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

                                   FORM 10-QSB
(Mark One)
  [X]  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
                                     OF 1934

                  For the quarterly period ended March 31,2005
                                                 -------------


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

             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, Washington 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 May 9, 2005, 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 OF CONTENTS

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

ITEM 1.  FINANCIAL STATEMENTS                                               1

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION         19

ITEM 3.  CONTROLS AND PROCEDURES                                           22


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

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K                                  23

SIGNATURES



<PAGE>

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

ITEM 1.  FINANCIAL STATEMENTS

         Consolidated Balance Sheets as of March 31, 2005 (unaudited)
            and December 31, 2004                                           2

         Consolidated Statements of Operations for the three months
            ended March 31, 2005 and 2004 (unaudited)                       3

         Consolidated Statements of Deficiency in Assets for the three
            months ended March 31, 2005 (unaudited) and year ended
            December 31, 2004                                               4

         Consolidated Statements of Cash Flows for the three months
            ended March 31, 2005 and 2004 (unaudited)                       5

         Notes to the Consolidated Financial Statements                6 - 18



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

                                CONSOLIDATED BALANCE SHEETS
                         AS OF MARCH 31, 2005 AND DECEMBER 31, 2004

                                                                March 31,     December 31,
                                                               ------------  --------------
                                                                   2005           2004
                                                               ------------  --------------
                                                               (unaudited)
                                                               ------------
                                          ASSETS
                                          ------
<S>                                                            <C>           <C>
CURRENT ASSETS:
  Cash                                                         $   627,574   $      95,191
  Accounts receivable                                              118,620         271,667
  Inventory                                                         32,579          53,560
  Prepaid expenses and deposits                                     16,699          16,699
  Deferred tax assets less valuation allowance of $3,105,500             -               -
        (December 31, 2004 - $3,162,000)                      ------------  --------------

    Total current assets                                           795,472         437,117
                                                               ------------  --------------

PROPERTY AND EQUIPMENT:
  Furniture and equipment                                          110,869         110,869
  Less accumulated depreciation                                     81,228          76,541
                                                               ------------  --------------
    Property and equipment, net                                     29,641          34,328
                                                               ------------  --------------

      Total assets                                             $   825,113   $     471,445
                                                               ============  ==============

                        LIABILITIES AND DEFICIENCY IN ASSETS
                        ------------------------------------

CURRENT LIABILITIES:
  Accounts payable and accrued liabilities                     $   516,504   $     381,236
  Accounts payable - related parties                               303,200         341,600
  Due to related parties                                           487,020         504,926
                                                               ------------  --------------
    Total current liabilities                                    1,306,724       1,227,762
                                                               ------------  --------------

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

COMMITMENTS AND CONTINGENCIES (Note 4)

DEFICIENCY IN ASSETS:
  Common stock                                                         536             536
  Additional paid-in-capital                                       229,922         229,922
  Accumulated deficit                                           (1,270,792)     (1,545,498)
  Unearned compensation                                            (32,000)        (32,000)
                                                               ------------  --------------
    Total deficiency in assets                                  (1,072,334)     (1,347,040)
                                                               ------------  --------------

      Total liabilities and deficiency in assets               $   825,113   $     471,445
                                                               ============  ==============
</TABLE>

The accompanying notes are an integral part of these consolidated statements.


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

                      CONSOLIDATED STATEMENTS OF OPERATIONS
               FOR THE THREE MONTHS ENDED MARCH 31, 2005 AND 2004

                                            2005          2004
                                        ------------  ------------
                                        (unaudited)   (unaudited)
                                        ------------  ------------
<S>                                     <C>           <C>
NET SALES                               $  1,038,818  $   126,211
COST OF SALES                                440,360       64,694
                                        ------------  ------------
GROSS PROFIT                                 598,458       61,517
                                        ------------  ------------

OPERATING EXPENSES:
  Depreciation                                 4,687        7,003
  General and administrative                  99,549       91,862
  Selling and marketing                      211,242       25,765
  Rent                                         6,193        9,816
                                        ------------  ------------
      Total operating expenses               321,671      134,446
                                        ------------  ------------

OPERATING INCOME (LOSS)                      276,787      (72,929)
                                        ------------  ------------

OTHER EXPENSES:
  Interest expense                             2,081        1,353
                                        ------------  ------------

INCOME (LOSS) BEFORE INCOME TAXES            274,706      (74,282)

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

NET INCOME (LOSS)                       $    274,706  $   (74,282)
                                        ============  ============

BASIC INCOME (LOSS) PER SHARE           $       0.03  $     (0.01)
                                        ============  ============

FULLY DILUTED INCOME (LOSS) PER SHARE   $       0.03  $     (0.01)
                                        ============  ============
</TABLE>

The accompanying notes are an integral part of these consolidated statements.


                                     Page 3
<PAGE>
<TABLE>
<CAPTION>
                            INTERNATIONAL COMMERCIAL TELEVISION INC. AND SUBSIDIARIES

                                 CONSOLIDATED STATEMENTS OF DEFICIENCY IN ASSETS


                                    Common Stock        Additional
                               ----------------------  ------------
                                  $0.001 par value       Paid-In      Accumulated      Unearned
                               ----------------------  ------------  -------------  --------------
                                 Shares      Amount      Capital        Deficit      Compensation      Totals
                               -----------  ---------  ------------  -------------  --------------  ------------
<S>                            <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             -

Stock-based compensation                 -          -       14,637              -               -        14,637

Amortization of deferred
  compensation under non-
  qualified stock option plan            -          -            -              -          16,000        16,000

Net loss                                 -          -            -        (97,671)              -       (97,671)
                               -----------  ---------  ------------  -------------  --------------  ------------

Balances, December 31, 2004     10,635,188        536      229,922     (1,545,498)        (32,000)   (1,347,040)

Net income                               -          -            -        274,706               -       274,706
                               -----------  ---------  ------------  -------------  --------------  ------------


Balances, March 31, 2005        10,635,188  $     536  $   229,922   $ (1,270,792)  $     (32,000)  $(1,072,334)
                               ===========  =========  ============  =============  ==============  ============
</TABLE>

The accompanying notes are an integral part of these consolidated statements.


                                     Page 4
<PAGE>
<TABLE>
<CAPTION>
                INTERNATIONAL COMMERCIAL TELEVISION INC. AND SUBSIDIARIES

                          CONSOLIDATED STATEMENTS OF CASH FLOWS
                   FOR THE THREE MONTHS ENDED MARCH 31, 2005 AND 2004


                                                                  2005          2004
                                                              ------------  ------------
                                                              (unaudited)   (unaudited)
                                                              ------------  ------------
<S>                                                           <C>           <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income (loss)                                           $   274,706   $   (74,282)
  Adjustments to reconcile net income (loss) to net cash
    provided by (used in) operating activities:
      Depreciation                                                  4,687         7,003
      Decrease (increase) in accounts receivable                  153,047       (59,149)
      Decrease (increase) in inventory                             20,981       (23,696)
      Increase in accounts payable and accrued liabilities        135,268        92,350
                                                              ------------  ------------
        Net cash provided by (used in) operating activities       588,689       (57,774)
                                                              ------------  ------------

CASH FLOWS FROM INVESTING ACTIVITIES:                                   -             -
                                                              ------------  ------------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Advances from related parties                                    34,253        68,853
  Payments to related parties                                     (90,559)      (22,337)
  Proceeds from issuance of common stock                                -         1,000
                                                              ------------  ------------
      Net cash provided by (used in) financing activities         (56,306)       47,516
                                                              ------------  ------------

NET INCREASE (DECREASE) IN CASH                                   532,383       (10,258)

CASH, beginning of the period                                      95,191        31,065
                                                              ------------  ------------

CASH, end of period                                           $   627,574   $    20,807
                                                              ============  ============

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
  Interest expense paid                                       $     2,081   $     1,353
                                                              ============  ============
  Income taxes paid                                           $         -   $         -
                                                              ============  ============
</TABLE>

The accompanying notes are an integral part of this statement.


                                     Page 5
<PAGE>
                    INTERNATIONAL COMMERCIAL TELEVISION INC.

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


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 three month period
ended  March 31, 2005, may not necessarily be indicative of the results that may
be  expected  for  the  year  ended  December  31,  2005.

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.  In 2003, 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.  In 2003, 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.


                                     Page 6
<PAGE>
                    INTERNATIONAL COMMERCIAL TELEVISION INC.

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


NOTE  1  -  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (CONTINUED)

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

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

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.

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.

Furniture  and  equipment
-------------------------

Furniture and 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-lived  assets  of  the  Company  are  reviewed annually as to whether their
carrying  value  has  become  impaired  in  accordance with FAS 144.  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 March 31, 2005, management
expects  these  assets  to  be  fully  recoverable.


                                     Page 7
<PAGE>
                    INTERNATIONAL COMMERCIAL TELEVISION INC.

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


NOTE  1  -  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (CONTINUED)

Furniture  and  equipment  (continued)
--------------------------------------

Depreciation  expense  amounted  to $4,687 and $7,003 for the three months ended
March  31,  2005  and  2004,  respectively.

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.

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.

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 that have been recorded during the current period on United
States  losses have been offset with a full valuation allowance.  These benefits
will  be  recorded  when  realized  or  at such time it is determined that these
benefits  are  likely  to  be  realized.


                                     Page 8
<PAGE>
                    INTERNATIONAL COMMERCIAL TELEVISION INC.

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


NOTE  1  -  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (CONTINUED)

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  ("SFAS 123"), "Accounting for Stock-Based Compensation" and SFAS
No.  148  (SFAS  148), "Accounting for Stock-Based Compensation - Transition and
Disclosure  -  an amendment of FASB Statement No. 123" 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 outstanding under the existing stock
option  plan  for  the three months ended March 31, 2005 and year ended December
31,  2004:

<TABLE>
<CAPTION>
                                                                                 Weighted
                                                                                 ---------
                                                      Number of Shares            Average
                                               --------------------------------  ---------
                                                            Non-                 Exercise
                                                         ----------              ---------
                                               Employee   Employee     Totals      Price
                                               --------  ----------  ----------  ---------
<S>                                            <C>       <C>         <C>         <C>
Balance, January 1, 2004                              -  1,091,000   1,091,000   $    1.55
  Granted on May 31, 2004                             -    300,000     300,000   $    0.35
  Exercised during the year                           -     (2,000)     (2,000)  $    0.50
  Cancelled during the year                           -   (340,000)   (340,000)  $    1.60
                                               --------  ----------  ----------

Balance, March 31, 2005 and December 31, 2004         -  1,049,000   1,049,000   $    0.49
                                               ========  ==========  ==========
</TABLE>

During  the period ended March 31, 2005 and 2004, there were no options granted.
Of  the  stock  options  currently  outstanding,  592,500  options are currently
exercisable at a weighted average exercise price of $0.53.  These options expire
at  dates  ranging  between  March  31,  2006  and  September  28,  2011.


                                     Page 9
<PAGE>
                    INTERNATIONAL COMMERCIAL TELEVISION INC.

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


NOTE  1  -  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (CONTINUED)

Stock  options  (continued)
---------------------------

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

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
loss  per  share would have been as follows for the three months ended March 31:

<TABLE>
<CAPTION>
                                                                   2005      2004
                                                                 --------  ---------
<S>                                                              <C>       <C>
Net income (loss) as reported                                    $274,706  $(74,282)
Deduct:
  Total stock based employee compensation determined under
  fair value method for all awards, net of related tax effects          -         -
                                                                 --------  ---------

Pro forma net income (loss)                                      $274,706  $(74,282)
                                                                 ========  =========

Earnings (loss) per share:
  Basic - as reported                                            $   0.03  $  (0.01)
                                                                 ========  =========
  Basic - pro forma                                              $   0.03  $  (0.01)
                                                                 ========  =========

  Diluted - as reported                                          $   0.03  $  (0.01)
                                                                 ========  =========
  Diluted - pro forma                                            $   0.03  $  (0.01)
                                                                 ========  =========
</TABLE>

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.

Method  of  Presentation
------------------------

Certain  amounts  in  the  2004  financial  statements have been reclassified to
conform  to  the  2005  presentation.

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

Financial instruments, which potentially subject the Company to concentration of
credit  risk, include cash and trade receivables.  The Company maintains cash in
bank  accounts that, at times, may exceed federally insured limits.  As of March
31,  2005,  the  Company  exceeded  the federally insured limit by approximately
$560,000  in  one  of  its  bank  accounts.  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 March 31, 2005 and December 31, 2004, all
of  the  Company's  trade  receivables  were  due  from  six and four customers,
respectively.


                                    Page 10
<PAGE>
                    INTERNATIONAL COMMERCIAL TELEVISION INC.

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


NOTE  2  -  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
owned  or had rights in certain intellectual properties that were transferred or
assigned  to ICTV during 2003.  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.


NOTE  3  -  FINANCIAL  INSTRUMENTS

Statement  of  Financial Accounting Standards No. 107 ("SFAS 107"), "Disclosures
About Fair Value of Financial Instruments" 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 payables 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  4  -  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,


                                    Page 11
<PAGE>
                    INTERNATIONAL COMMERCIAL TELEVISION INC.

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


NOTE  4  -  COMMITMENTS  AND  CONTINGENCIES  (CONTINUED)

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

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  was  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(TM)
---------------

On  August  17,  1999,  WSL entered into a production agreement with BAG for the
creation of infomercials of Derma Wand(TM). 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 was 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.  During the period ended March 31, 2005,
the  agreement  was  amended  such  that  royalties  payable on units sold after
December  31,  2004  cease.

On  October  15,  1999,  WSL  entered  into  an  endorsement  agreement  with an
individual for her appearance in a Derma Wand(TM) 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  was  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.


                                    Page 12
<PAGE>
                    INTERNATIONAL COMMERCIAL TELEVISION INC.

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


NOTE  4  -  COMMITMENTS  AND  CONTINGENCIES  (CONTINUED)

Derma  Wand(TM)
---------------

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  2.

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(TM). 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.

During 2004, the Company entered into two Letter Agreements with Omega 5 wherein
ICTV  was  appointed  as  exclusive  distributor  for  the  Derma Wand(TM) in an
additional  78 countries/territories throughout the world, with the exception of
the  United States.  The rights remain exclusive to ICTV provided ICTV purchases
a  minimum quantity each year and pays the royalty described above.  The term of
the  agreements  is  for  three  years  with  automatic  three  year  renewals.

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

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  Bondzalot(TM) 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


                                    Page 13
<PAGE>
                    INTERNATIONAL COMMERCIAL TELEVISION INC.

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


NOTE 4 - COMMITMENTS AND CONTINGENCIES (CONTINUED)

Bondzalot(TM)(continued)
------------------------

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.

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 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.

During  the  period  ended March 31, 2005, the Company entered into an agreement
with  COC  and CAT terminating the January 2003 and February 20, 2003 agreements
described  above.  In  consideration  for  surrendering our rights to advertise,
promote,  market,  sell or otherwise distribute TwinTech(TM)we received $800,000
from  COC.  From  these funds, we have agreed to repay Real to Reel's production
fee  in  full  settlement  of  the obligations to a shareholder set forth in the
April  28,  2003  agreement  described  above.


                                    Page 14
<PAGE>
                    INTERNATIONAL COMMERCIAL TELEVISION INC.

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


NOTE  4  -  COMMITMENTS  AND  CONTINGENCIES  (CONTINUED)

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

For  the period from January 1, 2004 through March 31, 2005, 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 $4,500
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  5  -  RELATED  PARTY  TRANSACTIONS

The Company has received short-term advances from a shareholder.  These advances
amounted  to  $483,274  and $450,245 as of March 31, 2005 and December 31, 2004,
respectively.  Interest  rates  charged  during  these periods ranged from 0% to
21.24%.  These  advances  are  included  in  "Due  to  related  parties"  on the
accompanying  consolidated  balance  sheets.

The  Company  has  received  short-term advances from shareholders, officers and
directors  of  the Company.  These advances amounted to $3,746 and $54,681 as of
March  31,  2005  and  December  31, 2004, respectively.  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  sheets.

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.  A gain of $148,483
($0.01 per share) was recorded in connection with the amount of accrued interest
forgiven  on  the  note.  The  note  is  unsecured.


NOTE  6  -  CAPITAL  TRANSACTIONS

During  the  year ended December 31, 2004, 2,000 options were exercised at $0.50
per share, for a total of $1,000.  During the three months ended March 31, 2005,
no  shares  were  issued.


                                    Page 15
<PAGE>
                    INTERNATIONAL COMMERCIAL TELEVISION INC.

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


NOTE  7  -  BASIC  AND  FULLY  DILUTED  LOSS  PER  SHARE

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

The  computation  of  basic  earnings per share is computed by dividing earnings
available  to  common shareholders by the weighted average number of outstanding
common shares during the period.  Diluted earnings per share gives the effect to
all  dilutive  potential  common  shares  outstanding  during  the  period.  The
computation  of  diluted earnings 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>
                                               Income        Shares       Per Share
                                            ------------  -------------  -----------
For the three months ended March 31, 2005:  (Numerator)   (Denominator)    Amount
------------------------------------------  ------------  -------------  -----------
<S>                                         <C>           <C>            <C>
Basic earnings per share
------------------------

Income available to common shareholders     $   274,706      10,635,188  $     0.03
                                            ============  =============  ===========

Fully diluted earnings per share
--------------------------------

Income available to common shareholders     $   274,706      10,844,875  $     0.03
                                            ============  =============  ===========

                                                Loss          Shares      Per Share
                                            ------------  -------------  -----------
For the three months ended March 31, 2004:   (Numerator)  (Denominator)    Amount
------------------------------------------  ------------  -------------  -----------

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

Loss available to common shareholders       $   (74,282)     10,634,990  $    (0.01)
                                            ============  =============  ===========
</TABLE>

NOTE  8  -  INCOME  TAXES

Apart  from  the past two quarters, the Company 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 $1,270,000 related to US
federal, foreign and state jurisdictions through March 31, 2005.  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.


                                    Page 16
<PAGE>
                    INTERNATIONAL COMMERCIAL TELEVISION INC.

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


NOTE  8  -  INCOME  TAXES  (CONTINUED)

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

<TABLE>
<CAPTION>
                              March 31, 2005    December 31, 2004
                             ----------------  -------------------
<S>                          <C>               <C>
Net operating loss           $       237,500   $          331,000
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             107,000              107,000
Accumulated depreciation              (2,000)              (2,000)
State taxes                          (95,000)            (132,000)
                             ----------------  -------------------
  Total deferred tax assets        3,105,500            3,162,000
Valuation allowance               (3,105,500)          (3,162,000)
                             ----------------  -------------------
  Net deferred tax assets    $             -   $                -
                             ================  ===================
</TABLE>

NOTE  9  -  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.

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

<TABLE>
<CAPTION>
                                  For the three months ended March 31, 2005         For the three months ended March 31, 2004
                               -----------------------------------------------  --------------------------------------------------
                                  Domestic     International       Totals          Domestic       International        Totals
                               --------------  --------------  ---------------  ---------------  ---------------  ----------------
<S>                            <C>             <C>             <C>              <C>              <C>              <C>
Net sales                      $      800,000  $      238,818  $     1,038,818  $       29,711   $       96,500   $       126,211
Cost of sales                         300,000         140,360          440,360          17,378           47,316            64,694
                               --------------  --------------  ---------------  ---------------  ---------------  ----------------
Gross profit                          500,000          98,458          598,458          12,333           49,184            61,517
                               --------------  --------------  ---------------  ---------------  ---------------  ----------------

Operating expenses:
  Depreciation                          3,610           1,077            4,687           1,648            5,355             7,003
  General and administrative           76,663          22,886           99,549          21,625           70,237            91,862
  Selling and marketing               162,679          48,563          211,242           6,065           19,700            25,765
  Rent                                  4,769           1,424            6,193           2,311            7,505             9,816
                               --------------  --------------  ---------------  ---------------  ---------------  ----------------
Total operating expense               247,721          73,950          321,671          31,649          102,797           134,446
                               --------------  --------------  ---------------  ---------------  ---------------  ----------------

Operating income (loss)        $      252,279  $       24,508  $       276,787  $      (19,316)  $      (53,613)  $       (72,929)
                               ==============  ==============  ===============  ===============  ===============  ================
</TABLE>


                                    Page 17
<PAGE>
                    INTERNATIONAL COMMERCIAL TELEVISION INC.

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


NOTE  10  -  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.  Although the
Company  generated positive cash flows from operating activities during the past
two  quarters,  the Company, for the most part, has experienced recurring losses
from  operations.  In  addition, the Company has a working capital deficiency of
approximately $510,000 and an accumulated deficit of approximately $1,270,000 as
of  March  31,  2005.  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 18
<PAGE>
ITEM  2.  MANAGEMENT  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
          OF  OPERATIONS

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.


                                    Page 19
<PAGE>
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.

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

The  following  discussion  compares  operations for the quarter ended March 31,
2005,  with  the  quarter  ended  March  31,  2004.

Revenues

Our  revenues  increased to approximately $1,039,000 for the quarter ended March
31, 2005, up from approximately $126,000 recorded during the comparative quarter
in  2004,  up  725%.  In  March  2005  we received $800,000 from Chevron Oronite
Company  LLC  ("COC")  in  consideration  for surrendering our rights to the COC
products  and  the  TwinTech  infomercial.  Our Derma Wand product generated the
balance,  or  almost  $239,000  in  revenues,  an increase of 185% over the same
period  in  2004 and almost double the revenues for all products sold during the
three  months  ended  March  31, 2004.  All revenues recorded during the quarter
ended  March 31, 2005 were generated by our own products, compared to almost 77%
during  the  comparative  period  in  2004.

Gross  Margin

Gross  margin  percentage  increased  to approximately 58% for the quarter ended
March  31,  2005,  compared to approximately 49% for the quarter ended March 31,
2004.  The increase in gross margin percentage was primarily due to the revenues
generated  from  the TwinTech sale.  During the quarter ended March 31, 2005, we
received  gross margins of approximately $98,000 for Derma Wand and $500,000 for
TwinTech, whereas in the quarter ended March 31, 2004, we received gross margins
of  only  $52,000  for  Derma  Wand.


                                    Page 20
<PAGE>
Operating  Expenses

Total  operating expenses increased to approximately $322,000 during the quarter
ended March 31, 2005, from approximately $134,000 during the quarter ended March
31,  2004,  up  approximately  $188,000,  or  140%.  All  of the increase can be
attributed  to  the  increase  in  selling  and  marketing  which  includes  the
production  cost  of  the  TwinTech  infomercial.  The  full production cost was
originally  borne  by  a  shareholder, as evidenced by an April 28, 2003 funding
agreement,  in  exchange  for  a  per kit royalty, not to exceed $2,000,000.  In
conjunction  with  the buyout from COC, we agreed to repay the production fee to
the  shareholder  in full settlement of the obligations set forth in the funding
agreement.

Net  Income

Apart  from  the  past  two  quarters,  we  have not achieved profitability on a
consistent  or  annualized  basis.  Our  net  income  of almost $275,000 for the
quarter ended March 31, 2005 follows up fourth quarter 2004 net income of almost
$72,000.  Although  we expect continued strong sales from our Derma Wand product
over  the  remainder of the year, we anticipate that until a follow-up financing
is  completed, we will continue to operate at or near break-even, as we reinvest
all  available  funds  into  new products.  Market acceptance of the products we
launch  will  also  be  a  determining  factor as to whether we will continue to
operate  profitably  or  at  a  loss.

PLAN  OF  OPERATION;  LIQUIDITY  AND  CAPITAL  RESOURCES

At  March 31, 2005, we had approximately $628,000 in cash on the books, compared
to  approximately $95,000 at December 31, 2004.  We generated positive cash flow
from  operations of approximately $589,000 in the first quarter of 2005 compared
to  a  negative  cash flow from operations of approximately $58,000 for the same
period in 2004.  The positive cash flow from operations was a combination of net
income,  accounts  receivable  collected and an increase in payables and accrued
liabilities.  In  2004,  we  relied  on shareholder advances to fund operations.

We  have a note payable to The Better Blocks Trust ("BB Trust") in the amount of
approximately  $591,000.

The  Company  has  granted  1,075,000 stock options; 900,000 at $0.35, 80,000 at
$0.50,  35,000  at  $1.50  and  60,000  at $2.00.  All option grants vest over a
five-year  period.  To date, a total of 26,000 stock options have been exercised
at  $0.50  for  proceeds of $13,000.  If the optionees exercise the remainder of
these  options  as  they vest, we will receive $514,500 in capital.  We estimate
that  the  $0.50  options  granted on September 28, 2001 will result in non-cash
compensation  expense  of  approximately $32,000 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  at the time.  No options were granted or exercised during the
period  ended  March  31,  2005.

Apart  from  the  past  two  quarters, we have experienced recurring losses from
operations  and  have experienced negative cash flows from operating activities.
In  addition,  the  Company  has  a  working capital deficiency of approximately
$510,000  and an accumulated deficit of approximately $1,270,000 as of March 31,
2005.  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


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<PAGE>
products  where  our  margins  are  much  higher  than our third-party products.
Furthermore,  we  are  actively  pursuing  additional  financing  so that we may
produce  two  long-form  infomercials  and  one  short-form infomercial over the
course  of  the  next  twelve  months.  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.


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.


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<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

No  reports  on  Form  8-K  were  filed during the quarter ended March 31, 2005.


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<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.
                    ----------------------------------------
                                   Registrant


Date:  May  9,  2005          By:  /s/  Kelvin  Claney
                                 -----------------------
                              Name:  Kelvin  Claney
                              Title:  Chief  Executive  Officer


Date:  May  9,  2005          By:  /s/  Patrick  Lavin
                                 -----------------------
                              Name:  Patrick  Lavin
                              Title:  Chief  Financial  Officer


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