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, 2004
                                         ------------------


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

          For the transition period from__________ to __________

          Commission file number: 0-49638
                                  -------


                    INTERNATIONAL COMMERCIAL TELEVISION INC.
                    ----------------------------------------
        (Exact name of small business issuer as specified in its charter)

            Nevada                                     76-0621102
State or other jurisdiction of              (IRS Employer Identification No.)
incorporation or organization


              10245 Sunrise Place NE, Bainbridge Island, WA  98110
              ----------------------------------------------------
                    (Address of principal executive offices)


                                 (206) 842-3729
                                 --------------
                           (Issuer's telephone number)

               -------------------------------------------------
         (Former name or former address, 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  issuer  was  required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.  Yes [X]  No [ ]

                      APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity,  as  of the latest practicable date: As of November 10, 2004, the Issuer
had  10,635,188  shares  of common stock, par value $0.001 per share, issued and
outstanding.

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


<PAGE>
<TABLE>
<CAPTION>
                                TABLE OF CONTENTS
<S>                                                                   <C>

PART I - FINANCIAL INFORMATION
------------------------------

ITEM 1.  FINANCIAL STATEMENTS                                          1

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION    20

ITEM 3.  CONTROLS AND PROCEDURES                                      24



PART II - OTHER INFORMATION
---------------------------

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K                             25

SIGNATURES                                                            26
</TABLE>


<PAGE>
<TABLE>
<CAPTION>
                         PART I - FINANCIAL INFORMATION
                         ------------------------------

ITEM 1.  FINANCIAL STATEMENTS
<S>      <C>                                                                                   <C>

         Consolidated Balance Sheet as of September 30, 2004 (unaudited)                         2

         Consolidated Statements of Operations for the three months ended September 30,
             2004 and 2003 (unaudited) and for the nine months ended September 30, 2004
             and 2003 (unaudited)                                                                3

         Consolidated Statements of Shareholders' Deficit for the nine months ended September
             30, 2004 (unaudited)                                                                4

         Consolidated Statements of Cash Flows for the nine months ended September 30,
             2004 and 2003 (unaudited)                                                           5

         Notes to the Consolidated Financial Statements                                       6-19
</TABLE>


                                     Page 1
<PAGE>
<TABLE>
<CAPTION>
       INTERNATIONAL COMMERCIAL TELEVISION INC. AND SUBSIDIARIES

                      CONSOLIDATED BALANCE SHEET
                       AS OF SEPTEMBER 30, 2004
                  (Unaudited - Prepared by Management)
                   ----------------------------------

                                                                 September 30,
                                                                 -------------
                                                                     2004
                                                                     ----

                              ASSETS
                              ------
CURRENT ASSETS:
<S>                                                             <C>
    Cash                                                        $       22,056
    Accounts receivable                                                120,356
    Inventory, net                                                      73,111
    Prepaid expenses and deposits                                       16,699
    Deferred tax asset less valuation allowance of $3,277,500                -
                                                                ---------------

        Total current assets                                           232,222
                                                                ---------------

FURNITURE AND EQUIPMENT:
    Furniture and equipment                                            110,869
    Less accumulated depreciation                                       69,538
                                                                ---------------

        Furniture and equipment, net                                    41,331
                                                                ---------------

            Total assets                                        $      273,553
                                                                ===============


               LIABILITIES AND SHAREHOLDERS' DEFICIT
               -------------------------------------

CURRENT LIABILITIES:
    Accounts payable and accrued liabilities                    $      576,655
    Due to related parties                                             532,875
                                                                ---------------

        Total current liabilities                                    1,109,530
                                                                ---------------


NOTE PAYABLE TO SHAREHOLDER                                            590,723
                                                                ---------------

SHAREHOLDERS' DEFICIT:
    Common stock                                                           536
    Additional paid-in-capital                                         215,285
    Accumulated deficit                                             (1,617,158)
    Unearned compensation                                              (25,363)
                                                                ---------------

        Total shareholders' deficit                                 (1,426,700)
                                                                ---------------

            Total liabilities and shareholders' deficit         $      273,553
                                                                ===============
<FN>

The accompanying notes are an integral part of these consolidated statements.
</TABLE>


                                     Page 2
<PAGE>
<TABLE>
<CAPTION>
                          INTERNATIONAL COMMERCIAL TELEVISION INC. AND SUBSIDIARIES

                                    CONSOLIDATED STATEMENTS OF OPERATIONS
                        FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003
                                    (Unaudited - Prepared by Management)
                                     ----------------------------------

                                              For the three months ended         For the nine months ended
                                            --------------------------------  --------------------------------
                                             September 30,    September 30,    September 30,    September 30,
                                            ---------------  ---------------  ---------------  ---------------
                                                 2004             2003             2004             2003
                                            ---------------  ---------------  ---------------  ---------------
<S>                                         <C>              <C>              <C>              <C>

NET SALES                                   $      230,453   $       78,695   $      646,267   $    1,017,387
COST OF SALES                                       89,360           47,632          255,219          479,784
                                            ---------------  ---------------  ---------------  ---------------
GROSS PROFIT                                       141,093           31,063          391,048          537,603
                                            ---------------  ---------------  ---------------  ---------------

OPERATING EXPENSES:
    Depreciation                                     7,003            7,183           21,010           22,163
    General and administrative                     102,016          125,982          331,479          483,359
    Selling and marketing                           16,022           33,168           82,968          115,589
    Royalties                                       49,178            5,750           90,480          108,856
    Rent                                             9,849            8,362           29,503           38,267
                                            ---------------  ---------------  ---------------  ---------------
        Total operating expenses                   184,068          180,445          555,440          768,234
                                            ---------------  ---------------  ---------------  ---------------

OPERATING LOSS                                     (42,975)        (149,382)        (164,392)        (230,631)

INTEREST EXPENSE:
    Interest expense                                 1,580            2,730            4,939           13,149
    Interest expense, shareholder                        -                -                -            9,618
                                            ---------------  ---------------  ---------------  ---------------
        Total interest expense                      (1,580)          (2,730)          (4,939)         (22,767)
                                            ---------------  ---------------  ---------------  ---------------

OTHER INCOME:
    Income from forgiveness of accrued
    interest on related party note payable               -                -                -          148,483
                                            ---------------  ---------------  ---------------  ---------------


LOSS BEFORE INCOME TAXES                           (44,555)        (152,112)        (169,331)        (104,915)

INCOME TAXES                                             -                -                -                -
                                            ---------------  ---------------  ---------------  ---------------

NET LOSS                                    $      (44,555)  $     (152,112)  $     (169,331)  $     (104,915)
                                            ===============  ===============  ===============  ===============


BASIC NET LOSS PER SHARE                    $        (0.00)  $        (0.01)  $        (0.02)  $        (0.01)
                                            ===============  ===============  ===============  ===============

FULLY DILUTED NET LOSS PER SHARE            $        (0.00)  $        (0.01)  $        (0.02)  $        (0.01)
                                            ===============  ---------------  ===============  ===============
<FN>

The accompanying notes are an integral part of these consolidated statements.
</TABLE>


                                     Page 3
<PAGE>
<TABLE>
<CAPTION>
                              INTERNATIONAL COMMERCIAL TELEVISION INC. AND SUBSIDIARIES
                                  CONSOLIDATED STATEMENTS OF SHAREHOLDERS' DEFICIT
                                       (Unaudited - Prepared by Management)
                                        ----------------------------------

                                 Common Stock          Common     Additional
                             ----------------------  ----------  ------------
                               $0.001 par value        Stock       Paid-In      Accumulated      Unearned
                             ----------------------  ----------  ------------  -------------  -------------
                               Shares      Amount    Committed     Capital        Deficit      Compensation      Totals
                             -----------  ---------  ----------  ------------  -------------  --------------  ------------
<S>                          <C>          <C>        <C>         <C>           <C>            <C>             <C>
Balances, January 1, 2004     10,633,188  $     534  $        -  $   254,287   $ (1,447,827)  $     (88,000)  $(1,281,006)

Issuance of common stock           2,000          2                      998              -               -         1,000

Stock options cancelled                -          -           -      (40,000)             -          40,000             -

Amortization of deferred
  compensation under
  nonqualified stock option
  plan                                 -          -           -            -              -          22,637        22,637

Net loss                               -          -           -            -       (169,331)              -      (169,331)
                             -----------  ---------  ----------  ------------  -------------  --------------  ------------

Balances, September 30,
  2004                        10,635,188  $     536  $        -  $   215,285   $ (1,617,158)  $     (25,363)  $(1,426,700)
                             ===========  =========  ==========  ============  =============  ==============  ============
<FN>

The accompanying notes are an integral part of these consolidated statements.
</TABLE>


                                     Page 4
<PAGE>
<TABLE>
<CAPTION>
                   INTERNATIONAL COMMERCIAL TELEVISION INC. AND SUBSIDIARIES
                               CONSOLIDATED STATEMENTS OF CASH FLOWS
                      FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003
                               (Unaudited - Prepared by Management)
                                ----------------------------------

                                                                     September 30,    September 30,
                                                                    ---------------  ---------------
                                                                         2004             2003
                                                                    ---------------  ---------------
<S>                                                                 <C>              <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
    Net loss                                                        $     (169,331)  $     (104,915)
    Adjustments to reconcile net income (loss) to net cash
      provided by operating activities:
        Depreciation                                                        21,010           22,163
        Gain on disposition of property and equipment                            -           (1,443)
        Amortization of deferred compensation under nonqualified
          stock option plan                                                 22,637           36,000
        Increase in accounts receivable                                   (102,430)          (3,004)
    Increase in inventory                                                  (48,588)               -
    Decrease in prepaid expenses                                             1,843           33,568
    Increase in accounts payable and accrued liabilities                   166,674          169,935
                                                                    ---------------  ---------------
          Net cash (used in) provided by operating activities             (108,185)         152,304
                                                                    ---------------  ---------------

CASH FLOWS FROM INVESTING ACTIVITIES:
    Proceeds from disposition of property and equipment                          -            2,867
    Additions to property and equipment                                          -           (1,957)
                                                                    ---------------  ---------------
          Net cash provided by investing activities                              -              910
                                                                    ---------------  ---------------

CASH FLOWS FROM FINANCING ACTIVITIES:
    Advances from related parties                                          255,444          167,492
    Payments to related parties                                           (157,268)        (186,581)
    Accrued interest on note payable to shareholder                              -         (138,865)
    Common stock cancelled and returned to treasury                              -           (3,000)
    Proceeds from issuance of common stock                                   1,000           12,000
                                                                    ---------------  ---------------
        Net cash provided by (used in) financing activities                 99,176         (148,954)
                                                                    ---------------  ---------------

NET (DECREASE) INCREASE IN CASH                                             (9,009)           4,260

CASH, beginning of the period                                               31,065           21,008
                                                                    ---------------  ---------------

CASH, end of period                                                 $       22,056   $       25,268
                                                                    ===============  ===============

SUPPLEMENTAL DISCLOSURES OF CASH FLOWS INFORMATION:
    Interest paid                                                   $        4,939   $       13,149
                                                                    ===============  ===============
    Income taxes paid                                               $            -   $            -
                                                                    ===============  ===============

SUPPLEMENTAL DISCLOSURE OF NON-CASH FLOWS INFORMATION:
    Forgiveness of accrued interest on related party note payable   $            -   $      148,483
                                                                    ===============  ===============
    Common stock cancelled and returned to treasury                 $            -   $        4,500
                                                                    ===============  ===============
    Cancellation of stock options                                   $       40,000   $            -
                                                                    ===============  ===============
<FN>

The accompanying notes are an integral part of these consolidated statements.
</TABLE>


                                     Page 5
<PAGE>
                    INTERNATIONAL COMMERCIAL TELEVISION INC.

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                      (Unaudited - Prepared by Management)
                       -----------------------------------


NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Interim  reporting
------------------

The  accompanying  unaudited consolidated interim financial statements have been
prepared  by  the  Company  in  accordance  with  the  rules  and regulations of
Regulation S-B as promulgated by the Securities and Exchange Commission.  In the
opinion of management, the accompanying unaudited consolidated interim financial
statements  contain  all  adjustments  necessary (consisting of normal recurring
accruals)  to  present  fairly the financial information contained therein.  The
accompanying  unaudited interim consolidated financial statements do not include
all  disclosures  required  by  generally  accepted accounting principles in the
United  States  of America.  The results of operations for the nine month period
ended  September 30, 2004, may not necessarily be indicative of the results that
may  be  expected  for  the  year  ended  December  31,  2004.

Organization
------------

International  Commercial  Television  Inc.,  (the  "Company"  or  "ICTV")  was
organized under the laws of the state of Nevada on June 25, 1998.

On April 1, 2000, the Company entered into a Share and Option Purchase Agreement
with  the  trustees of The Better Block Trust ("BBT"), which owned or controlled
all  of the equity interest in Windowshoppc.com Limited ("WSL"), R.J.M. Ventures
Limited  ("RJML")  and  Better Blocks International Limited ("BBIL").  Under the
agreement,  the Company purchased all of the equity interest in WSL and RJML, an
option  to  purchase  all of the equity in BBIL and obtained a license to all of
the  assets owned by BBIL.  The purchase price under the agreement was 8,000,000
shares of the Company's common stock and a $590,723 promissory note.  The option
exercise  price is the issuance of an additional 500,000 shares of the Company's
common  stock.  For  accounting purposes, the acquisition has been treated as an
acquisition  of  ICTV by WSL and RJML and as a recapitalization of WSL and RJML.

Strategic  Media  Marketing  Corp.  ("SMM")  was incorporated in the Province of
British Columbia on February 11, 2003 and has a December 31 fiscal year-end.

Windowshoppc.com Limited was organized under the laws of New Zealand on June 25,
1999 and has a fiscal year-end of March 31.  During the period, at the direction
of management, WSL was removed from the New Zealand Registrar of Companies.  All
assets  and  commitments  of  WSL  have been transferred or assigned directly to
ICTV.

R.J.M. Ventures Limited was organized under the laws of New Zealand on April 23,
1998 and has a fiscal year-end of March 31.  During the period, at the direction
of  management,  RJML  was  removed from the New Zealand Registrar of Companies.
All assets and commitments of RJML have been transferred or assigned directly to
ICTV.

Nature  of  operations
----------------------

The  Company  sells  various  consumer  products.  The  products  are  primarily
marketed  and  sold  throughout  the  United  States  and  internationally  via
infomercials.  Although  the  companies  are incorporated in Nevada, New Zealand
and  British  Columbia,  operations  are currently run from Washington State and
British  Columbia.


                                     Page 6
<PAGE>
                    INTERNATIONAL COMMERCIAL TELEVISION INC.

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                      (Unaudited - Prepared by Management)
                       -----------------------------------


NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Principles  of  consolidation
-----------------------------

The  accompanying consolidated financial statements include 100% of the accounts
of  the  Company  and  its  wholly-owned  subsidiary  SMM.  All  significant
inter-company  transactions  and  accounts  have  been  eliminated.

New accounting pronouncements
-----------------------------

In  December  2003,  FASB  revised  Statement  of Financial Accounting Standards
("SFAS")  N132  (revised  2003), "Employer's Disclosure about Pensions and Other
Post  Retirement  Benefits,"  ("SFAS  132(R)").  SFAS 132(R) amends 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."  SFAS  132(R)  retains  the
disclosure requirements contained in SFAS No. 132, "Employers' Disclosures about
Pensions  and Other Postretirement Benefits" ("SFAS 132") which it replaces.  It
also requires additional disclosures to those in the original SFAS 132 about the
assets,  obligations,  cash  flows,  and  net  periodic  benefit cost of defined
benefit  pension  plans  and  other  defined  benefit postretirement plans.  The
adoption of this statement did not have a significant impact on the consolidated
financial condition or results of operations of the Company.

In  January  2003, FASB issued Financial Interpretation No. 46 "Consolidation of
Variable  Interest  Entities"  ("FIN  46")  (revised in December 17, 2003).  The
objective of FIN 46 is to improve financial reporting by companies involved with
variable  interest  entities.  A  variable  interest  entity  is  a corporation,
partnership, trust, or any other legal structure used for business purposes that
either  (a)  does not have equity investors with voting rights or (b) has equity
investors  that  do not provide sufficient financial resources for the entity to
support  its  activities.  FIN  46  requires  a  variable  interest entity to be
consolidated  by  a company if that company is subject to a majority of the risk
of  loss from the variable interest entity's activities or entitled to receive a
majority  of  the  entity's  residual  returns  or  both.  FIN  46 also requires
disclosures about variable interest entities that the Company is not required to
consolidate  but  in  which  it  has  a  significant  variable  interest.  The
consolidation  requirements  of  FIN  46  apply immediately to variable interest
entities  created after December 15, 2003.  The consolidation requirements apply
to  older  entities  in  the first fiscal year or interim period beginning after
March  15, 2004.  The adoption of this new pronouncement is not expected to have
a  material  effect  on  the  consolidated  financial  position  or  results  of
operations  of  the  Company.

Revenue recognition
-------------------

Product  sales  revenue  is  recognized  upon  shipment  of  the  product to the
customer.  The  Company  has a return policy whereby the customer can return any
product  received within 30 days of receipt for a full refund excluding shipping
and  handling.  The  Company  provides  an allowance for returns based upon past
experience.  Revenue  related  to  the sale of third party products is generally
recorded at gross amounts with a corresponding charge to cost of sales.  Certain
third  party  products are sold under a commission basis and only the commission
income  is  recorded  for  these  sales.


                                     Page 7
<PAGE>
                    INTERNATIONAL COMMERCIAL TELEVISION INC.

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                      (Unaudited - Prepared by Management)
                       -----------------------------------


NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Concentration  of  credit  risk
-------------------------------

Financial instruments, which potentially subject the Company to concentration of
credit risk include cash and accounts receivable.  The Company maintains cash in
bank  accounts  that,  at  times,  may  exceed  federally insured limits.  As of
September 30, 2004, the Company did not exceed the federally insured limit.  The
Company  has  not experienced any losses in such accounts and believes it is not
exposed  to any significant risks on its cash in bank accounts.  As of September
30,  2004, all of the Company's accounts receivable were due from ten customers.

Cash  equivalents
-----------------

The  Company  considers  all  unrestricted  highly  liquid  investments  with an
original maturity of three months or less to be cash equivalents.

Accounts receivable
-------------------

No  allowance  for  uncollectible  accounts  has  been  provided.  The Company's
management has evaluated the accounts and believes they are all collectible.

Inventory
---------

Inventory  consists  primarily of products held for resale and are stated at the
lower  of  cost  (first-in,  first-out  method)  or  market.

Equipment
---------

Equipment  is  carried  at  cost and depreciation is computed over the estimated
useful  lives  of the individual assets ranging from 3 to 7 years.  Depreciation
is  computed  using  the  straight-line  method.

The  related  cost  and  accumulated depreciation of assets retired or otherwise
disposed  of  are  removed  from  the accounts and the resultant gain or loss is
reflected  in  earnings.  Maintenance  and  repairs are expensed currently while
major  renewals  and  betterments  are  capitalized.

Long-term  assets  of  the  Company  are  reviewed  annually as to whether their
carrying  value has become impaired.  Management considers assets to be impaired
if  the  carrying  value  exceeds  the  future projected cash flows from related
operations.  Management  also  re-evaluates  the  periods  of  amortization  to
determine  whether subsequent events and circumstances warrant revised estimates
of  useful  lives.  As of September 30, 2004, management expects these assets to
be  fully  recoverable.

Depreciation  expense  amounted  to $7,003 and $7,183 for the three months ended
September  30, 2004 and 2003, respectively, and $21,010 and $22,163 for the nine
months  ended  September  30,  2004  and  2003,  respectively.

Shipping and handling
---------------------

Shipping  and  handling costs are included in cost of sales.  Amounts paid to us
by  customers  for  shipping  and  handling  charges  are included in net sales.


                                     Page 8
<PAGE>
                    INTERNATIONAL COMMERCIAL TELEVISION INC.

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                      (Unaudited - Prepared by Management)
                       -----------------------------------


NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Research  and  development
--------------------------

Research  and  development  costs  are  expensed as incurred and are included in
selling  and  marketing  expense  in  the  accompanying  consolidated  financial
statements.  Research  and  development  costs  primarily  consist of efforts to
discover  and  develop  new  products  and  the  testing  and  development  of
direct-response  advertising  related  to  these  products.

Advertising  costs
------------------

Advertising  costs  are  expensed  as  incurred  and are included in selling and
marketing expense in the accompanying consolidated financial statements.

Income  taxes
-------------

The  Company uses the asset and liability method of accounting for income taxes,
which  requires  the  recognition of deferred tax liabilities and assets for the
expected  future tax consequences of temporary differences between tax bases and
financial  reporting  bases  of  assets  and  liabilities.

Income  tax  benefits have not been recorded during the current period on United
States losses.  These benefits will be recorded when realized or at such time it
is  determined  that  these  benefits  are  likely  to  be  realized.

Stock  options
--------------

The  Company  adopted a stock option plan ("Plan").  The purpose of this Plan is
to  provide  additional  incentives  to  key  employees, officers, directors and
consultants  of  the  Company  and its subsidiaries in order to help attract and
retain  the  best  available  personnel  for  positions  of  responsibility  and
otherwise promoting the success of the business activities.  It is intended that
options issued under this Plan constitute nonqualified stock options.

The  Company  applies  Accounting  Principles Board ("APB") Opinion No. 25 ("APB
25"),  "Accounting for Stock Issued to Employees" and related interpretations in
accounting  for  all  stock  option  plans.  Under  APB 25, compensation cost is
recognized  for  stock options granted to employees when the option is less than
the market price of the underlying common stock on the date of grant.

SFAS No. 123 "Accounting for Stock-Based Compensation" ("SFAS 123") and SFAS No.
148,  "Accounting  for Stock-Based Compensation - Transition and Disclosure - an
amendment  of FASB Statement No. 123" ("SFAS 148") require disclosures as if the
Company  had  applied  the  fair value method to employee awards rather than the
intrinsic  value  method.  The  fair value of stock-based awards to employees is
calculated  through  the  use  of option pricing models, even though such models
were developed to estimate the fair value of freely tradable, fully transferable
options  without  vesting  restrictions,  which  differ  significantly  from the
Company's  stock  option  awards.  These  models  also  require  subjective
assumptions,  including  future  stock  price  volatility  and  expected time to
exercise,  which greatly affect the calculated values.  The Company's fair value
calculations  for  awards  from  stock  option  plans  were  made  using  the
Black-Scholes  option  pricing  model.

The  following  is  a  summary of stock options granted under the existing stock
option plan for the nine months ended September 30, 2004:


                                     Page 9
<PAGE>
                    INTERNATIONAL COMMERCIAL TELEVISION INC.

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                      (Unaudited - Prepared by Management)
                       -----------------------------------


NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

<TABLE>
<CAPTION>
Stock options (continued)
-------------------------

                                                 Number of Shares
                                                 ----------------
                                                       Non-                 Exercise
                                                    ----------              ---------
                                      Employee       Employee     Totals      Price
                                  ----------------  ----------  ----------  ---------
<S>                               <C>               <C>         <C>         <C>
Balance, January 1, 2004                         -  1,115,000   1,115,000
    Granted on May 31, 2004                      -    300,000     300,000   $    0.35
    Cancelled during the period                  -    (40,000)    (40,000)  $    0.50
    Cancelled during the period                  -   (150,000)   (150,000)  $    2.00
    Cancelled during the period                  -   (150,000)   (150,000)  $    1.50
                                  ----------------  ----------  ----------

Balance, September 30, 2004                      -  1,075,000   1,075,000
                                  ================  ==========  ==========
</TABLE>

The Company provides proforma disclosures of compensation expense under the fair
value  method  of  SFAS  123  and  SFAS  148.

Following  are  the  weighted average assumptions used for the nine months ended
September  30:

<TABLE>
<CAPTION>
                                2004      2003
                              --------  --------
<S>                           <C>       <C>
Risk-free interest rate          3.60%     4.00%
Expected dividend yield             -         -
Expected lives                5 years   5 years
Expected volatility              86.8%     58.3%
</TABLE>

Had  compensation  cost for the Company's option plans been determined using the
fair  value  method at the grant dates, the effect on the Company's net loss and
net  loss  per  share  would  have been as follows for the three months and nine
months  ended  September  30:

<TABLE>
<CAPTION>
                                                   For the three months ended        For the nine months ended
                                                --------------------------------  --------------------------------
                                                 September 30,    September 30,    September 30,    September 30,
                                                ---------------  ---------------  ---------------  ---------------
                                                     2004             2003             2004             2003
                                                ---------------  ---------------  ---------------  ---------------
<S>                                             <C>              <C>              <C>              <C>
Net loss as reported                            $      (44,555)  $     (152,112)  $     (169,331)  $     (104,915)
Deduct:
    Total stock based employee compensation
    determined under fair value method for all
    awards, net of related tax effects                       -                -                -           87,705
                                                ---------------  ---------------  ---------------  ---------------

    Pro forma net loss                          $      (44,555)  $     (152,112)  $     (169,331)  $     (192,620)
                                                ===============  ===============  ===============  ===============

Net loss per share:
    Basic - as reported                         $        (0.00)  $        (0.01)  $        (0.02)  $        (0.01)
                                                ===============  ===============  ===============  ===============
    Basic - pro forma                           $        (0.00)  $        (0.01)  $        (0.02)  $        (0.02)
                                                ===============  ===============  ===============  ===============

    Diluted - as reported                       $        (0.00)  $        (0.01)  $        (0.02)  $        (0.01)
                                                ===============  ===============  ===============  ===============
    Diluted - pro forma                         $        (0.00)  $        (0.01)  $        (0.02)  $        (0.02)
                                                ===============  ===============  ===============  ===============
</TABLE>


                                    Page 10
<PAGE>
                    INTERNATIONAL COMMERCIAL TELEVISION INC.

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                      (Unaudited - Prepared by Management)
                       -----------------------------------


NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Use  of  estimates
------------------

The  preparation  of  financial statements in conformity with generally accepted
accounting  principles  of  the  United States of America requires management to
make  estimates  and  assumptions  that  affect  the  amounts  reported  in  the
consolidated  financial  statements and accompanying notes.  Management believes
that  the  estimates utilized in preparing its consolidated financial statements
are  reasonable  and prudent.  Actual results could differ from these estimates.


NOTE  2  -  BUSINESS  ACQUISITION

On April 1, 2000, the Company entered into a Share and Option Purchase Agreement
with  the  trustees of BBT, which owned or controlled all of the equity interest
in  WSL,  RJML  and BBIL.  Under the agreement, the Company purchased all of the
equity interest in WSL and RJML, an option to purchase all of the equity in BBIL
and  obtained  a license to all of the assets owned by BBIL.  The purchase price
under  the  agreement  was  8,000,000 shares of the Company's common stock and a
$590,723  promissory  note.

The option exercise price is the issuance of an additional 500,000 shares of the
Company's  common  stock.  Upon  the exercise of the option, the assets acquired
will  be  recorded  at  BBIL's  historical  cost.

The  license to all of the assets owned by BBIL consisted primarily of exclusive
worldwide  rights  to  manufacture,  market,  distribute,  further  develop, and
otherwise  fully  exploit  the  proprietary  rights  owned by BBIL.  The license
rights  have an initial term of 10 years, at the end of the first five years and
at the end of each subsequent year, BBIL may extend the term by one year.

For  accounting  purposes, the acquisition has been treated as an acquisition of
ICTV  by WSL and RJML and as a recapitalization of WSL and RJML.  As of April 1,
2000  (date  of  acquisition),  WSL,  RJML and BBIL were valued at approximately
$15,000,000  in  an  independent  appraisal performed by Houlihan Lokey Howard &
Zukin  Financial Advisors, Inc.  The Company believes the value of the assets it
acquired  was  $13,900,000, because it currently has only license rights related
to  BBIL,  and  not  ownership  of  BBIL.


NOTE  3  -  LICENSE  AND  RECONVEYANCE  AGREEMENTS

Effective  April  1,  2000,  the Company entered into a License and Reconveyance
Agreement  with  WSL and RJML.  These agreements are royalty-free.  WSL and RJML
own or have rights in certain intellectual properties that they do not presently
wish  to  exploit, but which it may wish to exploit in the future.  Accordingly,
WSL  and  RJML  granted  all  production  rights, proprietary rights, inventory,
development  rights,  hard  assets,  licenses  and  any  assets or rights to the
Company.  The  Company  has  the  right  to  further  develop  and  enhance  the
intellectual  properties as the Company sees fit.  At the option of WSL or RJML,
they  can  demand  to  reconvey all grants previously given to the Company.  The
license  agreements  are  in  effect until WSL and RJML exercise their rights to
demand  reconveyance.


                                    Page 11
<PAGE>
                    INTERNATIONAL COMMERCIAL TELEVISION INC.

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                      (Unaudited - Prepared by Management)
                       -----------------------------------


NOTE 4 - FINANCIAL INSTRUMENTS

Statement  of  Financial  Accounting  Standards  No. 107 "Disclosures About Fair
Value  of  Financial  Instruments"  ("SFAS 107") requires disclosure of the fair
value  of  financial  instruments held by the Company. SFAS 107 defines the fair
value  of  financial  instruments as the amount at which the instrument could be
exchanged  in  a  current  transaction  between  willing  parties. The following
methods and assumptions were used to estimate fair value:

The  carrying  amount  of accounts receivable and payable approximate fair value
due  to  their  short-term  nature.  The  carrying  amount  of note payable debt
approximates  fair  value  based  on the borrowing rate of prime rate plus 1.0%.


NOTE 5 - COMMITMENTS AND CONTINGENCIES

Smart  Stacks(TM)
-----------------

On  May  18, 1998, RJML entered into a manufacturing, marketing and distribution
agreement  with  the  inventor of Smart Stacks(TM). Smart Stacks(TM) is a set of
rotating  and  stacking  storage  trays. Pursuant to the agreement, the inventor
grants  to  RJML the exclusive right to manufacture, advertise, promote, market,
sell  and  distribute  Smart  Stacks(TM)  worldwide  through  all  means.  In
consideration  of  the  grants  received,  RJML shall pay a royalty based on net
sales  depending  on  various scenarios as defined in the agreement. The initial
term  of  the  agreement  is  five  years  starting  May 18, 1998. The agreement
automatically  and  continually renews for successive additional five-year terms
unless  RJML  is  in material default and is notified in writing at least thirty
days  prior  to  the  end  of the then current term that the inventor intends to
terminate  the  agreement.

On  July  1,  1998,  RJML entered into a production agreement with The Broadcast
Arts  Group,  Inc. ("BAG") for the creation of infomercials of Smart Stacks(TM).
RJML  pays all necessary expenses for the creation of the infomercials and after
completion,  will  retain  all rights, title and interest arising under the U.S.
Copyright  Act,  the U.S. Trademark Act and all other applicable laws, rules and
regulations in and to the entire editorial, visual, audio and graphic content of
the infomercials. In consideration of services rendered by BAG, RJML shall pay a
royalty  based  on RJML's adjusted gross sales depending on various scenarios as
defined in the agreement. This agreement has an indefinite term, however, it may
be  terminated  upon  thirty  days  written  notice  under certain conditions as
defined  in  the  agreement.

Derma  Wand
-----------

On  August  17,  1999,  WSL entered into a production agreement with BAG for the
creation of infomercials of Derma Wand.  WSL pays all necessary expenses for the
creation of the infomercials and after completion, will retain all rights, title
and  interest  arising  under the U.S. Copyright Act, the U.S. Trademark Act and
all other applicable laws, rules and regulations in and to the entire editorial,
visual,  audio  and  graphic  content  of the infomercials.  In consideration of
services  rendered by BAG, WSL shall pay a royalty based on adjusted revenues or
units sold depending on various scenarios defined in the agreement.  The initial
term  of  this  agreement  is  until  August  31,  2002.  Upon  expiration, this
agreement  automatically  and  continually  renews  for  successive  additional
three-year  terms  unless  either party is in material breach or the other party
notifies the breaching party in writing at least thirty days prior to the end of
the  then  current  term.


                                    Page 12
<PAGE>
                    INTERNATIONAL COMMERCIAL TELEVISION INC.

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                      (Unaudited - Prepared by Management)
                       -----------------------------------


NOTE 5 - COMMITMENTS AND CONTINGENCIES (CONTINUED)

Derma  Wand  (continued)
------------------------

On  October  15,  1999,  WSL  entered  into  an  endorsement  agreement  with an
individual  for  her  appearance in a Derma Wand infomercial.  On July 11, 2001,
the  agreement  was  amended  to  include  a  royalty payment for each unit sold
internationally,  up  to a maximum royalty payment for any one calendar quarter.
Further,  if  the infomercial is aired in the United States, then the airing fee
will  revert  back to the same flat rate per calendar quarter.  The initial term
of  the  agreement  is  five  years  starting  October  15, 1999.  The agreement
automatically  and  continually renews for successive additional five-year terms
unless  RJML  is  in material default and is notified in writing at least thirty
days  prior  to  the end of the then current term that the individual intends to
terminate  the  agreement.

The  Company assumed any and all responsibilities associated with the agreements
noted above on April 1, 2000, pursuant to the license and reconveyance agreement
disclosed  in  Note  3.

On  January  5,  2001,  WSL  entered into a marketing and royalty agreement with
Omega  5.  WSL  shall  have worldwide nonexclusive rights to manufacture, market
and  distribute  Derma  Wand.  In consideration of these rights, WSL shall pay a
royalty  for  each  unit  sold  of  Derma Wand depending on various scenarios as
defined  in  the  agreement.  The  agreement  is  silent  as  to  its  duration.

Nail  Dazzle
------------

On  April  10,  2002,  the Company entered into a production agreement with BAG.
Pursuant  to  the  agreement,  BAG  shall  produce  a direct response television
commercial  in  120-second and 60-second versions for the purpose of advertising
and marketing a product known as Nail Dazzle.  In consideration for the services
received,  the  Company  shall  pay  a  royalty based on adjusted gross revenue,
depending  on various scenarios.  In addition, the Company shall pay royalty per
kit  for  international  television  kits  sold  and  international single color
cylinder  kits  sold.  This  agreement  shall  remain in effect unless and until
terminated by either parties in accordance with the provisions of the agreement.

On  April  16, 2002, the Company entered into an exclusive license and marketing
agreement  with  Select  Home  Products  ("SHP").  SHP has granted the exclusive
right  to  market  a  pen-style  nail  decorating device in the United States of
America.  In  consideration  for the right received, the Company shall pay SHP a
royalty  based  on a fully packed kit of ten units of single color of the device
or  the  pro-rata  equivalent  per  individual unit of color of the device.  The
initial  term  of  the  agreement  is  five  years starting April 16, 2002.  The
agreement  automatically  and  continually renews for successive additional five
year  terms  unless  the  Company  is  in  default.

The  Company  has committed to purchase from SHP $100,000 worth of the device by
July  31, 2002.  As of December 31, 2002, the Company had not purchased $100,000
worth  of  the device.  SHP has agreed to extend the deadline until such time as
the $100,000 commitment has been met.  In addition, the Company has committed to
purchase on an annual basis beginning July 31, 2002, for five consecutive years,
the following amounts of single units of color of the device:

Year one         750,000 units
Year two       2,000,000 units
Year three     2,400,000 units


                                    Page 13
<PAGE>
                    INTERNATIONAL COMMERCIAL TELEVISION INC.

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                      (Unaudited - Prepared by Management)
                       -----------------------------------


NOTE 5 - COMMITMENTS AND CONTINGENCIES (CONTINUED)

Nail Dazzle (continued)
-----------------------

Year four     2,880,000 units
Year five     3,456,000 units

In  April  2003, the Company sold certain trademarks, a domain name, copyrights,
infomercials and inventory, all relating to Nail Dazzle to a retail distribution
company  (the  "Purchaser").  All  commitments  entered  into  by the Company in
connection  with  Nail  Dazzle  have  been  transferred  to  and  assumed by the
Purchaser.  In  consideration  for the sale, SHP has agreed to pay the Company a
fixed percentage of royalty payments received from the Purchaser.

SprintR
-------

On  June  6,  2002,  the Company entered into an exclusive license and marketing
agreement with Land Surfer Scooter Company Ltd. ("LSSC").  LSSC has been granted
by  way of a valid agreement, by the manufacturer, the exclusive right to market
a fold-up rocker-powered scooter.  LSSC agrees to allow the Company to order the
scooters  directly  from the manufacturer and the Company agrees to provide LSSC
all  copies of such orders.  In consideration of the grant received, the Company
shall  pay  LSSC  a  royalty  per unit sold depending on various scenarios.  The
initial  term  of  the  agreement  is  five  years  starting  June 6, 2002.  The
agreement  automatically  and  continually renews for successive additional five
years  unless  the  Company  is  in  default.

Bondzalot
---------

On  July  8,  2002,  the  Company  entered  into  an  exclusive  marketing  and
distribution  agreement  with  an  individual  in  connection  with  a  range of
specialty  adhesive  products  ("Products").  The  individual  has  granted  the
exclusive  right  to  market  through  all forms of distribution a product to be
known as BondzalotTM in all countries throughout the world other than Canada and
the  United  Kingdom,  and  on  a  non-exclusive  basis in Canada and the United
Kingdom.  In consideration for the right received, the Company shall, at its own
expense,  produce and test broadcast a long-form infomercial ("Program") and pay
a  royalty  on a per unit basis at a price to be determined.  The Company agrees
to  purchase  a  minimum of $250,000 worth of Products from the individual on an
annual basis, commencing from the date the Program is test broadcasted (December
15, 2002), to retain the exclusive rights, otherwise the license shall revert to
a  non-exclusive  license.  The  initial  term  of  the  agreement is five years
starting  July  8, 2002.  The agreement automatically and continually renews for
successive  additional  five-year terms, unless either party is in breach of the
agreement  and the breach is not remedied within 30 days of written notice.  The
Company  produced and tested the Program.  As the results were poor, the Company
did  not purchase the minimum commitment to retain exclusive rights.  Management
plans  to  edit  the  Program  with  the  intention  of  marketing  the Products
internationally.

IBIZ
----

On  September  6,  2002, the Company entered into an exclusive license agreement
with  IBIZ, Inc. and its principal (collectively, "IBIZ").  IBIZ has granted the
exclusive  right,  subject  to  certain conditions, to market certain automotive
care  and  appearance  products  through  almost  all forms of distribution on a
worldwide  basis.


                                    Page 14
<PAGE>
                    INTERNATIONAL COMMERCIAL TELEVISION INC.

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                      (Unaudited - Prepared by Management)
                       -----------------------------------


NOTE 5 - COMMITMENTS AND CONTINGENCIES (CONTINUED)

IBIZ  (continued)
-----------------

In  consideration  for  the  right  received, the Company shall pay a royalty at
varying  rates  depending on various scenarios starting at $0.50 per kit.  For a
certain  period  of  time,  IBIZ  will  also  grant to the Company the option to
purchase  certain  assets,  including  but  not  limited  to,  all  formulas,
specifications,  technical  drawings, patents, trademarks, copyrights, and trade
secrets  for the sum of $3 million, payable as to $1 million cash and $2 million
by  way  of the issuance of a promissory note with interest at Chase Manhattan's
prime  plus  2%  per  annum,  principal  and  interest  payable  in  quarterly
installments  over  three  years  and  pre-payable  in  full  without penalty or
premium.  The  initial term of the agreement is five years starting September 6,
2002  and  shall  continue  in full force and effect unless terminated by mutual
agreement.  Upon  expiration  of  the  initial  five-year  term,  the  agreement
automatically  and continually renews for successive additional five-year terms,
unless  the  Company  notifies  IBIZ at least 30 days before the end of the then
current  term.

In 2003, the Company cancelled its agreement with IBIZ, Inc.

TwinTech(TM)
------------

In  January,  2003, the Company entered into an exclusive agreement with Chevron
Oronite Company LLC ("COC") whereby the parties acknowledge that ICTV intends to
market,  sell  and distribute various automobile fuel and oil additive products,
developed  by  COC,  in the United States and elsewhere in the world via various
means  and  media,  including,  without  limitation, one or more direct response
television programs of 30 minutes or less.  The initial term of the agreement is
three  years from the date of first airing of the infomercial (November 4, 2004)
and  automatically  renews  for  three  years  unless the Company is in default.

On  February  20, 2003, the Company entered into a Supply Agreement with Calidad
Auto  Tech,  Inc.  ("CAT")  whereby CAT will sell to the Company and the Company
will  purchase  from  CAT  certain  automobile  fuel  and  oil additive products
developed  by  COC.  The  initial  term of the agreement is three years from the
date of first airing of the infomercial and automatically renews for three years
unless  the  Company  is  in  default.

On  April  28,  2003,  the  Company  entered  into  a Broadcast Video Production
Agreement  with  Real  to Reel Productions ("Real to Reel") whereby Real to Reel
will  render  various  services  related  to  the  production  of an infomercial
designed  to  sell the  TwinTech(TM) Automotive  Engine  Treatment Additive.  In
addition  to  the production fee, the Company shall pay a royalty based on gross
sales  generated  from the infomercial.  The term of the agreement is five years
and  Real to Reel retains the right of first refusal for subsequent new shows to
further  promote  the  product.

On  April  28,  2003,  the  Company  entered  into  a  funding  agreement with a
shareholder,  whereby  the  shareholder  agrees to pay Real to Reel's production
fee,  and  in  return,  the  Company  has agreed to pay a per kit royalty to the
shareholder  based  on  various  scenarios, until such time as the total royalty
payments  reach  $2,000,000.


                                    Page 15
<PAGE>
                    INTERNATIONAL COMMERCIAL TELEVISION INC.

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                      (Unaudited - Prepared by Management)
                       -----------------------------------


NOTE 5 - COMMITMENTS AND CONTINGENCIES (CONTINUED)

Other  products
---------------

On  June  6, 2002, the Company entered into sales representative agreements with
six  unrelated entities.  Pursuant to the agreements, these entities shall serve
as  the  exclusive  independent  sales  representatives  for the sale of various
products within a specified territory.  In consideration for the services given,
the  Company  shall pay a commission at a rate ranging from 3% to 20% of the net
sales  price.  The  initial  term  of the agreements range from one to two years
starting June 6, 2002.  The agreements shall automatically and continually renew
for successive additional one to two year terms unless either party notifies the
other,  at  least  thirty days before the end of the then current agreement.  In
2003, the Company terminated all six sales representative agreements.

Other  matters
--------------

For  the  period  from April 1, 2000 through September 30, 2004, the Company did
not  maintain  product  liability  insurance for all products sold.  For certain
products, the Company is listed as an additional insured party under the product
manufacturers'  insurance  policy.  At  present,  management is not aware of any
claims  against  the  Company  for  any  products  sold.

On  October  15, 2002, the Company entered into an operating lease agreement for
office  facilities  for its international operations from an unrelated party for
approximately  $3,600 per month for the first 12 months and approximately $4,000
per  month  for  the subsequent 24 months.  The term of the lease is three years
commencing  January  1,  2003  and  ending  December  31,  2005.


NOTE 6 - RELATED PARTY TRANSACTIONS

The Company has received short-term advances from a shareholder.  These advances
amounted  to  $447,803  as of September 30, 2004.  Interest rates charged during
this  period ranged from 5.25% to 15.5%.  These advances are included in "Due to
related parties" on the accompanying consolidated balance sheet.

The  Company  has  received  short-term advances from shareholders, officers and
directors  of  the  Company.  These advances amounted to $85,072 as of September
30,  2004.  These  advances  bear  no  interest  and  are  due on demand.  It is
anticipated  that  these  advances will be paid within one year.  These advances
are  included  in  "Due  to  related  parties"  on the accompanying consolidated
balance  sheet.

The  Company  has  a  note  payable  to a shareholder in the amount of $590,723.
During  2003,  the  shareholder agreed to forego all interest owed in connection
with this note and has amended the note to reflect this.  The note is unsecured.

The  Company has made sales to entities controlled by directors and shareholders
of  the  Company.  Sales  to  these  entities amounted to approximately $nil and
$15,000  for  the  three months ended September 30, 2004 and 2003, respectively,
and approximately $nil and $194,000 for the nine months ended September 30, 2004
and  2003,  respectively.


                                    Page 16
<PAGE>
                    INTERNATIONAL COMMERCIAL TELEVISION INC.

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                      (Unaudited - Prepared by Management)
                       ----------------------------------


NOTE 7 - CAPITAL TRANSACTIONS

During  the  nine  months  ended  September  30, 2004, 2,000 options to purchase
common stock were exercised at $0.50 per share, for a total of $1,000.


NOTE 8 - BASIC AND FULLY DILUTED NET INCOME (LOSS) PER SHARE

Statement  of Financial Accounting Standards No. 128 "Earnings Per Share" ("SFAS
128")  requires  presentation  of basic earnings per share and dilutive earnings
per  share.

The  computation  of  basic  net loss per share is computed by dividing net loss
attributable  to  common  shareholders  by  the  weighted  average  number  of
outstanding  common  shares during the period.  Diluted net loss per share gives
the  effect  to  all  dilutive  potential  common  shares outstanding during the
period.  The  computation  of  diluted  net  loss  per  share  does  not  assume
conversion,  exercise  or  contingent  exercise of securities that would have an
anti-dilutive  effect  on  losses.

The computations for basic and fully diluted loss per share are as follows:

<TABLE>
<CAPTION>
                                                    Loss         Shares       Per Share
                                                ------------  -------------  -----------
For the three months ended September 30, 2004:  (Numerator)   (Denominator)    Amount
----------------------------------------------  ------------  -------------  -----------
<S>                                             <C>           <C>            <C>

Basic and fully diluted net loss per share
------------------------------------------

Net loss attributable to common shareholders    $   (44,555)     10,635,188  $    (0.00)
                                                ============  =============  ===========

                                                    Loss         Shares       Per Share
                                                ------------  -------------  -----------
For the three months ended September 30, 2003:   (Numerator)  (Denominator)    Amount
----------------------------------------------  ------------  -------------  -----------

Basic and fully diluted net loss per share
------------------------------------------

Net loss attributable to common shareholders    $  (152,112)     10,625,101  $    (0.01)
                                                ============  =============  ===========

                                                    Loss         Shares       Per Share
                                                ------------  -------------  -----------
For the nine months ended September 30, 2004:    (Numerator)  (Denominator)    Amount
----------------------------------------------  ------------  -------------  -----------

Basic and fully diluted net loss per share
------------------------------------------

Net loss attributable to common shareholders    $  (169,331)     10,635,122  $    (0.02)
                                                ============  =============  ===========

                                                    Loss         Shares       Per Share
                                                ------------  -------------  -----------
For the nine months ended September 30, 2003:    (Numerator)  (Denominator)    Amount
----------------------------------------------  ------------  -------------  -----------

Basic and fully diluted net loss per share
------------------------------------------

Net loss attributable to common shareholders    $  (104,915)     10,617,492  $    (0.01)
                                                ============  =============  ===========
</TABLE>


                                    Page 17
<PAGE>
                     INTERNATIONAL COMMERCIAL TELEVISION INC.

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                      (Unaudited - Prepared by Management)
                       ----------------------------------


NOTE 9 - INCOME TAXES

The Company did not provide any current or deferred US federal, state or foreign
tax  provision  or  benefit  for  any  of  the  periods presented because it has
experienced  operating  losses since inception.  The Company has provided a full
valuation  allowance  on  the  net  deferred  tax  asset  because of uncertainty
regarding  its  realization.  This  asset  primarily  consists  of net operating
losses  and  amortization.

The  Company  had net operating losses of approximately $2,040,000 related to US
federal, foreign and state jurisdictions through December 31, 2003.  Utilization
of  net  operating  losses,  which  begin to expire at various times starting in
2021, may be subject to certain limitations.

Deferred  income  taxes  reflect  the  net  tax effects of temporary differences
between  the  carrying amounts of assets and liabilities for financial reporting
purposes  and  the  amounts  used  for  income  tax  purposes.

Significant components of the Company's deferred tax assets are approximately as
follows  as  of  September  30:

<TABLE>
<CAPTION>
                                   2004          2003
                               ------------  ------------
<S>                            <C>           <C>
Net operating loss             $   446,000   $   336,000
Basis of investments             2,327,000     2,327,000
Basis of intangibles               428,000       428,000
Basis of stock options             103,000       103,000
Accumulated amortization           120,000       (94,000)
Accumulated depreciation            (8,000)       (8,000)
State taxes                       (138,500)     (125,000)
                               ------------  ------------
    Total deferred tax assets    3,277,500     2,967,000
Valuation allowance             (3,277,500)   (2,967,000)
                               ------------  ------------
    Net deferred tax assets    $         -   $         -
                               ============  ============
</TABLE>

NOTE 10 - SEGMENT REPORTING

The  Company  operates  in one industry segment and is engaged in the selling of
various  consumer products primarily through direct marketing infomercials.  The
Company  evaluates performance and allocates resources based on several factors,
of  which  the  primary  financial measure is operating loss by geographic area.
Operating  expenses  are  primarily  prorated  based on the relationship between
domestic  and  international  sales.


                                    Page 18
<PAGE>
                    INTERNATIONAL COMMERCIAL TELEVISION INC.

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                      (Unaudited - Prepared by Management)
                       ----------------------------------


NOTE 10 - SEGMENT REPORTING (CONTINUED)

Information  with  respect to the Company's operating loss by geographic area is
as  follows:

<TABLE>
<CAPTION>
                           For the three months ended September 30, 2004   For the three months ended September 30, 2003
                           ----------------------------------------------  ---------------------------------------------
                            Domestic       International        Totals       Domestic       International      Totals
                           -------------  ------------------  -----------  ------------  ------------------  -----------
<S>                        <C>            <C>                 <C>          <C>           <C>                 <C>
Net sales                  $     30,291   $         200,162   $  230,453   $          -  $          78,695   $   78,695
Cost of sales                    19,189              70,171       89,360              -             47,632       47,632
                           -------------  ------------------  -----------  ------------  ------------------  -----------
Gross profit                     11,102             129,991      141,093              -             31,063       31,063
                           -------------  ------------------  -----------  ------------  ------------------  -----------

Operating expenses:
    Depreciation                    920               6,083        7,003              -              7,183        7,183
    General and                  13,409              88,607      102,016              -            125,982      125,982
      administrative
    Selling and marketing         2,106              13,916       16,022              -             33,168       33,168
    Royalties                     6,464              42,714       49,178              -              5,750        5,750
    Rent                          1,295               8,554        9,849              -              8,362        8,362
                           -------------  ------------------  -----------  ------------  ------------------  -----------
Total operating expense          24,194             159,874      184,068              -            180,445      180,445
                           -------------  ------------------  -----------  ------------  ------------------  -----------

Operating loss             $    (13,092)  $         (29,883)  $  (42,975)  $          -  $        (149,382)  $ (149,382)
                           =============  ==================  ===========  ============  ==================  ===========
</TABLE>

<TABLE>
<CAPTION>
                            For the nine months ended September 30, 2004    For the nine months ended September 30, 2003
                            --------------------------------------------    --------------------------------------------
                               Domestic      International       Totals       Domestic      International       Totals
                            -------------  ------------------  -----------  ------------  ------------------  -----------
<S>                         <C>            <C>                 <C>          <C>           <C>                 <C>
Net sales                   $     90,445   $         555,822   $  646,267   $    166,575  $         850,812   $1,017,387
Cost of sales                     40,930             214,289      255,219         23,200            456,584      479,784
                            -------------  ------------------  -----------  ------------  ------------------  -----------
Gross profit                      49,515             341,533      391,048        143,375            394,228      537,603
                            -------------  ------------------  -----------  ------------  ------------------  -----------

Operating expenses:
    Depreciation                   2,940              18,070       21,010          3,629             18,534       22,163
    General and                   46,391             285,088      331,479         79,140            404,219      483,359
      administrative
    Selling and marketing         11,611              71,357       82,968         18,925             96,664      115,589
    Royalties                     12,663              77,817       90,480         17,823             91,033      108,856
    Rent                           4,129              25,374       29,503          6,265             32,002       38,267
                            -------------  ------------------  -----------  ------------  ------------------  -----------
Total operating expense           77,734             477,706      555,440        125,782            642,452      768,234
                            -------------  ------------------  -----------  ------------  ------------------  -----------

Operating income (loss)     $    (28,219)  $        (136,173)  $ (164,392)  $     17,593  $        (248,224)  $ (230,631)
                            =============  ==================  ===========  ============  ==================  ===========
</TABLE>

NOTE  11  -  GOING  CONCERN  CONSIDERATIONS

The  accompanying  consolidated financial statements have been prepared assuming
the  Company will continue as a going concern and do not include any adjustments
to  reflect  the  possible  future  effects  on the recoverability of assets and
liquidation  of  liabilities that may result from this uncertainty.  The Company
has  experienced  recurring  losses from operations and the Company had negative
cash  flows  from operating activities for the nine month period ended September
30,  2004.  In  addition,  the  Company  has  a  working  capital  deficiency of
approximately $877,000 and an accumulated deficit of approximately $1,617,000 as
of  September  30, 2004.  These considerations raise substantial doubt about the
Company's  ability  to  continue  as  a  going  concern.  Management is actively
pursuing  additional  financing to fund the current operating losses and working
capital  deficiency.


                                    Page 19
<PAGE>
ITEM 2.  MANAGEMENT DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

Except  for  the  historical information presented in this document, the matters
discussed  in this Form 10-QSB, and specifically in the "Management's Discussion
and  Analysis or Plan of Operation", or otherwise incorporated by reference into
this  document  contain "forward looking statements" (as such term is defined in
the  Private Securities Litigation Reform Act of 1995).  These statements can be
identified  by  the  use  of  forward-looking  terminology  such  as "believes",
"expects",  "may", "will", "intends", "should", or "anticipates" or the negative
thereof or other variations thereon or comparable terminology, or by discussions
of strategy that involve risks and uncertainties.  The safe harbor provisions of
Section  21E of the Securities Exchange Act of 1934, as amended, and Section 27A
of  the  Securities Act of 1933, as amended, apply to forward-looking statements
made  by  the  Company.  You  should not place undue reliance on forward-looking
statements.  Forward-looking  statements  involve  risks and uncertainties.  The
actual  results  that  the  Company  achieves  may  differ  materially  from any
forward-looking  statements  due  to  such  risks  and  uncertainties.  These
forward-looking  statements  are  based on current expectations, and the Company
assumes  no  obligation  to  update  this  information.  Readers  are  urged  to
carefully  review  and  consider  the various disclosures made by the Company in
this  report  on  Form  10-QSB and in the Company's other reports filed with the
Securities  and Exchange Commission that attempt to advise interested parties of
the  risks  and  factors  that  may  affect  the  Company's  business.

The  following  discussion and analysis of the Company's financial condition and
results  of  operations  should  be  read  in  conjunction  with  the  Financial
Statements  and accompanying notes and the other financial information appearing
elsewhere  in  this  report.

OVERVIEW

ICTV  was incorporated as Moran Dome Exploration, Inc. on June 25, 1998.  We had
limited  operations and assets until April 2000, when we entered into and closed
a  Share  and Option Purchase Agreement with Kelvin Claney, Robin Jan Claney and
William Ainslie Reece, in their capacity as trustees of The Better Blocks Trust.
When  the  Share  and  Option  Purchase  Agreement  with The Better Blocks Trust
closed,  we  began  our  operations  as  an infomercial company selling products
directly  to  consumers  via  long-form  and  short-form  infomercials,  both
domestically  and  internationally.  We  market products that we own or have the
exclusive  license  to  market  (which we refer to as "our products" or "our own
products"),  and  we  also  act  as  the international marketing distributor for
products  owned  by third parties (which we refer to as "third-party products").
As the international marketing distributor for the third-party products, we take
previously  existing infomercials for third-party products, locate international
infomercial  operators to sell the products featured in the infomercials, and we
receive  either  a  royalty or the difference between the price at which we sell
the  product to the international infomercial operator and the price at which we
acquire  the  product.

Although  we  currently  sell  products  through  infomercials,  the goal of our
business  plan  is  to  use the brand awareness we create in our infomercials so
that  we  can sell the products featured in our infomercials, along with related
families  of  products, under distinct brand names in traditional retail stores.
Our  goal  is  to have these families of products sold in the traditional retail
environment in shelf-space dedicated to the product category.  We are developing
the  infrastructure  to create these brands of products so that we can implement
our  business  plan.

Fluctuations  in our revenue are driven by changes in our product mix.  Revenues
may  vary  substantially from period to period depending on our product line-up.
A  product  that  generates  revenue in one quarter may not necessarily generate
revenues  in  each quarter of a fiscal year for a variety of reasons, including,
seasonal  factors,  the  product's stage in its life-cycle, the public's general
acceptance  of  the  infomercial  and other outside factors, such as the general
state  of  the  economy.


                                    Page 20
<PAGE>
Just  as  fluctuations in our revenues are driven by changes in our product mix,
our  gross  margins  from period to period depend on our product mix.  Our gross
margins  vary according to whether the products we are selling are primarily our
own  products or third-party products.  As a general rule, the gross margins for
our  own  products are considerably higher based on proportionately smaller cost
of  sales.  For  third-party  products, our general experience is that our gross
margins are lower, because we record as cost of sales the proportionately higher
cost  of  acquiring  the  product  from  the manufacturer.  Within each category
(i.e.,  our  own products versus third-party products), gross margins still tend
to  vary  based  on  factors  such  as  market  price  sensitivity  and  cost of
production.

Many  of  our  expenses for our own products are incurred up-front.  Some of our
up-front  expenditures  include  infomercial  production  costs and purchases of
media  time.  If  our  infomercials  are successful, these up-front expenditures
produce revenue on the back-end, as consumers purchase the products aired on the
infomercials.  We  do  not incur infomercial production costs and media time for
our  third-party  products,  because  we  merely  act  as  the  distributor  for
pre-produced  infomercials.  It  is  the  responsibility  of  the  international
infomercial  operators  to  whom  we  sell  the third-party products to take the
pre-produced  infomercial,  adapt  it to their local standards and pay for media
time.

RESULTS  OF  OPERATIONS

Comparison  of  Quarterly  Results

The  following  discussion  compares  our  results of operations for the quarter
ended September 30, 2004, with the quarter ended September 30, 2003.

Revenues

Our revenues increased to approximately $230,000 for the quarter ended September
30,  2004,  up  from  approximately  $79,000 for the quarter ended September 30,
2003,  or  almost  293%.  In  2004,  as  was the case in 2003, we focused on the
international  markets, with almost 87% of our revenue coming from international
sales  in  comparison  to  100% in 2003.  The products that provided most of our
revenue  in  the  quarter ended September 30, 2004 were our Derma Wand and Smart
Stacks  products.  Sales  of our own products made up all but 2% of our revenues
for  the  three  months  ended  September  30, 2004, increasing to approximately
$226,000  (98%  of  total  revenue)  from  approximately  $79,000 (100% of total
revenues)  for  the same period in 2003.  During the quarter ended September 30,
2004,  our  product  Derma  Wand  generated  approximately $196,000 in sales, or
roughly  85%  of  our total sales for the quarter in comparison to approximately
$50,000  (63%  of  total  sales) for the same period in 2003.  The products that
provided  most  of  our revenue in the quarter ended September 30, 2003 were our
Derma  Wand  and  BetterBlocks  products.

Gross  Margin

Gross  margin  percentage  increased  to  approximately 61% in the quarter ended
September  30,  2004,  from approximately 39% in the quarter ended September 30,
2003.  The  increase  in  gross  margin percentage was primarily due to the fact
that  we  received more of our total revenues in the quarter ended September 30,
2004  from  the  sale of our own products whereas in the quarter ended September
30,  2003 we received more revenue from sales of third-party products, where our
cost  of  sales  are  much  higher.  In the quarter ended September 30, 2004, we
received  gross  margins  of  approximately  $143,000  for  Derma Wand and Smart
Stacks,  whereas  in  the  quarter  ended  September 30, 2003, we received gross
margins of approximately $35,000 for Derma Wand and BetterBlocks.


                                    Page 21
<PAGE>
Operating  Expenses

Total  operating  expenses  increased  slightly to approximately $184,000 in the
quarter  ended  September  30,  2004, from approximately $180,000 in the quarter
ended  September  30,  2003, up approximately $4,000, or 2%.  A combined $41,000
decrease in general and administrative costs ($24,000) and selling and marketing
costs  ($17,000) was offset by a $43,000 increase in royalties expense, which is
directly  attributable  to  higher  revenues.

Net  Loss

To  date,  we have not achieved profitability on a consistent basis, however our
losses  continue to drop on a quarter by quarter basis over the past 5 quarters.
Our  net  loss  for  the  quarter  ended  September 30, 2004 decreased by almost
$107,000 in comparison to the same period in 2003.  As operating expenses in the
comparable  periods  were  essentially  the  same, the lower loss was due to the
$110,000  increase  in  gross  profit.  We  anticipate  that  until  a follow-up
financing  is  completed,  we  will  continue  to  operate  at  a  loss.  Market
acceptance  of  the  products  we launch will also be a determining factor as to
whether  we  will  continue  to  operate  at  a  loss.

Comparison of Year-to-Date Results

The  following discussion compares our results of operations for the nine months
ended September 30, 2004, with the nine months ended September 30, 2003.

Revenues

Our  revenues  decreased  to  approximately  $646,000  for the nine months ended
September  30,  2004,  from  approximately  $1,017,000 for the nine months ended
September  30, 2003, down 36%.  Derma Wand and Smart Stacks provided most of our
revenue  in  the  nine  months  ended  September  30,  2004 combining for nearly
$595,000  up  marginally from the $590,000 sold during the comparative period in
2003.  Much  of the approximate $371,000 difference in revenues during the three
months  ended  September 30, 2004 versus 2003 resulted from sales of Nail Dazzle
(approximately  $117,000)  and  third-party  product  Ab-Away  (approximately
$198,000).  Sales  of  our  own  products  made  up almost 93% ($598,000) of our
revenues  for  the  nine months ended September 30, 2004, up from 74% ($754,000)
for  the  same  period  in  2003.

Gross  Margin

Gross margin percentage increased to 61% for the nine months ended September 30,
2004,  compared  to  53% for the nine months ended September 30, 2003.  Although
revenues  were  down from the comparative period, gross margin was higher due to
the  fact  that  we received more of our total revenues in the nine months ended
September  30,  2004  from the sales of our own products as compared to the same
period in 2003.  For the nine months ended September 30, 2004, we received gross
margins  of  approximately $372,000 for Derma Wand and Smart Stacks, compared to
the  nine  months  ended  September 30, 2003, where we received gross margins of
approximately  $353,000  for Derma Wand and smart Stacks, and nearly $97,000 for
Nail  Dazzle  and  $45,000  for  Cybersonic.

Operating  Expenses

Total operating expenses decreased to approximately $555,000 for the nine months
ended  September 30, 2004, from approximately $768,000 for the nine months ended
September  30, 2003, down approximately 213,000, or almost 28%.  The majority of
the  decrease  can  be  attributed  to  decreases  in general and administrative
expenses


                                    Page 22
<PAGE>
(approximately  $152,000)  and  selling  and  marketing  expenses (approximately
$33,000). Reduced legal, accounting and consulting fees accounts for much of the
decrease  in  general  and  administrative  expenses.

Net  Loss

To  date,  we  have  not achieved profitability on a consistent basis.  When you
remove the gain of $148,483 recorded in the nine months ended September 30, 2003
(foregiveness  of  accrued  interest  on related party note receivable), our net
loss  for  the  nine  months ended September 30, 2004 decreased by approximately
$84,000  in  comparison, mainly due to lower general and administrative expenses
but  also  due to the different product mix discussed in gross margin above.  We
anticipate  that  until  a follow-up financing is completed, we will continue to
operate  at  a loss.  Market acceptance of the products we launch will also be a
determining factor as to whether we will continue to operate at a loss.

PLAN OF OPERATION; LIQUIDITY AND CAPITAL RESOURCES

At  September  30,  2004,  we  had  approximately  $22,000 in cash on the books,
compared to approximately $31,000 at December 31, 2003.  We generated a negative
cash  flow  from  operations of approximately $108,000 for the nine months ended
September  30,  2004  compared  to  a  positive  cash  flow  from  operations of
approximately  $152,000  for the nine months ended September 30, 2003.  Again we
relied  on  related  party  advances in 2004 to fund operations, whereas most of
positive  cash flow generated in 2003 was used to pay down advances from related
parties.

We  have a note payable to The Better Blocks Trust ("BB Trust") in the amount of
approximately  $591,000,  which is due on November 1, 2004.  We are currently in
the  process  of  extending  the  note with BB Trust.  During 2003, the BB Trust
agreed to forego all interest owed in connection with this note.

To  date, we have granted 1,075,000 stock options, 900,000 with a $0.35 exercise
price,  80,000  with  a $0.50 exercise price, 35,000 with a $1.50 exercise price
and 60,000 with a $2.00 exercise price.  If the optionees exercise these options
over the next five years as they vest, we will receive approximately $515,000 in
capital.  We  estimate that the $0.50 options granted on September 28, 2001 will
result  in  non-cash  compensation expense of approximately $40,000 that we will
recognize  over  the  next  two years as services are rendered by the optionees.
This  assumes  an estimated fair value of $1.50 per share, based on the price of
our  offering  of  $1.50  per  share.

The  Company  has  experienced recurring losses from operations and has negative
cash  flows  from operating activities for the years ended December 31, 2003 and
2002.  In  addition,  the  Company  has  a  working  capital  deficiency  of
approximately $877,000 and an accumulated deficit of approximately $1,617,000 as
of  September  30,  2004.  These  recurring  losses  and our need for additional
capital  to  sustain operations has led to the "going concern" opinion issued by
our  independent  auditors.  In an effort to reach profitability and become less
dependent on the requirement to finance continuing operations, we are working to
increase  revenues  and  profit  margins  by  continuing the trend of generating
revenues  by selling our own products where our margins are much higher than our
third-party  products.  Furthermore,  we  are  actively  pursuing  additional
financing so that we may aggressively roll out our TwinTech product and increase
inventory  to  fill  the  growing demand for our Derma Wand product.  We have no
binding  commitments  or  arrangements for additional financing, and there is no
assurance that our management will be able to obtain any additional financing on
terms  acceptable  to  us,  if  at  all.


                                    Page 23
<PAGE>
ITEM 3.  CONTROLS AND PROCEDURES

Based  on  the evaluation of the Company's disclosure controls and procedures as
of  a  date  within 90 days of the filing date of this quarterly report, each of
Kelvin  Claney,  the  Chief Executive Officer of the Company, and Patrick Lavin,
the  Chief  Financial  Officer of the Company, have concluded that the Company's
disclosure  controls  and  procedures are effective in ensuring that information
required  to be disclosed by the Company in the reports that it files or submits
under  the  Securities Exchange Act of 1934, as amended, is recorded, processed,
summarized  and  reported  within the time periods and requirements specified by
the  Securities  and  Exchange  Commission's  rules  and  forms.

There were no significant changes in the Company's internal controls or in other
factors that could significantly affect these controls subsequent to the date of
their  evaluation,  including  any corrective actions with regard to significant
deficiencies  and  material  weaknesses.


                                    Page 24
<PAGE>
                           PART II - OTHER INFORMATION
                           ---------------------------


ITEM 6.         EXHIBITS AND REPORTS ON FORM 8-K

EXHIBITS

Exhibit
Number          Description

*31.1           Rule 13a-14(a)/15d-14(a) Certification - Chief Executive Officer

*31.2           Rule 13a-14(a)/15d-14(a) Certification - Chief Financial Officer

*32             Section 1350 Certifications

* Filed herewith

REPORTS ON FORM 8-K

n/a


                                    Page 25
<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.

                    INTERNATIONAL COMMERCIAL TELEVISION INC.


Date: November 10, 2004       By:     /s/ Kelvin Claney
                                 ---------------------------
                              Name:  Kelvin Claney
                              Title: Chief Executive Officer


Date: November 10, 2004       By:     /s/ Patrick Lavin
                                 ---------------------------
                              Name:  Patrick Lavin
                              Title: Chief Financial Officer


                                    Page 26
<PAGE>