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

                                    FORM 10-Q

(MARK ONE)

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

                For the quarterly period ended March 31, 2004 OR

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

                        For the transition period from to

                             Commission File Number

                        Pharmacy Buying Association, Inc.
             (Exact name of registrant as specified in its charter)

                      Missouri                                  43-1482785
          (State or other jurisdiction of                    (I.R.S. Employer
           incorporation or organization)                   Identification No.)

1575 N. Universal Ave., Suite 100, Kansas City, Missouri           64120
 (Address of principal executive offices)                       (Zip Code)

(816) 245-5700
Registrant's telephone number, including area code

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|_|

At March 31, 2004, 6,724 shares of common stock, $1.00 par value, of the
registrant were outstanding.

Total number of pages 20.

<PAGE>

                        Pharmacy Buying Association, Inc.
                                 INDEX FORM 10-Q

Part I - FINANCIAL INFORMATION

       ITEM 1 - FINANCIAL STATEMENTS

           Consolidated Balance Sheets as of March 31, 2004 (unaudited)
           and December 31, 2003

           Consolidated Statements of Operations for the three
           months ended March 31, 2004 and 2003 (unaudited)

           Consolidated Statements of Cash Flows for the three months ended
           March 31, 2004 and 2003 (unaudited)

           Notes to Consolidated Financial Statements (unaudited)

       ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS
       OF OPERATIONS AND FINANCIAL CONDITION
       ITEM 3 - QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT
       MARKET RISK

       ITEM 4 - CONTROLS AND PROCEDURES

Part II - OTHER INFORMATION

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

       ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K

SIGNATURES

CERTIFICATIONS

<PAGE>

PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

                PHARMACY BUYING ASSOCIATION, INC. AND SUBSIDIARY
                             D/B/A TRUECARE PHARMACY

                          INDEX TO FINANCIAL STATEMENTS

Consolidated financial statements:

            Consolidated balance sheets as of March 31, 2004 (unaudited) and
            December 31, 2003

            Consolidated statements of operations for the three months ended
            March 31, 2004 and 2003 (unaudited)

            Consolidated statements of cash flows for the three months ended
            March 31, 2004 and 2003 (unaudited)

            Notes to consolidated financial statements (unaudited)

<PAGE>

                PHARMACY BUYING ASSOCIATION, INC. AND SUBSIDIARY
                             D/B/A TRUECARE PHARMACY

                           CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                     ASSETS

                                                                (Unaudited)       (Audited)
                                                                 March 31,       December 31,
                                                                   2004              2003
                                                                   ----              ----
<S>                                                             <C>              <C>
Current assets:
   Cash in bank                                                 $ 2,294,010
   Accounts receivable                                            7,286,768      $ 7,068,561
   Inventories                                                    8,969,554       10,220,377
   Prepaid expenses                                                  57,273           32,938
   Deferred income taxes                                             79,000           79,000
                                                                -----------      -----------
                  Total current assets                           18,686,605       17,400,876

Investment                                                          500,000          500,000
Property and equipment                                              289,701          333,746
Goodwill                                                            229,144          229,144
Other assets                                                         17,890           17,890
                                                                -----------      -----------

                                                                $19,723,340      $18,481,656
                                                                ===========      ===========

                      LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
   Checks written in excess of cash in bank                                      $ 1,068,526
   Accounts payable                                             $12,666,315       10,474,830
   Accrued payroll                                                  157,825          115,618
   Obligation to acquire stock in treasury                          294,920          341,640
   Deferred revenue                                               1,169,305        1,308,160
   Income taxes payable                                             169,221           85,736
                                                                -----------      -----------
                  Total current liabilities                      14,457,586       13,394,510
                                                                -----------      -----------

Deferred income taxes                                                12,000           12,000
                                                                -----------      -----------

Commitments and contingencies

Stockholders' equity:
   Common stock, $1 par; authorized 30,000 shares;
    issued and outstanding 6,724 and 6,920 shares,
    respectively                                                      6,724            6,920
   Retained earnings                                              5,247,030        5,068,226
                                                                -----------      -----------
                                                                  5,253,754        5,075,146
                                                                -----------      -----------

                                                                $19,723,340      $18,481,656
                                                                ===========      ===========
</TABLE>

                 See notes to consolidated financial statements.

<PAGE>

                PHARMACY BUYING ASSOCIATION, INC. AND SUBSIDIARY
                             D/B/A TRUECARE PHARMACY

                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                            Three months ended March 31,
                                                              2004               2003
                                                          ------------       ------------
<S>                                                       <C>                <C>
Revenues:
   Distribution center (including revenues generated
    from businesses owned by members of the Board
    of Directors of $4,542,545 and $3,814,968 for
    the three months ended March 31, 2004 and 2003,
    respectively                                          $ 36,263,485       $ 36,694,049
   Participation programs and fees                             601,303            880,610
   Activity rebates and charges                              1,433,551          1,508,136
   Third party                                                  16,397             25,701
                                                          ------------       ------------
                                                            38,314,736         39,108,496
                                                          ------------       ------------
Cost of revenues:
   Distribution center                                      35,254,977         35,467,171
   Participation programs and fees                             284,756            205,343
   Activity rebates                                            984,492          1,327,988
                                                          ------------       ------------
                                                            36,524,225         37,000,502
                                                          ------------       ------------

Gross profit                                                 1,790,511          2,107,994
General and administrative expenses                          1,298,315          1,424,021
                                                          ------------       ------------

Income from operations                                         492,196            683,973
                                                          ------------       ------------

Other income (expense):
   Investment income                                             5,925              3,922
   Interest expense                                             (1,389)            (1,505)
                                                          ------------       ------------
                                                                 4,536              2,417
                                                          ------------       ------------

Income before income taxes                                     496,732            686,390
Income taxes                                                   203,660            280,590
                                                          ------------       ------------

Net income                                                $    293,072       $    405,800
                                                          ============       ============

Earnings per common share:
   Income available to common stockholders                $    293,072       $    405,800
   Weighted average shares outstanding,
    basic and diluted                                            6,819             11,157
                                                          ------------       ------------

   Basic and diluted earnings per share                   $      42.98       $      36.37
                                                          ============       ============
</TABLE>

                See notes to consolidated financial statements.

<PAGE>

                PHARMACY BUYING ASSOCIATION, INC. AND SUBSIDIARY
                             D/B/A TRUECARE PHARMACY

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                        Three months ended March 31,
                                                                        ----------------------------
                                                                            2004              2003
                                                                            ----              ----
<S>                                                                     <C>               <C>
Cash flows from operating activities:
   Net income                                                           $   293,072       $   405,800
   Adjustments to reconcile net income to net
    cash provided (used) by operating activities:
     Depreciation                                                            44,045            50,572
     Changes in operating assets and liabilities:
       Accounts receivable                                                 (218,207)           24,844
       Inventories                                                        1,250,823        (1,071,770)
       Prepaid expenses                                                     (24,335)          (24,381)
       Checks written in excess of cash in bank                          (1,068,526)          246,058
       Accounts payable                                                   2,191,485         3,663,323
       Accrued payroll                                                       42,207            53,204
       Deferred revenue                                                    (138,855)          (62,124)
       Income taxes payable                                                  83,485          (101,040)
                                                                        -----------       -----------
                  Net cash provided (used) by operating activities        2,455,194         3,184,486
                                                                        -----------       -----------

Cash flows from investing activities, purchase of property
 and equipment                                                                   --           (17,788)
                                                                        -----------       -----------

Cash flows from financing activities:
   Payments on bank line of credit                                                         (3,000,000)
   Acquisition and cancellation of treasury stock                          (114,464)         (166,698)
   Reduction in obligation to acquire stock in treasury                     (46,720)
                                                                        -----------       -----------
                  Net cash used by financing activities                    (161,184)       (3,166,698)
                                                                        -----------       -----------

Net increase in cash                                                      2,294,010                --
Cash, beginning of period                                                        --                --
                                                                        -----------       -----------

Cash, end of period                                                     $ 2,294,010              ($--)
                                                                        ===========       ===========

Supplemental disclosures of cash flow information:
   Cash transactions during the period for:
     Interest paid                                                      $     1,389       $     1,505
                                                                        ===========       ===========

     Income taxes paid                                                  $   120,175       $   381,630
                                                                        ===========       ===========
</TABLE>

                See notes to consolidated financial statements.

<PAGE>

                PHARMACY BUYING ASSOCIATION, INC. AND SUBSIDIARY
                             D/B/A TRUECARE PHARMACY

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

1.    Basis of presentation:

      The accompanying interim financial statements have been prepared in
      accordance with the rules and regulations of the Securities and Exchange
      Commission for interim reporting and do not include certain disclosures
      required by accounting principles generally accepted in the United States
      of America. Accordingly, the statements should be read in conjunction with
      the Pharmacy Buying Association, Inc., d/b/a TrueCare Pharmacy (the
      Company) financial statements and notes thereto included in the Company's
      Annual Report and Form 10-K filed with the Securities and Exchange
      Commission under File No. 000-49785. Accounting policies utilized in the
      preparation of financial information herein presented are the same as set
      forth in our annual financial statements. Certain disclosures and
      information normally included in financial statements have been condensed
      or omitted. In the opinion of the management of the Company, these
      financial statements contain all adjustments (consisting only of normal
      recurring adjustments) necessary for a fair presentation of the interim
      financial statements. Interim results of operations are not necessarily
      indicative of the results of operations for the full year.

2.    New accounting pronouncements:

      Property and equipment:

            During December 2003, the Securities and Exchange Commission ("SEC")
      issued Staff Accounting Bulletin ("SAB") No. 104, Revenue Recognition,
      which supersedes SAB No. 101, Revenue Recognition in Financial Statements.
      This Bulletin's primary purpose is to rescind accounting guidance
      contained in SAB No. 101 related to multiple element revenue arrangements,
      superseded as a result of the issuance of EITF 00-21, Accounting for
      Revenue Arrangements with Multiple Deliverables. While the wording of SAB
      No. 104 has changed to reflect the issuance of EITF 00-21, the revenue
      recognition principles of SAB No. 101 remain largely unchanged by the
      issuance of SAB No. 104. The issuance of this Bulletin did not impact the
      Company's accounting policy for revenue recognition.

            During December 2003, the Financial Accounting Standards Board
      ("FASB") issued SFAS No. 132 (revised 2003), Employers' Disclosures about
      Pensions and Other Postretirement Benefits--an amendment of FASB
      Statements No. 87, 88, and 106. This Statement revises disclosure
      requirements about pension plans and other postretirement benefit plans.
      It does not change the measurement or recognition of those plans required
      by SFAS No. 87, Employers' Accounting for Pensions, SFAS No. 88,
      Employers' Accounting for Settlements and Curtailments of Defined Benefit
      Pension Plans and for Termination Benefits, and SFAS No. 106, Employers'
      Accounting for Postretirement Benefits Other Than Pensions. This Statement
      requires additional disclosures about the assets, obligations, cash flows
      and net periodic benefit cost of defined benefit pension plans and other
      postretirement benefit plans. In addition, the various elements of pension
      and other postretirement benefit costs must be disclosed on a quarterly
      basis. The annual disclosure provisions of SFAS No. 132 (revised 2003)
      generally are effective for fiscal years ending after December 15, 2003,
      while the interim disclosure provisions are effective for interim periods
      beginning after December 15, 2003. The adoption of SFAS No. 132 (revised
      2003) did not have a material impact on the Company's financial condition
      or results of operations.

<PAGE>

                PHARMACY BUYING ASSOCIATION, INC. AND SUBSIDIARY
                             D/B/A TRUECARE PHARMACY

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                                   (Unaudited)

3.    Accounts receivable:

                                           March 31,        December 31,
                                             2004              2003
                                             ----              ----

     Membership                           $ 1,149,231       $ 1,192,501
     Distribution center                    6,352,537         6,091,060
                                          -----------       -----------
                                            7,501,768         7,283,561
     Allowance for doubtful accounts         (215,000)         (215,000)
                                          -----------       -----------

                                          $ 7,286,768       $ 7,068,561
                                          ===========       ===========

4.    Property and equipment:

                                           March 31,        December 31,
                                             2004               2003
                                             ----               ----

     Furniture and fixtures               $   372,491       $   372,491
     Equipment                                730,570           730,570
     Software                                 402,809           402,809
                                          -----------       -----------
                                            1,505,870         1,505,870
     Accumulated depreciation              (1,216,169)       (1,172,124)
                                          -----------       -----------

                                          $   289,701       $   333,746
                                          ===========       ===========

      Depreciation expense, included in general and administrative expenses, was
      $44,045 and $50,572 for the three-month periods ended March 31, 2004 and
      2003, respectively.

<PAGE>

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

The following discussion of our financial condition and results of operations
should be read in conjunction with the financial statements and notes thereto
included elsewhere in this filing.

This discussion and analysis should be read in conjunction with management's
discussion and analysis included in the Company's 10-K for the year ended
December 31, 2003 and for the notes contained therein.

Overview

We derive revenues from the following four sources:

Distribution Center. We sell pharmaceutical-related products to our members
through our own distribution facility located in Riverside, Missouri.

Activity Rebates and Charges. We receive rebates from pharmaceutical
manufacturers based on member purchases of the manufacturer's product from our
distribution center. In addition, each of our wholesaler-partner contracts
provides that the wholesaler-partner will pay us a rebate based on a percentage,
which varies by wholesaler-partner, of the dollar value of products purchased by
our members from the wholesaler-partner. We also receive rebates and fees from
other vendors and manufacturers through various company programs, such as our
cash card and drug formularies. These rebates and fees are typically paid to us
on either a quarterly or monthly basis.

Participation Programs and Fees. Our members pay us a monthly membership fee in
accordance with our membership agreement. In addition, we receive administration
fees from manufacturers and wholesaler-partners for maintenance and facilitation
of contracts with us and with our members. Our vendors and members also pay a
fee to attend our annual conference each summer.

Third Party Revenues. Revenues from our third party segment, shown net of
expenses for all reporting periods, are generated from claims costs of goods,
claims processing fees per paid claim charged to plan sponsors, and rebate
administration fees. A major portion of the revenue includes the claims costs of
goods that are collected from the plan sponsors in order to pay the
participating network provider. After payout of claims and expenses, there is
usually little or no net income generated from this revenue.

Our expenses are categorized as follows:

Distribution Center. Operating expenses associated with distribution are
primarily composed of direct cost of goods sold.

Activity Rebates. Rebates are composed of monies paid to members on a quarterly
basis for purchases through the distribution center, purchases made under
contract with wholesaler-partners, cash card claims, and rebates attributable to
fluctuations in the market share of certain pharmaceuticals.

Participation Program and Fees. Program costs and expenses are primarily
composed of expenses associated with the programs and services that we offer to
our members, including the costs of developing and marketing those services. In
addition, costs associated with our annual shareholders conference are included.

<PAGE>

General and Administrative Expenses. General and administrative expenses are
typical operating expenses primarily composed of such items as salaries and
wages, insurance, freight and postage, office rent, travel, and other
miscellaneous expenses.

Results of Operation

The following discussion is based on our historical results of operations for
the three months ending March 31, 2004 and 2003.

Comparison of Three Months ending March 31, 2004 and 2003

Revenues

Total Revenues. Total revenues for the three months ending March 31, 2004
decreased to $38.3 million from $39.1 million over the same period revenues in
2003. The decrease of $0.8 million is directly attributable to the loss of an
endorsed wholesale-partner in the latter part of 2003 and the administrative
fees and participation rebates associated with that wholesaler.

Distribution. Revenue from distribution held steady between 2003 and 2004 at
$36.7 million in 1st Quarter 2003 versus $36.3 million in 1st Quarter 2004.

Activity Rebates and Charges. Revenues due to rebates and charges declined from
$1.5 million for the three months ending March 31, 2003 to $1.4 million in the
corresponding period of 2004. The 7% decrease was attributable to the loss of an
endorsed wholesale-partner in the latter part of 2004 and the rebates that were
generated by our member purchases through that wholesaler.

Participation Programs and Fees. For the three months ending March 31, 2004
revenues from participation programs and fees decreased by $0.28 million from
the corresponding period in 2003. The decrease arose from the loss of an
endorsed wholesale-partner in the latter part of 2004 and the corresponding
administrative fees from that wholesaler.

Third Party. Revenues from third party operations, which are shown net of
expenses, decreased by approximately $9,000 for the three months ending March
31, 2004 from the same period in 2003. The decrease arose from an increase in
expenses associated with a renewed effort in the Managed Care market.

Cost of Revenues

Distribution Center. Costs of goods sold through the distribution center held
steady at $35.3 million for the three months ending March 31, 2004 versus $35.5
million in 2003.

Activity Rebates. Rebates decreased from $1.33 million in the first three months
of 2003 to $0.98 million in the corresponding period of 2004. The 26% decrease
in rebates stems from the loss of an endorsed wholesale-partner in the latter
part of 2003 and the corresponding loss of rebates payable to our members.

Participation Programs and Fees. Expenses associated with our programs increased
slightly for the three months ending March 31, 2004 compared to the same period
in 2003. The increase of $80,000 is due to costs associated with our 2003 Annual
Conference held in March of 2003.

<PAGE>

General and Administrative. General and administrative expenses decreased by
$126,000 for the three months ending March 31, 2004 compared to the same period
in 2003. The decrease of 9% from $1.42 million to $1.29 million is mostly
attributable to a decrease in legal fees and salaries.

Income from Operations. Net income from operations decreased by $0.191 million
from $0.68 million for the three months ending March 31, 2003 to $0.49 million
for the same period in 2004. This 28% decrease is attributable to a decrease in
the overall revenue streams of the company. This decrease in revenues was
partially offset by a decrease in the level of general and administrative
expenses.

Income Taxes. Income tax expense for the three months ending March 31, 2003
decreased from $0.28 million to $0.20 million for the same period in 2004. The
decrease follows directly from a decrease in our taxable income and lower
profitability mentioned above.

Liquidity and Capital Resources

Our capital requirements relate primarily to working capital for day-to-day
operations, including general and administrative expenses, maintenance of
product inventory levels to fulfill our operating commitment to our members and
membership rebates, which are paid quarterly. Historically, we have financed our
cash requirements from three primary sources: on-going operations, credit
established with trade vendors, and borrowings under our line of credit.

For the three months ending March 31, 2004:

      o     Net cash provided by (used by) operations was $2.455 million,
            compared to $3.184 million for the same period in 2003. The increase
            in 2004 was primarily due to a substantial increase in accounts
            payable to trade vendors and an increase in cash from inventory
            liquidation. We anticipate that these trends will continue as we
            work to finance additional inventory through increasing lines of
            credit and credit terms with our vendor-partners.

      o     Net cash (used by) investing activities was $0 in 2004, compared to
            ($18,000) in the same period in 2003. The change was primarily
            attributable to no new purchases of property and equipment in 2004
            as opposed to 2003.

      o     Net cash provided by (used by) financing activities was ($0.16
            million), compared to ($3.166 million) for the same period in 2003.
            The significant decrease in cash usage in 2003 was primarily for the
            repayment of a $3 million borrowing against our line of credit. In
            addition we continued to repurchase our common stock.

We have a $5 million line of credit and a $2 million additional seasonal
extension from November 1 through February 1 (the "Credit Agreement") with Bank
of America, N.A. that expires on November 28, 2004. Borrowings under the Credit
Agreement bear interest at the lender's prime rate, which was 4.00% as of March
31, 2004. The Credit Agreement imposes certain requirements on us, including the
maintenance of a minimum tangible net worth. We accessed our line of credit from
time to time during the quarter ended March 31, 2004. No monies were outstanding
under the Credit Agreement as of March 31, 2004. We anticipate renewing the
credit agreement or obtaining a new bank line of credit upon expiration of our
current Credit Agreement.

Cash and cash equivalents as of March 31, 2004 were $2.3 million, up from $0 in
cash and equivalents with $1.07 million in outstanding checks, as of March 31,
2003. We believe that our cash equivalents as of March 31, 2004,

<PAGE>

amounts available under the Credit Agreement, and operating cash flows will be
sufficient to meet our anticipated debt service requirements, capital
expenditure, and working capital needs at least through the next 12 months.
Currently, our anticipated working capital expenditures are composed of ongoing
day-to-day operations, including normal general and administrative expenses,
maintenance of adequate inventory levels to satisfy our product orders, ongoing
repurchases of our current common stock, and income taxes. If sales through our
distribution center continue to grow, we will be using significant portions of
our capital going forward to support increased product inventory levels. Except
as set forth above, we do not currently anticipate incurring any expenses or
capital expenditures outside the ordinary course of business.

Forward Looking Statements

This report contains forward-looking statements based on our current
expectations and assumptions regarding our business and our industry. Actual
results may differ materially from those described in the forward looking
statements and will be affected by a variety of known and unknown risks,
uncertainties and other factors.

<PAGE>

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

We are exposed to market risks primarily from changes in U.S. interest rates. We
do not engage in financial transactions for trading or speculative purposes.

The interest payable on our Credit Agreement is based on variable interest rates
and is therefore affected by changes in market interest rates. While as of March
31, 2004, no amounts were outstanding under the Credit Agreement, to the extent
interest rates rise when we do borrow money under the Credit Agreement, our
interest expense will increase.

ITEM 4. CONTROLS AND PROCEDURES.

(a)   Evaluation of Disclosure Controls and Procedures

            The term "disclosure controls and procedures" is defined in Rules
      13a-14(c) and 15d-14(c) of the Securities Exchange Act of 1934 (Exchange
      Act). These rules refer to the controls and other procedures of a company
      that are designed to ensure that information required to be disclosed by a
      company in the reports that it files under the Exchange Act is recorded,
      processed, summarized and reported within required time periods. Our Chief
      Executive Officer and our Chief Financial Officer have evaluated the
      effectiveness of our disclosure controls and procedures as of a date
      within 90 days before the filing of this quarterly report (the Evaluation
      Date), and they have concluded that, as of the Evaluation Date, such
      controls and procedures were effective at ensuring that required
      information will be disclosed on a timely basis in our reports filed under
      the Exchange Act.

(b)   Changes in Internal Controls

            We maintain a system of internal accounting controls that are
      designed to provide reasonable assurance that our books and records
      accurately reflect our transactions and that our established policies and
      procedures are followed. For the quarter ended September 30, 2002, there
      were no significant changes to our internal controls or in other factors
      that could significantly affect our internal controls.

<PAGE>

                           PART II - OTHER INFORMATION

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.

      (a) Exhibits

      The following exhibits are filed as part of this report.

            1. Certification Pursuant to 18 U.S.C. Section 1350, As Adopted
            Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, signed by
            the Chief Executive Officer.

            2. Certification Pursuant to 18 U.S.C. Section 1350, As Adopted
            Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, signed by
            the Chief Financial Officer.

      Exhibit numbers refer to the paragraph numbers under Item 601 of
      Regulation S-K:

            15.1. Letter from House Park & Dobratz, P.C. regarding unaudited
            interim financial information. (Commission File No. 000-49785).

      (b) Reports on Form 8-K

            The Company did not file a report on Form 8-K during the quarter for
            which this report is filed.

<PAGE>

                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this registration statement to be signed on its
behalf by the undersigned, thereunto duly authorized.

                                    Pharmacy Buying Association, Inc.


Date: May 17, 2004                  By: /s/ Donald E. Raby II
                                        ---------------------------------------
                                        Donald E. Raby II, CPA
                                        Vice President, Chief Financial Officer