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

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

                                   FORM 10-QSB

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

                FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2005

                                       OR

           [_]     TRANSITION REPORT UNDER SECTION 13 OR 15(d)
                              OF THE EXCHANGE ACT

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

                         Commission File Number 1-07149

                               ITIS HOLDINGS INC.
        (Exact name of small business issuer as specified in its charter)


            NEVADA                                             74-3069407
 (State or other jurisdiction of                            (I.R.S. Employer
  incorporation or organization)                           Identification No.)


   12000 WESTHEIMER, HOUSTON, TEXAS                               77077
(Address of principal executive office)                         (Zip Code)


                    Issuer's telephone number: (281) 600-6000

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.
Yes [X]     No [_]

The number of shares of the issuer's common stock outstanding as of November 9,
2005 was 5,495,743.

Transitional Small Business Disclosure Format (Check One): Yes [_]     No [X]


<PAGE>
<TABLE>
<CAPTION>
                               ITIS HOLDINGS INC.

                                   FORM 10-QSB

                       FOR THE QUARTER SEPTEMBER 30, 2005

                                      INDEX


                                                                     PAGE
                                                                     ----
<S>                                                                  <C>
PART I -- FINANCIAL INFORMATION

Item 1.   Financial Statements. . . . . . . . . . . . . . . . . . .     3

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

Item 3.   Controls and Procedures . . . . . . . . . . . . . . . . .    10

SIGNATURES. . . . . . . . . . . . . . . . . . . . . . . . . . . . .    11
</TABLE>


                                        2
<PAGE>
<TABLE>
<CAPTION>
                             ITIS HOLDINGS INC. AND SUBSIDIARIES
                                 CONSOLIDATED BALANCE SHEET
                                     SEPTEMBER 30, 2005
                                         (UNAUDITED)


ASSETS
<S>                                                                            <C>
Current assets:
    Cash and cash equivalents                                                  $    491,300
    Investments available for sale, at fair market value                             57,710
    Other current assets                                                             27,000
                                                                               -------------
        Total current assets                                                        576,010

Long term assets                                                                     52,238
Fixed assets, net of $92,898 accumulated depreciation                                 8,671
                                                                               -------------

        Total assets                                                           $    636,919
                                                                               =============

LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
    Notes payable-other                                                        $     37,500
    Disputed note to Cootes Drive LLC                                               500,000
    Accounts payable                                                                145,000
    Accounts payable-related parties                                                873,765
    Accrued interest-related parties                                              1,690,066
    Accrued liabilities                                                              52,606
                                                                               -------------
        Total current liabilities                                                 3,298,937
    Long term notes payable to Chairman                                           1,950,555
    Long term notes payable to Directors                                          1,834,563
                                                                               -------------
Total liabilities                                                                 7,084,055
                                                                               -------------

Commitments and contingencies                                                             -

Stockholders' deficit:
    Series A Convertible Preferred stock, par value $.001,
        50,000,000 shares authorized; 161.08 shares issued and outstanding                -
    Common stock, par value $.001, 150,000,000 shares
        authorized;  5,697,450 shares issued and 5,495,743 shares outstanding         5,697
    Additional paid in capital                                                   31,535,788
    Accumulated deficit                                                         (37,635,962)
    Treasury stock, at cost, 201,707 shares                                        (323,127)
    Accumulated other comprehensive income
        unrealized loss on investments                                              (29,532)
                                                                               -------------
        Total stockholders' deficit                                              (6,447,136)
                                                                               -------------

        Total liabilities and stockholders' deficit                            $    636,919
                                                                               =============
</TABLE>


                                        3
<PAGE>
<TABLE>
<CAPTION>
                                      ITIS HOLDINGS INC. AND SUBSIDIARIES
                         CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
                                                  (Unaudited)

                                              For the nine months ended         For the three months ended
                                                   September 30,                     September 30,
                                               2005             2004             2005             2004
                                          ---------------  ---------------  ---------------  ---------------
<S>                                       <C>              <C>              <C>              <C>
OPERATING EXPENSES:
  Amortization and depreciation           $      (12,965)  $      (45,738)  $       (1,130)  $       (6,501)
  General and administrative                    (561,717)        (560,280)        (117,288)         (96,200)
  Gain (loss) on retirement of assets              2,202                -           (8,551)               -
  Loss on sale of note receivable               (273,033)               -                -                -
  Bad debt recovery                              994,852                -           (4,898)               -
                                          ---------------  ---------------  ---------------  ---------------
  Total operating expenses                       149,339         (606,018)        (131,867)        (102,701)
                                          ---------------  ---------------  ---------------  ---------------

INCOME (LOSS) FROM OPERATIONS                    149,339         (606,018)        (131,867)        (102,701)

INTEREST INCOME                                   45,477          119,281            8,623           18,427
INTEREST EXPENSE                                (333,418)        (214,410)        (110,123)         (89,027)

                                          ---------------  ---------------  ---------------  ---------------
INCOME (LOSS) FROM CONTINUING OPERATIONS        (138,602)        (701,147)        (233,367)        (173,301)
                                          ---------------  ---------------  ---------------  ---------------

DISCONTINUED OPERATIONS
  Loss from operations of
      discontinued business segments                   -         (229,957)               -          (84,889)
                                          ---------------  ---------------  ---------------  ---------------

NET INCOME (LOSS)                               (138,602)        (931,104)        (233,367)        (258,190)

OTHER COMPREHENSIVE GAIN (LOSS)
  Unrealized gain (loss) on investments
      available for sale                         (43,533)         (58,871)         (12,129)         (10,295)
                                          ---------------  ---------------  ---------------  ---------------

NET AND COMPREHENSIVE INCOME (LOSS)       $     (182,135)  $     (989,975)  $     (245,496)  $     (268,485)
                                          ===============  ===============  ===============  ===============

INCOME (LOSS) PER COMMON SHARE -
  BASIC AND DILUTED:
      CONTINUING OPERATIONS               $        (0.03)  $        (0.13)  $        (0.04)  $        (0.03)
      DISCONTINUED OPERATIONS                          -            (0.04)               -            (0.02)
                                          ---------------  ---------------  ---------------  ---------------
      TOTAL                               $        (0.03)  $        (0.17)  $        (0.04)  $        (0.05)
                                          ===============  ===============  ===============  ===============

WEIGHTED AVERAGE SHARES USED IN
  COMPUTING LOSS PER
  COMMON SHARE                                 5,495,743        5,495,743        5,495,743        5,495,743
                                          ===============  ===============  ===============  ===============
</TABLE>


                                        4
<PAGE>
<TABLE>
<CAPTION>
ITIS HOLDINGS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOW
(Unaudited)

                                                                For the nine months ended September 30,
                                                                     2005                   2004
                                                             ---------------------  ---------------------
<S>                                                          <C>                    <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss                                                   $           (138,602)  $           (931,104)
  Net loss from discontinued operations                                         -               (229,957)
                                                             ---------------------  ---------------------
  Net loss before discontinued operations                                (138,602)              (701,147)
  Adjustments to reconcile net loss to net
    cash used in operating activities:
    Amortization and depreciation                                          12,965                 45,738
    Loss on retirement of fixed assets                                     10,071
    Gain on sale of fixed assets                                          (20,824)
    Loss on sale of marketable securities                                   8,551
    Impairment charge                                                     273,033
    Imputed interest                                                       65,609
    Amortization discount interest income                                 (36,854)
    Net marketable securities received as bad debt recovery               (94,851)
    Changes in:
        Accounts receivable                                                     -                    271
        Other assets                                                      (26,960)                   (40)
        Accounts payable                                                 (146,262)                73,921
        Accrued liabilities                                                  (788)                     -
        Accrued interest-related party                                    179,829                 79,622
                                                            ---------------------  ---------------------
    Net cash provided by continuing operations                             84,917               (501,635)
    Net cash used in discontinued operations                                    -                (94,369)
                                                             ---------------------  ---------------------
    Net cash provided by (used in) operating activities                    84,917               (596,004)
                                                             ---------------------  ---------------------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Proceeds received on notes receivable                                   995,000                237,218
  Purchase of investments                                                 (50,000)
  Purchase of fixed assets                                                 (3,478)
  Proceeds from sale of marketable securities                              14,649
  Proceeds from sale of fixed assets                                       25,000
                                                             ---------------------  ---------------------
    Net cash provided by continuing operations                            981,171                237,218
    Net cash provided by discontinued operations                                -                      -
                                                             ---------------------  ---------------------
    Net cash provided by investing activities                             981,171                237,218
                                                             ---------------------  ---------------------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Bank overdraft                                                                -                 77,278
  Proceeds from notes payable                                                   -                325,000
  Advances from related parties                                             4,500                112,710
  Repay advances from related parties                                     (39,500)              (267,178)
  Payment on notes payable                                               (243,470)
  Payments on notes payable-related parties                              (400,000)
                                                             ---------------------  ---------------------
    Net cash provided by (used in) continuing operations                 (678,470)               230,257
    Net cash provided by discontinued operations                                -                 17,553
                                                             ---------------------  ---------------------
    Net cash provided by (used in) financing activities                  (678,470)               247,810
                                                             ---------------------  ---------------------
NET DECREASE IN CASH AND CASH
  EQUIVALENTS                                                             387,618               (110,976)
CASH AND CASH EQUIVALENTS, beginning of period                            103,682                110,976
                                                             ---------------------  ---------------------
CASH AND CASH EQUIVALENTS, end of period                     $            491,300   $                  -
                                                             =====================  =====================

SUPPLEMENT DISCLOSURES:
  Interest Paid                                              $             83,492   $             41,503
  Income Taxes Paid                                                             -                      -
</TABLE>


                                        5
<PAGE>
                       ITIS HOLDINGS INC. AND SUBSIDIARIES
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1-BASIS OF PRESENTATION

The accompanying unaudited interim consolidated financial statements of ITIS
Holdings Inc. ("ITIS") have been prepared in accordance with accounting
principles generally accepted in the United States of America and the rules of
the Securities and Exchange Commission ("SEC"), and should be read in
conjunction with the audited financial statements and notes thereto contained in
ITIS's Annual Report filed with the SEC on Form 10-KSB. In the opinion of
management, all adjustments, consisting of normal recurring adjustments,
necessary for a fair presentation of financial position and the results of
operations for the interim periods presented have been reflected herein. The
results of operations for interim periods are not necessarily indicative of the
results to be expected for the full year. Notes to the financial statements that
would substantially duplicate the disclosure contained in the audited financial
statements for 2004 as reported in the 10-KSB have been omitted.


NOTE 2-INVESTMENTS

Investments include marketable equity securities available for sale at their
fair value. For the available for sale securities, any unrealized holding gains
and losses are excluded from operating results and are recognized as other
comprehensive income. The fair values of the securities at year-end are
determined based on prevailing market prices. During the year management may
estimate the fair value of securities not regularly traded.

Details of ITIS's marketable equity securities available for sale as of
September 30, 2005 are as follows:


<TABLE>
<CAPTION>
<S>                                           <C>
Investment in ATSI Communications, Inc.
--------------------------------------------
349,760 shares, at cost                       $    87,242
Aggregate fair value at September 30, 2005         57,710
                                              -----------
Gross unrealized holding losses               $    29,532
                                              ===========
</TABLE>


An other than temporary impairment was not recognized for this holding as the
stock price has recovered since September 30, 2005, and as of November 18, 2005
ITIS has unrealized holding gains in ATSI Communications, Inc.


NOTE 3-BAD DEBT RECOVERY

On June 7, 2005, ITIS Holdings Inc. and its subsidiary, ITIS, Inc. received
$925,000 of cash and 399,000 shares of ATSI Communications, Inc. valued at
$99,750 in a settlement agreement with our lawyers.  As part of the agreement,
ITIS relinquished certain assets for a gain of $25,000, 50,000 shares of
Eagletech Communications, Inc. and 3,960 shares of ATSI Communications, Inc.,
valued at $4,898, to the Law Firms in July 2005. ITIS and its directors released
the Law Firms from certain claims arising from pending litigation in which the
Law Firms represent the Company and its directors and the Law Firms released the
Company from certain claims relating to the litigation support business. The
entire $994,852 is shown as a bad debt recovery because all amounts were written
off as uncollectible in prior periods.


                                        6
<PAGE>
NOTE 4-NOTES PAYABLE RELATED PARTIES

On June 15, 2005 and July 15, 2005, ITIS made principal payments of $200,000
each on notes payable to directors.


NOTE 5-SALE OF ASSET

On August 5, 2005, ITIS sold the rights to the Asset Purchase Agreement between
ITIS and JuriSearch Holdings, LLC for $810,833 and ITIS recorded a loss on the
sale of $273,033.


NOTE 6-SETTLED LITIGATION

In June 2005, ITIS settled a threatened legal action for $205,000.


                                        7
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

The following discussion should be read in conjunction with the condensed,
consolidated financial statements of ITIS, which are included elsewhere in this
Form 10-QSB.  Included in this discussion are certain forward-looking statements
regarding ITIS's expectations for its business and its capital resources.   The
reader should not rely on forward-looking statements because they are subject to
known and unknown risks, uncertainties and other factors that may cause our
actual results to differ materially from those contemplated by the
forward-looking statements. ITIS and its subsidiaries may experience high
volatility in operating results and cash flows from quarter to quarter and from
year to year.

ITIS has no ongoing operations at the present time. However, Management is
seeking and evaluating new business opportunities on an ongoing basis.
Additionally, in November 2005 ITIS has begun providing management and marketing
services to a third party company and anticipates providing such services to
additional companies in the future. It is critical that new profitable
operations commence in order to provide funds necessary for ITIS to remain in
business.

The following is management's discussion and analysis of certain significant
factors that have affected ITIS's financial condition and results of operations
during the nine and three months ending September 30, 2005 and 2004.


RESULTS OF OPERATIONS

Amortization and Depreciation Expense.   Amortization and depreciation expense
decreased by $32,773 to $12,965 for the nine months ended September 30, 2005
from $45,738 for the nine months ended September 30, 2004. Amortization and
depreciation expense decreased by $5,371 to $1,130 for the three months ended
September 30, 2005 from $6,501 for the three months ended September 30, 2004.
The decreases are primarily due to retirement of fixed assets.

General and Administrative Expense. General and administrative expense increased
by $1,437 to $561,717 for the nine months ended September 30, 2005 from $560,280
for the nine months ended September 30, 2004.  General and administrative
expense increased by $21,088 to $117,288 for the three months ended September
30, 2005 from $96,200 for the three months ended September 30, 2004. The net
changes are a result of the following:

     -    The expense of professional fees, contract services, and outside
          consulting services increased by $150,376 and $41,202 for the nine and
          three months ended September 30, 2005, respectively. The increase is
          due to increased legal fees relating to renegotiation of service
          contracts of subsidiary Litidex(R).

     -    Payroll and related costs at the administrative and management level
          decreased by $111,169 and $5,545 for the nine and three months ended
          September 30, 2005, respectively, as a result of the elimination of
          three corporate employees.

     -    Rent, utilities and related expenses decreased by $31,915 and $992 for
          the nine and three months ended September 30, 2005, respectively,
          primarily as a result of the move of our corporate offices to smaller
          space in June of 2004 and the closing of the final PharmHouse location
          in June 2004.

     -    Miscellaneous other general and administrative expenses including
          materials and supplies, telephone expense, and ISP co-location costs
          decreased by $5,855 and $13,577 for the nine and three months ended
          September 30, 2005.

Loss on Asset Sale. A charge of $273,033 was recorded during the three months
ended June 30, 2005 for the sale of a note receivable in the third quarter of
2005.

Bad Debt Recovery. Pursuant to a settlement agreement between ITIS and law firms
Christian, Smith & Jewell, L.L.P. and others (the Law Firms), a net recovery of
previously recorded bad


                                        8
<PAGE>
debts in the amount of $999,750 was recorded in June 2005. This amount was
adjusted by $4,898 to $994,852 in the third quarter of 2005 to reflect the
transfer of 50,000 shares of Eagletech Communications, Inc. and 3,960 shares of
ATSI Communications, Inc., valued at $4,898, to the Law Firms in July 2005.

Interest Expense. Interest expense increased by $119,008 to $333,418 for the
nine months ended September 30, 2005 from $214,410 for the nine months ended
September 30, 2004. Interest expense also increased by $21,096 to $110,123 for
the three months ended September 30, 2005 from $89,027 for the three months
ended September 30, 2004.The majority of the increase is due to imputed interest
on non-interest bearing advances from officers and directors.

Discontinued Operations. A summary of discontinued operations for the nine and
three months ended September 30, 2004 follows:


<TABLE>
<CAPTION>
                                             Nine months           Three months
                                                ended                 ended
                                          September 30, 2004    September 30, 2004
                                         --------------------  --------------------
<S>                                      <C>                   <C>
Revenues
  Litigation support services            $            35,000   $                 -
  Pharmacy operations                                148,470                     -
                                         --------------------  --------------------
                                                     183,470                     -
                                         --------------------  --------------------
Operating expenses
  Cost of good sold-pharmacy operations              120,754                     -
  Selling and marketing                               19,936                     -
  General and administrative                         151,317                58,238
  Production costs                                    23,328                     -
  Amortization and depreciation                       38,693                 5,812
                                         --------------------  --------------------
                                                     354,028                64,050
                                         --------------------  --------------------
Interest income                                        1,287                   382
Interest expense                                     (60,686)              (21,221)
                                         --------------------  --------------------
Net loss from discontinued operations    $          (229,957)  $           (84,889)
                                         ====================  ====================
</TABLE>


LIQUIDITY AND CAPITAL RESOURCES

ITIS's ability to execute its business strategy depends to a significant degree
on its ability to generate an established source of revenues, working capital,
and positive cash flow, and its ability to attract additional capital. ITIS's
principal demands for liquidity are cash for normal operations.

For the nine months ended September 30, 2005, ITIS's cash and cash equivalents
increased by $387,618 to $491,300 in available cash at September 30, 2005 from
the December 31, 2004 available cash balance of $103,682. ITIS has a working
capital deficit of $2,722,927 at September 30, 2005. Cash provided by operating
activities was $84,917, cash provided by investment activities was $981,171, and
cash used in financing activities was $678,470.

Cash provided by operating activities of $84,917 is primarily due to cash
received from bad debt recovery of $925,000, which was offset by operating
expenses totaling $636,902 and interest paid of $83,492.  Cash provided by
investment activities of $981,171 is due to payments received on notes
receivable of $995,000 and proceeds from sale of fixed assets and marketable
securities of $39,649, offset by purchases of investments and fixed assets
totaling $53,478. Cash used by financing activities of $678,470 is due to
repayment of advances from related parties of $39,500, payments on notes payable
of $243,470, and payments on notes payable related parties of $400,000. Advances
from related parties of $4,500 offset these amounts.


                                        9
<PAGE>
ITIS does not at this time have an established source of revenues, working
capital or cash flow to cover operating costs to allow ITIS to remain in
business. While management is seeking new business opportunities for ITIS, the
litigation support services of Litidex(R) have been suspended indefinitely, and
on June 1, 2004, subsidiary PharmHouse closed its only operating pharmacy. While
management has successfully converted certain long-term assets to cash, it is
critical that a new source of operating revenues be established.

It is likely that ITIS will be required to obtain additional financing or equity
capital to remain in business, and that capital, if available, may have
provisions that could further suppress current and future stock prices and cause
significant dilution to current shareholders.

As reflected in the accompanying financial statements, ITIS has incurred
$37,635,962 in losses since inception and has used significant amounts of cash
in operating ITIS.   ITIS' current working capital is not sufficient to cover
cash requirements for the 2005 fiscal year or to bring the ITIS to a positive
cash flow position. ITIS may not ever become profitable and could fail as a
going concern.

We may in the future experience significant fluctuations in the results of our
operations. Such fluctuations may result in significant volatility in the price
and/or value of ITIS's common stock. Shortfalls in revenues, financing or
capital may adversely and disproportionately affect the results of operations
because a high percentage of current operating expenses are relatively fixed and
are primarily financed through loans and capital contributions. These funds are
not guaranteed and may not continue in the future. Accordingly, management
believes that period-to-period comparisons of results of operations should not
be relied upon as an indication of future results of operations.

ITEM 3. CONTROLS AND PROCEDURES

ITIS has adopted and implemented internal disclosure controls and procedures
designed to provide reasonable assurance that all reportable information will be
recorded, processed, summarized and reported within the time period specified in
the SEC's rules and forms.  Under the supervision and with the participation of
ITIS's management, including ITIS's President and Chief Executive Officer and
ITIS's Controller and Principal Financial Officer, ITIS has evaluated the
effectiveness of the design and operation of its disclosure controls and
procedures pursuant to Exchange Act Rule 13a-15(e) as of the end of the fiscal
quarter covered by this report.  Based on that evaluation, the President and
Chief Executive Officer and the Controller and Principal Financial Officer have
concluded that these disclosure controls and procedures are effective.  There
were no changes in ITIS's internal controls or in other factors during or since
the end of the fiscal quarter covered by this report that have had a material
effect or are reasonably likely to have a material effect on internal controls
subsequent to the end of the fiscal quarter covered by this report.

ITEM 6. REPORTS ON FORM 8-K

No reports on Form 8-K were filed during the quarter for which this report is
filed.


                                       10
<PAGE>
                                   SIGNATURES


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


                                           ITIS HOLDINGS INC.




November 18, 2005                            /s/ Hunter M.A. Carr
                                           -------------------------------------
                                           Hunter M.A. Carr
                                           President and Chief Executive Officer

                                             /s/ Joanna Hoover
                                           -------------------------------------
November 18, 2005                          Joanna Hoover
                                           Principal Accounting Officer


                                       11