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

                                   FORM 10-QSB
(Mark One)

[X]      QUARTERLY REPORT UNDER SECTION 13 OR 15 (D) OF THE SECURITIES
         EXCHANGE ACT OF 1934

                For the quarterly period ended September 30, 2005

[ ]      TRANSITION REPORT UNDER SECTION 13 OR 15 (D) OF THE SECURITIES
         EXCHANGE ACT OF 1934

                For the transition period from _______ to _______


                       Commission file number: 333-109458


                                  IHealth, Inc.
                                  -------------
        (Exact name of small business issuer as specified in its charter)


                   Delaware                               13-4204191
      -------------------------------                 -------------------
      (State or other jurisdiction of                  (I.R.S. Employer
       incorporation or organization)                 Identification No.)


         5499 North Federal Highway, Suite D, Boca Raton, Florida 33487
         --------------------------------------------------------------
                    (Address of principal executive offices)


                                  561-989-3600
                                  ------------
                           (Issuer's telephone number)


                                 not applicable
                                 --------------
              (Former name, former address and former fiscal year,
                          if changed since last report)

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

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

                      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: 72,870,000 shares of common stock as
of November 10, 2005.

Transitional Small Business Disclosure Format: Yes [ ] No [X]

<PAGE>
                                  IHEALTH, INC.

               Form 10-QSB for the period ended September 30, 2005

              CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

         Certain statements in this quarterly report on Form 10-QSB contain or
may contain forward-looking statements that are subject to known and unknown
risks, uncertainties and other factors which may cause actual results,
performance or achievements to be materially different from any future results,
performance or achievements expressed or implied by such forward-looking
statements. These forward-looking statements were based on various factors and
were derived utilizing numerous assumptions and other factors that could cause
our actual results to differ materially from those in the forward-looking
statements. These factors include, but are not limited to, our ability to our
ability to raise capital, obtain and retain customers, develop brand recognition
and distributor relationships for our products, execute our business strategy in
a very competitive environment, our degree of financial leverage, risks related
to market acceptance and demand for our products, and other factors. Most of
these factors are difficult to predict accurately and are generally beyond our
control. You should consider the areas of risk described in connection with any
forward-looking statements that may be made herein. Readers are cautioned not to
place undue reliance on these forward-looking statements, which speak only as of
the date of this report. Readers should carefully review this quarterly report
in its entirety, including but not limited to our financial statements and the
notes thereto. Except for our ongoing obligations to disclose material
information under the Federal securities laws, we undertake no obligation to
release publicly any revisions to any forward-looking statements, to report
events or to report the occurrence of unanticipated events. For any
forward-looking statements contained in any document, we claim the protection of
the safe harbor for forward-looking statements contained in the Private
Securities Litigation Reform Act of 1995.

         When used in this quarterly report, the terms "IHealth," the "Company,"
" we," "our," and "us" refers to IHealth, Inc. a Delaware corporation, and our
subsidiary.

                                      INDEX

                          PART I. FINANCIAL INFORMATION

Item 1.  Financial Statements

         Consolidated Balance Sheet at September 30, 2005 (unaudited)..........1

         Consolidated Statements of Operations for the three and nine months
         ended September 30, 2005 and 2004 (unaudited).........................2

         Consolidated Statements of Cash Flows for the nine months ended
         September 30, 2005 and 2004 (unaudited)...............................3

         Notes to Consolidated Financial Statements (unaudited)................4

Item 2.  Management's Discussion and Analysis or Plan of Operation.............8

Item 3.  Controls and Procedures..............................................14

Part II  Other Information....................................................14

                                       ii
<PAGE>
                          PART I. FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS.

                                  IHEALTH INC.
                           Consolidated Balance Sheet
                               September 30, 2005
                                   (Unaudited)
________________________________________________________________________________

                                     ASSETS

CURRENT ASSETS:
  Cash ...........................................................    $  66,064
  Accounts receivable, net .......................................        7,414
  Inventory ......................................................       72,491
                                                                      ---------
    Total currents assets ........................................      145,969

Property and equipment, net ......................................       34,694

Deposits .........................................................        1,450
                                                                      ---------

    TOTAL ASSETS .................................................    $ 182,113
                                                                      =========

                      LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES
Account payable ..................................................    $  26,651
Accrued interest .................................................       22,908
Accrued payroll ..................................................      435,827
Note payable .....................................................      200,000
Notes payable - related parties ..................................       30,000
                                                                      ---------
  Total current liabilities ......................................      715,386

Common Stock Subject to Rescission Offer, $.0001 par value,
  17,370,000 shares issued and outstanding .......................      173,700
                                                                      ---------

COMMITMENTS AND CONTINGENCIES ....................................            -

STOCKHOLDERS' DEFICIT
Common stock $.0001 par value authorized 200,000,000 shares ......            -
  55,500,000 shares issued and outstanding .......................        5,550
Additional paid-in capital .......................................      246,021
Accumulated deficit ..............................................     (958,544)
                                                                      ---------
  TOTAL STOCKHOLDERS' DEFICIT ....................................     (706,973)
                                                                      ---------

  TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT ....................    $ 182,113
                                                                      =========

          See accompanying notes to consolidated financial statements.

                                        1
<PAGE>
<TABLE>
                                             IHEALTH INC.
                                 Consolidated Statement of Operations
                   For the Three and Nine Month's Ended September 30, 2005 and 2004
                                              (Unaudited)
<CAPTION>

                                               For the Three Month's         For the Nine Month's
                                                Ended September 30,           Ended September 30,
                                                2005           2004           2005           2004
                                            ------------   ------------   ------------   ------------
<S>                                         <C>            <C>            <C>            <C>
Sales ....................................  $     17,327   $     22,738   $    108,434   $     63,045
Cost of goods sold .......................        17,151         18,502         62,648         45,746
                                            ------------   ------------   ------------   ------------

  Gross Profit ...........................           176          4,236         45,786         17,299

OPERATING EXPENSES:
  General and administrative expenses ....       144,996         55,168        363,376        163,216
  Depreciation ...........................         1,508            157          3,485            471
                                            ------------   ------------   ------------   ------------

  TOTAL OPERATING EXPENSES ...............       146,504         55,325        366,861        163,687
                                            ------------   ------------   ------------   ------------

  OTHER INTEREST INCOME / (EXPENSE), Net .         5,468          5,008         17,264         11,146
  GAIN ON RECISSION INTEREST .............             -              -        (28,318)             -
                                            ------------   ------------   ------------   ------------
                                                   5,468          5,008        (11,054)        11,146

  Net loss before income taxes ...........      (151,796)       (56,097)      (310,021)      (157,534)
                                            ------------   ------------   ------------   ------------

  Income taxes ...........................             -              -              -              -

                                            ------------   ------------   ------------   ------------
NET LOSS .................................  $   (151,796)  $    (56,097)  $   (310,021)  $   (157,534)
                                            ------------   ------------   ------------   ------------

Weighted average number of common shares
  outstanding Basic and Fully Diluted ....    55,500,000     53,500,000     54,614,099     53,500,000
                                            ============   ============   ============   ============

Basic and Fully diluted net loss per share  $      (0.00)  $      (0.00)  $      (0.00)  $      (0.00)
                                            ============   ============   ============   ============

                     See accompanying notes to consolidated financial statements.

                                                   2
</TABLE>
<PAGE>
                      CONSOLIDATED STATEMENT OF CASH FLOWS
             For the Nine Month's Ended September 30, 2005 and 2004
                                   (Unaudited)


                                                           For the Nine Month's
                                                            Ended September 30,
                                                             2005        2004
                                                          ---------   ---------
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss .............................................  $(310,021)  $(157,534)
  Adjustments to reconcile net loss to net cash used in
   operating activities
    Depreciation .......................................      3,485         471
    Allowance for uncollectable accounts ...............     12,998           -
  Changes in operating assets and liabities
    Increase in accounts receivable ....................    (16,680)    (21,150)
    (Increase) decrease in inventory ...................    (44,649)    (10,671)
    Increase in deposits ...............................        729           -
    Accounts payable and accrued expenses ..............    (21,487)     18,568
    Accrued payroll ....................................    122,919      87,500
                                                          ---------   ---------

    CASH FLOWS USED IN OPERATING ACTIVITIES ............   (252,706)    (82,816)
                                                          ---------   ---------

  INVESTING ACTIVITIES:
    Purchase of equipment ..............................    (37,482)          -
                                                          ---------   ---------
  CASH FLOWS USED IN INVESTING ACTIVITIES ..............    (37,482)          -
                                                          ---------   ---------


  CASH FLOWS FROM FINANCING ACTIVITIES
    Proceeds from issuance of long term debt ...........          -     200,000
    Proceeds from issuance of common stock .............    150,000           -
    Refund of stock subject to recession ...............     (7,500)          -
                                                          ---------   ---------

  CASH FLOWS FROM FINANCING ACTIVITES ..................    142,500     200,000
                                                          ---------   ---------

  NET INCREASE (DECREASE)  IN CASH AND CASH EQUVALENTS .   (147,688)    117,184

  CASH AND CASH EQUIVALENTS, Beginning .................    213,752      79,447
                                                          ---------   ---------

  CASH AND CASH EQUIVALENTS, Ending ....................  $  66,064   $ 196,631
                                                          =========   =========

  SUPLEMENTAL DISCLOSURES OF CASH FLOWS INFORMATION:
  Interest paid ........................................  $       -   $       -
                                                          =========   =========
  Income taxes .........................................  $       -   $       -
                                                          =========   =========

          See accompanying notes to consolidated financial statements.

                                        3
<PAGE>
                          IHEALTH, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                        AS OF SEPTEMBER 30, 2005 AND 2004
                                   (UNAUDITED)

NOTE 1   BASIS OF PRESENTATION AND ORGANIZATION

(A)      BASIS OF PRESENTATION

The accompanying unaudited financial statements have been prepared in accordance
with accounting principles generally accepted in the United States of America
and the rules and regulations of the Securities and Exchange Commission for
interim financial information. Accordingly, they do not include all the
information necessary for a comprehensive presentation of financial position and
results of operations.

It is management's opinion however, that all material adjustments (consisting of
normal recurring adjustments) have been made which are necessary for a fair
financial statements presentation. The results for the interim period are not
necessarily indicative of the results to be expected for the year.

(B)      PRINCIPLES OF CONSOLIDATION

The consolidated financial statements include the accounts of the Company and
its wholly owned subsidiary, Teeka Tan, Inc. Intercompany accounts and
transactions have been eliminated in consolidation.

(C)      USE OF ESTIMATES

In preparing financial statements in conformity with generally accepted
accounting principles, management is required to make estimates and assumptions
that affect the reported amounts of assets and liabilities and the disclosure of
contingent assets and liabilities at the date of the financial statements and
revenues and expenses during the reported period. Actual results could differ
from those estimates.

(D)      EARNINGS PER SHARE

Basic and diluted net income per common share is computed based upon the
weighted average common shares outstanding as defined by Financial Accounting
Standards No. 128, "Earnings Per Share." As of September 30, 2005 and 2004, the
effect of dilute securities was anti-dilutive and not included in diluted
earnings per share.

(E)      INCOME TAXES

For the nine months ended September 30, 2005, the Company accounts for income
taxes under the Statement of Financial Accounting Standards No. 109, "Accounting
for Income Taxes" ("Statement 109"). Under Statement 109, deferred tax assets
and liabilities are recognized for the future tax consequences attributable to
differences between the financial statement carrying amounts of existing assets
and liabilities and their respective tax bases. Deferred tax assets and
liabilities are measured using enacted tax rates expected to apply to taxable
income in the years in which those temporary differences are expected to be
recovered or settled. Under Statement 109, the effect on deferred tax assets and
liabilities of a change in tax rates is recognized in income in the period that
includes the enactment date.

                                        4
<PAGE>
                          IHEALTH, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                        AS OF SEPTEMBER 30, 2005 AND 2004
                                   (UNAUDITED)

(F)      NEW ACCOUNTING PRONOUNCEMENTS

In November 2004, the FASB issued SFAS No. 151 "Inventory Costs - an amendment
of ARB No. 43, Chapter 4." This Statement amends the guidance in ARB No. 43 to
require idle facility expense, freight, handling costs, and wasted material
(spoilage) be recognized as current-period charges. In addition, SFAS No. 151
requires that allocation of fixed production overheads to the costs of
conversion be based on the normal capacity of the production facilities. SFAS
No. 151 is effective for inventory costs incurred during fiscal years beginning
after September 15, 2005. The Company is currently evaluating the impact of this
statement on the financial statements of the Company.

In November 2004, the FASB issued SFAS No. 151, "Inventory Costs - an amendment
of ARB No. 43,Chapter 4"("SFAS No. 151") This statement clarifies the criteria
of "abnormal amounts" of freight, handling costs, and spoilage that are required
to be expensed as current period charges rather than deferred in inventory. In
addition, this statement requires that allocation of fixed production overheads
to the costs of conversion be based on the normal capacity of the production
facilities. SFAS No. 151 is effective for the Company July 1, 2005. The Company
is currently in the process of determining the impact of this statement on the
Company's financial statements.

SFAS No. 154, Accounting Changes and Error Corrections, was issued in May 2005
and replaces APB Opinion No. 20 and SFAS No. 3. SFAS No. 154 requires
retrospective application for voluntary changes in accounting principle in most
instances and is required to be applied to all accounting changes made in fiscal
years beginning after December 15, 2005. The Company's expected April 1, 2006
adoption of SFAS No. 154 is not expected to have a material impact on the
Company's consolidated financial condition or results of operations.

NOTE 2   ACCOUNTS RECEIVABLE

Accounts receivable at September 30, 2005 consisted of the following:

         Accounts receivable .............................      $20,143
         Less allowance for doubtful accounts ............       12,999
                                                                -------

         Accounts receivable, net ........................        7,414
                                                                =======

During the nine months ended September 30, 2005 and 2004, the Company recorded
an allowance for uncollectable accounts receivable of $8,886 and $0,
respectively.

NOTE 3   NOTES PAYABLE - RELATED PARTY

In December 2004 our three executive officers and one of our employees lent us
an aggregate of $30,000 for general working capital. Under the terms of these
notes, the principal and interest at the rate of 4% per annum are due on demand,
provided, however, that the lender may not demand payment until such time as the
rescission offer described elsewhere herein has been completed and all
stockholders who have accepted the rescission offer have been paid in full.

                                        5
<PAGE>
                          IHEALTH, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                        AS OF SEPTEMBER 30, 2005 AND 2004
                                   (UNAUDITED)

NOTE 4   CONVERTIBLE NOTE PAYABLE - STOCKHOLDER

In August 2004 the Company issued a $200,000 convertible debenture to a
principal stockholder of the Company. The debenture pays interest of 10% per
annum, and all principal and accrued interest is due on or before August 26,
2006. Commencing on August 26, 2005 all or any portion of the principal amount
of debenture and any accrued but unpaid interest is convertible at the option of
the holder into shares of our common stock at a conversion price of $0.075 per
share. There was no beneficial conversion feature on the issue of the note
payable.

NOTE 5   EQUITY TRANSACTIONS

In March 2005, the Company sold 333,333 units to an accredited investor for
gross proceeds of $25,000. Each unit consists of one share of common stock and
one three year stock purchase warrants exercisable at $0.15 per share.

In May 2005, the Company sold a total of 1,666,667 units to two accredited
investor's for gross proceeds of $125,000. Each unit consists of one share of
common stock and one three year stock purchase warrants exercisable at $0.15 per
share.

NOTE 6   AUTHORIZED SHARES

In September 2003, the Company offered an initial rescission offer to its
investors who had purchased common stock of the Company prior to February 13,
2003, since the Company had discovered that the authorized capitalization was
insufficient to permit the Company to issue the Common stock. The Company
amended the Certificate of Incorporation authorizing the Company to increase its
authorized shares to 200,000,000. All such investors had waived their rights to
the initial rescission of the original issuance of common stock as of December
31, 2004 (See Note 9).

NOTE 7   WARRANTS

During the year ended December 31, 2003, there were 120,800 warrants issued
pursuant to the private placement offer. These warrants expire on July 25, 2006,
and are all callable by the Company for $0.0001 per share if the stock exceeds
$1.00 trading value per share. The 120,800 issued warrants consisted of 120,800
Series A warrants to purchase 2,416,000 shares of common stock at $.25 per
share, 120,800 Series B warrants to purchase 6,040,000 shares of common stock at
$.37 per share and 120,800 Series C warrants to purchase 3,624,000 shares of
common stock at $.50 per share. In March 2005, the Company issued an additional
333,333 warrants to an investor with an exercise price of $. 15 per share, the
warrants expire three years from the date of issuance. In May, 2005, the Company
issued an additional 1,666,667 warrants to an investor with an exercise price of
$. 15 per share, the warrants expire three years from the date of issuance

                                        6
<PAGE>
                          IHEALTH, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                        AS OF SEPTEMBER 30, 2005 AND 2004
                                   (UNAUDITED)

NOTE 8   COMMON STOCK SUBJECT TO RESCISSION OFFER

In October 2003, the Company learned that the private placement offers made both
prior to and after February 14, 2003 may have violated federal securities laws
based on the inadequacy of the Company's disclosures made in its offering
documents for the units concerning the lack of unauthorized shares. Based on
potential violations that may have occurred under the Securities Act of 1933,
the Company is making a rescission offer to both investors who acquired the
Company's common stock prior to February 13, 2003 and who had received the
initial rescission offer, as well as to investors who had acquired the Company's
common stock subsequent to February 14, 2003, since they were not informed of
the original rescission offer. As such, the proceeds of $181,200 from the
issuance of 18,120,000 shares of common stock through April 30, 2003 have been
classified outside of equity in the balance sheet and classified as common stock
subject to rescission.

In March 2005, the Company refunded one investor their investment of $6,000 plus
accrued interest of $1,153 in the return of 600,000 shares of common stock.

In September 2005, the Company refunded one investor their investment of $1,500
plus accrued interest of $325 in the return of 150,000 shares of common stock.

NOTE 9   RELATED PARTY TRANSACTIONS

See Note 4

NOTE 10  GOING CONCERN

As reflected in the accompanying financial statements, the Company has a net
loss of $310,021 a working capital deficiency of $569,419, a stockholders'
deficiency of $706,975 and used cash in operations of $252,706. These factors
raise substantial doubt about the Company's ability to continue as a going
concern

The Company's continued existence is dependent upon its ability to raise capital
and to successfully market and sell its products. The financial statements do
not include any adjustments that might be necessary should the Company be unable
to continue as a going concern.

                                        7
<PAGE>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS

         The following discussion and analysis should be read in conjunction
with our financial statements and the accompanying notes appearing elsewhere in
this Quarterly Report.

OVERVIEW

         We were organized in April 2002. During fiscal 2002 and fiscal 2003,
our activities were primarily limited to development of our business plan,
launching our TeekaTan product line, and development of our marketing model. We
began to report revenues during the last part of fiscal 2003 from sales of our
TeekaTan sun care products. Our products are manufactured for us by a third
party contract manufacturer of sun care products. We do not view research to be
important at this stage of our development, but in future periods we anticipate
that we will introduce new products to our product line under out brand name
which were developed by our manufacturer.

         We operate in a very competitive industry which is dominated by a
limited number of companies. Our initial barrier to entry in this market has
been relatively low through our use of a third party manufacturer; however, in
order to be successful, we must steadily increase our market penetration. While
we believe that customers on vacation expect to see brands different to those to
which they are accustomed which may facilitate our market entry, we have not
undertaken any formal market survey, our assumptions may prove to be incorrect.
As a result of the small size of our company and limited marketing budget, there
are no assurances we will be successful in competing in our market segment or in
developing any brand recognition or loyalty.

         We market our products to resorts, hotels and retailers with beach
locations in south Florida, Bermuda, the Bahamas, Maine, Maryland, New Jersey
and California. At present, our products are sold ^in excess of 200 locations.
We sell primarily to beach front stores and hotels with high volume tourist
traffic. Our sales for the nine months ended September 30, 2005 increased
approximately 72%, or $45,389, from the comparable nine month period in fiscal
2004. We believe we have begun to establish our brand name and during fiscal
2005 we began seeking to transition our sales efforts to include some of the
larger retailers and retail chains. During fiscal 2005 we have also added to the
number of our full time sales personnel and expanded our marketing efforts. As a
result of these efforts, our sales products are now carried in approximately 25
Walgreen's stores and we reasonably believe we will be able to add additional,
larger retail outlets during the balance of fiscal 2005 and in fiscal 2006. In
August 2005 we made our first appearance as a vendor at one of our industry's
most important trade shows, the EPPS Sun Care Event in Fort Lauderdale, Florida.
This trade show provided us an opportunity to introduce our products to larger
retailers and retail chains from across the U.S. and internationally.

         Our gross profit margin as a percentage of sales for the nine months
ended September 30, 2005 increased by 14.8% from the comparable nine month
period in fiscal 2004. As we continue to increase our sales, our corresponding
need to purchase larger quantities of product will in turn make us eligible for
volume discounts for the purchase bottles, caps, lotions, and labels which we
believe will in turn further increase our gross profit margins. Our general and
administrative expenses have increased approximately 123%, or $200,160, for the
nine months ended September 30, 2005 as compared to the nine months ended
September 30, 2004 which is primarily the result of compensation costs
associated with increased sales personnel and our expanded marketing efforts
during fiscal 2005. We anticipate that our general and administrative expenses
will continue to increase in future periods as we further expand our marketing
and sales efforts. As described elsewhere herein, in an effort to conserve our
available cash resources, our senior management is deferring all compensation.

                                        8
<PAGE>

         In the future, we may seek to expand our business through acquisitions
of other companies which operate in our industry; however, we are not presently
a party to any agreement with any third party for any acquisitions and given our
limited resources we may have difficulty closing the acquisition of any target
companies we may identify in the future.

RESULTS OF OPERATIONS

         We reported sales of $108,434 for the nine months ended September 30,
2005 as compared to sales of $63,045 for the comparable period in fiscal 2004,
representing an increase of $45,389 or approximately 72%. The increase in our
sales during the fiscal 2005 reflects the introduction of our full product line,
our increased marketing efforts and the increase in retail locations selling our
products. In May 2005 we introduced our new line of after-sun care products
including tan extender and skin replenisher and introduced new packaging for our
tanning oils. Our sales, however, for the three months ended September 30, 2005
decreased 24% from the comparable three month period in fiscal 2004 as a result
of weather-related issues described below. We cannot assure you we will be
successful in continuing the revenue growth of our company in future periods.

         Sales of sun care products tend to be seasonal in nature, with a
disproportionate percentage of sun care product purchases occurring in the
second and third quarters. The pattern of weather's influence on sales of sun
care products can also result in either a yearly increase or decrease in sales,
depending upon the weather. This sales and weather seasonality may affect our
operating results from quarter to quarter and year to year. Seasonality in our
business makes it more difficult to prepare period to period comparisons for our
business. In addition, our operations and a majority of our customers are
located in Florida. Because we are located in Florida, which is a
hurricane-prone area, we are particularly susceptible to the risk of damage to,
or total destruction of, our headquarters and surrounding transportation
infrastructure caused by a hurricane.

         During the third and fourth quarter of fiscal 2005 the Florida Keys
were under voluntary or mandatory hurricane evacuation on four occasions and
certain of our customer locations in the Florida Keys were damaged or destroyed
by one or more of the hurricanes which passed over or made land-fall in the
Florida Keys. Certain of our customers in other parts of Florida were also
adversely impacted by storm related damage. The number of hurricanes which
threatened or struck Florida during these quarters had an adverse impact on
tourism as well. Finally, as a result of the infrastructure damage related to
Hurricane Wilma in October 2005, while we did not sustain any damage to our
principal offices, we were without power for nine days. We are not able at this
time to accurately estimate the impact on our business during the fourth quarter
of fiscal 2005 and beyond as a result of the storm related damage and lost
tourism sales, or to accurately predict when the infrastructure of South Florida
will be returned to pre-storm levels.

         In addition to hurricane related impact, during the fourth quarter we
estimate that sales of our products as Walgreen's locations will be adversely
impacted. Sales to Walgreen's represented approximately 11.4% of our sales for
the nine months ended September 30, 2005. We have been advised that it is
Walgreen's policy to significantly reduce shelf space allocated to sun tan
products and allocate that space to seasonal products related to Thanksgiving,
Christmas and Hanukkah. We believe we will have shelf space available for our
products at a majority of these Walgreen's locations after the holiday season.

                                        9
<PAGE>

         Cost of goods sold as a percentage of revenues was approximately 57.8%
for the nine months ended September 30, 2005 as compared to approximately 72.6%
for the nine months ended September 30, 2004. Our gross profit for the nine
months ended September 30, 2005 was approximately 42.2% of our sales as compared
to approximately 27.4% of our sales for the nine months ended September 30,
2004. These decreases in cost of goods sold as a percentage of revenues and
increases in margins are both the result of volume discounts from our
manufacturer as a result of our ordering in greater quantities during the fiscal
2005 as compared to fiscal 2004. Our cost on our products may continue to
decrease slightly, thereby marginally increasing our gross profit margins, if we
are able to continue to increase our sales in future periods.

         Our total operating expenses for the nine months ended September 30,
2005 were $366,861, an increase of $200,160, or approximately 124%, as compared
to the nine months ended September 30, 2004. The primary component of the
increase in total operating expenses is an increase of $200,160, or
approximately 123%, in general and administrative expenses for the nine months
ended September 30, 2005 as compared to the nine months ended September 30, 2004
which includes:

         o  an increase of approximately $52,000 in selling, marketing,
            advertising and promotional expenses,

         o  an increase of approximately $107,000 in salaries, compensation and
            related expenses, which include an increase of $35,419 in the
            non-cash accrual of salaries for our executive officers. We
            presently have three full time sales persons which we believe are
            sufficient for our current and immediate needs,

         o  a decrease of approximately $22,200 which includes a one time gain
            of $28,318.38 on interest accrued in prior periods related to the
            March 2005 rescission offer,

         o  an increase of $8,886 in bad debt expense, and

         o  an increase of approximately $35,000 in general office related
            expenses.

         All of the foregoing increases are directly related to increases in our
marketing efforts, including expansion of our sales force, in an effort to
increase our sales.

         Included in operating expenses in each of the nine months ended
September 30, 2005 and 2004 are accruals of $31,250 and $25,000, respectively,
for salaries due to our executive officers, Messrs. Brian John and Rich Miller.
At September 30, 2005 we have total accrued salaries due Messrs. John and
Miller, as well as Mr. Benedetto, an officer and director of our company, of
$435,827. Under the terms of these agreements, our executive officers initially
agreed to defer payment of their salaries until March 2005, or such earlier date
as we have positive cash flow from operations. Subsequent thereto, our executive
officers have orally agreed to extend the due date of these salaries or convert
the accrued but unpaid salaries into shares of our common stock based upon the
then fair market value of our common stock.

         We anticipate that our total operating expenses will continue to
increase in future periods as our sales increase. Included in these anticipated
increases are salaries and benefits for additional employees, increased
marketing and advertising expenses and increased rental expense. We also
anticipate that our professional fees will continue to increase as we seek to
raise additional capital. We cannot, however, at this time predict the amount of
any of these increases.

                                       10
<PAGE>

         Other interest expense, net, was $17,264 for the nine months ended
September 30, 2005 as compared to $11,146 for the nine months ended September
30, 2004. Other interest expense, net, for fiscal 2005 represented interest
accrued on the $200,000 debenture issued in August 2004. Other interest expense,
net, for the fiscal 2004 represented interest we were accruing in connection
with the rescission offer described in Note 8 of the Notes to our Consolidated
Financial Statements appearing earlier in this report.

         Gain on rescission interest was $28,318 for the nine months ended
September 30, 2005 which represents interest we had accrued during fiscal 2004
and the first part of fiscal 2005 in connection with the rescission offer to our
stockholders which was completed on March 25, 2005. We did not have a similar
expense in fiscal 2004.

         We reported a net loss of $310,021 for the nine months ended September
30, 2005 as compared to a net loss of $157,534 for the nine months ended
September 30, 2004, an increase of $152,487 or approximately 97%. Our revenues
are not sufficient to fund our operations and we anticipate that we will incur
losses for the foreseeable future until such time as we can significantly
increase our revenues. Because of the early stage of our business, the highly
competitive nature of our industry and our lack of sufficient working capital,
it is unlikely that we will be able to increase our revenues in the near future
to a level which will sustain our operations and enable us to report a profit.

LIQUIDITY AND CAPITAL RESOURCES

         Net cash used in operating activities increased to $252,706 for the
nine months ended September 30, 2005 as compared to $82,816 for the comparable
nine-month period in fiscal 2004. Included in this increase was:

         o  an increase of $152,487 in our net loss,

         o  a decrease of $4,470 in accounts receivable,

         o  an increase of $33,978 in inventory,

         o  an increase of $40,005 in accounts payable and accrued expenses,

         o  an increase of $3,014 in depreciation expense, and

         o  an increase of $35,419 in accrued payroll.

         At the time we place a product order with our supplier, we pay a
deposit which equals approximately 50% of the cost of the order; the remaining
balance is paid at the time the order is received by us. We extend credit to
most of our customers, with payment terms of net 30 or net 60.

         Cash flows used in investing activities were $37,482 for fiscal the
nine months ended September 30, 2005, representing the purchase of two PT
Cruisers which are used by sales personnel for marketing, promotional and
delivery activities, as compared to $0 for the nine months ended September 30,
2004. Cash flows provided by financing activities were $142,500 for the nine
months ended September 30, 2005 as compared to $0 for the nine months ended
September 30, 2004. Cash flows provided by financing activities for fiscal 2005
represented the proceeds of $150,000 from the sale of securities offset by the
refund of $7,500 to two investors under the terms of our rescission offer
described elsewhere in this report.

                                       11
<PAGE>

         We had a working capital deficit of $569,417 at September 30, 2005 and
cash on hand of $66,064. At September 30, 2005, we had a stockholders' deficit
of $706,973. We do not presently have any commitments for capital expenditures.
We do have $30,000 in demand notes owed to our officers and an employee and
$200,000 principal amount outstanding under a debenture due in August 2006. The
report of our independent registered public accounting firm on our consolidated
financial statements as of December 31, 2004 contains an explanatory paragraph
expressing uncertainty with respect to our ability to continue as a going
concern as a result of our net losses, working capital deficiency, stockholders'
deficiency and cash used in operations. We do not generate sufficient sales to
fund our operations.

         Our working capital deficiency is mainly the result of accrued salaries
for our senior officers which total $435,827 at September 30, 2005 and are
reflected on our balance sheet at that date as a current liability. These
officers have agreed to defer payment of these salaries until such time as we
have positive cash flow. We continue, however, to accrue salaries to these
individuals during fiscal 2005. At our present level of operations we will not
have sufficient funds to begin paying these salaries on a current basis in the
foreseeable future, or to satisfy these debt obligations.

         If we are to fully implement our business plan, we anticipate that our
use of cash will be substantial for the foreseeable future, and will exceed our
cash flow from operations during the next 12 months and thereafter, absent a
significant increase in sales. To fully implement our business plan, over the
next 12 months we anticipate that we will require additional working capital for
increasing our inventory of existing and new products, for salaries and wages,
and for increased marketing and advertising. During fiscal 2005 we have raised
$150,000 of working capital through the sale of equity securities. It is our
intent to continue to seek additional capital in the private and/or public
equity markets during fiscal 2005 to provide sufficient capital to fund our
ongoing operations and expansion of our sales. While we have a number of common
stock purchase warrants outstanding, we do not have any commitments from any
holders of these outstanding warrants to exercise the warrants, and we cannot
assure you that they will ever be exercised. In addition, while we reasonably
believe we will be able to continue to raise working capital as needed based
upon our historical successes and the growth of our company, we have no
commitments from any third parties to provide additional equity or debt funding
to us, and we cannot guarantee you that we will be successful in locating such
additional funding.

         If we raise additional working capital through the issuance of equity
securities, existing stockholders will in all likelihood experience significant
dilution. If we raise additional working capital through the issuance of debt,
our interest expense will increase and adversely affect our ability to report
profitable operations in future periods. Further, we may not be able to obtain
additional financing when needed or on terms favorable to us. Because we have no
commitment for additional capital, we cannot guarantee you that we will be
successful in raising such additional funds as we may need to fund our
operations until such time, if ever, as we generate sufficient revenues to fund
our working capital needs. If we are unable to raise sufficient working capital
when and as needed, we would be unable to pay our obligations as they become due
and we could be required to cease operations.

                                       12
<PAGE>

CRITICAL ACCOUNTING POLICIES

         We have identified the policies outlined below as critical to our
business operations and an understanding of our results of operations. The list
is not intended to be a comprehensive list of all of our accounting policies. In
many cases, the accounting treatment of a particular transaction is specifically
dictated by accounting principles generally accepted in the United States, with
no need for management's judgment in their application. The impact and any
associated risks related to these policies on our business operations is
discussed throughout Management's Discussion and Analysis or Plan of Operations
where such policies affect our reported and expected financial results. For a
detailed discussion on the application of these and other accounting policies,
see the Notes to the December 31, 2004 Consolidated Financial Statements
including in our Annual Report on Form 10-KSB for the fiscal year ended December
31, 2004 as filed with the Securities and Exchange Commission. Note that our
preparation of the financial statements requires us to make estimates and
assumptions that affect the reported amount of assets and liabilities,
disclosure of contingent assets and liabilities at the date of our financial
statements, and the reported amounts of revenue and expenses during the
reporting period. There can be no assurance that actual results will not differ
from those estimates.

REVENUE RECOGNITION

         Revenue is recognized on sales of products when the customer receives
title to the goods, generally upon delivery. Revenue is recorded on a gross
basis, since we are responsible for fulfillment, including the acceptability of
the products and services ordered by the customer. In the event we place any
merchandise on consignment, the related sales from such merchandise will be
recorded when such merchandise is sold by the retailer.

PROVISION FOR SLOW MOVING AND OBSOLETE INVENTORY

         We write down our inventory for estimated unmarketable inventory or
obsolescence equal to the difference between the cost of inventory and the
estimated market value based on assumptions about future demand and market
conditions. If actual market conditions are less favorable than those projected
by management, additional inventory write-downs may be required.

ACCOUNTS RECEIVABLE; ALLOWANCE FOR DOUBTFUL ACCOUNTS

         We maintain allowances for doubtful accounts for estimated losses
resulting from the inability of our customers to make required payments. If the
financial condition of customers were to deteriorate, resulting in an impairment
of their ability to make payments, additional allowances may be required.

RECENT ACCOUNTING PRONOUNCEMENTS

         Statement of Financial Accounting Standards ("SFAS") No. 151,
"Inventory Costs - an amendment of ARB No. 43, Chapter 4" SFAS No. 152,
"Accounting for Real Estate Time-Sharing Transactions - an amendment of FASB
Statements No. 66 and 67," SFAS No. 153, "Exchanges of Non-monetary Assets - an
amendment of APB Opinion No. 29," and SFAS No. 123 (revised 2004), "Share-Based
Payment," were recently issued. SFAS No. 151, 152, 153 and 123 (revised 2004)
have no current applicability to the Company and have no effect on the financial
statements.

                                       13
<PAGE>

ITEM 3.  CONTROLS AND PROCEDURES

         Our management, which includes our Chief Executive Officer who also
serves as our principal financial officer, have conducted an evaluation of the
effectiveness of our disclosure controls and procedures (as defined in Rule
13a-14(c) promulgated under the Securities and Exchange Act of 1934, as amended)
as of a date (the "Evaluation Date") as of the end of the period covered by this
report. Based upon that evaluation, our management has concluded that our
disclosure controls and procedures are effective for timely gathering, analyzing
and disclosing the information we are required to disclose in our reports filed
under the Securities Exchange Act of 1934, as amended. There have been no
significant changes made in our internal controls or in other factors that could
significantly affect our internal controls subsequent to the end of the period
covered by this report based on such evaluation.

                           PART II. OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS.

None.

ITEM 2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

None.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES.

None.

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

None.

ITEM 5.  OTHER INFORMATION

         Between 2002 and April 2003, we issued an aggregate of 19,120,000
shares of our common stock and warrants to purchase an aggregate of 41,200,000
common shares in a unit offering of securities to 40 accredited investors. We
raised a total of $191,200 in this offering. On February 14, 2005, our
registration statement covering the resale of these shares as well as other
shares became effective with the Securities and Exchange Commission. In 2005, a
broker-dealer and prospective market maker for the common shares of IHealth,
Inc., filed an application with the OTC Bulletin Board in order to enable our
common shares to be included for trading on the OTCBB. During the course of the
OTCBB application process, we became aware that a so-called "safe harbor" for
conducting the private offering of the units of our securities was not available
for a number of the purchasers of the units, and therefore, the exemption for
the private placement of such units may not have been available at the time we
conducted the offering.

                                       14
<PAGE>

         Rule 3a4-1 of the Securities Exchange Act of 1934 provides a "safe
harbor" for "associated persons" of an issuer to sell the issuer's securities
without the necessity of being registered as a broker. Two of our employees at
the time, Mr. Damien Delgado and Mr. Casey Burt, along with management,
solicited prospective investors for the offering, but did not receive
transaction-based compensation for sales of IHealth common stock. However, in
order to qualify for the "safe harbor," the conditions of that rule require that
the associated persons have not been associated with a broker-dealer within the
preceding 12 months prior to selling units of IHealth's securities or engaged in
selling securities during the prior 12-month period. Subsequently, IHealth
learned that Messrs. Burt and Delgado had been associated with a broker-dealer
or had been engaged in selling securities within the prior 12-month period,
which would deprive the Company of the "safe harbor" under Rule 3a4-1, and
therefore, the offering exemption, which was relied upon by IHealth, might not
be available. We also learned subsequently that Mr. Delgado was subject to a
statutory disqualification which would also prevent us from relying on the "safe
harbor." As indicated, neither of these individuals received any
transaction-based compensation, and the Company believed that they were full
time employees of the Company. The Company was not aware that Rule 3a4-1 could
not be relied upon based on the activities of these former employees.

         As a result of the foregoing, on July 20, 2005 we commenced a
rescission offer which expired at 5 p.m. on August 20, 2005. If all eligible
investors had elected to accept the rescission offer, we would have be required
to refund investments totaling $181,200, plus interest on those funds from the
date of investment through the date of the acceptance of the rescission offer at
7% per annum. One eligible investor accepted the rescission offer and in
September 2005 we refunded that investor his initial $1,500 investment and paid
him interest of $325. The rescinding stockholder returned to us 150,000 shares
of our common stock which were cancelled and returned to the status of
authorized but unissued common stock.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

Exhibit No.                       Description

31.1       Rule 13a-14(a)/15d-14(a) certification of Chief Executive Officer

31.2       Rule 13a-14(a)/15d-14(a) certification of principal financial officer

32.1       Section 1350 certification of Chief Executive Officer and principal
           accounting officer



                                   SIGNATURES

         In accordance with the requirements of the Exchange Act, the registrant
has duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.

                                        IHealth, Inc.

                                        By: /s/ Brian John
                                            --------------
                                        Brian John, Chief Executive Officer,
                                        principal executive officer and
                                        principal accounting officer

Dated:  November 11,  2005

                                       15