U.S.
SECURITIES AND EXCHANGE COMMISSION


Washington,
D.C. 20549


FORM
10-Q





x QUARTERLY REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF
1934





For the
quarterly period ended: December 31, 2008





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





For the
transition period from ________ to _________





Commission
file number 000-53139





TRYON ALPHA, INC.


(Exact
name of registrant as specified in its charter)




Nevada
                              (State
      or other jurisdiction of incorporation or organization)
                            26-1530805
                              (I.R.S.
      Employer Identification
No.)




127
      North Tryon Street, Suite 312, Charlotte, North Carolina
                      28202(Address
      of principal executive offices)
                      (Zip
      Code)





(704) 372-7222


Issuer’s
telephone number










(Former
name, former address and former


fiscal
year, if changed since last report)





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





Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of “large accelerated filer,” “accelerated filer” and “smaller
reporting company” in Rule 12b-2 of the Exchange Act.





Large
      accelerated filer    ̈
                Accelerated
      filer      ̈Non-accelerated
      filer      ̈  (Do
      not check if a smaller reporting company)
                Smaller
      reporting company     x





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





APPLICABLE
ONLY TO ISSUERS INVOLVED IN BANKRUPTCY


PROCEEDINGS
DURING THE PRECEDING FIVE YEARS





Indicate
by check mark whether the registrant has filed all documents and reports
required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act
of 1934 subsequent to the distribution of securities under a plan confirmed by a
court.x  Yes    ̈  No





APPLICABLE
ONLY TO CORPORATE ISSUERS





State the
number of shares outstanding of each of the issuer's classes of common equity,
as of the latest practicable date:  At February 12, 2009 there were
1,000,000 shares of common stock outstanding.





PART
I — FINANCIAL INFORMATION





Item
1. Financial Statements.





PageBalance
      Sheet – December 31, 2008 (Unaudited)
                  F-1Statement
      of Operations – Three and Nine Months Ended December 31, 2008 (Unaudited)
      and cumulative since inception (December 3, 2007)
    (Unaudited)
                  F-2Statement
      of Stockholders Deficit
                  F-3Statement
      of Cash Flows – Nine Months Ended December 31, 2008 (Unaudited) and since
      inception (December 3, 2007)
                  F-4Notes
      to Financial Statements (Unaudited)
                  F-5




1




Tryon Alpha, Inc.
 (A
Development Stage Company)
 Balance
Sheet (Unaudited)
 As
      of December 31, 2008
 
 ASSETSCURRENT ASSETS:Cash
                            
                            $
                            -TOTAL
      CURRENT ASSETS
                            
                            
                            -TOTAL
      ASSETS
                            
                            $
                            -LIABILITIES
      AND STOCKHOLDERS' DEFICITCURRENT LIABILITIES:Shareholder
      Loan
                            
                            
                            9,150Accrued
      Interest
                            
                            
                            732Overdraft
                            
                            
                            17TOTAL
      CURRENT LIABILITIES
                            
                            
                            9,899TOTAL
      LIABILITIES
                            
                            
                            9,899STOCKHOLDERS' DEFICITPreferred
      stock ($0.0001 par value; 10,000,000 shares authorized; no
      shares issued and outstanding at December 31, 2008)
                            
                            
                            -Common
      stock ($0.0001 par value; 100,000,000 shares
      authorized:  1,000,000 issued and outstanding at December 31,
      2008)
                            
                            
                            100Paid
      in Capital
                            
                            
                            -Retained
      Deficit
                            
                            
                            (9,999
                            )TOTAL
      STOCKHOLDERS' DEFICIT
                            
                            
                            (9,899
                            )TOTAL
      LIABILITIES AND STOCKHOLDERS' DEFICIT
                            
                            $
                            -
  F-1
 
 Tryon Alpha, Inc.
 (A
Development Stage Company)
 Statement of
      Operations
(Unaudited)
 
 For the Three Months Ended
                                            
                                            
                                            For the Nine Months Ended
                                            
                                            
                                            Cumulative
                                              Total Since
                                              InceptionDecember 31,
                                              2008
                                            
                                            
                                            December 31,
                                              2007
                                            
                                            
                                            December 31,
                                              2008
                                            
                                            
                                            December 31,
                                              2007
                                            
                                            
                                            December 31,
                                              2007REVENUESIncome
                                            
                                            $
                                            -
                                            
                                            
                                            $
                                            -
                                            
                                            
                                            $
                                            -
                                            
                                            
                                            $
                                            -
                                            
                                            
                                            $
                                            -Total
      Revenues
                                            
                                            
                                            -
                                            
                                            
                                            
                                            -
                                            
                                            
                                            
                                            -
                                            
                                            
                                            
                                            -
                                            
                                            
                                            
                                            -EXPENSESProfessional
      Fees
                                            
                                            
                                            -
                                            
                                            
                                            
                                            2,500
                                            
                                            
                                            
                                            -
                                            
                                            
                                            
                                            2,500
                                            
                                            
                                            
                                            9,000Selling,
      General and Administrative
                                            
                                            
                                            72
                                            
                                            
                                            
                                            10
                                            
                                            
                                            
                                            108
                                            
                                            
                                            
                                            10
                                            
                                            
                                            
                                            267Interest
      Expense
                                            
                                            
                                            183
                                            
                                            
                                            
                                            -
                                            
                                            
                                            
                                            549
                                            
                                            
                                            
                                            -
                                            
                                            
                                            
                                            732TOTAL
      EXPENSES
                                            
                                            
                                            255
                                            
                                            
                                            
                                            2,510
                                            
                                            
                                            
                                            657
                                            
                                            
                                            
                                            2,510
                                            
                                            
                                            
                                            9,999Net
      Income/(Loss)
                                            
                                            $
                                            (255
                                            )
                                            
                                            $
                                            (2,510
                                            )
                                            
                                            $
                                            (657
                                            )
                                            
                                            $
                                            (2,510
                                            )
                                            
                                            $
                                            (9,999
                                            )Net
      income/(loss) per share—basic and fully dilutedNet
      income/(loss) per share
                                            
                                            $
                                            (0.00
                                            )
                                            
                                            $
                                            (0.00
                                            )
                                            
                                            $
                                            (0.00
                                            )
                                            
                                            $
                                            (0.00
                                            )
                                            
                                            $
                                            (0.01
                                            )Weighted
      average shares outstanding—basic and fully diluted
                                            
                                            
                                            1,000,000
                                            
                                            
                                            
                                            1,000,000
                                            
                                            
                                            
                                            1,000,000
                                            
                                            
                                            
                                            1,000,000
                                            
                                            
                                            
                                            1,000,000
  F-2
 
 Tryon Alpha, Inc.
 (A
Development Stage Company)
 Statement of
      Stockholders' Deficit
    (Unaudited)
 
 AdditionalCommon Stock
                    
                    
                    Preferred stock
                    
                    
                    Paid-in
                    
                    
                    DeficitShares
                    
                    
                    Amount
                    
                    
                    Shares
                    
                    
                    Amount
                    
                    
                    Capital
                    
                    
                    AccumulatedBalances, December
      3, 2007 (inception)
                    
                    
                    -
                    
                    
                    $
                    -
                    
                    
                    
                    -
                    
                    
                    $
                    -
                    
                    
                    $
                    -
                    
                    
                    $
                    -Net
      loss
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    (9,342
                    )Capital
      Contributions
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    -Issuance
      of common shares
                    
                    
                    1,000,000
                    
                    
                    
                    100
                    
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    -Balances,
      March 31, 2008
                    
                    
                    1,000,000
                    
                    
                    $
                    100
                    
                    
                    
                    -
                    
                    
                    $
                    -
                    
                    
                    $
                    -
                    
                    
                    $
                    (9,342
                    )Net
      loss
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    (657
                    )Balances,
      December 31, 2008
                    
                    
                    1,000,000
                    
                    
                    $
                    100
                    
                    
                    
                    -
                    
                    
                    $
                    -
                    
                    
                    $
                    -
                    
                    
                    $
                    (9,999
                    )
  F-3
 
 Tryon Alpha, Inc.
 (A
Development Stage Company)
 Statement of
      Cash Flows
(Unaudited)
 
 CumulativeFor the Nine
                              
                              
                              TotalsMonths Ended
                              
                              
                              Since InceptionDecember 31, 2008
                              
                              
                              December 3, 2007CASH FLOWS FROM OPERATING
      ACTIVITIES:Net
      loss
                              
                              $
                              (657
                              )
                              
                              $
                              (9,999
                              )Adjustments
      to reconcile net (loss) to net cash used in operations:Increase/(decrease)
      in Overdraft
                              
                              
                              17
                              
                              
                              $
                              17Increase/(decrease)
      in Accrued Expenses
                              
                              
                              (1,951
                              )
                              
                              
                              732NET
      CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES
                              
                              
                              (2,591
                              )
                              
                              
                              (9,250
                              )CASH FLOWS FROM INVESTING
      ACTIVITIES:Shareholder
      Loan
                              
                              
                              -
                              
                              
                              
                              9,150NET
      CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES
                              
                              
                              -
                              
                              
                              
                              9,150CASH FLOWS FROM FINANCING
      ACTIVITIES:Capital
      Stock purchase
                              
                              
                              -
                              
                              
                              
                              100NET
      CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES
                              
                              
                              -
                              
                              
                              
                              100NET
      INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
                              
                              
                              (2,591
                              )
                              
                              
                              -CASH
      AND CASH EQUIVALENTS,BEGINNING
      OF THE PERIOD
                              
                              
                              2,591
                              
                              
                              
                              -END
      OF THE PERIOD
                              
                              $
                              -
                              
                              
                              $
                              -SUPPLEMENTAL
      DISCLOSURES OF CASH FLOW INFORMATION:CASH
      PAID DURING THE PERIOD FOR:Interest
                              
                              $
                              -
                              
                              
                              $
                              -Taxes
                              
                              $
                              -
                              
                              
                              $
                              -
  F-4
 
 TRYON
ALPHA, INC.
 (A
DEVELOPMENT STAGE COMPANY)
 NOTES
TO THE UNAUDITED FINANCIAL STATEMENTS
 FOR
THE SIX MONTHS ENDED DECEMBER 31, 2008
 
 
 NOTE A—SUMMARY OF
SIGNIFICANT ACCOUNTING POLICIES
 
 Business Activity—The
Tryon Alpha, Inc., Inc. (the "Company”) was organized under the laws of the
State of Nevada on December 3, 2007 as a corporation.  The Company’s
objective is to acquire or merge with a target business or company in a business
combination.
 
 Basis of
Presentation—The financial statements included herein were prepared under
the accrual basis of accounting.
 
 Cash and Cash
Equivalents—For purposes of the Statement of Cash Flows, the Company
considers liquid investments with an original maturity of three months or less
to be cash equivalents.
 
 Management’s Use of
Estimates—The preparation of financial statements in conformity with
accounting principles generally accepted in the United States of America
requires management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosures of contingent assets and
liabilities at the date of financial statements and the reported amounts of
revenues and expenses during the reporting period.  Actual results
could differ from those estimates.  The financial statements above
reflect all of the costs of doing business.
 
 Revenue
Recognition—The Company’s policy is to recognize income when it is
earned.
 
 Comprehensive Income
(Loss)—The Company adopted Financial Accounting Standards Board Statement
of Financial Accounting Standards (SFAS) No. 130, “Reporting Comprehensive
Income”, which establishes standards for the reporting and display of
comprehensive income and its components in the  financial
statements.  There were no items of comprehensive income (loss)
applicable to the Company during the period covered in the financial
statements.
 
 Deferred Taxes—Income
taxes are provided in accordance with Statement of Financial Accounting
Standards No. 109 (SFAS No. 109), “Accounting for Income
Taxes.” A deferred tax asset or liability is recorded for all temporary
differences between financial and tax reporting and net operating loss-carry
forwards.
 
 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 asset will not be realized. Deferred tax assets and liabilities are adjusted
for the effect of changes in tax laws and rates on the date of
enactment.
 
 Fair Value of Financial
Instruments—The carrying amounts reported in the balance sheet for cash,
accounts receivable and payable approximate fair value based on the short-term
maturity of these instruments.
 
 Stock-Based
Compensation—The Company accounts for stock-based compensation using the
fair value method of Financial Accounting Standard No. 123R.  This
Statement requires a public entity to measure the cost of employee services
received in exchange for an award of equity instruments based on the grant-date
fair value of the award (with limited exceptions).  That cost will be
recognized over the period during which an employee is required to provide
service in exchange for the award—the requisite service period (usually the
vesting period).  No compensation cost is recognized for equity
instruments for which employees do not render the requisite
service.
  F-5
  NOTE A—SUMMARY OF
SIGNIFICANT ACCOUNTING POLICIES (CONT.)
 
 Accounts
Receivable—Accounts deemed uncollectible are written off in the year they
become uncollectible.  As of December 31, 2008 the balance in Accounts
Receivable was $0.
 
 Impairment of Long-Lived
Assets—The Company evaluates the recoverability of its fixed assets and
other assets in accordance with Statement of Financial Accounting Standards No.
144, “Accounting for the
Impairment or Disposal of Long-Lived Assets” (“SFAS 144’). SFAS 144
requires recognition of impairment of long-lived assets in the event the net
book value of such assets exceeds its expected cash flows, it is considered to
be impaired and is written down to fair value, which is determined based on
either discounted future cash flows or appraised values. The Company adopted the
statement on inception. No impairments of these types of assets were recognized
during the period ended December 31, 2008.
 
 Recent Accounting
Pronouncements—In February 2007, the FASB issued Statement of Financial
Accounting Standards No. 159, “The Fair Value for Financial Assets and Financial
Liabilities—including an amendment of FASB Statement No. 115”.  This
statement permits entities to choose to measure many financial instruments and
certain other items at value.  The objective is to improve financial
reporting by providing entities with the opportunity to mitigate volatility in
reported earnings caused by measuring related assets and liabilities differently
without having to apply complex hedge accounting provisions.  This
Statement is expected to expand the use of fair value measurement, which is
consistent with the Board’s long-term measurement objectives for accounting for
financial instruments.  Effective as of the beginning of an entity’s
first fiscal year that begins after November 15, 2007. Early adoption is
permitted as of the beginning of a fiscal year that begins on or before November
15, 2007, provided the entity also elects to apply the provisions of FASB
Statement No. 157, Fair Value
Measurements. No entity is permitted to apply the Statement
retrospectively to fiscal years preceding the effective date unless the entity
chooses early adoption. The choice to adopt early should be made after issuance
of the Statement but within 120 days of the beginning of the fiscal year of
adoption, provided the entity has not yet issued financial statements, including
required notes to those financial statements, for any interim period of the
fiscal year of adoption.
 
 Early
adoption of this standard is not expected to have a material effect on the
Company’s results of operations or its financial position, but the Company is
evaluating the Statement to determine what impact, if any, it will have on the
Company.
 
 In
December 2007, the FASB issued SFAS 141(revised 2007), Business
Combinations (“SFAS 141R”). SFAS 141R will significantly change the
accounting for business combinations in a number of areas including the
treatment of contingent consideration, contingencies, acquisition costs,
IPR&D and restructuring costs. In addition, under SFAS 141R, changes in
deferred tax asset valuation allowances and acquired income tax uncertainties in
a business combination after the measurement period will impact income tax
expense. SFAS 141R is effective for fiscal years beginning after
December 15, 2008. The Company has not yet determined the impact, if any,
of SFAS 141R on its consolidated financial statements.
  In
December 2007, the FASB issued SFAS 160, Noncontrolling Interests in
Consolidated Financial Statements, an amendment of ARB No. 51
(“SFAS 160”). SFAS 160 will change the accounting and reporting for
minority interests, which will be recharacterized as noncontrolling interests
(NCI) and classified as a component of equity. This new consolidation method
will significantly change the account with minority interest holders.
SFAS 160 is effective for fiscal years beginning after December 15,
2008. The Company has not yet determined the impact, if any, of SFAS 160 on
its consolidated financial statements.
  F-6
  NOTE A—SUMMARY OF
SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
 
 Recent Accounting
Pronouncements (cont’d)
 
 In March
2008, the FASB issued Statement of Financial Accounting Standards No. 161,
“Disclosures about Derivative Instruments and Hedging Activities—an amendment of
FASB Statement No. 133”.  This statement requires enhanced disclosures
about an entity’s derivative and hedging activities and thereby improves the
transparency of financial reporting.  This Statement changes the
disclosure requirements for derivative instruments and hedging activities.
Entities are required 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 beginning after November 15, 2008, with
early application encouraged. This Statement encourages, but does not require,
comparative disclosures for earlier periods at initial adoption. The adoption of
this standard is not expected to have a material effect on the Company’s results
of operations or financial position.
 
 NOTE B—SUPPLEMENTAL CASH
FLOW INFORMATION
 
 Supplemental
disclosures of cash flow information from inception through December 31, 2008
are summarized as follows:
 
 Cash paid
during the year ended December 31, 2008 for interest and income
taxes:
 
 Income
      Taxes
                    
                    $
                    —Interest
                    
                    $
                    —
 
 NOTE C—SEGMENT
REPORTING
 
 In June
1997, the Financial Accounting Standards Board issued Statement of Financial
Accounting Standards No. 131, “Disclosures about Segments of an
Enterprise and Related Information.”  This statement requires
companies to report information about operating segments in interim and annual
financial statements.  It also requires segment disclosures about
products and services, geographic areas and major customers.  The
Company determined that it did not have any separately reportable operating
segments as of December 31, 2008.
 
 NOTE D—GOING
CONCERN
 
 As shown
in the accompanying audited financial statements, the Company has suffered a
loss from operations to date. It has experienced a loss of $9,999 since
inception and has a negative working of capital. These factors raise substantial
doubt about the Company’s ability to continue as a going concern.
 
 Management’s
plans in regard to this matter are to raise equity capital and seek strategic
relationships and alliances in order to increase sales in an effort to generate
positive cash flow.  Additionally, the Company must continue to rely
upon equity infusions from investors in order to improve liquidity and sustain
operations.  The financial statements do not include any adjustments
that might result from the outcome of this uncertainty.
  F-7
  NOTE E—CAPITAL
STOCK
 
 The
Company is authorized to issue 100,000,000 common shares at $.0001 par value per
share.
 
 During
the period from inception (December 3, 2007) through December 31, 2008, the
Company has issued the following common shares:
 
 Number of shares
                      
                      
                      Total Purchase PriceAnge
      Properties, LLC
                      
                      
                      500,000
                      
                      
                      $
                      50Garvin
      Strategic Capitol, LLC
                      
                      
                      250,000
                      
                      
                      
                      25Gideon
      Atlantic, LLC
                      
                      
                      250,000
                      
                      
                      
                      251,000,000
                      
                      
                      $
                      100
 
 The
Company is authorized to issue 10,000,000 preferred shares at $.0001 par value
per share.
 
 During
the period from inception (December 3, 2007) through December 31, 2008, the
Company has not issued any preferred shares of stock.
 
 NOTE H – DEVELOPMENT STAGE
COMPANY
 
 The
Company is in the development stage as of December 31, 2008 and to date has had
no significant operations.  Recovery of the Company’s assets is
dependent on future events, the outcome of which is indeterminable. In addition,
successful completion of the Company’s development program and its transition,
ultimately, to attaining profitable operations is dependent upon obtaining
adequate financing to fulfill its development activities and achieving a level
of sales adequate to support the Company’s cost structure.
 
 NOTE I—SHAREHOLDER
LOAN/RELATED PARTY
 
 On
December 18, 2007, The Company signed a promissory note with a related
party.  The amount of the loan is $9,150 and it is payable on demand,
the annual interest rate on the note is 8%.  The proceeds from the
note were used to pay certain costs and expenses in connection with the
organization of the Company and the preparation and filing with the Securities
and Exchange Commission of a registration statement on Form
10-SB.  Accrued interest as of December 31, 2008 is
$732.
  F-8




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





Overview.





Tryon
Alpha, Inc. (“we”, “us” or the “Company”) was organized in the State of Nevada
on December 3, 2007 to serve as a vehicle to acquire, through a reverse
acquisition, merger, capital stock exchange, asset acquisition or other similar
business combination (“Business Combination”), an operating or development stage
business (a "Target Business") that desires to utilize our status as a reporting
company under the Securities Exchange Act of 1934.  We have neither
engaged in any operations nor generated any revenues since our
inception.





We are
currently in the process of identifying and evaluating targets for a Business
Combination.  We are not presently engaged in, and will not engage in,
any substantive commercial business operations unless and until we consummate a
Business Combination.





Our
management has broad discretion in identifying and selecting a prospective
Target Business.  We have not established any specific attributes or
criteria (financial or otherwise) for prospective Target
Businesses.  Our management has never served in any capacity with a
development stage public company the business purpose of which is to acquire a
Target Business.  Accordingly, management may not successfully
identify a Target Business or conclude a Business
Combination.   To the extent we affect a Business Combination
with a financially unstable company or an entity in its early stage of
development or growth, including entities without established records of sales
or earnings, we may be affected by numerous risks inherent in the business and
operations of financially unstable and early stage or potential emerging growth
companies.  If we consummate a Business Combination with a foreign
entity, we will be subject to all of the risks attendant to foreign
operations.  Although our management will endeavor to evaluate the
risks inherent in a particular Target Business, we cannot assure you that we
will properly ascertain or assess all significant risk factors.





We expect
that in connection with any Business Combination, we will issue a significant
number of shares of our common stock (equal to at least 80% of the total number
of shares outstanding after giving effect to the transaction) in order to ensure
that Business Combination qualifies as a “tax free” transaction under federal
tax laws.  The issuance of additional shares of our capital
stock:




·
            will
      significantly reduce the equity interest of our stockholders;
      and





·
            will
      cause a change and likely result in the resignation or removal of our
      present officer and director.





Our
management anticipates that the Company likely will be able to affect only one
Business Combination, due primarily to our financial resources and the dilution
of interest for present and prospective stockholders, which is likely to occur
as a result of our management's plan to offer a controlling interest to a Target
Business in order to achieve a tax free reorganization.  This lack of
diversification should be considered a substantial risk in investing in us,
because it will not permit us to offset potential losses from one venture
against potential gains from another.


2


Liquidity and Capital
Resources.





During
the next twelve months we anticipate incurring costs and expenses related to
filing of Securities Exchange Act reports and investigating and consummating a
Business Combination.  Management expects to fund additional costs and
expenses which may be incurred in connection with due diligence activities and a
Business Combination through loans or further investment in the Company, as and
when necessary.  We cannot provide investors with any assurance that
we will have sufficient capital resources to identify a suitable Target
Business, to conduct effective due diligence as to any Target Business or to
consummate a Business Combination.





Results of
Operations.





Since our inception, we have neither
engaged in any operations nor generated any revenue.  We do not expect
to engage in any activities, other than seeking to identify a Target Business,
unless and until such time as we enter into a Business Combination with a Target
Business, if ever.  We cannot provide investors with any assessment as
to the nature of a Target Business’s operations or speculate as to the status of
its products or operations, whether at the time of the Business Combination it
will be generating revenues or its future prospects.





Item
3. Quantitative and Qualitative Disclosures About Market Risk.





Not applicable.





Item
4(T). Controls and Procedures.





As
required by SEC rules, we have evaluated the effectiveness of the design and
operation of our disclosure controls and procedures at the end of the period
covered by this report.  This evaluation was carried out under the
supervision and with the participation of our management, including our chief
executive officer, who is our principal executive officer and our principal
financial officer.  Based on this evaluation,
management has concluded that the design and operation of our
disclosure controls and procedures are effective.  There were no
changes in our internal control over financial reporting or in other factors
that have materially affected, or are reasonably likely to materially affect,
our internal control over financial reporting.





Disclosure
controls and procedures are our controls and other procedures that are designed
to ensure that information required to be disclosed by us in the reports that we
file or submit under the Securities Exchange Act is recorded, processed,
summarized and reported, within the time periods specified in the SEC’s rules
and forms.  Disclosure controls and procedures include, without
limitation, controls and procedures designed to ensure that information required
to be disclosed by us in the reports that we file under the Exchange Act is
accumulated and communicated to our management, including principal executive
officer and principal financial officer, as appropriate, to allow timely
decisions regarding required disclosure.  In designing and evaluating
our controls and procedures, our management recognized that disclosure controls
and procedures, no matter how well conceived and operated, can provide only
reasonable, not absolute, assurance that the objectives of disclosure controls
and procedures are met.  Additionally, in designing disclosure
controls and procedures, our management necessarily was required to apply its
judgment in evaluating the cost-benefit relationship of possible disclosure
controls and procedures.  The design of any disclosure controls and
procedures also is based in part upon certain assumptions about the likelihood
of future events, and there can be no assurance that any design will succeed in
achieving its stated goals under all potential future
conditions.


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PART
II — OTHER INFORMATION





Item
1. Legal Proceedings.





The
Company is not a party to any legal proceeding or litigation.





Item
1A. Risk Factors.





Smaller
reporting companies are not required to provide the information required by this
item.





Item
2. Changes in Securities and Small Business Issuer Purchase of Equity
Securities.





(a) During
the three months ended December 31 2008, the Company did not issue any
securities.





(b) None.





(c)
None.




Item
3. Defaults Upon Senior Securities.





None.





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





None.





Item
5. Other Information.





None.





Item
6. Exhibits.





Exhibit
                
                Description31.1
                
                Certification
      of the Company’s Principal Executive Officer and Principal Financial
      Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, with
      respect to the registrant’s Quarterly Report on Form 10-Q for the quarter
      ended December 31, 2008.32.1
                
                Certification
      of the Company’s Principal Executive Officer and Principal Financial
      Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section
      906 of the Sarbanes Oxley Act of
2002.





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SIGNATURES





Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
Registrant has duly caused the Report to be signed on its behalf by the
undersigned thereunto duly authorized.





TRYON
      ALPHA, INC.Date:February 13,
2009
                
                By:
                /s/
      Mercer CauleyMercer
      Cauley, President(Principal
      Executive Officer andPrincipal
      Financial Officer)




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