for Common Equity Related Stockholder Matters And Issuer

Purchases of Equity Securities.                                   16

ITEM 6.    Selected Financial Data                                           19

ITEM 7.    Management's Discussion and Analysis of Financial Condition and

Results of Operations.                                            19

ITEM 7A.   Quantitative and Qualitative Disclosures About Market Risk.       23

ITEM 8.    Financials Statements And Supplementary Data.                     23

ITEM 9.    Changes In and Disagreements with Accountants on Accounting

and Financial Disclosure.                                         23

ITEM 9A.   Controls and Procedures.                                          23

ITEM 9B.   Other Information.                                                24



PART III



ITEM 10.   Directors, Executive Officers and Corporate Governance.           24

ITEM 11.   Executive Compensation.                                           25

ITEM 12.   Security Ownership of Certain Beneficial Owners and               30

Management Related Stockholder Matters.

ITEM 13.   Certain Relationships and Related Transactions,

and Director Independence.                                        31

ITEM 14.   Principal Accountant Fees and Services                            33

ITEM 15.   Exhibits.                                                         34



Signatures                                                                   36













































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ITEM 1.  DESCRIPTION OF BUSINESS



Information Regarding Forward Looking Statements



AlphaTrade.com (the "Company" or "we" or "us" or "our") has made forward-looking

statements (within the meaning of the Private  Securities  Litigation Reform Act

of 1995) in this Annual Report on Form 10-KSB (the "Annual Report") that are not

historical facts are "forward-looking statements" which can be identified by the

use  of  terminology  such  as  "estimates,"  "projects,"  "plans,"  "believes,"

"expects,"  "anticipates," "intends," or the negative or other variations, or by

discussions of strategy that involve risks and uncertainties.  We urge you to be

cautious of the  forward-looking  statements,  that such  statements,  which are

contained  in this Annual  Report,  reflect our current  beliefs with respect to

future  events and involve  known and  unknown  risks,  uncertainties  and other

factors  affecting  our  operations,   market  growth,  services,  products  and

licenses.  No  assurances  can be given  regarding  the  achievement  of  future

results,  as actual  results may differ  materially  as a result of the risks we

face,  and  actual  events  may  differ  from  the  assumptions  underlying  the

statements that have been made regarding  anticipated  events.  Factors that may

cause actual results,  our performance or achievements,  or industry results, to

differ  materially from those  contemplated by such  forward-looking  statements

include without limitation:



1.  Our  ability  to attract  and retain  management,  and to  integrate  and

maintain technical information and management information systems;

2.  Our ability to generate customer demand for our products;

3.  The intensity of competition; and

4.  General economic conditions.



Organizational History



AlphaTrade.com was originally incorporated in the State of Nevada on June 6,

1995 as Sierra Gold Development Corp. Our name was changed to Honor One

Corporation on October 29, 1998. On January 6, 2001 the name was changed to

AlphaTrade.com. In 2001 our common stock commenced trading on OTC Bulletin Board

(the "OTCBB") under the symbol "EBNK". On January 14, 2002, our symbol changed

to APTD after we effected a reverse split on a 1 for 50 basis. Unless otherwise

indicated, share amounts set forth herein have been adjusted to reflect past

stock splits.



Our headquarters are located at Suite 116 - 930 West 1st Street, North

Vancouver, B.C. V7P3N4, Canada.



Overview



AlphaTrade began as a technology company focused on developing a web based stock

quote service that was high quality, comprehensive and affordable. Over the

years, we have augmented that product with other complimentary products. The

single most important element of our business is our ever expanding database -

it is one of the most prized databases in the business environment. Every person

in our database has an interest in the markets, makes above average income, are

independent thinkers, and are receptive to new ideas and products. All of our

products are created out of a demand that presented itself from market

conditions. Our real time stock quote service is a recognized and welcomed

quality alternative to products offered by competitors that require signing long

term agreements, they charge much higher prices and have complicated operating

instructions.







4



Every new product we developed maintained our standard of high quality and

affordability. As of this filing date, we have five diversified and unique

revenue streams: real time stock quotes - E-Gate; financial information for

websites - E-Trax; advertising, web design and web hosting services.



We have three websites all providing information and services that compliment

all of our products - www.alphatrade.com, www.zenobank.com and

http://finance.alphatrade.com . Our targeted online digital advertising and

marketing programs are designed to serve many functions - every company has a

need to maximize their advertising dollars.



Our marketing programs are multi-faceted - as visitors cruise our sites they

will see many ads we have created. If they have a further interest in the

company profiled they will be able to conduct their own due diligence on that

company either from E-gate, E-trax or from our finance site. If a company

decides to utilize our marketing programs to augment their investor relations or

public relations program, we can provide them with E-Trax to ensure they are

compliant from a regulatory point of view, and we can definitely give them a

tremendous amount of exposure to a database that is proven to have an interest

in publicly traded companies. Our marketing programs are much more professional

than most investor relations activities that are mainstream for smaller cap

companies.



Our own brand has become well recognized and trusted in the financial community.

Since January 1999 when we commenced operations, AlphaTrade has prided itself on

its ability to evolve. Our mandate is to aggressively build our business in

markets that are over charged and fraught with under-performers. Our entire

digital advertising business evolved from a lack we noticed in the advertising

industry - no one was specifically serving the needs of developing and emerging

companies. We launched our advertising program to serve that need and to bring

some professionalism to a tainted industry. In the process, our operational

costs have been lowered, our database is growing at a fast pace, our web traffic

is soaring and our brand is becoming well recognized. This initiative has given

us the opportunity to withstand the tremendous negative business environment of

2008. In fact, yet again, AlphaTrade has emerged with a new marketing

opportunity that emerged because of the business environment of 2008 when so

many people have lost their job. We have initiated a Home Based Business

opportunity to allow people to work out of their homes and become sales people

selling all of our products. This is yet another example of business

diversification that becomes a win win situation for everyone involved.



Business Strategy



Our marketing strategy is building products and creating services that can

survive and prosper in all economic times especially those times that are most

challenging. Our advertising programs are a significant portion of our revenue

now and our web traffic is building constantly. We aggressively market all of

our products and services to the financial community. Our strongest revenue

growth for 2008 came from our advertising programs and we expect this to

continue into 2009.



AlphaTrade's unique positioning in the marketplace is protected by a number of

factors: reasonable price, targeted advertisement placement, high volume web

traffic, valuable associations, strong networking ability, and worldwide

audience.











5



Our database is expanding as a direct result of our successful advertising

promotions. This is generating new business for a variety of our products. 2008

has been a difficult business environment for all companies and we did

experience a downturn in all facets of business at the close of the year. Since

our products are very price conscious, we were able to reduce the migration of

clients and are beginning to notice a small resurgence of new business. We fully

expect a turbulent business environment over the next year but



anticipate new business based on our price point, our large, targeted audience

and our success rate for our advertising clients. All these factors favor growth

even during a tumultuous business environment.



Our overall strategy reflects the attention we are paying to our revenue growth

for 2008 and beyond. The Investor and Public relations business is very

fragmented and needs some consolidation. This is exactly the type of business

environment that requires a multi-pronged approach to get sustained results.

AlphaTrade is partnering and networking to build an association of companies

that work together to expand the reach and the exposure for all their clients.

This approach is providing us with access to new clients and new strategic

alliances that provide new opportunities to sell all of our products and

services. Every one of our clients are exposed to all of our products and for

the most part, can utilize more than one. The Internet public is fickle and

expects unique content, interesting material, and clear concise content. For the

most part, publicly traded companies cannot deliver this information in a form

that is interesting to internet traffic so they do not have a lot of website

traffic. Our websites accomplishes this for them - people coming to our sites

already know they are getting condensed information and if they find it

interesting they will make the decision to visit the corporate website. This

approach alleviates a lot of unnecessary work for the company and ensure our

clients are satisfied. Our goal is to get long term clients by providing

services that help them build their business



Employees



We currently retain, through contracts with corporations, the services of two

executive officers on a full time basis. In addition, through a Canadian

management company, we employ eleven employees/contractors. Our employees are

not members of any union, nor have we entered into any collective bargaining

agreements. We believe that our relationship with our employees is excellent. We

are anticipating hiring additional employees/contractors in the next year to

handle anticipated growth.



ITEM 1A. RISK FACTORS.



You should carefully consider the risks described below as well as other

information provided to you in this document, including information in the

section of this document entitled "Information Regarding Forward Looking

Statements." The risks and uncertainties described below are not the only ones

facing the Company. Additional risks and uncertainties not presently known to

our company or that we currently believe are immaterial may also impair our

business operations. If any of the following risks actually occur, our business,

financial condition or results of operations could be materially adversely

affected, the value of our common stock could decline, and you may lose all or

part of your investment.













6



Risks related to our financial results

--------------------------------------



We have a limited operating history and our limited operating history makes it

difficult to evaluate our business and prospects. We commenced operations in

January 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. As a company with a limited

operating history, there are substantial risks, uncertainties, expenses and

difficulties that we are subject to. You should consider an investment in our

company in light of these risks, uncertainties, expenses and difficulties. To

address these risks and uncertainties, we must do the following:



o   Successfully execute our business strategy;



o   Continue to develop our products and services;



o   Respond to competitive developments; and



o   Attract, integrate, retain and motivate qualified personnel.



We may be unable to accomplish one or more of these objectives, which could

cause our business to suffer. In addition, accomplishing one or more of these

objectives might be very expensive, which could harm our financial results.



We have incurred significant losses since inception and anticipate that we will

continue to incur losses for the foreseeable future.



As  of  December  31,  2008,  we  have  incurred  an  accumulated  net  loss  of

approximately $34.8 million. Our management believes that while our business and

products will be appealing to our current and future customers, and our revenues

have continued to increase in the past three fiscal years, there is no

assurance, we will be able to successfully continue to increase our revenues or

that our products will be accepted by the market. Furthermore, in light of our

significant losses, we will need to generate significant revenues to achieve and

sustain profitability. If we do achieve profitability, we may be unable to

sustain or increase profitability on a quarterly or annual basis. Any of these

factors could cause our stock price to decline.



Management believes that long-term profitability and growth will depend on its

ability to:



o   Develop the  reputation of  AlphaTrade as a successful  marketing and

advertising company;



o   Successfully identify and exploit appropriate opportunities,  markets

and products;



o   Develop viable strategic alliances; and



o   Maintain sufficient volume of inflow of advertising clients.



We will need to raise substantial additional capital to fund our operations, and

our failure to obtain funding when needed may force us to delay, reduce or

eliminate our products and services.









7



Our operations have consumed a substantial amount of cash since inception. We

expect to continue to spend substantial amounts to:



o   develop the  reputation of  AlphaTrade as a successful  marketing and

advertising company;



o   maintain and increase the company's  human  resource  including  full

time and consultant resources;



o   evaluate appropriate opportunities, markets and products; and



o   evaluate future products and areas for long term development.



To date, our additional sources of cash have been primarily limited to the sale

of our securities and loans from related parties and outside sources. We cannot

be certain that additional funding will be available on acceptable terms, if at

all. To the extent that we raise additional funds by issuing equity securities

or debt convertible debt securities, our stockholders may experience significant

dilution. Any debt financing, if available, may involve restrictive covenants

that impact our ability to conduct its business. If we are unable to raise

additional capital, when required, or on acceptable terms, we may have to

significantly delay, scale back or discontinue our products and services.



Risks Related to Our Business

-----------------------------



There are many competitors in the data feed industry. We expect competition to

continue and intensify in the future. We also face competition from discount and

full service brokerage firms that provide similar proprietary services to their

own customer bases.



The market may not continue to accept our products and our E-Gate product. We

generate a large portion of our revenue from subscribers who pay monthly for the

E-Gate service. We do expect that E-Gate will continue to account for a

substantial portion of our revenue for fiscal 2009. Our future financial

performance will depend on increasing acceptance of our current products and on

the successful development, introduction and customer acceptance of new products

and services.



As our subscriber base increases, the amount of revenue from advertising is

expected to increase and the amount we can charge for advertising increases

because the specific demographics of our subscribers is highly attractive for

many companies. If we are unable to continue to generate sufficient revenues

from our new products, our business may be adversely affected and the price of

our stock may decline.



Outside factors may influence our growth and business development.



Outside factors may influence our growth and business development. We expect to

experience significant fluctuations in our future results of operations due to a

variety of factors, many of which are outside of our control, including, but not

limited to the following:



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













8



*     our efforts to expand into different industries;



*     introduction of new products and services by us or

our competitors;



*     competitive factors that affect our pricing;



*     the mix of products and services we sell;



*     the timing and magnitude of our capital expenditures, including

costs relating to the expansion of our operations;



*     hiring and retention of key personnel;



*     changes in generally accepted accounting policies, especially

those related to the recognition of subscription revenue; and



*     new government legislation or regulation.



Any of the above factors could have a negative effect on our business and on the

price of our stock, and we may have to significantly delay, scale back or

discontinue our products and services.



Loss of key executives and key personnel and failure to attract qualified

managers and employees could limit our growth and negatively impact our business

operations.



If we lose our key executives and key personnel or fail to attract qualified

managers and employees, we may be unable to successfully operate our business.

We depend on the continued contributions of our executive officers and other

technical and marketing personnel to work effectively as a team, to execute our

business strategy and to manage our business. The loss of key personnel or their

failure to work effectively could have a material adverse effect on our

business, financial condition and results of operations. We are not aware of any

named executive officer or director who has plans to leave us or retire.



If we are unable to attract and retain additional qualified personnel, our

future business may suffer.



Our business strategy requires us to attract and retain additional 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.



We will need to increase the size of our organization, and may experience

difficulties in managing growth. We are a small company with a small number of

employees as of December 31, 2008. We expect to experience a period of

significant expansion in headcount, facilities, infrastructure and overhead and

anticipate that further expansion will be required to address potential growth

and market opportunities. Future growth will impose significant added











9



responsibilities on members of management, including the need to identify,

recruit, maintain and integrate additional independent contractors and managers.

Our future financial performance and its ability to compete effectively will

depend, in part, on our ability to manage any future growth effectively.



If we are unable to protect our intellectual property effectively, we may be

unable to prevent third parties from using our technologies and methods, which

would impair our competitive advantage.



We do not believe that our operations or products infringe on the intellectual

property rights of others. However, there can be no assurance that others will

not assert infringement or trade secret claims against our company with respect

to our current or future technologies or that any such assertion will not

require us to enter into a license agreement or royalty arrangement with the

party asserting the claim. Responding to and defending any such claims may

distract the attention of our management and have an adverse effect on our

business, financial condition and results of operations.



Others may claim in the future that we have infringed their past, current or

future technologies. We expect that participants in our markets increasingly

will be subject to infringement claims as the number of competitors grows. Any

claim like this, whether meritorious or not, could be time-consuming, and result

in costly litigation and possibly result in agreements covering intellectual

property secrets and technologies. These agreements might not be available on

acceptable terms or at all. As a result, any claim like this could harm our

business.



We regard the protection of our copyrights, service marks, trademarks, and trade

secrets as critical to our success. We rely on a combination of patent,

copyright, trademark, service mark and trade secret laws and contractual

restrictions to protect its proprietary rights in products and services. When

applicable, we will enter into confidentiality and invention assignment

agreements with employees and contractors, and nondisclosure agreements with

parties we conduct business with in order to limit access to and disclosure of

our proprietary information. These contractual arrangements and the other steps

taken to protect our intellectual property may not prevent misappropriation of

our technology or deter independent third-party development of similar

technologies. We intend to pursue the registration of trademarks and service

marks in the U.S. and internationally. Effective trademark, service mark,

copyright and trade secret protection may not be available in every country in

which its services are made available. 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.











10



Litigation may be necessary in the future to enforce our intellectual property

rights, to protect our trade secrets or patents that we may obtain, or to

determine the validity and scope of the proprietary rights of others. Such

litigation could result in substantial costs and diversion of resources and

could have a material adverse effect on our future operating results.



We substantially rely on third party providers.



Our future success for our financial products depend upon our ability to

aggregate and deliver compelling financial content over the Internet. We rely

heavily on third party content providers, namely Reuters Information Ltd.,

Acquire Media Corporation and Morningstar, Inc. Currently we have a one year

contract with Reuters which calls for monthly payments of $43,500, a one year

contract with Acquire Media Corporation which calls for monthly payments of

$3,500, and an annual contract with Hemscott, Inc. which was subsequently taken

over by Morningstar, Inc., which calls for monthly payments of $5,000. All of

the aforementioned 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. We also have contracts with

various stock exchanges and market quotation services including Nasdaq, the Pink

Sheets, and the New York and Toronto exchanges. We supply this exchange data to

our customers on a reimbursed basis. The loss of our data feeds from these

exchanges and market quotation services would seriously damage our customer

relations and likely result in a loss of our customers.



We are subject to compliance with securities law, which exposes us to potential

liabilities, including potential rescission rights as further described below.



We have periodically offered and sold our common stock to investors pursuant to

certain exemptions from the registration requirements of the Securities Act of

1933, as well as those of various state securities laws. The basis for relying

on such exemptions is factual; that is, the applicability of such exemptions

depends upon our conduct and that of those persons contacting prospective

investors and making the offering. In most of these sales, we have not received

a legal opinion to the effect that these offerings were exempt from registration

under any federal or state law. Instead, we have relied upon the operative facts

as the basis for such exemptions, including information provided by investors

themselves.



If any prior offering did not qualify for such exemption, an investor would have

the right to rescind its purchase of the securities if it so desired. It is

possible that if an investor should seek rescission, such investor would

succeed. A similar situation prevails under state law in those states where the

securities may be offered without registration in reliance on the partial

preemption from the registration or qualification provisions of such state

statutes under the National Securities Markets Improvement Act of 1996. If

investors were successful in seeking rescission, we would face severe financial

demands that could adversely affect our business and operations. Additionally,

if we did not in fact qualify for the exemptions upon which it has relied, we

may become subject to significant fines and penalties imposed by the SEC and

state securities agencies.















11



Our independent auditors have expressed a going concern qualification in their

report dated March 31, 2009.



Our independent auditors have expressed a going concern regarding our company.

Our ability to continue as a going concern is dependant upon our ability to

achieve a profitable level of operations. We will need, among other things,

additional capital resources. Management's plans include concentrating its

efforts on increasing our subscriber base and increasing our advertising

revenues. We are also exploring the possibility of acquiring companies that are

synergistic with our existing business. However, management cannot provide any

assurances that we will be successful in accomplishing any of its plans.



The availability of a large number of authorized but unissued shares of our

common stock may, upon their issuance, lead to dilution of existing

stockholders.



We are authorized to issue 100,000,000 shares of our common stock and 10,000,000

shares of preferred stock, of which as of December 31, 2008, 54,076,023 shares

of common stock and 4,000,000 shares of preferred stock were issued and

outstanding. In addition, we also have also issued warrants and stock options of

which 55,210,200 are outstanding as of December 31, 2008, and 40,730,200 are

exercisable at a weighted average exercise price of $0.33 to purchase an

equivalent amount of shares of common stock. Assuming exercise of these warrants

and stock options, we will be left with more than 14,000,000 authorized shares

that remain unissued. These shares may be issued by our Board of Directors

without further stockholder approval. The issuance of large numbers of shares,

possibly at below market prices, is likely to result in substantial dilution to

the interests of other stockholders. In addition, issuances of large numbers of

shares may adversely affect the market price of our common stock.



Risks related to our common stock and its market value:

-------------------------------------------------------



There is a limited market for our common stock which may make it more difficult

for you to dispose of your stock. Our common stock has been quoted on the OTC

Bulletin Board under the symbol "APTD" since January 15, 2002. There is a

limited trading volume for our common stock. Accordingly, there can be no

assurance as to the liquidity of any markets that may develop for our common

stock, the ability of holders of our common stock to sell our common stock, or

the prices at which holders may be able to sell our common stock.



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.











12



In addition, the securities markets have from time to time experienced

significant price and volume fluctuations that are unrelated to the operating

performance of particular companies. These market fluctuations may also

materially and adversely affect the market price of the Company's common stock.



Our common stock is subject to the "penny stock" rules of the SEC and the

trading market in our securities is limited, which makes transactions in our

stock cumbersome and may reduce the value of an investment in our stock.



The Securities and Exchange Commission has adopted Rule 15g-9 which establishes

the definition of a "penny stock," for the purposes relevant to us, as any

equity security that has a market price of less than $5.00 per share or with an

exercise price of less than $5.00 per share, subject to certain exceptions. For

any transaction involving a penny stock, unless exempt, the rules require:



o   that a broker or dealer approve a person's  account for  transactions

in penny stocks; and



o   the broker or dealer receive from the investor a written agreement to

the transaction, setting forth the identity and quantity of the penny

stock to be purchased.



In order to approve a person's account for transactions in penny stocks, the

broker or dealer must:



o   obtain financial information and investment experience objectives of

the person; and



o   make a reasonable determination that the transactions in penny stocks

are suitable for that person and the person has sufficient knowledge

and experience in financial matters to be capable of evaluating the

risks of transactions in penny stocks.



The broker or dealer must also deliver, prior to any transaction in a penny

stock, a disclosure schedule prepared by the Commission relating to the penny

stock market, which, in highlight form:

o   sets  forth  the  basis  on  which  the  broker  or  dealer  made the

suitability determination; and



o   that the broker or dealer received a signed, written agreement from

the investor prior to the transaction.



Generally, brokers may be less willing to execute transactions in securities

subject to the "penny stock" rules. This may make it more difficult for

investors to dispose of our common stock and cause a decline in the market value

of our stock.



Disclosure also has to be made about the risks of investing in penny stocks in

both public offerings and in secondary trading and about the commissions payable

to both the broker-dealer and the registered representative, current quotations

for the securities and the rights and remedies available to an investor in cases

of fraud in penny stock transactions. Finally, monthly statements have to be

sent disclosing recent price information for the penny stock held in the account

and information on the limited market in penny stocks.













13



We do not expect to pay dividends in the future. Any return on investment may be

limited to the value of our stock. We do not anticipate paying cash dividends on

our stock in the foreseeable future. The payment of dividends on our stock will

depend on our earnings, financial condition and other business and economic

factors affecting our company at such time as the board of directors may

consider relevant. If we do not pay dividends, our stock may be less valuable

because a return on your investment will only occur if our stock price

appreciates.



A sale of a substantial number of shares of our common stock may cause the price

of its common stock to decline. If our stockholders sell substantial amounts of

our common stock in the public market, including shares issued upon the exercise

of outstanding options or warrants, the market price of our common stock could

fall. These sales also may make it more difficult for the Company to sell equity

or equity-related securities in the future at a time and price that the Company

deems reasonable or appropriate. Stockholders who have been issued shares in the

Acquisition will be able to sell their shares pursuant to Rule 144 under the

Securities Act of 1933, beginning one year after the stockholders acquired their

shares.



The exercise of our outstanding warrants and options may depress our stock price



We currently have 55,210,200 warrants and options to purchase shares of our

common stock outstanding as of December 31, 2008, of which 40,730,200 are

exercisable at a weighted average exercise price of $0.33 as of equal date. The

exercise of warrants and/or options by a substantial number of holders within a

relatively short period of time could have the effect of depressing the market

price of our common stock and could impair our ability to raise capital through

the sale of additional equity securities.



We may need additional capital that could dilute the ownership interest of

investors.



We require substantial working capital to fund our business. If we raise

additional funds through the issuance of equity, equity-related or convertible

debt securities, these securities may have rights, preferences or privileges

senior to those of the rights of holders of our common stock and they may

experience additional dilution. We cannot predict whether additional financing

will be available to us on favorable terms when required, or at all. Since our

inception, we have experienced negative cash flow from operations and expect to

experience significant negative cash flow from operations in the future. The

issuance of additional common stock by our management, may have the effect of

further diluting the proportionate equity interest and voting power of holders

of our common stock, including investors in this offering.



ITEM 1B. UNRESOLVED STAFF COMMENTS



N/A



ITEM 2.  PROPERTIES



Our executive offices are located at Suite 116 - 930 West 1st Street, North

Vancouver, B.C., Canada, in a 8,207 square foot facility. We have a

month-to-month sub-lease at a current monthly rent of $11,000. The lease expires

in December 30, 2011. We house our equipment in a high-speed infrastructure











14



co-location in British Columbia to ensure our support coverage is manned

24/7/365. We do not own any real estate.



ITEM 3.  LEGAL PROCEEDINGS.



We are a defendant in a litigation case pending in the Supreme Court of British

Columbia, Canada. This action was filed on December 23, 2003 and is between

Zacks Investment Services Inc. as Plaintiff and AlphaTrade.com as Defendant. The

case number is S036907. The Plaintiff alleges it is owed the sum of $279,664

pursuant to a licensing Agreement executed by the Plaintiff and the Defendant in

1999. We are vehemently defending our self against this claim. At the request of

the Plaintiff, we have submitted a settlement proposal, for the Plaintiff to

accept the $14,758.58 currently held by the Court as payment in full, which is

currently outstanding.



During the year ending December 31, 2002, a company filed an action against us

in the Supreme Court of British Columbia, Canada claiming unspecified damages.

We filed a Statement of Defense in August, 2002. There has been no further

developments in this action. We plan to vigorously defend ourselves.



Arena Media Networks LLC v. AlphaTrade.com

Supreme Court of the State of New York, County of New York, Index No. 603406/06

-------------------------------------------------------------------------------



Plaintiff Arena Media Networks LLC ("Arena") commenced this action on or about

October 15, 2007 by the filing of a Summons and Complaint. In the Complaint,

Arena asserts causes of action for breach of contract, account stated and unjust

enrichment against the Company arising from the Company's alleged failure to pay

sums purportedly due Arena pursuant to an agreement in which Arena agreed to

place advertising for the Company.



The Company answered the Complaint on February 1, 2008. In its Answer, the

Company denies the material allegations of the Complaint and asserts numerous

affirmative defenses. This action is presently in the discovery stage. The

Company intends to vigorously defend this action.



Professional Bull Riders, Inc. v. AlphaTrade.com,

United Stated District Court, District of Colorado, Case No. 08-cv-01017 (MSK)





Plaintiff Professional Bull Riders, Inc. ("PBR") commenced this action against

the Company on or about April 15, 2008 in the District Court of Pueblo County,

Colorado, Case No. 2008CV527. The Company removed this action to the United

States District Court for the District of Colorado on May 15, 2008. In its

Complaint, PBR alleges two causes of action arising from the alleged breach of a

Sponsorship Agreement, as amended, and the alleged breach of a settlement

agreement, and seeks damages of over $1,500,000.



The Company denies the material allegations of the Complaint and intends to

vigorously defend this action.



Tommy G Productions, LLC v. AlphaTrade.com,

District Court, Pueblo County, Colorado, Case No. 2008CV1008



Plaintiff Tommy G Productions ("Tommy G") commenced this action against the

Company on or about June 27, 2008 in the District Court of Pueblo County,









15



Colorado, Case No. 2008CV1008. In its Complaint, Tommy G alleges a cause of

action arising from the alleged breach of a Sponsorship Agreement, and seeks

damages of $30,000. The Company denies the allegations of the Complaint and

intends to vigorously defend this action.



Center Operating Company v. AlphaTrade.com,

68th Judicial District Court, Dallas County, Texas, Case No. 2009-156001-1



Plaintiff Center Operating Company ("COC") commenced this action against the

Company on or about September 3, 2008 in the District Court of Dallas County,

Texas, Case No. 2009-156001-1. In its Complaint, COC alleges a cause of action

arising from the alleged breach of a Sponsorship Agreement, and seeks damages of

$185,621.



The Company denies the allegations of the Complaint and intends to vigorously

defend this action.



Sterling Mets, L.P. and Brooklyn Baseball Company, LLC v. AlphaTrade.com,

Supreme Court of the State of New York, County of Queens Case No. 27541/2008



Plaintiff Sterling Mets, L.P. and Brooklyn Baseball Company, LLC ("Mets")

commenced this action against the Company on or about November 12, 2008 in the

Supreme Court of the State of New York, County of Queens. In its Complaint, Mets

alleges a cause of action arising from the alleged breach of a Sponsorship

Agreement, and seeks damages of $650,000.



The Company denies the allegations of the Complaint and intends to vigorously

defend this action.



From time to time we may be a defendant and plaintiff in various legal

proceedings arising in the normal course of our business. We are currently not a

party to any material pending legal proceedings or government actions, including

any bankruptcy, receivership, or similar proceedings . In addition, management

is not aware of any known litigation or liabilities involving the operators of

our properties that could affect our operations. Should any liabilities incurred

in the future, they will be accrued based on management's best estimate of the

potential loss. As such, there is no adverse effect on our consolidated

financial position, results of operations or cash flow at this time.

Furthermore, our management does not believe that there are any proceedings to

which any of our directors, officers, or affiliates, any owner of record of the

beneficially or more than five percent of our common stock, or any associate of

any such director, officer, affiliate, or security holder is a party adverse to

our company or has a material interest adverse to us.





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



There were no matters submitted to a vote of security holders during the fiscal

year ended December 31, 2008.





PART II



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

PURCHASES OF EQUITY SECURITIES.











16



Market Information



Currently, our common stock is traded on the OTCBB and quoted under the symbol

"APTD". The high and low bid prices for the Common Stock as reported by our

content provider, Reuters Information Ltd. are listed below. The prices in the

table reflect inter-dealer prices, without retail mark-up, mark-down or

commission and may not represent actual transactions.



2008 Fiscal Year - Quarterly Information

High              Low



First                                                0.24              0.125

Second                                               0.18              0.10

Third                                                0.17              0.05

Fourth                                               0.09              0.01



2007 Fiscal Year - Quarterly Information

High              Low



First                                                0.20              0.12

Second                                               0.32              0.15

Third                                                0.33              0.19

Fourth                                               0.33              0.19



The shares of common stock quoted are subject to the provisions of Section 15(g)

and Rule 15g-9 of the Securities Exchange Act of 1934, as amended (the Exchange

Act"), commonly referred to as the "penny stock" rule. Section 15(g) sets forth

certain requirements for transactions in penny stocks and Rule 15(g)9(d)(1)

incorporates the definition of penny stock as that used in Rule 3a51-1 of the

Exchange Act.



The Commission generally defines penny stock to be any equity security that has

a market price less than $5.00 per share, subject to certain exceptions. Rule

3a51-1 provides that any equity security is considered to be a penny stock

unless that security is: registered and traded on a national securities exchange

meeting specified criteria set by the Commission; authorized for quotation on

The NASDAQ Stock Market; issued by a registered investment company; excluded

from the definition on the basis of price (at least $5.00 per share) or the

registrant's net tangible assets; or exempted from the definition by the

Commission. Trading in the shares is subject to additional sales practice

requirements on broker-dealers who sell penny stocks to persons other than

established customers and accredited investors, generally persons with assets in

excess of $1,000,000 or annual income exceeding $200,000, or $300,000 together

with their spouse.



For transactions covered by these rules, broker-dealers must make a special

suitability determination for the purchase of such securities and must have

received the purchaser's written consent to the transaction prior to the

purchase. Additionally, for any transaction involving a penny stock, unless

exempt, the rules require the delivery, prior to the first transaction, of a

risk disclosure document relating to the penny stock market. A broker-dealer

also must disclose the commissions payable to both the broker-dealer and the

registered representative, and current quotations for the securities. Finally,

the monthly statements must be sent disclosing recent price information for the

penny stocks held in the account and information on the limited market in penny

stocks. Consequently, these rules may restrict the ability of broker dealers to









17



trade and/or maintain a market in the company's common stock and may affect the

ability of stockholders to sell their shares.



Holders



As of December 31, 2008 there were 390 stockholders of record of our common

stock. This does not include an indeterminate number of shareholders who may

hold their shares in "street name".



Dividends



We have never declared any cash dividends and do not anticipate paying such

dividends in the near future. We anticipate future earnings, if any, to be

retained for use in our business. Any future determination to pay cash dividends

will be at the discretion of the Board of Directors and will be dependent upon

our results of operations, financial conditions, contractual restrictions, and

other factors deemed relevant by the Board of Directors. We are under no

contractual restrictions in declaring or paying dividends to our common or

preferred shareholders.



We completed a 10% stock dividend to our shareholders of record on July 27,

2007.



Sales of Unregistered Securities



The future sale of presently outstanding "unregistered" and "restricted" common

stock by present members of our management and persons who own more than 5% of

our outstanding voting securities may have an adverse effect on the trading

market for our shares.



The following unregistered securities have been issued since January 1, 2008 and

have been previously disclosed in our Form 10-QSB's unless otherwise noted:



Fiscal year ended December 31, 2008



Valued

Date          No. of Shares      Title      At          Reason

Jan./2008       400,000         Common      $0.20       For cash

Jan./2008       440,750         Common      $0.20       For services

Feb./2008       300,000         Common      $0.20       For cash

Feb./2008       480,000         Common      $0.20       For services

March/2008       45,000         Common      $0.20       For services

March/2008       25,000         Common      $0.20       For cash

April/2008       10,000         Common      $0.17       For services

May/2008        520,000         Common      $0.17       For services

June/2008       415,000         Common      $0.17       For services

June/2008       300,000         Common      $0.20       For cash

July/2008       130,500         Common      $0.165      For services

Aug./2008       150,000         Common      $0.13       For services

Aug./2008       200,000         Common      $0.16       For services

Sept./2008       50,000         Common      $0.15       For cash

Oct. 23/2008    400,000         Common      $0.04       Services

Oct. 29/2008  1,120,000         Common      $0.05       Services

Dec. 31/2008    500,000         Common      $0.02       Services













18



Information  regarding our sales of our  unregistered  securities for the Fiscal

years ended December 31, 2008 and 2007, other then what is set forth above, has

been previously furnished in our Quarterly Reports on Form 10-Q and our Current

Reports on Form 8-K.



All of the above offerings and sales were deemed to be exempt under rule 506 of

Regulation D and/or Section 4(2) of the Securities Act of 1933, as amended. No

advertising or general solicitation was employed in offering the securities. The

offerings and sales were made to a limited number of persons, all of whom were

accredited investors, business associates of our company or executive officers

of our company, and transfer was restricted by us in accordance with the

requirements of the Securities Act of 1933. In addition to representations by

the above-referenced persons, we have made independent determinations that all

of the above-referenced persons were accredited or sophisticated investors, and

that they were capable of analyzing the merits and risks of their investment,

and that they understood the speculative nature of their investment.

Furthermore, all of the above-referenced persons were provided with access to

our Securities and Exchange Commission filings.



Purchases of Equity Securities by the Issuer and Affiliated Purchasers



None.



Other than the Plans below, we maintain no other equity compensation plan

pursuant to which we may grant equity awards to eligible persons.



The following table summarizes our equity compensation plan information as of

December 31, 2008.



Number of Shares

Remaining Available

for Future Issuance

Number of Shares to                         Under Equity

Be Issued upon      Weighted-Average   Compensation Plans

Exercise of      Exercise Price of   (Excluding Shares

Outstanding     Outstanding Options,    Reflected in

Options, Warrants  Warrants and Rights      Column (a))

Plan Category(1)         and Rights)            (b)                  (c)

-------------------- ------------------- -------------------  ----------------



Equity Compensation

plans approved by

stockholders              N/A                  N/A                N/A

Equity Compensation

plans not approved

by stockholders        51,520,347             $0.33             14,480,000

Total              51,520,347             $0.33             14,480,000



ITEM 6.  SELECTED FINANCIAL DATA



N/A



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

RESULTS OF OPERATIONS













19



Some of the information contained in this Annual Report forward-looking

statements (within the meaning of the Private Securities Litigation Reform Act

of 1995) Some of the statements contained in this Annual Report on Form 10-KSB

(the "Annual Report") that are not historical facts are "forward-looking

statements" which can be identified by the use of terminology such as

"estimates," "projects," "plans," "believes," "expects," "anticipates,"

"intends," or the negative or other variations, or by discussions of strategy

that involve risks and uncertainties. We urge you to be cautious of the

forward-looking statements, that such statements, which are contained in this

Annual Report, reflect our current beliefs with respect to future events and

involve known and unknown risks, uncertainties and other factors affecting our

operations, market growth, services, products and licenses. No assurances can be

given regarding the achievement of future results, as actual results may differ

materially as a result of the risks we face, and actual events may differ from

the assumptions underlying the statements that have been made regarding

anticipated events. Factors that may cause actual results, our performance or

achievements, or industry results, to differ materially from those contemplated

by such forward-looking statements include without limitation:



1. Our ability to attract and retain management, and to integrate and maintain

technical information and management information systems;

2. Our ability to generate customer demand for our products;

3. The intensity of competition;  and

4. General economic conditions.



Overview



We provide a broad array of financial  products and services  including in depth

market information from all North American exchanges and many of the exchanges

in the Middle East. We seek to grow our subscriber base by expanding to other

geographic markets to meet the needs of our increasing subscriber base, to

diversify the subscriber revenue stream and to mitigate our exposure to regional

economic downturns.



During the twelve months ended December 31, 2008, we expanded our core products

to include advertising aimed at satisfying the needs of small, mid-sized and

large businesses with a desire to target specific demographics. This advertising

service is unique in that it is entwined within the financial products and

presented to the viewer for long periods during each business day.



Critical Accounting Policies



Our discussion and analysis of our financial condition and results of operations are based upon our financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States.  The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses.  On an ongoing basis, we evaluate our estimates, including those related to uncollectible receivables, revenue recognition, deferred revenue, and contingencies.  We base our estimates on historical performance and on various other assumptions that we believe to be reasonable under the circumstances.  These estimates allow us to make judgments about the carrying values of assets and liabilities that are not readily apparent from other sources.













20

We believe the following accounting policies are our critical accounting policies because they are important to the portrayal of our financial condition and results of operations and they require critical management judgments and estimates about matters that may be uncertain.  If actual results or events differ materially from those contemplated by us in making these estimates, our reported financial condition and results of operations for future periods could be materially affected.



Revenue Recognition



The Company follows the guidance of SAB 104 in recognizing subscription

fees  revenue  and  advertising  revenue  when the  services  have been

provided.  Revenues are recognized  when they are realized,  realizable

and  earned.  Revenues  are  recognized on a pro-rata basis in consistent, equal increments  over  the  term  of  contract.



Advertising  revenues are often earned under contracts extending beyond

a financial  reporting  period.  The  Company  generally  receives  its

monthly subscriptions in the month prior to the service being provided.

Accordingly the Company had deferred revenue of $737,010 and $1,130,178

at December 31, 2008 and 2007, respectively. Cost of sales is comprised

of data feed expenses  charged by various stock market  exchanges.  The

Company had no customer  which  accounted for 10% of the revenue during

the years ended December 31, 2008 and 2007.



The Company occasionally licenses its technology to some customers. The

Company  recognizes  its license  revenue over the term of the license.

The Company also develops modified products for customers.  The Company

recognizes development revenue as the services are performed.



The Company records  deferred revenue when it receives cash receipts in

advance of  performing  the related  service.  These  advance  payments

received are considered a current liability.



Accounts Receivable and Bad Debts



The Company estimates bad debts utilizing the allowance  method,  based

upon past  experience  and current market  conditions.  At December 31,

2008 and 2007, the Company had an allowance for bad debts of $3,450 and

$3,450, respectively.





Result of Operations for the twelve months ended December 31, 2008 and 2007



During the fiscal year ended  December 31, 2008, we saw revenue  increase  every

quarter.  Total revenues for fiscal 2008 were $6,075,031 which is a 19% increase

over  fiscal  2007 sales of  $5,093,225.  The  increase  in revenue is  directly

attributable to the increase in our advertising  revenue. We focused on building

our  advertising  business to provide a more  diversified  revenue model for our

future growth.  Subscription revenues decreased to $3,027,619 from $3,064,459 in

2007. That is a 1% decrease due to the international financial crisis during the

fourth quarter of 2008.



Our advertising revenue continued to grow at a fast pace in 2008. Advertising

revenues increased from $1,926,276 in 2007 to $2,851,003 in 2008, an increase of

48%. Due to the success of our advertising campaigns and the increased











21



visibility that our website is getting, our advertising programs are becoming

more marketable to the mid-size and larger companies with expanded marketing

budgets. Our advertising clients come from our direct marketing efforts. We

recognized $192,126 in E-Trax revenue compared to $88,846 in the prior year



Our cost of sales is primarily  the cost to purchase  and  disseminate  the

financial  content we provide our  customers.  For the  calendar  year ended

December 31, 2008 the cost was  $1,854,268  compared to  $1,727,258 in 2007.

The  percentage  of cost of sales to  subscription  revenues was 61% in 2008

compared  to 56% in 2007 due  mainly  to  price  increases  from  the  major

financial content providers.  Most of our financial content costs are fixed,

meaning that the data and exchange  providers  charge a flat monthly fee. As

our  subscription  volume  goes  up  our  cost  of  sales  does  not  go  up

proportionately.  Accordingly,  as  revenues  increase in 2009 we expect the

cost of sales  percentage  to  decline.  We also had $2,839 in other cost of

sales in 2008 compared to $5,377 in 2007.



We  have  contracted  with  two  companies  for the  services  of two of the

Company's  officers  and  directors.  These  companies  are not owned by the

officers but the compensation earned by them is to the future benefit of the

officers.  Under  the  terms  of the  contracts  entered  into in  2005  the

companies  are to continue  to receive a base  salary of  $240,000  each per

year.  The  contracts  also provide for annual  bonuses  equal to the annual

salary and for stock options based upon  performance  levels.  The companies

declined bonuses for 2007 and 2008.



The total compensation expense to these entities was $480,000 in 2008 and $480,000 in 2007. The 2007 compensation was not paid, but was contributed to the Company.  Accordingly, the Company recorded a credit of $240,000 to additional paid-in capital during the year ended December 31, 2007.  Similarly, the related party cash compensation is expected to be $480,000 in 2009.



We incurred  $1,127,880 in professional  fees in 2008  compared to $1,668,878 in

2007. $479,451 and $1,087,943 of this expense was paid in shares of our common

stock in 2008 and 2007, respectively. Professional fees include fees paid to

accountants, attorneys and investor relation firms. We had limited cash

available to pay our professional consultants in 2008, so we paid many of them

with shares of common stock. The shares were valued at market value. We

hope to be able pay for more services with cash in 2009.



We recorded  research and  development  expense of $468,884 for 2008 compared to

$439,456 in 2007. This expense reflects the cost of creating our digital media

promotions, website enhancements, and development staff. This is what keeps us

at the cutting edge of technology and ensures that our clients, both advertising

and our monthly subscribers have the latest in Internet products at their

disposal. The costs for research and development are expected to decline in

2009.



We expended $678,551 for marketing in 2008 compared to $4,511,673 in 2007.

This decrease from 2007 is due to our cancelled sports partnerships. Our cash

resources will determine how much we can spend on marketing for 2009 but do not

anticipate that it will increase substantially over 2008.













22



Our general and  administrative  expenses decreased by 59% in 2008 from $818,362

to $338,749. The decrease was primarily due to reduced rent and corporate costs.

We expect the our general and administrative costs will remain low in 2009.



We  realized a net income of  $41,413  for the year  ended  December  31,  2008

compared to a net loss of $5,723,130 for the year ended December 31, 2007.

Included in the net income for 2008 and the loss for 2007 was $770,113 and

$1,447,061 respectively as the value of options and shares issued for services.  Additionally, the Company recorded an other-than-temporary impairment of available-for-sale equity securities in the amount of $792,956 and $909,127 for 2008 and 2007, respectively.  Excluding these non-cash expenses, the net income for 2008 and loss for 2007 would have been $1,604,482 and $3,366,942, respectively. Due to our improved

cash position we hope to minimize the practice of issuing shares of stock for

services which will serve to also decrease our related party expense.



Liquidity and Capital Resources.



AlphaTrade has consistently been financed from raising capital through private

equity offerings. We were provided $197,500 of cash in 2008 compared to $456,500

of cash in financing activities in 2007. For the twelve months ended December

31, 2008 we used net cash of $582,574 compared to $525,660 for the

same period of 2007 in our operating activities. We had proceeds from investment

activity of $270,384 and $47,097 in 2008 and 2007, respectively.



We expect that our 2009 cash inflows from operations due to the continuing

difficulties in the world's financial markets. We expect that we will need to

raise approximately $1,000,000 from either increased advertising revenues, a

private placement of our common stock or a loan to meet our financial

obligations.



We are continually investigating acquisition targets and our stock may be

required as part of the consideration for any acquisition.



We currently have no material commitments for capital requirements. We believe

that our capital inflows and our equipment infrastructure is adequate to handle

the expected growth in 2009.



We are not aware of any material trend, event or capital commitment, which would

potentially adversely affect liquidity. In the event a material trend develops,

we believe we will have sufficient funds available to satisfy working capital

needs through debt or from funds received from equity sales.



Recent Accounting Pronouncements



In December 2007, the FASB issued SFAS 160, "Noncontrolling interests in

Consolidated Financial Statements - an amendment of ARB No. 51". This Statement

amends ARB 51 to establish accounting and reporting standards for the

noncontrolling interest in a subsidiary and for the deconsolidation of a

subsidiary. It clarifies that a noncontrolling interest in a subsidiary is an

ownership interest in the consolidated entity that should be reported as equity

in the consolidated financial statements. This Statement is effective for fiscal

years beginning on or after December 15, 2008. Early adoption is not permitted.

Management is currently evaluating the effects of this statement, but it is not

expected to have any impact on the Company's financial statements.



In February 2007, the FASB issued SFAS 159, "The Fair Value Option for Financial

Assets and Financial Liabilities. SFAS 159 creates a fair value option allowing









23



an entity to irrevocably elect fair value as the initial and subsequent

measurement attribute for certain financial assets and financial liabilities,

with changes in fair value recognized in earnings as they occur. SFAS 159 also

requires an entity to report those financial assets and financial liabilities

measured at fair value in a manner that separates those reported fair values

from the carrying amounts of assets and liabilities measured using another

measurement attribute on the face of the statement of financial position.

Lastly, SFAS 159 requires an entity to provide information that would allow

users to understand the effect on earnings of changes in the fair value on those

instruments selected for the fair value election. SFAS 159 is effective for

fiscal years beginning after November 15, 2007 with early adoption permitted.

The Company is continuing to evaluate SFAS159 and to assess the impact on its

results of operations and financial condition if an election is made to adopt

the standard.



In September 2006, the Financial Accounting Standards Board issued Statement of

Financial Accounting Standards No. 157, "Fair Value Measurements" which defines

fair value, establishes a framework for measuring fair value in generally

accepted accounting principles (GAAP), and expands disclosures about fair value

measurements. Where applicable, SFAS No. 157 simplifies and codifies related

guidance within GAAP and does not require any new fair value measurements. SFAS

No. 157 is effective for financial statements issued for fiscal years beginning

after November 15, 2007, and interim periods within those fiscal years. Earlier

adoption is encouraged. The Company does not expect the adoption of SFAS No. 157

to have a significant effect on its financial position or results of operation.



ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK



N/A



ITEM 8.  FINANCIAL STATEMENTS



Financial  statements as of and for the fiscal years ended December 31, 2008 and

2007 been examined to the extent indicated in their report by Chisholm,

Bierwolf, Nilson & Morrill, LLC, independent certified public accountants, and

have been prepared in accordance with Generally Accepted Accounting Principles

and pursuant to Regulation S-K as promulgated by the SEC. The aforementioned

financial statements are included herein under Item 14 starting with page F-1.





ITEM 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND

FINANCIAL DISCLOSURE.



None.





ITEM 9A. CONTROLS AND PROCEDURES.



Management's Report on Internal Control over Financial Reporting



Our management is responsible for establishing and maintaining adequate internal

control over financial reporting. Our internal control system was designed to

provide reasonable assurance to our management and Board of Directors regarding

the preparation and fair presentation of published financial statements.













24



Our management assessed the effectiveness of our internal control over financial

reporting as of December 31, 2008. In making this assessment, it used the

criteria set forth by the Committee of Sponsoring Organizations of the Treadway

Commission (COSO) in Internal Control--Integrated Framework Based on our

assessment we believe that, as of December 31, 2008, our internal control over

financial reporting were not effective based on those criteria. Management

determined that at December 31, 2008, the Company had a material weakness in its

internal control over financial reporting because it did not have sufficient

personnel with adequate knowledge, experience and training of United States

Generally Accepted Accounting Principles commensurate with the Company's

reporting requirements. This annual report does not include an attestation

report of the Company's registered accounting firm regarding internal control

over financial reporting. Management's report was not subject to attestation by

the Company's registered public accounting firm pursuant to temporary rules of

the Securities and Exchange Commission.



As of the end of the period covered by this report, we carried out an

evaluation, under the supervision and with the participation of management,

including our Chief Executive Officer and the Principal Financial Officer, of

the effectiveness of the design and operation of our disclosure controls and

procedures as defined in Rules 13a-15(e) and 15d-15(e) of the Securities

Exchange Act of 1934. Based upon that evaluation, our chief executive officer

and principal financial officer concluded that our disclosure controls and

procedures are not effective to cause the material information required to be

disclosed by us in the reports that we file or submit under the Exchange Act to

be recorded, processed, summarized and reported within the time periods

specified in the SEC's rules and forms. Management determined that due to the

lack of personnel with adequate knowledge, experience and training of United

States Generally Accepted Accounting Principles, the Company's disclosure

controls and procedures were not effective as of December 31, 2008. Due to its limited number of employees, the Company has determined that it cannot adequately segregate critical control duties to the extent where these control functions do not represent a material weakness.  Until such time that the Company is able to sustain a greater employee base, it cannot provide assurances that its internal controls over financial reporting do not have material weaknesses.



There have been no significant changes in our internal controls or in other

factors which could significantly affect internal controls subsequent to the

date we carried out our evaluation.



ITEM 9B. OTHER INFORMATION.



None



PART III

ITEM 10. DIRECTORS,  EXECUTIVE OFFICERS, AND CORPORATE



The following table sets forth information regarding our directors and executive

officers as of December 31, 2008:



Name         Age                    Position               Director Since

------------------- --- ----------------------------------------- --------------

Penny Perfect*      55     Founder, Chairman, Chief Executive      October 1999

Officer, President and Director

Gordon Muir         55     Founder, Chief Technology Officer and   October 1999

Director

Katharine Johnston* 55     Vice-President                          January 2005

Director

Lisa McVeigh*       45     Director                                January 2000



25



*  Member of the audit committee



The term of office of each director of the Company ends at the next annual

meeting of the Company's stockholders or when such director's successor is

elected and qualifies. No date for the annual meeting of stockholders is

specified in the Company's bylaws or has been fixed by the Board of Directors.



The following information sets forth the backgrounds and business experience of

the directors, executive officers and key employees:



PENNY PERFECT: Penny Perfect is the Chairman, Chief Executive Officer, President

and a Director of AlphaTrade.com. Ms. Perfect is also one of the founders of

AlphaTrade. During the past 20 years, Ms. Perfect has headed several companies

with full management responsibility which includes delivering on the company's

mission of enabling people and growing the businesses. Ms. Perfect first role in

business was a successful run as an independent stock broker. As a broker, Ms.

Perfect was involved in many aspects of investment products including

structuring and raising capital. Before joining AlphaTrade, Ms. Perfect served

as President of Worldwide Investment Network (WIN), a membership-based community

of investment executives. As President, Ms. Perfect was responsible for

providing investment banking and administration services to early stage

development companies. Ms. Perfect is a graduate of the University of Alberta.



GORDON MUIR has served as a Director of AlphaTrade since October 21, 1999. He

became Chief Executive Officer in February, 2000 and resigned from that position

and was appointed Chief Technology Officer in January, 2004. Mr. Muir has been

an independent investor and business consultant since 1990. He was the founder

of Navmaster Technologies, a company credited with developing the first GPS

charting systems for the Marine Industry that relied on optical imaging rather

than computers. He has over 16 years experience in senior level management in a

variety of business mainly in the automotive and industrial industries.



KATHARINE JOHNSTON was appointed as a Director in January, 2005. As the

principal financial officer and VP-Business Operations of AlphaTrade Mrs.

Johnstonoversees all AlphaTrade financial transactions and department heads, as

well as interagency relationships with accountants and lawyers. Mrs. Johnston

has been with AlphaTrade since its inception in 1999 and was appointed managing

director in January 2005 and VP-Business Operations in February, 2007. Prior to

AlphaTrade, Mrs. Johnston was a self-employed administrator and legal assistant

for over fifteen years. Knowledgeable in British Columbia securities and

regulatory issues, Mrs. Johnston sat on many financial boards and has vast

experience in the administration and management of public companies. Mrs.

Johnstonattended the University of British Columbia.



LISA McVEIGH has served as a Director since January 21, 2000. Ms. McVeigh held

the position of Financial Officer with British Columbia Film for over fourteen

years and now is a Financial Consultant. Ms. McVeigh serves on the audit

committee for AlphaTrade.com.



Family Relationships



Penny Perfect, our CEO, President, Chairman and a member of our board of

directors, and Gordon Muir, our CTO and a member of our board of directors, are

married to each other and both are founding members of Alphatrade.com. There are

no other family relationships between any other Directors or executive Officers.











26



With the exception of the foregoing, none of the other directors and executive

officers are related by blood, marriage or adoption.



Board Committees



At this time, other then an audit committee, the board has no committees,

including nominating or compensation committee, but we intend to create such

committees following the annual meeting and election of directors.



Audit Committee



The members of the audit committee are Penny Perfect, Katharine Johnston and

Lisa McVeigh.



Code of Ethics



We adopted a Code of Ethics (the "Code of Ethics") applicable to our principal

executive, financial and accounting officer and persons performing similar

functions. In addition, the Code of Ethics applies to our employees, officers,

directors, agents and representatives. The Company's Code of Ethics is intended

to comply with the rules and regulations of the Securities and Exchange

Commission and the rules of the NASDAQ Stock Market. The Code of Ethics is

available, at no cost, from the Company upon written request to Katharine

Johnston, VP Business Development of AlphaTrade.Com, and a copy is annexed as

Exhibit 14 to the Company's Annual Report filed on Form 10-KSB with the SEC on

March 31, 2006.



Compliance with Section 16 of the Exchange Act.



Section 16(a) of the Exchange Act requires our directors, officers and persons

who own more than 10% of a registered class of our equity securities to file

reports of ownership and changes in ownership with the Securities and Exchange

Commission. Directors, officers and greater than 10% shareholders are required

by SEC regulations to furnish us with copies of all Section 16(a) forms they

file. Based solely upon our review of the copies of such forms that we received

during the fiscal year ended December 31, 2008, we believe that each person who

at any time during the fiscal year was a director, officer or beneficial owner

of more than 10% of our common stock complied with all Section 16(a) filing

requirements during such fiscal year.



Director Compensation



The following table sets forth with respect to the named director, compensation

information inclusive of equity awards and payments made in the fiscal year

ended December 31, 2008.





















27

Fees                                Change in Earned                             Pension Value or                  Non-Equity        and Paid                 Incentive    Nonqualified in   Stock  Option    Plan         Deferred       All Other Cash  Awards Awards Compensation  Compensation   Compensation   Total Name                    ($)    ($)    ($)       ($)         Earnings         ($)         ($) (a)                     (b)    (c)    (d)       (e)            (f)         (g) (5)       (h) --------------------- ------- ------ -----  ------------  -------------  ------------ <S>                   <C>     <C>    <C>    <C>           <C>            <C>           <C> Penny Perfect (1)       --     --     --            --            --         --        -- Gordon Muir (2)         --     --     --            --            --         --        -- Katharine Johnston (3)  --     --     --            --            --         --        -- Lisa McVeigh (4)        --     --     --            --            --         --        --   (1) Ms. Perfect appointed as a director of the Company effective as of October 21, 1999. (2) Mr. Muir appointed as a director of the Company effective as of October 21, 1999. (3) Ms. Johnston appointed as a director of the Company effective as of January 31, 2005. (4) Ms. McVeigh appointed as a director of the Company effective as of January 21, 2000. (5) With the exception of reimbursement of expenses incurred by our named executive officers during the scope of their employment, none of the named executive received any other compensation, perquisites, personal benefits in excess of $10,000. (6) See Executive Compensation table below for the total amount of compensation received by Ms. Perfect and Mr. Muir in their capacities as our executive officers.  Directors that are non-officers of the Company do not receive a cash retainer annually nor do they receive any remuneration for attendance at a board meeting, other than reimbursement for travel expenses.  ITEM 11. EXECUTIVE COMPENSATION  The following table provides certain summary information concerning compensation awarded to, earned by or paid to our Chief Executive Officer and other named executive officers and directors of our Company whose total annual salary and bonus exceeded $100,000 (collectively, the "named officers") for fiscal years ended December 31, 2008 and December 31, 2007.         28       SUMMARY COMPENSATION TABLE  Long-Term and Other Annual Compensation                 Compensation -------------------------------     -------------------------- Number of Name and                                     Other   Securities    All Other Principal         Fiscal                     Annual  Underlying    Compensation Positions         Year   Salary(1)   Bonus   Comp    Options ---------------------------------------------------  --------------------------- Penny Perfect     2008   $240,000 CEO & President   2007   $120,000             --     --          ----- Chairman  Gordon J. Muir    2008   $240,000 Chief Technical   2007   $120,000             --     --          ------- Officer  (1) We have contracted with two companies for the services of above noted officers and directors. These companies are not owned by the officers but the compensation earned by them is to the future benefit of the officers. The management fees for 2008 are accrued and remain unpaid. With the exception of reimbursement of expenses incurred by our named executive officers during the scope of their consultancy none of the named executives received any other compensation, perquisites, personal benefits in excess of $10,000.  In addition, we do not have either (i) a plan that provides for the payment of retirement benefits, or benefits that will be paid primarily following retirement, including but not limited to tax-qualified defined benefit plans, supplemental executive retirement plans, tax-qualified defined contribution plans and nonqualified defined contribution plans, nor (ii) any contract, agreement, plan or arrangement, whether written or unwritten, that provides for payment(s) to any of our named executive officers at, following, or in connection with the resignation, retirement or other termination of any of our named executive officers, or in connection with the change in control of our company or a change in any of our named executive officers' responsibilities following a change in control, with respect to each of our named executive officers.  OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END  The following table sets forth information with respect concerning unexercised options; stock that has not vested; and equity incentive plan awards for each of our named executive officers outstanding as of the end of our to grants of options to purchase our common stock under our Stock Incentive Plan to the named executive officers during the fiscal year ended December 31, 2008.               29


Option Awards                                               Stock Awards ----------------------------------------------------------------------------  --------------------------------- Equity     Equity Incentive  Incentive Plan    Plan Awards: Market  Awards:  Market or Equity                                    Value   Number    Payout Incentive                                     of      of      Value Plan                                     Shares Unearned     of Awards:                          Number      or    Shares,  Unearned Number                         of Shares  Units  Units or   Shares, Number of     Number of        of                           or Units     of   Other     Units or Securities    Securities   Securities                       of Stock   Stock  Rights     Other Underlying    Underlying   Underlying                        That      That    That      Rights Unexercised   Unexercised  Unexercised   Option               Have      Have    Have     That Have Options       Options      Unearned   Exercise    Option     Not      Not      Not       Not ($)           ($)        Options     Price   Expiration  Vested    Vested  Vested     Vested Name      Exercisable  Unexercisable     (#)        ($)       Date      ($)       ($)      (#)        ($) ------------------------------------------------------------------------------   ------- --------- ------------ <S>       <C>          <C>           <C>          <C>      <C>         <C>       <C>     <C>       <C> Penny     14,500,000   750,000       --           $0.42    --          --        --      --        -- Perfect Gordon Muir    14,500,000   750,000       --           $0.42    --          --        --      --        -- </TABLE>  Employment Agreements  Effective  November  1, 2005 we  executed  Consulting  Agreements  with  Jupiter Consultants, Inc. for the services of Penny Perfect and Micro-American, Inc. for the services of Gordon Muir for a three year term ending  October 31, 2008.  The contracts will automatically  renew unless terminated by giving notice by either party.  The contracts  provide for the same  compensation to each of Ms. Perfect and Mr. Muir as noted below.  (a) Base Salary at a monthly rate of at least US $20,000 to be renewed annually to be paid in either cash or our common shares.  (b) an annual bonus of two hundred thousand (200,000) common shares issued by December 31st of each year of the agreement beginning December 31, 2005 and this amount may be upwardly amended at the election of the Board of Directors. The bonus will increase to one million (1,000,000) shares annually when AlphaTrade's gross annual revenue reaches $5,000,000.  30


(c) In addition, when AlphaTrade reaches gross annual revenue of $10,000,000 AlphaTrade will grant an option to purchase two million five hundred thousand (2,500,000) common shares of AlphaTrade's restricted common stock with an exercise price of $0.40 per share.  (d) Cash Bonus. For each full fiscal year beginning January 1, 2006, the consultants will be eligible to earn an annual cash bonus in such amount as shall be determined by the Board of Directors based on the achievement by the Company of performance goals established by Management for each such fiscal year, which may include targets related to the earnings before interest, taxes, depreciation and amortization ("EBITDA") of the Company; provided, that the Annual Bonus shall be no less than the annual base compensation.  ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT  The  following  table  sets  forth  certain  information  concerning  the  stock ownership as of March 31, 2009, of each person who is known to be the beneficial owner of more than 5% of our common stock; held directly or indirectly by each director; or by each person who was our executive officer or director during the fiscal year ended December 31, 2008, and by our directors and executive officers as a group. Shares Beneficially Name of Beneficial Owner               Owned(1)                Percent (2)  Penny Perfect                          22,941,620 (3)          33% c/o AlphaTrade.com Suite 116 - 930 West 1st Street North Vancouver, B.C.  Gordon Muir                            22,716,320 (4)          33% c/o AlphaTrade.com Suite 116 - 930 West 1st Street North Vancouver, B.C.  Katharine Johnston                        none c/o AlphaTrade.com Suite 116 - 930 West 1st Street North Vancouver, B.C.  Lisa McVeigh                              none c/o AlphaTrade.com Suite 116 - 930 West 1st Street North Vancouver, B.C.  All current directors and named        45,657,940              66% officers as a group (3 in all)  (1)  The shares are held in various private companies in which the officer may or may not hold a minority interest. Ms. Perfect and Mr. Muir are spouses. Accordingly, each spouse's holdings may also be deemed to be beneficially owned by the other. (2)  Percentage ownership is based upon 54,076,023 shares of common stock outstanding on December 31, 2008 and is calculated separately for each person on the basis of the actual number of outstanding shares beneficially owned as of December 31, 2008 and assumes the conversion of preferred shares held by such person (but not by anyone else).    31  (3)  Includes direct and indirect ownership of common shares and includes 5,000,000 shares to be issued upon the conversion of A Series preferred Shares and 10,000,000 shares to be issued upon the conversion of B series preferred shares. (4)  Includes direct and indirect ownership of common shares and includes 5,000,000 shares to be issued upon the conversion of A Series preferred shares and 10,000,000 shares to be issued upon the conversion of B series preferred shares.  Equity Compensation Table  The following table summarizes our equity compensation plan information as of December 31, 2008.  Number of Shares Remaining Available for Future Issuance Number of Shares to                         Under Equity Be Issued upon     Weighted-Average   Compensation Plans Exercise of     Exercise Price of   (Excluding Shares Outstanding    Outstanding Options,    Reflected in Options, Warrants  Warrants and Rights      Column (a)) Plan Category(1)         and Rights)           (b)                   (c) --------------------  ----------------  -------------------  ------------------- Equity Compensation plans approved by stockholders           N/A                   N/A               N/A Equity Compensation plans not approved by stockholders        51,520,347             $0.33             14,480,000 Total             51,520,347             $0.33             14,480,000  ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE  Certain Relationships  And  Related  Transactions:   Transactions  With  Related Persons, Promoters And Certain Control Persons  During the year ended December 31, 2008, two companies owned for the benefit of the two officers of the Company accrued management fees of $480,000 which was recorded as related party compensation.  During the year ended December 31, 2007, two companies owned for the benefit of the two officers of the Company accrued management fees of $240,000 which was recorded as related party compensation.  Related party payables at December 31, 2008 consisted of the following:  Officer bonuses              $   78,000 Officer accrued wages        $  578,330 Loan advances                $2,089,932 ---------- $2,746,262 ==========  There have not been any other transactions or proposed transactions during the fiscal years ended December 31, 2008 and 2007, to which we were or is are to be a party, in which our officers, directors or nominees had or are to have a direct or indirect material interest.   32  Review, Approval or Ratification of Transactions with Related Persons  We believe that the terms of all of the above transactions are commercially reasonable and no less favorable to us than we could have obtained from an unaffiliated third party on an arm's length basis. Our policy requires that all related parties recuse themselves from negotiating and voting on behalf of our company in connection with related party transactions.  Parents  Not applicable  Promoter and Certain Control Persons  Not applicable.  CORPORATE GOVERNANCE  Board Determination of Independence -----------------------------------  Our board of directors has determined that Lisa McVeigh is "independent" as that term is defined by the National Association of Securities Dealers Automated Quotations ("NASDAQ"). Under the NASDAQ definition, an independent director is a person who (1) is not currently (or whose immediate family members are not currently), and has not been over the past three years (or whose immediate family members have not been over the past three years), employed by the company; (2) has not (or whose immediate family members have not) been paid more than $60,000 during the current or past three fiscal years; (3) has not (or whose immediately family has not) been a partner in or controlling shareholder or executive officer of an organization which the company made, or from which the company received, payments in excess of the greater of $200,000 or 5% of that organizations consolidated gross revenues, in any of the most recent three fiscal years; (4) has not (or whose immediate family members have not), over the past three years been employed as an executive officer of a company in which an executive officer of AlphaTrade has served on that company's compensation committee; or (5) is not currently (or whose immediate family members are not currently), and has not been over the past three years (or whose immediate family members have not been over the past three years) a partner of AlphaTrade's outside auditor. A director who is, or at any time during the past three years, was employed by the Company or by any parent or subsidiary of the Company, shall not be considered independent.  Board of Directors Meetings and Attendance ------------------------------------------  The Board of Directors has responsibility for establishing broad corporate policies and reviewing our overall performance rather than day-to-day operations. The primary responsibility of our Board of Directors is to oversee the management of our company and, in doing so, serve the best interests of the company and our stockholders. The Board of Directors selects, evaluates and provides for the succession of executive officers and, subject to stockholder election, directors. It reviews and approves corporate objectives and strategies, and evaluates significant policies and proposed major commitments of corporate resources. Our Board of Directors also participates in decisions that have a potential major economic impact on our company. Management keeps the directors informed of company activity through regular communication, including written reports and presentations at Board of Directors and committee meetings.    33  We have no formal policy regarding director attendance at the annual meeting of stockholders, although all directors are expected to attend the annual meeting of stockholders if they are able to do so. The board of directors held approximately 13 meetings in 2008 either in person or telephonic. During both all of the board meetings, all four board members were present, either by person or on the telephone in the case of the telephonic meetings.   ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES  The following is a summary of the fees billed to us by Chisholm, Bierwolf & Nilson, LLC for professional services rendered for the fiscal years ended December 31, 2008 and December 31, 2007:  Fee Category          Fiscal 2008 Fees   Fiscal 2007 Fees -------------------------    ----------------   ---------------- Audit Fees                   $27,940.00          $28,376.00 Audit-Related Fees                --                 -- Tax Fees                          -- All Other Fees                    --                 -- ----------          ---------- Total Fees                   $27,940.00          $28,376.00  Audit Fees. Consists of fees billed for professional services rendered for the audit of our financial statements and review of the interim financial statements included in quarterly reports and services that are normally provided by Chisholm, Bierwolf & Nilson, LLC in connection with statutory and regulatory filings or engagements.  Policy  on  Audit  Committee  Pre-Approval  of  Audit  and Permissible Non-Audit Services of Independent Auditors  The Audit Committee's policy is to pre-approve all audit and permissible non-audit services provided by the independent auditors. These services may include audit services, audit-related services, tax services, and other services. Pre-approval is generally provided for up to one year, and any pre-approval is detailed as to the particular service or category of services and is generally subject to a specific budget. The independent auditors and management are required to periodically report to the Audit Committee regarding the extent of services provided by the independent auditors in accordance with this pre-approval and the fees for the services performed to date. The Audit Committee may also pre-approve particular services on a case-by-case basis.                   34               ALPHATRADE.COM  FINANCIAL STATEMENTS  December 31, 2008 and 2007                                          F-1                 C O N T E N T S    Report of Independent Registered Public Accounting Firms............. F-3  Balance Sheets....................................................... F-4  Statements of Operations............................................. F-6  Statements of Stockholders' Equity (Deficit)......................... F-8  Statements of Cash Flows............................................. F-9  Notes to the Financial Statements.................................... F-10                                 F-2   REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM   To the Board of Directors AlphaTrade.com Vancouver, BC Canada  We have audited the accompanying balance sheets of AlphaTrade.com at December 31, 2008 and 2007 and the related statements of operations, stockholders' equity (deficit) and cash flows for the years then ended. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits.   We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal controls over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Companys internal control over financial reporting. Accordingly, we express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our 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, 2008 and 2007 and the results of its operations and its cash flows for the years then ended  in conformity with accounting principles generally accepted in the United States of America.  The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 9 to the financial statements, the Company has negative cash-flows from operations and 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 9. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.  As discussed in Note 11 to the financial statements, management has determined that the unrealized losses on their available for sale securities are other than temporary and therefore have decreased the cost basis of the investments and recognized a loss on impairment of $792,956.     Chisholm, Bierwolf, Nilson & Morrill, LLC Bountiful, Utah March 30, 2009 except for Notes 1(n), 7, 8 and 11, dated March 23, 2010      PCAOB Registered, Members of AICPA, CPCAF and UACPA   F-3  ALPHATRADE.COM Balance Sheets  ASSETS ------ December 31, December 31, 2008          2007 (Restated) ------------ ------------ CURRENT ASSETS  Cash                                                $    55,650  $   153,760 Accounts receivable, net                              1,172,064       28,047 Marketable securities-available for sale              1,558,876      658,858 Marketable securities-available for sale related party                                           2,093        5,232 Prepaid expenses                                          1,000          750 -----------  ----------- Total Current Assets                             2,789,683      846,647 -----------  ----------- PROPERTY AND EQUIPMENT, net                               45,776       45,633 -----------  ----------- OTHER ASSETS  Investments, at cost                                          -      300,000 -----------  ----------- TOTAL ASSETS                                   $ 2,835,459  $ 1,192,280 ===========  ===========                                The accompanying notes are an integral part of these financial statements. F-4  ALPHATARADE.COM Balance Sheets  LIABILITIES AND STOCKHOLDERS' EQUITY/(DEFICIT) --------------------------------------------- December 31, December 31, 2008          2007 (Restated) ------------ ------------ CURRENT LIABILITIES Accounts payable and accrued expenses               $ 2,161,854  $ 2,404,822 Related party payables                                2,746,262    2,190,414 Deferred revenues                                       737,010    1,130,178 -----------  ----------- Total Current Liabilities                        5,645,126    5,725,414 -----------  ----------- TOTAL LIABILITIES                                      5,645,126    5,725,414 -----------  ----------- COMMITMENTS AND CONTINGENCIES                                  -            -  STOCKHOLDERS' (DEFICIT)  Preferred shares: $0.001 par value, 10,000,000 shares authorized: 2,000,000 Class A and 2,000,000 Class B shares issues and outstanding          4,000        4,000 Common shares: $0.001 par value, 100,000,000 shares authorized: 54,076,023 and 48,589,773 shares issues and outstanding, respectively             54,076       48,590 Stock subscription payable                               45,080       28,500 Additional paid-in capital                           33,921,184   32,959,057 Accumulated other comprehensive income                  (40,543)    (738,404) Accumulated deficit                                 (36,793,464) (36,834,877) -----------  ----------- Total Stockholders' (Deficit)                   (2,809,667)  (4,533,134) -----------  ----------- TOTAL LIABILITIES AND STOCKHOLDERS' (DEFICIT)  $ 2,835,459  $ 1,192,280 ===========  ===========                       The accompanying notes are an integral part of these financial statements. F-5  ALPHATRADE.COM Statements of Operations and Other Comprehensive Income (Loss)  For the Years Ended December 31, ------------------------- 2008         2007 (Restated) ------------ ------------ REVENUES Subscription revenue                                 $ 3,027,619  $ 3,064,459 Advertising revenue                                    2,851,003    1,926,276 Other revenue                                            196,409      102,490 -----------  ----------- Total Revenues                                      6,075,031    5,093,225 -----------  ----------- COST OF SALES Financial content                                      1,854,268    1,727,258 Other cost of sales                                        2,839        5,377 -----------  ----------- Total Cost of Sales                                 1,857,107    1,732,635 -----------  ----------- GROSS PROFIT                                            4,217,924    3,360,590 -----------  ----------- OPERATING EXPENSES Management expense                                       480,000      480,000 Professional fees                                      1,127,880    1,668,878 Research and development                                 468,884      439,456 Marketing expense                                        678,551    4,511,673 General and administrative                               338,749      818,362 -----------  ----------- Total Operating Expenses                            3,094,064    7,918,369 -----------  ----------- INCOME (LOSS) FROM OPERATIONS                           1,123,860   (4,557,779) -----------  ----------- OTHER INCOME (EXPENSE) Realized gains (losses) on sale of marketable securities                              (223,068)     (44,223) Other-than temporary impairment of Marketable securities                              (792,956)    (909,127) Gain on settlement of debt                               307,974            - Interest expense                                        (374,397)    (212,001) -----------  ----------- Total Other Income (Expense)                       (1,082,447)  (1,165,351) -----------  ----------- NET INCOME (LOSS) BEFORE INCOME TAXES                      41,413   (5,723,130)  INCOME TAX EXPENSE                                              -            - -----------  -----------           The accompanying notes are a integral part of these financials statements. F-6  ALPHATRADE.COM Statements of Operations and Other Comprehensive Income (Loss) (Continued)  For the Years Ended December 31, ------------------------- 2008         2007 (Restated) ------------ ------------ NET INCOME (LOSS)                                     $    41,413  $(5,723,130) ===========  =========== OTHER COMPREHENSIVE INCOME (LOSS)                     $   697,861  $   (20,544)  TOTAL COMPREHENSIVE INCOME (LOSS)                     $   739,274  $(5,743,674) ===========  =========== BASIC EARNINGS (LOSS) PER SHARE                       $      0.00  $     (0.12) ===========  =========== FULLY DILUTED INCOME (LOSS) PER SHARE                 $      0.01  $     (0.12) ===========  =========== BASIC WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING    51,175,987   48,589,773 ===========  =========== FULLY DILUTED WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING                                81,175,987   48,589,773 ===========  ===========                                 The accompanying notes are a integral part of these financials statements. F-7


ALPHATRADE.COM Statements of Stockholders' (Deficit) (Restated)  Preferred Stock     Common Stock    Additional     Stock       Other                        Total ---------------- ------------------ Paid-In     Subscription Comprehensive Accumulated   Stockholders' Shares   Amount   Shares   Amount   Capital    Receivable      Income       Deficit       Equity --------- ------ ---------- ------- ----------- ----------   ------------- ------------- -------------- Balance, December 31, 2006   4,000,000 $4,000 40,425,027 $40,425 $30,853,661 $ (30,000)   $   (717,860) $(31,111,747) $    (961,521)  Common stock issued for cash at $0.18 per share -      -  2,287,500   2,288     454,212    28,500               -             -        485,000  Common stock issued for services at $0.20 per share             -      -  5,877,246   5,877   1,052,066         -               -             -      1,057,943  Value of stock purchase warrants granted                     -      -          -       -     207,728         -               -             -        207,728  Value of stock options issued under the 2007 stock option plan           -      -          -       -     131,540         -               -             -        131,540  Contributed capital          -      -          -       -      19,850         -               -             -         19,850  Amortization of prepaid expense             -      -          -       -           -    30,000               -             -         30,000  Executive compensation contributed by related party                             -      -          -       -     240,000         -               -             -        240,000  Net income for the year ended December 31, 2007                    -      -          -       -           -         -         (20,544)   (5,723,130)    (5,743,674) --------- ------ ---------- ------- ----------- ---------    ------------  ------------  ------------- Balance, December 31, 2007   4,000,000  4,000 48,589,773  48,590  32,959,057    28,500        (738,404)  (36,834,877)    (4,533,134)       ALPHATRADE.COM Statements of Stockholders' (Deficit)(Restated)  Preferred Stock     Common Stock    Additional     Stock       Other                        Total ---------------- ------------------ Paid-In     Subscription Comprehensive Accumulated   Stockholders' Shares   Amount   Shares   Amount   Capital    Receivable      Income       Deficit       Equity --------- ------ ---------- ------- ----------- ----------   ------------- ------------- -------------- Balance, December 31, 2007   4,000,000  4,000 48,589,773  48,590  32,959,057    28,500        (738,404) (36,834,877)    (4,533,134)  Common stock issued for cash at $0.15 and $0.20 per share         -      -  1,075,000   1,075     196,425    16,580               -             -        214,080  Common stock issued for services at $0.02 to $0.21 per share          -      -  4,411,250   4,411     475,040         -               -             -        479,451  Value of stock purchase warrants vested                      -      -          -       -      25,652         -               -             -         25,652  Value of stock options issued under stock option plans                -      -          -       -     265,010         -               -             -        265,010  Net income for the year ended December 31, 2008           -      -          -       -           -         -         697,861       41,413        739,274 --------- ------ ---------- ------- ----------- ---------    ------------  ------------  ------------- Balance, December 31, 2008   4,000,000 $4,000 54,076,023 $54,076 $33,921,184 $  45,080    $   (40,543) $(36,793,464) $  (2,809,667) ========= ====== ========== ======= =========== =========    ============  ============  =============          The accompanying notes are a integral part of these financials statements. F-8


ALPHATRADE.COM Statements of Cash Flows For the Year Ended December 31, --------------------------- 2008          2007 (Restated) CASH FLOWS FROM OPERATING ACTIVITIES                ------------- ------------- Net income (loss)                                  $     41,413  $  (5,723,130) Adjustments to reconcile net income (loss) to net cash used by operating activities: Depreciation expense                                   18,435        15,614 Value of stock options and warrants granted           290,662       359,118 Loss on sale of investments                           223,068        44,223 Other-than-temporary impairment of available-for-sale investments                     792,956909,127 Gain on settlement of debt                           (307,974)            - Contribution of executive compensation                      -       240,000 Investments received as payment for accounts receivable                                      (1,204,004)   (1,724,320) Common stock issued for services                      479,451     1,087,943 Changes in operating assets and liabilities: Changes in accounts receivable                     (1,144,017)       36,719  Changes in prepaid expenses                              (250)        6,398 Changes in deferred revenues                         (393,168)      888,846 Changes in related party payables                     555,848     1,476,119 Changes in accounts payable and accrued expenses       65,006     1,857,683 ------------  ------------ Net Cash Used in Operating Activities             (582,574)     (525,660) ------------  ------------ CASH FLOWS FROM INVESTING ACTIVITIES Sale of securities                                      288,962        70,794 Purchase of fixed assets                                (18,578)      (23,697) ------------  ------------ Net Cash Provided by Investing Activities          270,384        47,097 ------------  ------------ CASH FLOWS FROM FINANCING ACTIVITIES Common stock issued for cash                            197,500       456,500 Stock subscriptions payable                              16,580        28,500 ------------  ------------ Net Cash Provided by Financing Activities         214,080       485,000 ------------  ------------ NET DECREASE IN CASH                                 (98,110)        6,437 CASH AT BEGINNING OF PERIOD                          153,760       147,323 ------------  ------------ CASH AT END OF PERIOD                           $     55,650  $    153,760 ============  ============ SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION CASH PAID FOR: Interest                                     $     64,513  $    212,001 Income Taxes                                 $          -  $          -  NON CASH INVESTING AND FINANCING ACTIVITIES: Common stock issued for services                 $    479,451  $  1,087,943 Value of stock options and warrants vested       $    290,662  $    359,118 Increase of investments from non-cash receipt of advertising revenues                      $  1,501,911  $  1,724,320  The accompanying notes are an integral part of these financial statements. F-9  ALPHATRADE.COM Notes to the Financial Statements December 31, 2008 and 2007  NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES  This summary of significant  accounting  policies of  AlphaTrade.com is presented  to  assist  in   understanding   the   Company's   financial statements.  The financial  statements and notes are representations of the Company's management,  which is responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally  accepted  in the  United  States  of  America  and have been consistently applied in the preparation of the financial statements.  a. Organization and Business Activities  AlphaTrade.com  was incorporated  under the laws of the State of Nevada on June 6, 1995 as Sierra Gold  Development  Corp.  It then changed its name to Honor One  Corporation  on October  29,  1998 and on January 6, 2001  changed its name to  AlphaTrade.com  (the  Company).  The Company provides both  real-time and delayed stock market quotes to subscribers via the internet.  b. Depreciation  The  cost  of the  property  and  equipment  is  depreciated  over  the estimated  useful life of 5 years.  Depreciation  is computed using the straight-line method when the assets are placed in service.  c. Accounting Method  The  Company's  financial  statements  are  prepared  using the accrual method of accounting. The Company has elected a December 31 year-end.  d. Cash and Cash Equivalents  For the purpose of the statement of cash flows,  the Company  considers all highly liquid investments purchased with a maturity of three months or less to be cash equivalents.  e. Estimates  The  preparation of financial  statements in conformity  with generally accepted  accounting  principles  requires management to make estimates and  assumptions  that  affect  the  reported  amounts  of  assets  and liabilities and disclosure of contingent  assets and liabilities at the date of the financial  statements and the reported  amounts of revenues and expenses during the reporting  period.  Actual results could differ from those estimates.             F-10  ALPHATRADE.COM Notes to the Financial Statements December 31, 2008 and 2007  NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(Continued)  f. Concentrations of Credit Risk  The Company  maintains  its cash in one  commercial  account at a major financial institution. Although the financial institution is considered creditworthy  and has not  experienced  any losses on its deposits,  at December 31, 2008 and 2007, the Company's cash balance exceeded Federal Deposit Insurance  Corporation  (FDIC) limits by approximately $-0- and $53,000. The Company's  advertising revenues are often collected in the form of marketable  securities  which are subject to limited  liquidity and fluctuations in price.  g. Income Taxes  Deferred  taxes are  provided on a liability  method  whereby  deferred operating   loss  and  tax  credit   carryforwards   and  deferred  tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences  between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation  allowance  when, in the opinion of management,  it is more likely  than not that some  portion or all of the  deferred  tax assets will not be realized.  Deferred tax assets and liabilities are adjusted for the  effects  of  changes  in tax  laws  and  rates  on the date of enactment.  h. Revenue Recognition and Deferred Revenue  The Company follows the guidance of SAB 104 in recognizing subscription fees  revenue  and  advertising  revenue  when the  services  have been provided.  Revenues are recognized  when they are realized,  realizable and  earned.  Revenues  are  recognized  ratably, in consistent and equal increments, over  the  term  of  contract.  Advertising  revenues are often earned under contracts extending beyond a financial  reporting  period.  The  Company  generally  receives  its monthly subscriptions in the month prior to the service being provided. Accordingly the Company had deferred revenue of $737,010 and $1,130,178 at December 31, 2008 and 2007, respectively. Cost of sales is comprised of data feed expenses  charged by various stock market  exchanges.  The Company had no customer  which  accounted for 10% of the revenue during the years ended December 31, 2008 and 2007.  The Company occasionally licenses its technology to some customers. The Company  recognizes  its license  revenue over the term of the license. The Company also develops modified products for customers.  The Company recognizes development revenue as the services are performed.  The Company records  deferred revenue when it receives cash receipts in advance of  performing  the related  service.  These  advance  payments received are considered a current liability.       F-11  ALPHATRADE.COM Notes to the Financial Statements December 31, 2008 and 2007  NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(Continued)  i. Recently Issued Accounting Pronouncements  In June  2008,  the  FASB  issued  FASB  Staff  Position  EITF  03-6-1, Determining   Whether   Instruments   Granted  in  Share-Based  Payment Transactions Are  Participating  Securities,  ("FSP EITF 03-6-1").  FSP EITF  03-6-1  addresses  whether  instruments  granted  in  share-based payment transactions are participating securities prior to vesting, and therefore need to be included in the  computation of earnings per share under the two-class  method as described in FASB Statement of Financial Accounting  Standards No. 128, "Earnings per Share." FSP EITF 03-6-1 is effective for financial statements issued for fiscal years beginning on or after December 15, 2008 and earlier  adoption is prohibited.  We are not required to adopt FSP EITF  03-6-1;  neither do we believe that FSP EITF 03-6-1 would have material  effect on our  consolidated  financial position and results of operations if adopted.  In May 2008, the Financial  Accounting  Standards Board ("FASB") issued SFAS  No.  163,   "Accounting   for   Financial   Guarantee   Insurance Contracts-and  interpretation  of FASB  Statement No. 60". SFAS No. 163 clarifies  how  Statement 60 applies to financial  guarantee  insurance contracts, including the recognition and measurement of premium revenue and  claims   liabilities.   This  statement  also  requires   expanded disclosures about financial guarantee insurance contracts. SFAS No. 163 is effective for fiscal years  beginning on or after December 15, 2008, and interim  periods within those years.  SFAS No. 163 has no effect on the Company's  financial  position,  statements of operations,  or cash flows at this time.  In May 2008, the Financial  Accounting  Standards Board ("FASB") issued SFAS  No.  162,  "The  Hierarchy  of  Generally   Accepted   Accounting Principles".  SFAS No. 162 sets forth the level of authority to a given accounting  pronouncement or document by category. Where there might be conflicting  guidance  between two categories,  the more  authoritative category will prevail. SFAS No. 162 will become effective 60 days after the SEC approves the PCAOB's  amendments to AU Section 411 of the AICPA Professional  Standards.  SFAS No.  162 has no effect on the  Company's financial  position,  statements of  operations,  or cash flows at this time.  In March 2008,  the  Financial  Accounting  Standards  Board,  or FASB, issued SFAS No.  161,  Disclosures  about  Derivative  Instruments  and Hedging  Activities--an  amendment  of FASB  Statement  No.  133.  This standard requires  companies to provide enhanced  disclosures about (a) how and why an entity uses derivative  instruments,  (b) how derivative instruments  and related hedged items are accounted for under Statement 133 and its related interpretations, and (c) how derivative instruments and  related  hedged  items  affect  an  entity's  financial  position, financial performance,  and cash flows. This Statement is effective for financial  statements  issued  for  fiscal  years and  interim  periods       F-12  ALPHATRADE.COM Notes to the Financial Statements December 31, 2008 and 2007  NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(Continued)  i.  Recently Issued Accounting Pronouncements (Continued)  beginning after November 15, 2008, with early  application  encouraged. The Company has not yet adopted  the  provisions  of SFAS No. 161,  but does not expect it to have a material impact on its financial position, results of operations or cash flows.  In December  2007, the SEC issued Staff  Accounting  Bulletin (SAB) No. 110 regarding the use of a "simplified" method, as discussed in SAB No. 107 (SAB 107),  in  developing  an estimate of expected  term of "plain vanilla" share options in accordance with SFAS No. 123 (R), Share-Based Payment.  In  particular,  the staff  indicated in SAB 107 that it will accept a company's election to use the simplified method, regardless of whether the company has  sufficient  information  to make more  refined estimates of expected  term. At the time SAB 107 was issued,  the staff believed  that  more  detailed  external   information  about  employee exercise behavior (e.g.,  employee exercise patterns by industry and/or other  categories  of  companies)  would,  over  time,  become  readily available to companies.  Therefore, the staff stated in SAB 107 that it would  not  expect a company  to use the  simplified  method  for share option grants after December 31, 2007. The staff  understands that such detailed information about employee exercise behavior may not be widely available by December 31, 2007. Accordingly, the staff will continue to accept, under certain  circumstances,  the use of the simplified method beyond  December 31, 2007.  The Company  currently  uses the simplified method for "plain vanilla" share options and warrants,  and will assess the impact of SAB 110 for fiscal  year 2009.  It is not  believed  that this will have an impact on the Company's financial  position,  results of operations or cash flows.  In  December  2007,  the  FASB  issued  SFAS  No.  160,  Noncontrolling Interests in Consolidated Financial Statements--an amendment of ARB No. 51. This statement amends ARB 51 to establish  accounting and reporting standards for the  noncontrolling  interest in a subsidiary and for the deconsolidation  of a subsidiary.  It clarifies  that a  noncontrolling interest in a subsidiary is an ownership  interest in the  consolidated entity that should be reported as equity in the consolidated  financial statements.  Before this statement was issued, limited guidance existed for  reporting  noncontrolling  interests.  As a  result,  considerable diversity  in  practice  existed.  So-called  minority  interests  were reported  in  the  consolidated  statement  of  financial  position  as liabilities or in the mezzanine section between liabilities and equity. This statement  improves  comparability  by eliminating that diversity. This  statement  is effective  for fiscal  years,  and interim  periods within those  fiscal  years,  beginning  on or after  December 15, 2008 (that is,  January 1, 2009,  for  entities  with  calendar  year-ends). Earlier adoption is prohibited. The effective date of this statement is the same as that of the  related  Statement  141  (revised  2007).  The Company will adopt this  Statement  beginning  March 1, 2009. It is not       F-13  ALPHATRADE.COM Notes to the Financial Statements December 31, 2008 and 2007  NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(Continued)  i.  Recently Issued Accounting Pronouncements (Continued)  believed  that this will  have an  impact  on the  Company's  financial position, results of operations or cash flows.  In December 2007, the FASB, issued FAS No. 141 (revised 2007), Business Combinations.'This  Statement replaces FASB Statement No. 141, Business Combinations,  but retains the  fundamental  requirements  in Statement 141. This Statement establishes principles and requirements for how the acquirer:  (a) recognizes and measures in its financial  statements the identifiable  assets  acquired,   the  liabilities   assumed,  and  any noncontrolling  interest in the acquiree;  (b)  recognizes and measures the  goodwill  acquired in the  business  combination  or a gain from a bargain  purchase;  and (c) determines what  information to disclose to enable  users of the  financial  statements  to evaluate the nature and financial effects of the business  combination.  This statement applies prospectively  to business  combinations for which the acquisition date is on or after the  beginning  of the  first  annual  reporting  period beginning on or after  December  15,  2008.  An entity may not apply it before that date.  The effective  date of this statement is the same as that of the related FASB Statement No. 160, Noncontrolling Interests in Consolidated   Financial  Statements.   The  Company  will  adopt  this statement  beginning  March 1, 2009.  It is not believed that this will have  an  impact  on  the  Company's  financial  position,  results  of operations or cash flows.  In February 2007, the FASB,  issued SFAS No. 159, The Fair Value Option for Financial  Assets and  Liabilities--Including  an Amendment of FASB Statement No. 115. This standard permits an entity to choose to measure many financial  instruments and certain other items at fair value. This option is available to all entities.  Most of the provisions in FAS 159 are elective;  however,  an amendment to FAS 115 Accounting for Certain Investments in Debt and Equity Securities  applies to all entities with available  for sale or  trading  securities.  Some  requirements  apply differently to entities that do not report net income.  SFAS No. 159 is effective  as of the  beginning  of an entities  first fiscal year that begins after  November 15, 2007.  Early adoption is permitted as of the beginning of the previous  fiscal year  provided  that the entity makes that  choice in the first 120 days of that  fiscal year and also elects to apply the  provisions of SFAS No. 157 Fair Value  Measurements.  The Company  adopted SFAS No. 159 beginning  March 1, 2008. The adoption of this  pronouncement  did not have an impact on the Company's  financial position, results of operations or cash flows.  In  September   2006,   the  FASB  issued  SFAS  No.  157,  Fair  Value Measurements This statement defines fair value, establishes a framework for measuring fair value in generally  accepted  accounting  principles (GAAP),  and expands  disclosures about fair value  measurements.  This statement applies under other accounting pronouncements that require or       F-14  ALPHATRADE.COM Notes to the Financial Statements December 31, 2008 and 2007  NOTE 1 -  ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(Continued)  i.  Recently Issued Accounting Pronouncements (Continued)  permit fair value measurements,  the Board having previously  concluded in those  accounting  pronouncements  that fair  value is the  relevant measurement attribute. Accordingly, this statement does not require any new  fair  value  measurements.   However,   for  some  entities,   the application  of this  statement  will  change  current  practice.  This statement is effective for financial statements issued for fiscal years beginning  after  November 15, 2007,  and interim  periods within those fiscal years.  Earlier  application  is  encouraged,  provided that the reporting  entity  has not yet  issued  financial  statements  for that fiscal  year,  including  financial  statements  for an interim  period within that fiscal year. The Company  adopted this  statement  March 1, 2008. The adoption of this  pronouncement did not have an impact on the Company's financial position, results of operations or cash flows.  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, 2008 and 2007 was $204,167 and $403,308, respectively.  k. Stock Options  In April 2005,  the Company  adopted the  provisions  of  Statement  of Financial  Accounting  Standards No. 123R.  The Company has adopted the fair  value  based  method  of  accounting  for  stock-based   employee compensation  in  accordance  with  Statement of  Financial  Accounting Standards  Number  123  (REVISED  2004),  "Share-Based  Payment"  (SFAS 123[R]).  The Company uses the  Black-Scholes  valuation model to value and record  expenses  relative to share based payments when granted and vested.  l. Financial Content  The Company's cost of sales is the cost of the stock  quotation data it purchases  from  the  various  stock  markets  to which  its  customers subscribe.  At  December  31,  2008 and 2007,  the  Company's  accounts payable included  $611,237 and $385,843,  respectively,  due to various markets and quotation services.  m. Accounts Receivable and Bad Debts  The Company evaluates accounts receivable for potential bad debts utilizing the allowance  method,  based upon past  experience  and current market  conditions, on a quarterly basis.At such time collection of the receivable is determined to be doubtful, or if the promised securities have fallen in value to the point where their liquidation would not satisfy the balance of the receivable, the Company allows for the account in full.At December 31, 2008 and 2007, the Company had an allowance for bad debts of $3,450 and $3,450, respectively.     F-15  ALPHATRADE.COM Notes to the Financial Statements December 31, 2008 and 2007  NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(Continued)  n. Marketable Securities-Available for Sale (Restated)  The Company occasionally receives marketable securities as compensation for its advertising  services.  The Company's marketable securities are classified as "available for sale" because it is managements' intent to sell  them  within  the  year.  All of the Companys available for sale                      securities are equity securities.  Accordingly,   the Company originally recognizes the shares at the fair value of the services performed.  The shares  are  evaluated  quarterly  using  the  specific  identification method.  Any  unrealized  holding gains or losses are reported as Other Comprehensive  Income  and as a  separate  component  of  stockholder's equity. Realized gains and losses and other-than-temporary impairments are included in earnings.  A company related to the Company by common management issued shares of common  stock  for  advertising  services,   which  are  classified  as available for sale.  Marketable Securities-Available for Sale are as follows:  Balance, December 31, 2006          $   284,458 Marketable securities received for services in 2007                 1,353,526 Realized losses                         (44,223) Unrealized gains and losses             (20,544)  Other-than temporary impairment                (909,127)   Balance, December 31, 2007          $   664,090  Marketable securities received for services in 2008                 1,201,911 Transfer of investments at cost         300,000 Realized losses                        (223,068) Unrealized gains or losses              410,972 Other-than-temporary impairment        (792,956)  Balance, December 31, 2008          $ 1,560,949  Marketable Securities-Available for Sale                           $ 1,558,876 Marketable Securities-Available for sale-related party             2,093  Balance, December 31, 2008          $ 1,560,949  o. Fair Value of Financial Instruments  The  Company's  financial   instruments  as  defined  by  Statement  of Financial Accounting  Standards No. 107,  "Disclosures about Fair Value of Financial Instruments," include cash, trade accounts receivable, and accounts  payable and accrued  expenses.  All instruments are accounted for on a historical  cost basis,  which,  due to the short  maturity of these financial  instruments,  approximates  fair value at December 31, 2008 and December 31, 2007.  F-16  ALPHATRADE.COM Notes to the Financial Statements December 31, 2008 and 2007  NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(Continued)  o. Fair Value of Financial Instruments (Continued)  The Company  also  follows the  provisions  of  Statement  of Financial Accounting Standards No. 157 with respect to its marketable securities. The disclosures of required under its provisions are as follows:  Assets measured at fair value on a recurring basis:  December 31, 2008 Trading securities                          $1,560,969 ========== Quoted Prices in Active Markets for identical assets                           $1,560,969 Significant Other Observable Inputs                       - Significant Unobservable Inputs                           - Total                                            $1,560,969 ========== Assets measured at fair value on a non recurring basis:  Long lived assets held and used                  $   45,776 ========== Quoted Prices in Active Markets for identical assets                           $        - Significant Other Observable Inputs                  45,776 Significant Unobservable Inputs                           - ---------- Total                                            $   45,776 ----------  p. Investments  The Company  accounts for its investment in non  marketable  securities using the cost method  because the shares held are less than 20% of the outstanding  shares of the  investee.  The  investment  was received as compensation  for  advertising  services  performed  during  2007.  The Company  evaluates  securities  for other-than-temporary  impairment  at least  on  a  yearly  basis,  and  more  frequently  when  economic  or market conditions warrant such evaluation. Consideration is given to the length of time and amount of the loss relative to cost, the nature and financial condition of the issuer and the ability and intent of the Company  to  hold  the  investment  for  a  time  sufficient  to  allow any anticipated recovery in fair value. There were no securities with unrealized losses which management considers to be other-than-temporary impairments at December 31, 2008 or 2007.When cost investments become marketable  they are  reclassified to Market  Securities-Available  for Sale. Investments are as follows:  Balance, December 31, 2007          $         - Restricted investments received for services in 2007                   300,000 Realized gains and losses                     - Unrealized gains and losses                   - ----------- Balance, December 31, 2007          $   300,000 =========== F-17  ALPHATRADE.COM Notes to the Financial Statements December 31, 2008 and 2007  NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(Continued)  p.  Investments (Continued)  Balance, December 31, 2007          $   300,000 Restricted investments received for services in 2008                         - Realized gains and losses                     - Investments reclassified as Marketable Securities-Available for Sale                              (300,000) Unrealized gains and losses                   - ----------- Balance, December 31, 2008          $         - ===========  q.   Common Stock Issued for Products and Services  The Company will at times issue shares of its common stock to non-employees in exchange for various services and/or products.  The Company determines the fair value of the common stock by noting the closing market quote on the date of issuance.  r.   Loss Contingencies  The Company has been involved in various legal disputes in which judgment and/or outcome is uncertain.  The Companyaccounts for loss contingencies relating to its litigation based upon the likelihood of a negative result, and if the amount of the result can be reasonably estimated.  s.   Operating Segments  The Company aggregates its operations into one reportable business segment, pursuant to paragraph 17 of SFAS 131.  The Company records and earns revenues from both subscriptions and advertising.  Each class of revenue is produced in a similar manner and marketed to similar customers.  Distribution methods are similar.  Because of these factors, the Company has determined it to be unnecessary to segregate these two revenue streams as independent business segments.                   F-18  ALPHATRADE.COM Notes to the Financial Statements December 31, 2008 and 2007  NOTE 2 - PROPERTY AND EQUIPMENT  Property  and  Equipment  are  recorded  at  cost,   less   accumulated depreciation.  Depreciation  and  amortization  on  capital  leases and property and equipment are determined  using the  straight-line  method over the  estimated  useful  lives  (usually  5 years) of the assets or terms of the leases.  The following is a summary of the Company's major categories of property and equipment: December 31, 2008         2007  Office equipment                     $   44,179   $   28,804 Computer equipment                      197,138      193,934 Software                                 68,175       68,175 Less accumulated depreciation          (263,716)    (245,280) ----------   ---------- $   45,776   $   45,633 ==========   ==========  Depreciation expense for the years ended December 31, 2008 and 2007 was $18,435 and $15,614,  respectively.  Expenditures  for  maintenance and  repairs are expensed when incurred and betterments are capitalized.  NOTE 3 - CAPITAL STOCK  Common Stock:  The Company has one class of common  stock.  Each share of common stock is  entitled  to  one  vote  in  matters  submitted  to  the  Company's shareholders.  The common  shares are not entitled to any  dividends or liquidation  rights  except  as  may be  determined  by  the  board  of directors.  Preferred Stock:  The Company has 2,000,000  outstanding  shares of convertible Class "A"                     F-19  ALPHATRADE.COM Notes to the Financial Statements December 31, 2008 and 2007  NOTE 3 - CAPITAL STOCK  Preferred Stock (Continued):  preferred  stock with the following  features:  Each preferred share is convertible into five common shares, Each holder of Class "A" preferred shares  is  entitled  to  five(5)votes(which  can  be  voted  prior  to conversion)  for  every  preferred  share  held to vote on any  matters brought before the shareholders of the Company.  The Company has 2,000,000  outstanding  shares of convertible Class "B" preferred  stock with the following  features:  Each preferred share is convertible into ten common shares,  Each holder of Class "B" preferred shares  is  entitled  to  ten(10)votes(which  can  be  voted  prior  to conversion)  for  every  preferred  share  held to vote on any  matters brought before the shareholders of the Company.  In case of liquidation of the  Company  each  preferred  share has a priority to assets in the amount of $1.00 per share.  NOTE 4 - OUTSTANDING COMMON STOCK OPTIONS AND STOCK PURCHASE WARRANTS  The Company uses the instruments identified as stock options and common stock  warrants   somewhat   interchangeably.   Both  forms  of  equity instruments have been granted as compensation to the Company's officers and directors.  Under FASB Statement 123R, the Company estimates the fair value of each stock award at the grant date by using the Black-Scholes option pricing model. The following  weighted  average  assumptions used for grants in the years  ended  December  31, 2008 and 2007:  dividend  yield of zero percent  for all  years;  expected  volatility  of 76.05%  and  55.50%; risk-free  interest  rates of 4.25% and 5.03% and expected lives of 1.0 and 1.0, respectively.  The general terms of awards such as vesting requirements(usually 1 to 2 years),  term of options  granted  (usually  10  years),  and number of shares authorized for grants of options or other equity instruments are determined  by the Board of  Directors.  A summary of the status of the Company's  stock  options  and  warrants  as of  December  31, 2008 and changes  during the years ended December 31, 2008 and 2007 is presented below:                 F-20  ALPHATRADE.COM Notes to the Financial Statements December 31, 2008 and 2007  NOTE 4 - OUTSTANDING COMMON STOCK OPTIONS AND STOCK PURCHASE WARRANTS(Continued)  Weighted   Weighted Options     Average    Average and         Exercise Grant Date Warrants     Price    Fair Value -------------- --------  ---------- Outstanding, December 31, 2006    39,822,997  $   0.38  $    0.38 Granted                          13,618,000      0.25       0.25 Expired                          (1,130,000)     0.72       0.72 Exercised                          (740,650)     0.76       0.76 ----------  --------  --------- Outstanding, December 31, 2007    51,570,347  $   0.36  $    0.36 ==========  ========  ========= Exercisable, December 31, 2007    35,925,350  $   0.40  $    0.40 ==========  ========  ========= Weighted   Weighted Options     Average    Average and         Exercise Grant Date Warrants     Price    Fair Value -------------- --------  ---------- Outstanding, December 31, 2007    51,570,347  $   0.38  $    0.38 Granted                           9,245,000      0.21       0.21 Expired                          (5,046,497)     0.47       0.47 Exercised                          (558,650)     0.25       0.25 ----------  --------  --------- Outstanding, December 31, 2008    55,210,200  $   0.32  $    0.32 ==========  ========  ========= Exercisable, December 31, 2008    40,730,200  $   0.33  $    0.33 ==========  ========  ========= Outstanding            Exercisable ------------------------- -------------------- Weighted Average    Weighted             Weighted Number    Remaining   Average   Number     Average Range of     Outstanding Contractual Exercise Exercisable Exercise Exercise Prices at 12/31/08    Life      Price   at 12/31/08 Price ------------  ----------- ----------- -------- ----------- --------- $       0.22    6,000,000      15.56  $   0.22  2,000,000  $    0.22 0.35       20,000       2.85      0.35     20,000       0.20 0.35    4,000,000       6.92      0.35  4,000,000       0.35 0.35    4,605,000       0.50      0.50  4,605,000       0.50 0.25      810,000       0.25      0.25    810,000       0.25 0.50    1,350,000       0.75      0.50  1,350,000       0.50 0.25    1,340,200       0.85      0.25  1,340,200       0.25 0.45   15,000,000       4.00      0.45 15,000,000       0.45 0.25    4,500,000       6.65      0.25  4,500,000       0.25 0.32    4,500,000       6.65      0.32  3,375,000       0.32 0.21    6,000,000       3.56      0.21  3,000,000       0.21 $      0.15    7,085,000       3.71      0.15    730,000  $    0.15 ----------                      ---------- 55,210,200                      40,730,200 ==========                      ==========     F-21  ALPHATRADE.COM Notes to the Financial Statements December 31, 2008 and 2007  NOTE 5 - RELATED PARTY TRANSACTIONS  Compensation ------------  During the year ended December 31, 2008,  two companies  owned  for the benefit of the two  officers of the Company  received  cash of $240,000 which was recorded as related party compensation.  No bonus was awarded for 2008.  During the year ended  December 31, 2007,  two companies  owned for the benefit of the two  officers of the Company  received  cash of $240,000 which was recorded as related party compensation.  No bonus was awarded for 2007.   NOTE 5 - RELATED PARTY TRANSACTIONS (CONTINUED)  In  June  2007,  the  Company  also  issued  6,000,000  options  to its executive  officers  as part of its  2006  option  plan.  25% of  these options vested upon grant, the balance will be vested at 25% per year.  Related Company ---------------  The  principal  accounting  officer  of the  Company is an officer in a Canadian company which pays the Canadian bills for the Company.  All of the Company's  liabilities  denominated  in Canadian  dollars have been converted to US dollars at the year end exchange  rate and are included in related party  payables.  The Canadian  company was owed $10,435 and $89,039 as of December 31, 2008 and 2007, respectively.  Related  party  payables consisted  of the following:  December 31, 2008            2007 Officer bonuses              $     78,000    $     78,000 Officer accrued wages             578,330         253,767 Cash advances                   2,089,932       1,858,647 ------------    ------------ $  2,746,262    $  2,190,414 ============    ============ Komodo, Inc. ------------ The  Company  is holding  marketable  securities  in a related  company valued at  $2,093  and  $5,232,  respectively.  In 2007 and  2006,  the Company was paid shares of Komodo, Inc. for its advertising services.           F-22  ALPHATRADE.COM Notes to the Financial Statements December 31, 2008 and 2007  NOTE 6 - COMMITMENTS AND CONTINGENCIES  Office Lease ------------ The  Company  leases  office  space  as  a  part  of  a  sublease  on a month-to-month  basis.  Rent  expense for the years ended  December 31, 2008 and 2007 was $111,598 and $163,054,  respectively,  which includes common area maintenance  charges.  The sublease is from a related party who has a commitment through December 2011.  Litigation ---------- The Company is the defendant in litigation pending in the Supreme Court of British Columbia, Canada. In this action which was filed on December 23, 2003 the Plaintiff  alleges it is owed the sum of $279,664 pursuant to a licensing Agreement executed by the Plaintiff and the Defendant in 1999.  The Company  denies any liability  and is  vigorously  defending itself against this claim.  During the year ending  December 31,  2002,  a company  filed an action against the Company in the Supreme  Court of British  Columbia,  Canada claiming  unspecified damages. The Company filed a Statement of Defense in August, 2002. There has been no further developments in this action. The Company denies any liability and plans to vigorously defend itself.  The Company is subject to potential  liability  under  contractual  and other  matters  and  various  claims  and  legal  actions  which may be asserted.  These  matters  arise in the ordinary  course and conduct of business.  While the outcome of the potential  claims and legal actions cannot be  forecast  with  certainty,  the Company  believes  that such matters should not result in any liability  which would have a material adverse effect on its business.  NOTE 7 - INCOME TAXES  The Financial  Accounting  Standards Board (FASB) has issued  Financial Interpretation  No. 48,  "Accounting for Uncertainty in Income Taxes-An Interpretation of FASB Statement No. 109 (FIN 48). FIN 48 clarifies the accounting   for   uncertainty   in  income  taxes   recognized  in  an enterprise's financial statements in accordance with FASB Statement No. 109,  Accounting  for  Income  Taxes.  FIN 48  requires  a  company  to determine  whether it is more likely than not that a tax position  will be sustained upon  examination  based upon the technical  merits of the position. If the more-likely-than-not  threshold is met, a company must measure the tax  position to  determine  the amount to recognize in the financial statements.  As a result of the implementation of FIN 48, the Company  performed  a review  of its  material  tax  positions.  At the adoption date of January 1, 2007, the Company had no  unrecognized  tax benefit which would affect the effective tax rate.         F-23  ALPHATRADE.COM Notes to the Financial Statements December 31, 2008 and 2007  NOTE 7 - INCOME TAXES(Continued)  At December 31, 2008, the Company had net operating loss  carryforwards of approximately  $10,188,907 that may be offset against future taxable income  from  the year  2008  through  2028.  No tax  benefit  has been reported  in the  December  31,  2008  financial  statements  since the potential  tax benefit is offset by a valuation  allowance  of the same amount.  Due to the  change in  ownership  provisions  of the Tax  Reform Act of 1986, net operating loss carryforwards for Federal income tax reporting purposes  are  subject  to  annual  limitations.  Should  a  change  in ownership occur, net operating loss  carryforwards may be limited as to use in future years.  Net  deferred  tax assets  consist of the  following  components  as of December 31, 2008 and 2007:  2008 (Restated) 2007 (Restated) --------------- --------------- Deferred tax assets: NOL carryover             $    4,505,428  $    5,122,832 Contribution carryover             4,678           4,678 Capital loss                      79,759          79,759 Depreciation                       2,284           2,284 Accrued expenses                  34,320          34,320 Deferred tax liabilities:                -               - Valuation allowance             (4,626,469)     (5,243,873) --------------  -------------- Net deferred tax asset      $            -  $            - ==============  ==============  The  income  tax  provision  differs  from the  amount  of  income  tax determined  by applying the U.S.  federal and state income tax rates of 39% to pretax  income from  continuing  operations  for the years ended December 31, 2008 and 2007 due to the following:  2008 (Restated) 2007 (Restated) -------------- ------------- Book Income (Loss)              $     15,737  $  (2,174,789) Stock for services/options           300,344        564,354 Impairment of investments            301,323        345,468 Valuation allowance                 (617,404)     1,264,967 ------------  ------------- $          -  $           - ============  =============  NOTE 8 - BASIC (LOSS) PER SHARE  Basic (loss) per share is calculated by dividing the Company's net loss applicable to common  shareholders  by the weighted  average  number of common  shares  during  the  period.  Diluted  earnings  per  share  is calculated  by dividing the  Company's  net income  available to common     F-24  ALPHATRADE.COM  Notes to the Financial Statements December 31, 2008 and 2007  NOTE 8 - BASIC (LOSS) PER SHARE(Continued)  shareholders  by  the  diluted   weighted   average  number  of  shares outstanding  during the year.  The diluted  weighted  average number of shares  outstanding is the basic weighted number of shares adjusted for any  potentially  dilutive  debt or equity.  Common  stock  equivalents include  convertible  preferred  stock and stock  purchase  options and warrants at exercise  prices  equal to or below the market price of the common  stock.   Incremental   shares  have  been   considered  in  the computation of diluted earnings per share.  Common stock equivalents of 33,106,250 are excluded from the  computation  of diluted  earnings per share in 2007 because they are anti-dilutive.  December 31, 2008 (Restated)  2007 (Restated) ---------------- --------------- Income (Loss) (numerator)               $        41,413 $    (5,723,130) ---------------  -------------- Basic Shares (denominator)                   51,175,987      48,589,773 ---------------  -------------- Diluted Shares Convertible preferred   stock                30,000,000               - Options and warrants                                  -               - ---------------  -------------- Total Diluted Shares                       81,175,987      48,589,773 ---------------  -------------- Basic per share amount                  $          0.00  $        (0.12) ---------------  -------------- Fully diluted per share amount          $          0.00  $        (0.12) ---------------  --------------  NOTE 9 - GOING CONCERN  The  Company's  financial   statements  are  prepared  using  generally accepted  accounting  principles  applicable  to a going  concern which contemplates  the  realization of assets and liquidation of liabilities in the normal  course of business.  The Company has  recorded  negative cash flow from  operations and has a deficit in its working  capital as well as in its  stockholders'  equity which together raise  substantial doubt about its ability to continue as a going concern.  In order to continue as a going concern and achieve a profitable  level of operations,  the Company will need, among other things,  to increase sales of its advertising and subscription services.            F-25    ALPHATRADE.COM Notes to the Financial Statements December 31, 2008 and 2007  NOTE 9 - GOING CONCERN(Continued)  Management's plans to continue as a going concern include the following items:  1)  Concentrating  its  efforts  on  increasing  the  number of subscribers  to its  stock-tracking  product,  known as e-gate  thereby increasing  sales and increasing  the  advertisers on the Company's web site and email  program.  2)  Continuing  to increase  its gross profit percentage by increasing sales.  The ability of the Company to continue as a going  concern is dependent upon its ability to successfully accomplish the aforementioned plan and eventually attain  profitable  operations.  The accompanying  financial statements  do not include any  adjustments  that might be necessary if the Company is unable to continue as a going concern.   NOTE 10- GAIN ON SETTLEMENT OF DEBT  During the year ended December 31, 2008 the Company incurred liabilities with an unrelated third-party pertaining to its advertising operations.  Through various legal negotiations, these liabilities were settled and satisfied for an amount less than the amount of the originally-recorded liability.  The result was recorded as a gain on settlement of debt in the amount of $307,974.  NOTE 11 -  RESTATED FINANCIAL STATEMENTS    The Company's financial statements for the year ended December 31, 2008 have been restated to reflect an other-than-temporary impairment of available-for-sale investment securities.  This restatement resulted in the Company recognizing an additional expense in the amount of $792,956 for the period.   The following summarized financial statements compare of the Company's original and restated financial statements.   Balance Sheet                                            Original    Restated  Cash                                                $     55,650  $    55,650  Accounts receivable - trade, net                       1,172,064    1,172,064  Prepaid expenses                                           1,000        1,000  Marketable securities-available for sale               1,558,876    1,558,876  Marketable securities-available for  sale-related party                                   2,093        2,093  -----------  -----------  Total Current Assets                                 2,789,683    2,789,683  -----------  -----------  PROPERTY AND EQUIPMENT, NET                                45,776       45,776  -----------  -----------  OTHER ASSETS  Investments, at cost                                           -            -  -----------  -----------  Total Other Assets                                           -            -  -----------  -----------  TOTAL ASSETS                                       $ 2,835,459  $ 2,835,459  ===========  ===========    F-26    NOTE 11 -  RESTATED FINANCIAL STATEMENTS (CONTINUED)  Original    Restated  CURRENT LIABILITIES  Accounts payable and accrued expenses                $ 2,161,854  $ 2,161,854  Related party payables                                 2,746,262    2,746,262  Deferred revenue                                         737,010      737,010  -----------  -----------  Total Current Liabilities                            5,645,126    5,645,126  -----------  -----------  Total Liabilities                                    5,645,126    5,645,126  -----------  -----------  COMMITMENTS  STOCKHOLDERS' (DEFICIT)  Convertible preferred stock: $0.001 par value;  10,000,000 shares authorized, 2,000,000 Class A  and 2,000,000 Class B shares issued and outstanding       4,000        4,000  Common stock: $0.001 par value 100,000,000 shares  authorized; 54,076,023 shares  issued and outstanding                                   54,076       54,076  Additional paid-in capital                            33,681,184   33,921,184  Stock subscription payable                                45,808       45,080  Accumulated other comprehensive income                (1,742,626)     (40,543)  Accumulated deficit                                  (34,851,381) (36,793,464)  -----------  -----------  Total Stockholders' (Deficit)                       (2,809,667)  (2,809,667)  -----------  -----------  TOTAL LIABILITIES AND STOCKHOLDERS'(DEFICIT)       $ 2,835,459  $ 2,835,459  ===========  ===========        STATEMENT OF OPERATIONS  Original    Restated  REVENUE  Subscription revenue                               $ 3,027,619  $ 3,027,619  Advertising revenue                                  2,851,003    2,851,003  Other revenue                                          196,409      196,409  -----------  -----------  Total Revenue                                      6,075,031    6,075,031    COST OF SALES  Financial content                                    1,854,268    1,854,268  Other cost of sales                                      2,839        2,839  -----------  -----------  Total Cost of Sales                                1,857,107    1,857,107  -----------  -----------  Gross profit                                         4,217,924    4,217,924    EXPENSES  Related party compensation                             480,000      480,000  Professional fees                                    1,127,880    1,127,880  Research and development                               468,884      468,884  Marketing expense                                      678,551      678,551  General and administrative expenses                    338,749      338,749  -----------  -----------  Total Expenses                                     3,094,064    3,094,064  -----------  -----------  INCOME FROM OPERATIONS                                  1,123,860   1,123,860      F-27    OTHER INCOME (EXPENSE)  Interest expense                                      (374,397)    (374,397)  Other-than temporary impairment of  available-for-sale equity securities                        -     (792,956)  Gain on settlement of debt                             307,974      307,974  Gain (loss) on marketable securities                  (223,068)    (223,068)  -----------  -----------  Total Other Income (Expense)                        (289,491)  (1,082,447)  -----------  -----------  NET INCOME                                                834,369      41,413  -----------  -----------  UNREALIZED INCOME/(LOSS) ON AVAILABLE  FOR SALE SECURITIES                                     (95,095)     697,861  -----------  -----------  TOTAL COMPREHENSIVE LOSS                              $   739,274 $   739,274  ===========  ===========  BASIC AND DILUTED NET LOSS PER SHARE  Net income per share                               $      0.02   $     0.00  ===========  ===========    WEIGHTED AVERAGE NUMBER OF SHARES  OUTSTANDING                                           51,585,987   51,585,987  ===========  ===========  FULLY DILUTED WEIGHTED AVERAGE NUMBER  OF SHARES OUTSTANDING                                 81,585,987   81,585,987  ===========  ===========                                       F-28     ITEM 15.  EXHIBITS  The following financial  statements for  AlphaTrade.com.  are filed as a part of this report:  For the Years Ended December 31, 2008 and 2007                         Page ----------------------------------------------                         ----  Report of Independent Registered  Certified Public Accounting Firm       F-2  Balance Sheets as of December 31, 2008 and December 31, 2007             F-3  Statements of Operations for the years ended December 31, 2008 and December 31, 2007                                                 F-4  Statement  of  Changes  in Stockholders'  Equity  (Deficit) for the years  ended  December  31,  2008 and December 31, 2007           F-5  Statements of Cash Flows for the years ended December 31, 2008  and December 31, 2007                                                 F-7 Notes to Financial Statements                                            F-8   The following exhibits are included herein, except for the exhibits marked with a footnote, which are incorporated herein by reference and can be found in the appropriate document referenced.   Exhibit Number            Description -------------------------------------------------------------------------------- 3(i).1            Initial Articles of Incorporation of the Company dated June 6, 1995. (1)  3(i).2            Certificate of Amendment increasing the authorized capital to 25,000,000 shares of common stock, Car value $0.001, and effected an 80 for one forward split of the outstanding pommon stock (1)  3(i).3            Certificate of Amendment  changing the name of the company  to "Honor   One   Corporation". (1)  3(i).4            Certificate   of  Amendment effecting a  three for one forward split  of  the   outstanding  Common stock. (1)  3(i).5            Certificate of Amendment pursuant to which the Company increased the authorized capital of the Company to 100,000,000 shares of common stock; 10,000,000 shares of preferred stock, par value $0.001; created a series of 2,000,000 shares of Class A Preferred Stock; and changed its name from "Honor One Corporation" to "AlphaTrade.com" (1)  3(ii)             By-laws of the Company. (1)  10.1*             AlphaTrade.com 2005 Stock Incentive Plan. (10)       34  10.2+             Consulting  Agreement  dated  November 1, 2005 entered into by and between the Company and Jupiter Consultants, Inc. (3)  10.3+             Consulting  Agreement  dated  November  1,  2005  entered into by and  between  the  Company  and Micro-American, Inc. (3)  14.1              Code of  Ethics and  Business Conduct for  officers, directors and employees of AlphaTrade.com  (3)  21.1              List of subsidiaries of the Company. *  31                Certification  by Chief  Executive  Officer and  acting  Chief Financial Officer required by Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act. *  32                Certification   by  Chief  Executive  Officer   acting   Chief Financial Officer required by Rule 13a-14(b) or Rule 15d-14(b) of the Exchange Act and Section 1350 of Chapter 63 of Title 18 of the United States Code. *  +    Compensatory plan or arrangement. *    Filed herewith. (1)  Incorporated by reference to the Company's Form 10-SB/A filed with the SEC on November 23, 1999. (2)  Incorporated by reference to the Company's Registration Statement filed on Form S-8 with the SEC on June 22, 2005. (3)  To be filed by an Amendment.                                   35  SIGNATURES  In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.  ALPHATRADE.COM  Dated: April 21, 2010                     /s/ Gordon J. Muir                                                   ----------------------------                                                   Its: CEO/Director  In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.  Signature               Title                                     Date ----------------------  ----------------------------------------  --------------  /s/ Gordon Muir         Chief Executive Officer and Director      April 21, 2010 ------------------ Gordon J. Muir  /s/ Katharine Johnston  Vice President - Business Operations,     April 21, 2010 ----------------------  Principal Financial Officer and Director Katharine Johnston  /s/ Lisa McVeigh        Director                                  April 21, 2010 ---------------------- Lisa McVeigh                        36


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