**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


**Washington,
      D.C. 20549**









**FORM
      10-QSB**





**[
                X ]**
            **QUARTERLY
                REPORT UNDER SECTION 13 0R 15(****d****)
                OF THE SECURITIES EXCHANGE ACT OF
                1934**





For
      the
      quarterly period ended  **June
      30, 2006**





**[  
                ]**
            **TRANSITION
                REPORT UNDER SECTION 13 0R 15(****d****)
                OF THE SECURITIES EXCHANGE ACT OF
                1934**





For
      the
      transition period from___________________ to
      ___________________








**Commission
      file number** **000-30919**





**CTT
                INTERNATIONAL DISTRIBUTORS INC.**(Exact
                name of small business issuer as specified in its
                charter)








Incorporated
                in the State of Delaware
            98-6218467(State
                or other jurisdiction of incorporation or
                organization)
            (I.R.S. Employer
              Identification No.)Suite
                305 - South Tower, 5811 Cooney Road, Richmond, British Columbia,
                V6X
                3M1,Canada(Address
                of principal executive offices)604-733-2600(Issuer’s
                telephone number)Suite
                1000, 885 Dunsmuir Street, Vancouver, British Columbia, V6C 1N5,
                Canada(Former
                name, former address and former fiscal year, if changed since last
                report)





Indicate
      by check mark whether the registrant (1) has filed all reports required to
      be
      filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
      the
      preceding 12 months (or for such shorter period that the registrant was required
      to file such reports), and (2) has been subject to such filing requirements
      for
      the past 90 days.


**[
      X ] Yes [   ] No**





Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Exchange Act).


**[  
      ] 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.





**Class**
            **Outstanding
                at August 10, 2006**Common
                Stock - $0.0001 par value
            11,017,101





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




**Page
          - 1**









**PART
      I - FINANCIAL INFORMATION**





**Item
      1.**  **Financial
      Statements.**








**CTT
      International Distributors Inc.**


(A
      Development Stage Company)


June
      30,
      2006











Consolidated
      Balance Sheets





Consolidated
      Statements of Operations





Consolidated
      Statements of Cash Flows





Notes
      to the Consolidated Financial Statements





**Page
          - 2**


CTT
      International Distributors Inc.


(A
      Development Stage Company)


Consolidated
      Balance Sheets


(Expressed
      in US dollars)


(unaudited)





June
                30,
              2006
              $
            
            
            December
                31,
              2005
              $ASSETSCurrent
                AssetsCash
            
            7,095
            
            
            14,061Accounts
                receivable
            
            5,090
            
            
            7,213Inventory
            
            140
            
            
            2,527Prepaid
                expenses
            
            429
            
            
            429Total
                Current Assets
            
            12,754
            
            
            24,230Intangible
                Assets (Note 3)
            
            1,250
            
            
            1,562Total
                Assets
            
            14,004
            
            
            25,792LIABILITIES
                AND STOCKHOLDERS’ DEFICITCurrent
                LiabilitiesAccounts
                payable
            
            16,987
            
            
            32,685Accrued
                liabilities
            
            23,692
            
            
            28,131Due
                to related party (Note 4(a))
            
            11,694
            
            
            11,694Notes
                payable (Note 5)
            
            49,736
            
            
            8,736Total
                Liabilities
            
            102,109
            
            
            81,246Contingencies
                and Commitments (Notes 1 and 6)Stockholders’
                DeficitPreferred
                Stock
              Authorized:
                5,000,000 preferred shares with a par value of $0.0001
              Issued
                and outstanding: nil
            
            -
            
            
            -Common
                Stock
              Authorized:
                30,000,000 common shares with a par value of $0.0001
              Issued
                and outstanding: 11,017,101 shares
            
            1,102
            
            
            1,102Additional
                Paid in Capital
            
            96,615
            
            
            96,615Donated
                Capital
            
            13,747
            
            
            10,747Deficit
                Accumulated During the Development Stage
            
            (199,569
            )
            
            (163,918
            )Total
                Stockholders’ Deficit
            
            (88,105
            )
            
            (55,454
            )Total
                Liabilities and Stockholders’ Deficit
            
            14,004
            
            
            25,792





(The
      accompanying notes are an integral part of these consolidated financial
      statements)


**Page
          - 3**


CTT
      International Distributors Inc.


(A
      Development Stage Company)


Consolidated
      Statements of Operations


(Expressed
      in US dollars)


(unaudited)





Accumulated
              from
                May 17, 2004 (Date of Inception) to
            
            
            For
                the Three Months
              Ended
            
            
            For
                the Three Months Ended
            
            
            For
                the Six Months Ended
            
            
            For
                the Six Months EndedJune
                30,
            
            
            June
                30,
            
            
            June
                30,
            
            
            June
                30,
            
            
            June
                30,2006
            
            
            2006
            
            
            2005
            
            
            2006
            
            
            2005$
            
            
            $
            
            
            $
            
            
            $
            
            
            $Revenue
            
            66,521
            
            
            65
            
            
            2,700
            
            
            5,090
            
            
            3,700Cost
                of Sales
            
            (47,963
            )
            
            (37
            )
            
            (1,696
            )
            
            (2,934
            )
            
            (5,696
            )Gross
                Profit
            
            18,558
            
            
            28
            
            
            1,004
            
            
            2,156
            
            
            (1,996
            )ExpensesAdvertising
                & marketing
            
            5,820
            
            
            -
            
            
            83
            
            
            -
            
            
            83Amortization
            
            1,249
            
            
            156
            
            
            156
            
            
            312
            
            
            313Consulting
            
            11,357
            
            
            1,961
            
            
            1,294
            
            
            3,356
            
            
            2,599Donated
                services (Note 4(b))
            
            13,747
            
            
            1,500
            
            
            1,500
            
            
            3,000
            
            
            3,000General
                and administrative
            
            19,885
            
            
            3,185
            
            
            2,769
            
            
            5,548
            
            
            8,309Professional
                fees
            
            114,146
            
            
            15,542
            
            
            18,481
            
            
            25,591
            
            
            24,371Total
                Expenses
            
            166,204
            
            
            22,344
            
            
            24,283
            
            
            37,807
            
            
            38,675Loss
                from Operations
            
            (147,646
            )
            
            (22,316
            )
            
            (23,279
            )
            
            (35,651
            )
            
            (40,671
            )Loss
                on disposal of subsidiary
            
            (17,741
            )
            
            -
            
            
            -
            
            
            -
            
            
            -Net
                Loss
            
            (165,387
            )
            
            (22,316
            )
            
            (23,279
            )
            
            (35,651
            )
            
            (40,671
            )Loss
                Per Share - Basic and Diluted
            
            
            
            
            -
            
            
            -
            
            
            -
            
            
            -Weighted
                Average Shares Outstanding
            
            
            
            
            11,017,000
            
            
            10,317,000
            
            
            11,017,000
            
            
            10,317,000





(The
      accompanying notes are an integral part of these consolidated financial
      statements)


**Page
          - 4**


CTT
      International Distributors Inc.


(A
      Development Stage Company)


Consolidated
      Statements of Cash Flows


(Expressed
      in US dollars)


(unaudited)





For
                the Six
              Months
                Ended
            
            For
                the Six Months EndedJune
                30,
            
            June
                30,2006
            
            
            2005$
            
            
            $Operating
                ActivitiesNet
                loss
            
            (35,651
            )
            
            (40,671
            )Adjustments
                to reconcile net loss to net cash used in operating
                activities
            
            (35,651
            )
            
            (40,671
            )Amortization
            
            312
            
            
            313Bad
                debt expense
            
            -
            
            
            5,000Donated
                services
            
            3,000
            
            
            3,000Changes
                in operating assets and liabilities:Accounts
                receivable
            
            2,123
            
            
            9,129Inventory
            
            2,387
            
            
            (6,700
            )Prepaid
                expenses
            
            -
            
            
            -Accounts
                payable and accrued liabilities
            
            (20,137
            )
            
            7,212Due
                to related parties
            
            -
            
            
            538Net
                Cash Used in Operating Activities
            
            (47,966
            )
            
            (22,179
            )Investing
                Activities
            
            -
            
            
            -Financing
                Activities
            
            -
            
            
            -Proceeds
                from issuance of note payable to related party
            
            41,000
            
            
            -Net
                Cash Provided by Financing Activities
            
            41,000
            
            
            -Decrease
                in Cash
            
            (6,966
            )
            
            (22,179
            )Cash
                - Beginning of Period
            
            14,061
            
            
            28,124Cash
                - End of Period
            
            7,095
            
            
            5,945Non-cash
                Investing and Financing ActivitiesDeferred
                stock offering costs
            
            -
            
            
            (12,067
            )Supplemental
                DisclosuresInterest
                paid
            
            -
            
            
            -Income
                taxes paid
            
            -
            
            
            -





(The
      accompanying notes are an integral part of these consolidated financial
      statements)


**Page
          - 5**


CTT
      International Distributors Inc.


(A
      Development Stage Company)


Notes
      to the Consolidated Financial Statements


(Expressed
      in US dollars)


(unaudited)





1.  Development
      Stage Company




The
      Company was incorporated in the State of Delaware on January 14, 2000. Pursuant
      to an Agreement dated December 29, 2004 (the “Agreement”), the Company issued
      455,001 shares of common stock in exchange for all of the issued and outstanding
      shares of common stock of CTT Distributors Ltd. (“Distributors”). Distributors
      was incorporated in the Province of British Columbia, Canada, on May 17, 2004.
      The acquisition was considered a reverse acquisition for accounting and
      financial reporting purposes. The consolidated financial statements include
      the
      accounts of the Company since the reverse merger (December 29, 2004) and the
      historical accounts of Distributors since the date of its inception, May 17,
      2004. All significant intercompany balances and transfers have been eliminated
      on consolidation. Prior to the acquisition of Distributors, the Company’s sole
      asset consisted of ownership of a 100% interest in Slabsdirect.com Online (BC)
      Ltd. (“SlabsOnline”), a company incorporated in the Province of British
      Columbia, Canada. SlabsOnline was unsuccessful in the business of establishing
      a
      vertical trade portal on the Internet for the natural stone industry. The
      Company disposed of its interest in SlabsOnline to the former President of
      the
      Company.




The
      Company incorporated a wholly-owned subsidiary, CTT International Distributors
      Inc. on November 1, 2004 under the laws of the State of Delaware. Effective
      January 7, 2005, CTT International Distributors Inc. merged with and into the
      Company, and the Company was the surviving corporation. Concurrent with the
      merger, the Company changed its name from Slabsdirect.com, Inc. to CTT
      International Distributors Inc.




The
      Company is based in Vancouver, British Columbia, and its principal business
      is
      as an online fulfillment company that markets unique products to the internet
      consumer through its website “Cheaperthanthem.com”. The Company’s website offers
      electronic products consisting of OEM, non-branded and overstock electronic
      and
      computer products, for the consumer and wholesaler.




The
      Company is in the development stage and planned principal activities have
      commenced, but to date there has been no significant revenue. In a development
      stage company, management devotes most of its activities to developing a market
      for its products and services. These consolidated financial statements have
      been
      prepared on a going concern basis, which implies the Company will continue
      to
      realize its assets and discharge its liabilities in the normal course of
      business. The Company has not generated significant revenue and has never paid
      any dividends. The Company is unlikely to pay dividends or generate significant
      earnings in the immediate or foreseeable future. The continuation of the Company
      as a going concern and the ability of the Company to emerge from the development
      stage is dependent upon the continued financial support from its shareholders,
      the ability of the Company to obtain necessary equity financing to continue
      operations and to generate sustainable significant revenue. There is no
      guarantee that the Company will be able to raise any equity financing or
      generate profitable operations. The Company has a working capital deficiency
      of
      $89,355 and has accumulated losses of $199,569 since inception. These financial
      statements do not include any adjustments to the recoverability and
      classification of recorded asset amounts and classification of liabilities
      that
      might be necessary should the Company be unable to continue as a going concern.
      These factors raise substantial doubt regarding the Company’s ability to
      continue as a going concern.




The
      Company filed an amended Form SB-2 Registration Statement (“SB-2”) with the
      United States Securities and Exchange Commission on June 14, 2006 to register
      2,382,933 shares of common stock held by existing shareholders for resale at
      a
      price of $0.10 per share. The SB-2 was declared effective on June 29, 2006.
      The
      Company will not receive any proceeds from the resale of shares of common stock
      by the selling stockholders. Also pursuant to the SB-2, the Company plans to
      offer up to 2,500,000 common shares at a price of $0.10 per share for maximum
      proceeds of $250,000 to the Company.








2.  Summary
      of Significant Accounting Principles




|a) | Basis
              of Presentation
|-- | -----------------------------------



These
      consolidated financial statements and related notes are presented in accordance
      with accounting principles generally accepted in the United States, and are
      expressed in US dollars. The Company has not produced significant revenues
      from
      its principal business and is a development stage company as defined by
      Statement of Financial Accounting Standard (“SFAS”) No. 7 “ *Accounting
      and Reporting by Development Stage Enterprises* ”.
      These
      financial statements include accounts of the Company and its wholly-owned
      subsidiary, CTT Distributors Ltd. All intercompany transactions and balances
      have been eliminated. The Company’s fiscal year end is December 31.







**Page
          - 6**


CTT
      International Distributors Inc.


(A
      Development Stage Company)


Notes
      to
      the Consolidated Financial Statements


(Expressed
      in US dollars)


(unaudited)




|b) | Use
              of Estimates
|-- | ------------------------------



The
      preparation of financial statements in conformity with US generally accepted
      accounting principles requires management to make estimates and assumptions
      that
      affect the reported amounts of assets and liabilities and disclosure of
      contingent assets and liabilities at the date of the financial statements and
      the reported amounts of revenues and expenses during the reporting period.
      Actual results could differ from those estimates.




|c) | Cash
              and Cash Equivalents
|-- | ---------------------------------------



The
      Company considers all highly liquid instruments with a maturity of three months
      or less at the time of issuance to be cash equivalents.




|d) | Inventory
|-- | ---------



Inventory
      is recorded at the lower of cost and net realizable value on a first-in,
      first-out basis. At
      June
      30, 2006, inventory consisted of music related multimedia electronic products
      held for sale .




|e) | Comprehensive
              Loss
|-- | --------------------------------

SFAS
      No.
      130, “ *Reporting
      Comprehensive Income* ,”
      establishes standards for the reporting and display of comprehensive loss and
      its components in the financial statements. As at June 30, 2006 and 2005, the
      Company has no items that represent a comprehensive loss and, therefore, has
      not
      included a schedule of comprehensive loss in the consolidated financial
      statements .




|f) | Financial
              Instruments and Concentration Risk
|-- | ----------------------------------------------------------



The
      fair
      value of financial instruments which include cash, accounts receivable, accounts
      payable, accrued liabilities, note payable and due to a related party were
      estimated to approximate their carrying value due to the immediate or relatively
      short maturity of these instruments. Financial instruments which potentially
      subject the Company to a concentration of credit risk consist primarily of
      cash
      and accounts receivable. The Company deposits cash with a high quality financial
      institution. The largest concentration of credit risk is one customer who
      represents 57% (December 31, 2005 - 29%) of the total accounts receivable and
      from a second customer who represents 40% (December 31, 2005 - 25%) of the
      total
      accounts receivable. For
      the
      six months ended June 30, 200 6,
      revenue from one customer represented 57% (2005 - 86%) of total revenue and
      from
      a second customer represented 40% (2005 - 14%) of total revenue. For the six
      months ended June 30, 2006, the Company purchased 100% (2005 - 100%) of its
      inventory from one vendor.




|g) | Basic
              and Diluted Net Income (Loss) Per Share
|-- | -----------------------------------------------------------



The
      Company computes net income (loss) per share in accordance with SFAS No. 128,
      " *Earnings
      per Share* ",
      which
      requires presentation of both basic and diluted earnings per share (EPS) on
      the
      face of the income statement. Basic EPS is computed by dividing net income
      (loss) available to common shareholders (numerator) by the weighted average
      number of shares outstanding (denominator) during the period. Diluted EPS gives
      effect to all dilutive potential common shares outstanding during the period
      using the treasury stock method and convertible preferred stock using the
      if-converted method. In computing Diluted EPS, the average stock price for
      the
      period is used in determining the number of shares assumed to be purchased
      from
      the exercise of stock options or warrants. Diluted EPS excludes all dilutive
      potential shares if their effect is anti dilutive.




|h) | Website
              Development Costs
|-- | ---------------------------------------



The
      Company recognizes the costs associated with developing a website in accordance
      with the American Institute of Certified Public Accountants (“AICPA”) Statement
      of Position (“SOP”) No. 98-1, “ *Accounting
      for the Costs of Computer Software Developed or Obtained for Internal
      Use* ”.
      Relating to website development costs the Company follows the guidance pursuant
      to the Emerging Issues Task Force (EITF) No. 00-2, “ *Accounting
      for Website Development Costs* ”.




|i) | Long-Lived
              Assets
|-- | -------------------------------



In
      accordance with SFAS No. 144, “ *Accounting
      for the Impairment or Disposal of Long-Lived Assets* ”,
      the
      carrying value of intangible assets and other long-lived assets is reviewed
      on a
      regular basis for the existence of facts or circumstances that may suggest
      impairment. The Company recognizes impairment when the sum of the expected
      undiscounted future cash flows is less than the carrying amount of the asset.
      Impairment losses, if any, are measured as the excess of the carrying amount
      of
      the asset over its estimated fair value.




**Page
          - 7**


CTT
      International Distributors Inc.


(A
      Development Stage Company)


Notes
      to
      the Consolidated Financial Statements


(Expressed
      in US dollars)


(unaudited)





2.  Summary
      of Significant Accounting Principles (continued)




|j) | Foreign
              Currency Translation
|-- | ------------------------------------------



The
      Company’s functional and reporting currency is the United States dollar.
      Monetary assets and liabilities denominated in foreign currencies are translated
      in accordance with SFAS No. 52 “ *Foreign
      Currency Translation* ”,
      using
      the exchange rate prevailing at the balance sheet date. Gains and losses arising
      on settlement of foreign currency denominated transactions or balances are
      included in the determination of income. Foreign currency transactions are
      primarily undertaken in Canadian dollars. The Company has not, to the date
      of
      these financials statements, entered into derivative instruments to offset
      the
      impact of foreign currency fluctuations.




|k) | Revenue
              Recognition
|-- | ---------------------------------



The
      Company recognizes revenue from the sale of electronic products, such as MP3
      players, in accordance with Securities and Exchange Commission Staff Accounting
      Bulletin No. 104 (“SAB 104”), “ *Revenue
      Recognition in Financial Statements* ”.
      Revenue consists of the sale of electronic products and is recognized only
      when
      the price is fixed or determinable, persuasive evidence of an arrangement
      exists, the product is shipped, and collectibility
      is reasonably assured .
      The
      Company continually monitors timely payments and assesses any collection issues.
      The allowance for doubtful accounts is based on the Company’s detailed
      assessment of the collectibility of specific customer accounts. Any significant
      customer accounts that are not expected to be collected are excluded from
      revenues.




|l) | Income
              Taxes
|-- | --------------------------



Potential
      benefits of income tax losses are not recognized in the accounts until
      realization is more likely than not. The Company has adopted SFAS No. 109
“ *Accounting
      for Income Taxes* ”
as
      of
      its inception. Pursuant to SFAS No. 109 the Company is required to compute
      tax
      asset benefits for net operating losses carried forward. Potential benefit
      of
      net operating losses have not been recognized in these financial statements
      because the Company cannot be assured it is more likely than not it will utilize
      the net operating losses carried forward in future years.




|m) | Stock-based
              Compensation
|-- | --------------------------------------



Prior
      to
      January 1, 2006, the Company accounted for stock-based awards under the
      recognition and measurement provisions of Accounting Principles Board Opinion
      No. 25, *“Accounting
      for Stock Issued to Employees”* using
      the intrinsic value method of accounting, under which compensation expense
      was
      only recognized if the exercise price of the Company’s employee stock options
      was less than the market price of the underlying common stock on the date of
      grant. Effective January 1, 2006, the Company adopted the fair value recognition
      provisions of SFAS No. 123R *“Share
      Based Payments”* ,
      using
      the modified retrospective transition method. The Company has not issued any
      stock options or share based payments since its inception. Accordingly, there
      was no effect on the Company’s reported loss from operations, cash flows or loss
      per share as a result of adopting SFAS No 123R.




|n) | Recent
              Accounting Pronouncements
|-- | ----------------------------------------------



In
      May
      2005, the Financial Accounting Standards Board (FASB) issued SFAS No. 154,
      “ *Accounting
      Changes and Error Corrections - A Replacement of APB Opinion No. 20 and SFAS
      No.
      3* ”.
      SFAS
      No. 154 changes the requirements for the accounting for and reporting of a
      change in accounting principle and applies to all voluntary changes in
      accounting principle. It also applies to changes required by an accounting
      pronouncement in the unusual instance that the pronouncement does not include
      specific transition provisions. SFAS No. 154 requires retrospective application
      to prior periods’ financial statements of changes in accounting principle,
      unless it is impracticable to determine either the period-specific effects
      or
      the cumulative effect of the change. The provisions of SFAS No. 154 are
      effective for accounting changes and correction of errors made in fiscal years
      beginning after December 15, 2005. The adoption of this standard did not have
      a
      material effect on the Company’s results of operations or financial
      position.







**Page
          - 8**


CTT
      International Distributors Inc.


(A
      Development Stage Company)


Notes
      to
      the Consolidated Financial Statements


(Expressed
      in US dollars)


(unaudited)





2.  Summary
      of Significant Accounting Principles (continued)




n)  Recent
      Accounting Pronouncements (continued)




In
      December 2004, the FASB issued SFAS No. 153, *“Exchanges
      of Nonmonetary Assets - An Amendment of APB Opinion No. 29”* .
      The
      guidance in APB Opinion No. 29, *“Accounting
      for Nonmonetary Transactions”,* is based
      on the principle that exchanges of nonmonetary assets should be measured based
      on the fair value of the assets exchanged. The guidance in that Opinion,
      however, included certain exceptions to that principle. SFAS No. 153 amends
      Opinion No. 29 to eliminate the exception for nonmonetary exchanges of similar
      productive assets and replaces it with a general exception for exchanges of
      nonmonetary assets that do not have commercial substance. A nonmonetary exchange
      has commercial substance if the future cash flows of the entity are expected
      to
      change significantly as a result of the exchange. The provisions of SFAS No.
      153
      are effective for nonmonetary asset exchanges occurring in fiscal periods
      beginning after June 15, 2005. Early application is permitted and companies
      must
      apply the standard prospectively. The adoption of this standard did not have
      a
      material effect on the Company’s results of operations or financial
      position.




The
      FASB
      has also issued SFAS No. 155 *“Accounting
      for Certain Hybrid Financial Instruments* ”
and
      SFAS No. 156 *“Accounting
      for Servicing of Financial Assets”,* but they
      will not have any relationship to the operations of the Company. Therefore
      a
      description and its impact for each on the Company’s operations and financial
      position have not been disclosed.





3.  Intangible
      Assets




Cost
              $
            Accumulated
              Amortization
              $
            June
                30,
              2006
              Net
                Carrying
              Value
              $
            December
                31,
              2005
              Net
                Carrying
              Value
              $Website
                development costs
            2,500
            1,250
            1,250
            1,562




Costs
      associated with the website consist primarily of website design costs. These
      capitalized costs are being amortized based on their estimated useful life
      over
      four years. Internal costs related to the development of website content are
      charged to operations as incurred.





4.  Related
      Party Balances/Transactions




|a) | The
              Company issued a demand note in the amount of $9,900 to the President
              of
              the Company. The note is unsecured, non-interest bearing and due on
              demand. The Company also owes $1,794 to the President of the Company
              for
              expenses paid on behalf of the Company, which is unsecured, non-interest
              bearing and due on demand.
|-- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|b) | During
              the six months ended June 30, 2006, the Company recognized a total
              of
              $3,000 (2005 - $3,000) for donated services provided by the President
              of
              the Company.
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------




5.  Notes
      Payable




a)
            The
                Company issued a demand promissory note to the President of the Company
                for the acquisition of its opening inventory in the amount of $8,736.
                The
                note is unsecured, non-interest bearing and due on demand.




b)
            During
                the three month period ended June 30, 2006, the Company issued a
                demand
                promissory note to the President of the Company for cash advances
                of
                $41,000. The note is unsecured, non-interest bearing and due on
                demand.





6.  Commitment




On
      October 1, 2005, the Company entered into a lease agreement for office premises
      at a rate of CDN$535 per month, on a month-to-month basis. For the six months
      ended June 30, 2006, the Company incurred rent expense of $2,875 (2005 - $nil)
      which has been recorded as general and administrative expense.







**Page
          - 9**


**Item
      2. Management’s Discussion and Analysis or Plan of
      Operation.**





THE
      FOLLOWING PRESENTATION OF MANAGEMENT’S DISCUSSION AND ANALYSIS OF CTT
      INTERNATIONAL DISTRIBUTORS INC. SHOULD BE READ IN CONJUNCTION WITH THE FINANCIAL
      STATEMENTS AND OTHER FINANCIAL INFORMATION INCLUDED HEREIN.





**Overview**





CTT
      is a
      start-up, development stage company and has not generated any significant
      revenues from its e-commerce business operations.





CTT
      was
      merged under the laws of the State of Delaware on January 7, 2005. CTT was
      formed by the merger of Slabsdirect.com, Inc. and CTT International Distributors
      Inc. Slabsdirect.com Inc. was incorporated under the laws of the State of
      Delaware on January 14, 2000. CTT International Distributors Inc. was
      incorporated under the laws of the State of Delaware on November 1, 2004. As
      part of the merger, the Articles of Slabsdirect.com Inc. were adopted as the
      Articles of CTT. Until
      January 7, 2005, Slabsdirect.com, Inc. was an online auction marketplace for
      natural stone products, equipment and related items with no operations, no
      revenues, no financial backing and few assets.





CTT
      has
      one subsidiary, CTT Distributors Ltd., which is the operating company and was
      incorporated under the laws of the Province of British Columbia on May 17,
      2004.
      CTT Distributors Ltd. is a wholly-owned subsidiary of CTT.





On
      December 29, 2004, Slabsdirect.com Inc. agreed to issue 455,001 shares of common
      stock in exchange for all of the issued and outstanding shares of common stock
      of CTT Distributors Ltd. See Exhibit 10.1 - Share Exchange Agreement for more
      details. The acquisition was considered a reverse acquisition for accounting
      and
      financial reporting purposes. The consolidated financial statements include
      the
      accounts of CTT since the reverse merger (December 29, 2004) and the historical
      accounts of CTT Distributors Ltd. since the date of its inception, May 17,
      2004.
      All significant intercompany balances and transfers have been eliminated in
      consolidation.





Prior
      to
      the acquisition of CTT Distributors Ltd., Slabdirect.com Inc.’s sole asset
      consisted of ownership of a 100% interest in the issued and outstanding capital
      stock of Slabsdirect.com Online (BC) Ltd., a company incorporated in the
      Province of British Columbia, Canada. Slabsdirect.com Online (BC) Ltd. was
      been
      unsuccessful in the business of establishing a vertical trade portal on the
      Internet for the natural stone industry. Slabsdirect.com Inc. disposed of its
      interest in Slabsdirect.com Online (BC) Ltd. to the former president of
      Slabsdirect.com Inc. pursuant to the stock purchase agreement dated December
      29,
      2004. See Exhibit 10.2 - Stock Purchase Agreement for more details.





In
      the
      past fiscal year, CTT focused its efforts on the e-commerce operations of its
      business, including the development of the website and its strategic alliances
      for marketing. During
      the next 12 months, CTT has no current plan to (1) buy any specific additional
      plant or equipment, (2) conduct any significant research or development
      activities, or (3) to hire any employees, other than what will be required
      as
      part of CTT’s plan of operation. See “Plan of Operation” below for more
      information.





**Financial
      Condition**





CTT
      is a
      development stage company and CTT’s ability to continue as a going concern is
      dependent on raising additional capital to fund future operations and ultimately
      to attain profitable operations. This means that CTT’s auditors believe there is
      substantial doubt that CTT can continue as an on-going business for the next
      twelve months unless CTT obtains additional capital to pay its bills. CTT’s
      auditors’ report on its 2005 financial statements contained an explanatory
      paragraph that states that due to recurring losses since inception and negative
      cash flows substantial doubt exists as to CTT’s ability to continue as a going
      concern. Accordingly, CTT’s
      financial statements contained in this quarterly report have been prepared
      on a
      going concern basis, which assumes that CTT will be able to realize its assets
      and discharge its obligations in the normal course of business. CTT incurred
      net
      losses for the period from inception of May 17, 2004 to June 30, 2006 of
      $165,387.




**Page
          - 10**





CTT
      incurred a net loss of $22,316 during the three month period ended June 30,
      2006. As of June 30, 2006, CTT had a cash balance of $7,095, accounts receivable
      of $5,090, prepaid expenses of $429, and inventory of $140, and an intangible
      asset relating to the website of $1,250, representing the costs of designing
      the
      website of $2,500, net of accumulated amortization of $1,250. CTT’s liabilities
      on June 30, 2006 totalled $102,109, consisting of $16,987 in accounts payable
      and $23,692 in accrued liabilities, $11,694 due to related parties and $49,736
      in notes payable. Accounts payable of $16,987 consisted of $3,785 for accounting
      and audit fees, $12,255 for legal costs, $567 for inventory, and $380 for other
      miscellaneous administrative costs. Accrued liabilities of $23,692 consisted
      of
      accrued legal fees. There are no material defaults or past due amounts for
      the
      accounts payable or accrued liabilities. The $49,736 in notes payable consisted
      of $41,000 due to Mr. Sankhala for cash advances and $8,736 for the purchase
      of
      CTT’s opening inventory. When these assets were offset against CTT’s
      liabilities, CTT was left with a working capital deficit of $89,355 at June
      30,
      2006.





CTT’s
      financial statements included in this quarterly report have been prepared
      without any adjustments that would be necessary if CTT becomes unable to
      continue as a going concern and would therefore be required to realize upon
      its
      assets and discharge its liabilities in other than the normal course of its
      business operations.





**Limited
      operating history; need for additional capital**





There
      is
      limited historical financial information about CTT upon which to base an
      evaluation of its performance as an e-commerce company. CTT is an e-commerce
      company but has not generated any significant revenues from its e-commerce
      business. CTT cannot guarantee it will be successful in the e-commerce industry.
      CTT’s business is subject to risks inherent in the establishment of a new
      business enterprise, including limited working capital, possible delays in
      the
      development of its products and services, and possible cost overruns due to
      price and cost increases in products and services.





CTT
      has
      adopted a phased plan of operation to the development of its website and its
      operations. See “Plan of Operation” below for more detail. This allows CTT to
      allocate the expenditures of its resources in a very timely and measured manner.
      CTT will not continue with expenditures in any phase of the development if
      Amit
      Sankhala thinks CTT will be unable to complete the designated task. CTT may
      require further equity financing to provide for some of the working capital
      required to implement future development of its website and operations beyond
      the final phase of the plan of operation or for services and products that
      are
      currently not anticipated to be developed.





To
      meet
      its need for cash, CTT will rely on any revenues generated from its business
      operations and on debt and equity financings. Any revenue and financings will
      be
      applied to (1) development of CTT’s website www.cheaperthanthem.com  and
      implementation of CTT’s plan of operation, (2) development and delivery of its
      products and services, (3) operation of its business, (4) repayment of debt,
      and
      (5) working capital. Management does not know for certain how long CTT can
      satisfy its cash requirements. On April 9, 2006, Amit Sankhala advanced $41,000
      to the Company for working capital purposes, secured by an unsecured, demand,
      non-interest bearing promissory note. Management believes that CTT can satisfy
      its cash needs until December 2006 based upon its existing cash, receivables
      and
      inventory on hand. As well, with the payment terms that CTT has with its
      suppliers, it can purchase most inventory on 60 day terms. CTT keeps its costs
      down by not paying Amit Sankhala a salary and keeping its operating expenses
      low.





If
      CTT
      requires additional proceeds, CTT will have to find alternative sources, like
      a
      public offering, a private placement of securities, or additional loans from
      its
      sole officer or others. CTT has no assurance that future equity financing will
      be available to it on acceptable terms. If financing is not available on
      satisfactory terms, CTT may be unable to continue, develop or expand its
      e-commerce operations. Equity financing could result in additional dilution
      to
      existing shareholders.




**Page
          - 11**





At
      the
      present time, CTT is seeking equity financing to provide for the capital
      required to implement the phases of its plan of operation. CTT cannot guaranty
      that the proceeds raised from any offering, if any, will be enough for it to
      stay in business.





CTT
      anticipates that it will require approximately $367,000 for additional
      organization costs for the next 12 months. CTT will require approximately (a)
      $250,000 for CTT’s plan of operations, as described below in the “Plan of
      Operations”, (b) $2,000 for its transfer agent’s annual fee, (c) $15,000 for
      accounting fees, (d) $2,500 for additional filing fees, (e) $1,500 for printing
      costs, (f) $30,000 for additional legal fees, and (g) $66,000 for debt
      repayment. These estimates are based on the average of quotes for services
      CTT
      has obtained and on average costs of other entities that have filed a
      registration statement. Even if all the shares offered by CTT under its current
      Form SB-2 offering are purchased, CTT will still need an additional $117,000
      in
      working capital to meet all its capital costs. CTT expects to raise the
      shortfall in working capital with revenues it generates from its business
      operations or from additional equity offerings.





If
      CTT is
      unable to complete any phase of its plan of operation because it does not have
      enough money, CTT will suspend business operations until CTT raises additional
      working capital. If CTT cannot raise the required working capital, CTT will
      either have to suspend operations until it does raise the required working
      capital, or cease operations entirely. If CTT ceases business operations, CTT
      does not know what it will do and does not have any plans to do anything else.
      At that time, if it is in the best interest of CTT and its shareholders,
      management will consider liquidation.





**Comparison
      of the Three Month Periods Ended June 30, 2006 and 2005**





**Results
      of Operations**





While
      CTT
      is currently generating some revenue, CTT does not anticipate earning
      significant revenues until it completes Phase 2 of its plan of operation.
      However, there is no assurance that CTT will be able to complete its plan of
      operation and management does not know when CTT’s business operations will
      generate significant revenues. There is no guaranty that CTT will generate
      revenues from the website, or that if CTT does complete Phase 2 of its plan
      of
      operation, that CTT’s business operations will generate significant revenues or
      that CTT will be able to secure the financing necessary to proceed with the
      other phases of its plan of operations.





For
      the
      three month period ended June 30, 2006, CTT incurred a net loss of $22,316,
      compared to CTT’s net loss of $23,279 for the three month period ended June 30,
      2005. The decrease in net loss for the year three month ended June 30, 2006,
      as
      compared to the three month ended June 30, 2005, was primarily due to a decrease
      in CTT’s increased business operations, which resulted in a decrease in gross
      profits, an increase in general and administrative expenses, an increase in
      consulting services, and a decrease in professional fees.





**Revenues**





CTT
      has
      generated revenues of $66,521 from operations since its inception and $65 in
      revenues for the three month period ended June 30, 2006. For the three month
      period ended June 30, 2006, CTT sold one FM Receiver for $65 with a gross margin
      of 43% and did not sell any MP3 Players.





**Page
          - 12**




For
      the
      three month period ended June 30, 2005, CTT sold 180 MP3 Players for $2,700
      for
      an average gross margin of 37%.





There
      is
      no real reason for the rate of decline on sales of FM receivers other than
      the
      lack of customer demand on the website. The increase in average gross margins
      on
      the sale of receivers is due to the drop in product cost and the increased
      price
      that the consumer is willing to pay.





The
      breakdown of CTT’s sales between its Direct Business and its Fulfillment
      Business is 100% and nil respectively. Inventory is kept low as CTTs suppliers
      have inventory on hand. CTT’s purchases inventory on an as needed basis to fill
      orders. Management will monitor the demand and supply for inventory to ensure
      that there is sufficient inventory with CTT’s supply channels to meet demands.
      If CTT is unable to provide the inventory and meet demands, it will place mark
      the product as out of stock” on the website. To date, CTT has not made any
      fulfillment sales.





As
      a
      general policy, CTT requires verification of receipt of payment or credit card
      authorization before it ships products to consumers or wholesale purchasers.
      CTT
      has two types of customers that it deals with, one being retail which are
      internet customers and one being wholesale, which are customers that call up
      CTT
      and CTT has had past relationships with. The verification process is for the
      retail (internet sales) with either credit cards or certified cheques. The
      wholesale customers are relationships from the past and are given extended
      credit. Once payment is verified for retail customers, the shipment is shipped.
      At June 30, 2005 the average days outstanding was 1,044 days and at June 30,
      2006 the average number of days had decreased to 180 days. The decrease in
      days
      outstanding is due to CTT collecting its outstanding accounts receivable
      balances on a more timely basis. There is definitely a direct correlation
      between the outstanding accounts and CTT’s liquidity. CTT will be less able to
      turn its cash around to purchase inventory so it potentially decreases CTT’s
      profitability.





**Operating
      Expenses**





Total
      operating expenses decreased to $22,344 for the three month period ended June
      30, 2006, from $24,283 for the three month period ended June 30, 2005, due
      primarily to a decrease in professional fees of $2,939 and an increase in
      general and administrative of $416. CTT’s expenses decreased because CTT
      decreased its business operations and its investing and financing activities.
      Management expects CTT’s operating expenses to increase as CTT increases its
      business operations and its investing and financing activities.





For
      the
      three month period ended June 30, 2006, CTT realized $65 in sales of its
      products. The related cost of sales was $37, resulting in gross profit from
      operations of $28. CTT’s cost of sales consists solely of inventory costs.
      During the same period, CTT incurred (a) general administrative expenses of
      $3,185; (b) professional fees of $15,542, which included legal fees of $9,292,
      accounting fees of $3,750 for preparation of the financial statements, and
      auditor’s fees of $2,500; (c) consulting fees of $1,961; (d) donated services of
      $1,500, representing the fair value of services provided by Amit Sankhala,
      of
      which Mr. Sankhala does not expect repayment; and (e) amortization of $156
      for
      the accumulated amortization on its website. Therefore, for the three month
      period ending June 30, 2006, CTT had total net loss of $22,316.





For
      the
      three month period ended June 30, 2005, CTT realized $2,700 in sales of its
      products. The related cost of sales was $1,696, resulting in a gross profit
      from
      operations of $1,004. CTT’s cost of sales consists solely of inventory costs.
      During the same period, CTT incurred (a) general administrative expenses of
      $2,769; (b) professional fees of $18,481, which included legal fees of $15,781,
      accounting fees of $2,000 for preparation of the financial statements, and
      auditor’s fees of $700; (c) consulting fees of $1,294; (d) donated services of
      $1,500, representing the fair value of services provided by Amit Sankhala,
      of
      which Mr. Sankhala does not expect repayment; and (e) amortization of $156
      for
      the accumulated amortization on its website. Therefore, for the three month
      period ending June 30, 2005, CTT had total net loss of $24,283.




**Page
          - 13**





CTT
      has
      not attained profitable operations and is dependent upon obtaining financing
      to
      continue and to expand its existing business operations and to complete its
      plan
      of operation. For these reasons, CTT’s auditors stated in their report for the
      fiscal period ended December 31, 2005 that there is substantial doubt that
      CTT
      will be able to continue as a going concern.





**Off-Balance
      Sheet Arrangements**





CTT
      has
      no off-balance sheet arrangements that have or are reasonably likely to have
      a
      current or future effect on CTT’s financial condition, changes in financial
      condition, revenue or expenses, results of operations, liquidity, capital
      expenditures or capital resources that are material to investors, nor does
      CTT
      have any non-consolidated, special-purpose entities.





**Liquidity
      and Capital Resources**





CTT’s
      capital resources have been limited. CTT currently does not generate significant
      revenue from its business operations to be profitable, and to date has primarily
      relied on the sale of equity for working capital for its business
      operations.





CTT
      had
      cash of $7,095 and a working capital deficit of $89,355 at June 30, 2006. During
      the three month period ended June 30, 2006 CTT funded its operations through
      revenues from CTTs business operations of $65 and existing cash on hand. On
      April 9, 2006, the Company issue a promissory note to Amit Sankhala for cash
      advances of $41,000.





The
      notes
      to CTTs consolidated financial statements as of June 30, 2006 contain footnote
      disclosure regarding CTT’s uncertain ability to continue as a going concern. CTT
      has not generated sufficient revenues to cover its expenses, and CTT has an
      accumulated deficit of $199,569. While management believes that CTT will begin
      to generate more revenue during the year, as of June 30, 2006, CTT had $102,109
      in current liabilities and CTT cannot assure that it will succeed in generating
      revenue sufficient to meet its ongoing cash needs.





While
      CTT
      has raised capital to meet its working capital and financing needs in the past,
      additional financing is required in order to fully complete its plan of
      operation and launch its business operations. CTT is seeking financing in the
      form of equity in order to provide the necessary working capital. CTT currently
      has no commitments for financing. There are no assurances CTT will be successful
      in raising the funds required.





Amit
      Sankhala believes that CTT’s existing capital resources, including the
      subsequent loan proceeds of $41,000, will be sufficient to fund its current
      level of operating activities, capital expenditures and other obligations
      through the next six months, except any required working capital for its plan
      of
      operation. Even though CTTs monthly burn was $15,500 during the three month
      period ended June 30, 2006, CTT had a sufficient cash position and enough
      accounts receivable coming in that would lead management to believe that CTT
      has
      six months of working capital available, including the subsequent $41,000
      advanced by Amit Sankhala. However, if during that period or thereafter, CTT
      is
      not successful in generating sufficient liquidity from operations or in raising
      sufficient capital resources, on terms acceptable to the CTT, this could have
      a
      material adverse effect on CTT’s business, results of operations, liquidity and
      financial condition.





**Contingencies
      and Commitments**





CTT
      does
      not currently have any commitments for material capital expenditures over the
      short or long term. CTT expects to incur $3,000 per month in operating losses
      in
      the next 12 to 18 months, largely due to expenses associated with the
      development and operation of the website but also due to operating costs during
      that same time period. CTT’s monthly operating costs include CDN$500 for rent of
      CTT’s principal office, CDN$43 for Internet services and access, and $500 for
      miscellaneous office expenses.




**Page
          - 14**





CTT
      has
      no contingencies or long-term commitments.





**Critical
      Accounting Policies**





CTT’s
      discussion and analysis of its financial condition and results of operations,
      including the discussion on liquidity and capital resources, are based upon
      its
      financial statements, which have been prepared in accordance with accounting
      principles generally accepted in the United States. The preparation of these
      financial statements requires management to make estimates and judgements that
      affect the reported amounts of assets, liabilities, revenues and expenses,
      and
      related disclosure of contingent assets and liabilities. Actual results could
      differ from those estimates. On an on going basis, management re-evaluates
      its
      estimates and judgments, including but not limited to, those related to revenue
      recognition and collectibility of accounts receivable. Critical accounting
      policies identified are as follows:





**Revenue
      Recognition**





CTT
      recognizes revenue from the sale of electronic products, such as MP3 players,
      in
      accordance with Securities and Exchange Commission Staff Accounting Bulletin
      No.
      104 (“SAB 104”), “ *Revenue
      Recognition in Financial Statements* ”.
      Revenue consists of the sale of electronic products and is recognized only
      when
      the price is fixed or determinable, persuasive evidence of an arrangement
      exists, the product is shipped, and collectibility is reasonably assured. Trade
      accounts receivable relate to the sale of electronic products, such as MP3
      players. Amit Sankhala regularly reviews the collectibility of any outstanding
      balance, together with his estimate of the credit worthiness of the client.
      CTT
      sells to customers based on standard credit policies and regularly reviews
      accounts receivable for any bad debts. Allowances for doubtful accounts are
      based on estimate of losses on customer receivable balances. As at June 30,
      2006, there was no allowance for doubtful accounts.





**Foreign
      Currency Transaction / Balances**





CTT’s
      functional and reporting currency is the United States dollar. Monetary assets
      and liabilities denominated in foreign currencies are translated to United
      States dollars in accordance with SFAS No. 52 “ *Foreign
      Currency Translation* ”,
      using
      the exchange rate prevailing at the balance sheet date. Gains and losses arising
      on settlement of foreign currency denominated transactions or balances are
      included in the determination of income. Foreign currency transactions are
      primarily undertaken in Canadian dollars. CTT has not entered into derivative
      instruments to offset the impact of foreign currency fluctuations.





**Website
      Development Costs**





CTT
      recognizes the costs associated with developing a website in accordance with
      the
      American Institute of Certified Public Accountants (“AICPA”) Statement of
      Position (“SOP”) No. 98-1, “ *Accounting
      for the Costs of Computer Software Developed or Obtained for Internal
      Use* ”.
      Relating to website development costs CTT follows the guidance pursuant to
      the
      Emerging Issues Task Force (EITF) No. 00-2, “ *Accounting
      for Website Development Costs”* .





**Going
      Concern Issue**





The
      going
      concern basis of presentation assumes CTT will continue in operation throughout
      the next fiscal year and into the foreseeable future and will be able to realize
      its assets and discharge its liabilities and commitments in the normal course
      of
      business. Certain conditions, discussed below, currently exist that raise
      substantial doubt upon the validity of this assumption. The financial statements
      do not include any adjustments that might result from the outcome of the
      uncertainty.




**Page
          - 15**





CTT’s
      future business activities are dependent upon its ability to obtain third party
      financing in the form of debt and equity and ultimately to generate future
      profitable e-commerce activity or revenue from its product and services. As
      of
      June 30, 2006, CTT has only generated $66,521 in revenues since inception,
      and
      has experienced negative cash flow from its e-commerce activities. CTT may
      look
      to secure additional funds through future debt or equity financings. Such
      financings may not be available or may not be available on reasonable terms.





**Internal
      and External Sources of Liquidity**





CTT
      has
      funded its operations principally from the issuance of common stock, borrowings
      in the form of advances payable, and a short-term note payable.





**Inflation**





Amit
      Sankhala does not believe that inflation will have a material impact on CTT’s
      future business operations.





**Plan
      of Operation for the Next Twelve Months**





CTT
      has
      not had any significant revenues generated from its business operations since
      inception.





Amit
      Sankhala anticipates that CTT may not be able to satisfy its working capital
      requirements for the next 12 months. Accordingly, CTT will need to raise
      additional working capital to continue its operations. CTT anticipates funding
      its working capital needs for the next 12 months through the equity capital
      markets and private financings. Although the foregoing actions are expected
      to
      cover CTT’s anticipated cash needs for working capital and capital expenditures
      for at least the next 12 months, no assurance can be given that CTT will be
      able
      to raise sufficient cash to meet these cash requirements.





Also,
      Amit Sankhala expects revenues generated from the website to contribute to
      CTT’s
      required working capital, but expects that the revenues generated from the
      website for the next 12 months will not be enough for its required working
      capital. Until CTT is able to generate any consistent and significant revenue
      it
      may be required to raise additional funds by way of equity.





Amit
      Sankhala plans to improve CTT’s cash flows and operating results by raising
      additional capital through a registered offering, private placements of stock,
      and private loans. Therefore, CTT has not contemplated any plan of liquidation
      if it does not generate revenues. CTT cannot ensure, however, that these plans
      will be successful.





At
      any
      phase, if CTT finds that it does not have adequate funds to complete a phase,
      it
      may have to suspend its operations and attempt to raise more money so it can
      proceed with its business operations. If CTT cannot raise the capital to proceed
      it may have to suspend operations until it has sufficient capital.





To
      become
      profitable and competitive, CTT needs to establish its website as a
      comprehensive on-line shopping mall. To achieve this goal, Amit Sankhala has
      prepared a plan of operation for the next 12 months. Each of the phases of
      the
      plan of operations listed below will be implemented as resources are
      available.





**Phase
      1 - Develop and populate website (3 months)**





In
      Phase
      1, CTT plans to (1) upgrade and update the website so that it is more visually
      appealing and technologically sound and (2) update its product line and visuals
      on the website. CTT has budgeted $50,000 for this phase and expects it to take
      three months to complete, with completion expected within the first three months
      of CTT’s plan of operation. This budget includes the cost of a fully functional,
      e-commerce enabled format and the costs associated with installation and
      technicians. Also in this phase, CTT will continue to maintain and populate
      the
      website with new products and updated visuals.




**Page
          - 16**





**Phase
      2 - Expand inventory and products (6 months)**





In
      Phase
      2, CTT plans to expand its product line to include inventory and products as
      the
      new products become available from suppliers and Fulfillment Associates. CTT
      will allocate 25% of this phase’s budget to the purchase of new and existing
      merchandise.





CTT’s
      expansion goals in this phase are to (1) expand its inventory product line
      by 12
      new inventory products, (2) expand its business by offering products directly
      applicable to its retail model, and (3) to expand its inventory of products
      to
      provide a 15 - 100% gross margin. CTT has a 100% margin on some of its MP3
      products. As the cost of components drops to the manufacturer, especially flash
      memory, those costs are passed on to CTT. Management believes that as CTT
      sources directly from manufacturers, it will increase its margins as the cost
      of
      components decrease.





CTT
      has
      budgeted $75,000 for this phase and expects it to take six months to complete,
      with completion expected within the first six months of CTT’s plan of
      operation.





**Phase
      3- Implement marketing strategy (6 months)**





In
      Phase
      3, CTT plans to (1) hire personnel for sales, marketing and customer service,
      (2) create a marketing strategy for the website and its products, and (3)
      implement its marketing strategy on its target market, including international
      customers.





CTT’s
      marketing goals in this phase are to attract potential and repeat customers
      to
      the website and have customers perceive the website as a preferred source of
      non-branded, discount products that are delivered in a professional,
      authoritative and efficient manner.





CTT
      has
      budgeted $75,000 for this phase and expects it to take six months to complete
      with completion expected within the second six months of CTT’s plan of
      operation.





**Phase
      4- Corporate Development (4 months)**





In
      Phase
      4, CTT plans to expand its business operations by creating products directly
      applicable to the non-branded, discounted product market. CTT intends to create
      products that are copies of the products that mainstream producers like Apple,
      Sony and Samsung produce. Create means to develop a product that has similar
      functionality and style, yet does not and will not infringe on anyone’s
      intellectual property. CTT currently has no in house manufacturing. CTT will
      identify a trend in electronics being sold by companies such as the Apple iPod
      or Sony MP3 players and work with the manufacturer to create similar looking
      and
      functioning products.





CTT
      has
      budgeted $50,000 for this phase and expects it to take four months to complete,
      with completion expected within the final four months of CTT’s plan of
      operation.




**Page
          - 17**




During
      any phase of the plan of operation, if CTT does not have adequate working
      capital to complete a phase of its proposed plan of operation, CTT may have
      to
      suspend its business operations and attempt to raise more working capital so
      that CTT can proceed. If CTT cannot raise the necessary working capital to
      proceed CTT may have to cease business operations until there is sufficient
      working capital.





CTT
      anticipates continuing to rely on private loans, equity sales of common shares,
      or debt financing in order to fund its proposed plan of operation. The issuance
      of additional shares will result in dilution to existing shareholders of
      CTT.





CTT
      is
      not currently conducting any research and development activities other than
      the
      development of the website. It does not anticipate conducting such activities
      in
      the near future. As CTT expands its customer base and product lines, it will
      need to hire additional employees or independent contractors as well as purchase
      or lease additional equipment.





**Uncertainties
      Relating To Forward-Looking Statements**





This
      Form
      10-QSB Quarterly Report for the three month period ended June 30, 2006,
      including the management’s discussion and analysis of financial condition and
      results of operations, as well as other sections of this Quarterly Report
      contain “forward-looking” statements within the meaning of the Private
      Securities Litigation Reform Act of 1995 and other United States federal
      securities laws. Certain information contained or incorporated by reference
      in
      this Quarterly Report, including the information set forth as to the future
      financial or operating performance of CTT, constitutes “forward-looking
      statements”. These statements may be identified by their use of words like
“plans”, “expect”, “aim”, “believe”, “projects”, “anticipate”, “intend”,
“estimate”, “will”, “should”, “could”, “contemplate”, “target”, “continue”,
“budget”, “may”, “schedule”, and other similar expressions that indicate future
      events and trends and identify forward-looking statements. All statements,
      other
      than historical statements of fact, that address expectations or projections
      about the future, including statements about CTT’s strategy for growth, product
      development, market position, expenditures and financial results, are
      forward-looking statements





Forward-looking
      statements in this Form 10-QSB include statements regarding (1) expectation
      that
      revenue will increase during fiscal 2006; (2) expectation of business operations
      increasing as a result of website development and an increase in marketing;
      (3)
      expectation of future operating expenses increasing; (4) expectation that the
      expansion of business operations will cause marketing and promotional costs
      to
      increase; (5) expectation that working capital needs for fiscal 2006 will be
      funded through the equity capital markets and private financings; (6)
      expectation that an increase in business operations will lead to hiring of
      additional employees or independent contractors; (7) expectation of future
      developments of content, products, features, and services to be provided on
      its
      website; (8) uncertainty of utilizing deferred tax assets; and (9) expectation
      that inflation will not have a material impact on future operations.




These
      forward-looking statements involve a number of risks and uncertainties,
      including, but not limited to, those discussed in these paragraphs. Factors
      that
      could cause future results to differ from these expectations include general
      economic conditions particularly related to demand for CTT’s products and
      services; changes in business strategy; competitive factors (including the
      introduction or enhancement of competitive services); pricing pressures; changes
      in operating expenses; inability to attract or retain consulting, sales and/or
      development talent; changes in customer requirements; and/or evolving industry
      standards; and other factors described in CTT’s filings with the Securities and
      Exchange Commission. The results that CTT achieves may differ materially from
      any forward-looking statements due to these risks and uncertainties. The
      forward-looking statements in this Form 10-QSB for the three month period ended
      June 30, 2006, are subject to risks and uncertainties that could cause actual
      results to differ materially from this results expressed in or implied by the
      statements contained in this report.





As
      a
      result, the identification and interpretation of data and other information
      and
      their use in developing and selecting assumptions from and among reasonable
      alternatives requires the exercise of judgment. To the extent that the assumed
      events do not occur, the outcome may vary substantially from anticipated or
      projected results, and accordingly, no opinion is expressed on the achievability
      of those forward-looking statements. No assurance can be given that any of
      the
      assumptions relating to the forward-looking statements specified in the
      following information are accurate. All forward-looking statements are made
      as
      of the date of filing of this Form 10-QSB and CTT disclaims any duty to update
      any such forward-looking statements, and CTT assumes no obligation to update
      any
      such forward-looking statements.




**Page
          - 18**





CTT
      may,
      from time to time, make oral forward-looking statements. CTT strongly advises
      that the above paragraph and the risk factors described in CTT’s Annual Report
      and in CTT’s other documents filed with the United States Securities and
      Exchange Commission should be read for a description of certain factors that
      could cause the actual results of CTT to materially differ from those in the
      oral forward-looking statements. CTT disclaims any intention or obligation
      to
      update or revise any oral or written forward-looking statements whether as
      a
      result of new information, future events or otherwise.





**Item
      3. Controls and Procedures.**





**Disclosure
      Controls and Procedures**





Amit
      Sankhala, CTT’s Chief Executive Officer and Chief Financial Officer, has
      evaluated the effectiveness of CTT’s disclosure controls and procedures (as such
      term is defined in Rules 13a-15 and 15d-15 under the Securities Exchange Act
      of
      1934 (the “Exchange Act” )) as of the end of the period covered by this
      quarterly report (the “Evaluation Date”). Based on such evaluation, Mr. Sankhala
      has concluded that, as of the Evaluation Date, CTT’s disclosure controls and
      procedures are effective in alerting CTT on a timely basis to material
      information required to be included in its reports filed or submitted under
      the
      Exchange Act.





**Changes
      in Internal Controls**





During
      the quarter of the fiscal year covered by this report, there were no changes
      in
      CTT’s internal controls or, to CTT’s knowledge, in other factors that have
      materially affected, or are reasonably likely to materially affect, these
      controls and procedures subsequent to the date CTT carried out this evaluation.





**PART
      II - OTHER INFORMATION**





**Item
      1. Legal Proceedings.**





CTT
      is
      not a party to any pending legal proceedings and, to the best of CTT’s
      knowledge, none of CTT’s assets are the subject of any pending legal
      proceedings.





**Item
      2. Unregistered Sales of Equity Securities and Use of
      Proceeds.**





During
      the quarter of the fiscal year covered by this report, (i) CTT did not modify
      the instruments defining the rights of its shareholders, (ii) no rights of
      any
      shareholders were limited or qualified by any other class of securities, and
      (iii) CTT did not sell any unregistered equity securities, except as disclosed
      below regarding CTT’s public offering.





On
      June
      29, 2006, the Securities and Exchange Commission declared CTT’s Form SB-2
      Registration Statement effective, file number 333-124286, permitting CTT to
      offer up to 2,500,000 shares of common stock at $0.10 per share. There is no
      underwriter involved in this public offering. CTT has not yet sold any shares
      under this public offering. The offering period for the public offering expires
      on December 29, 2006, unless CTT extends the offering period.





**Item
      3. Defaults Upon Senior Securities.**





During
      the quarter of the fiscal year covered by this report, no material default
      has
      occurred with respect to any indebtedness of CTT. Also, during this quarter,
      no
      material arrearage in the payment of dividends has occurred.




**Page
          - 19**





**Item
      4. Submission of Matters to a Vote of Security Holders.**





No
      matter
      was submitted to a vote of security holders through the solicitation of proxies
      or otherwise, during the first quarter of the fiscal year covered by this
      report.





**Item
      5. Other Information.**





During
      the quarter of the fiscal year covered by this report, CTT reported all
      information that was required to be disclosed in a report on Form
      8-K.





**Item
      6. Exhibits.**





|**(a)** | **Index
              to and Description of Exhibits**
|------- | ------------------------------------------------------




All
      Exhibits required to be filed with the Form 10-QSB are incorporated by reference
      to CTT’s previously filed Form SB-2 and Form 10-KSB’s and Form
      10-QSB’s.





**Exhibit**
            **Description**
            **Status****3.1**
            Certificate
                of Ownership of Slabsdirect.com, Inc. and CTT International Distributors
                Inc. filed as an Exhibit to CTT’s Form 8-K (Current Report) filed on
                January 12, 2005 and incorporated herein by reference.
            Filed**3.2**
            Certificate
                of Incorporation for Slabsdirect.com, Inc. filed as an Exhibit to
                CTT’s
                Form 10-SB (Registration Statement) filed on June 28, 2000 and
                incorporated herein by reference.
            Filed**3.3**
            By-laws
                of Slabsdirect.com, Inc. filed as an Exhibit to CTT’s Form 10-SB
                (Registration Statement) filed on June 28, 2000 and incorporated
                herein by
                reference.
            Filed**3.4**
            Certificate
                of Incorporation for CTT Distributors Ltd. filed as an Exhibit to
                CTT’s
                Form 10-KSB (Annual Report) filed on April 1, 2005 and incorporated
                herein
                by reference
            Filed**3.5**
            Notice
                of Articles for CTT Distributors Ltd. filed as an Exhibit to CTT’s Form
                10-KSB (Annual Report) filed on April 1, 2005 and incorporated herein
                by
                reference.
            Filed**3.6**
            Articles
                of CTT Distributors Ltd. filed as an Exhibit to CTT’s Form 10-KSB (Annual
                Report) filed on April 1, 2005 and incorporated herein by
                reference.
            Filed**10.1**
            Share
                Exchange Agreement dated December 29, 2004, among Slabsdirect.com,
                Inc,
                CTT Distributors Ltd., and the shareholders of CTT Distributors Ltd.
                filed
                as an exhibit to CTT’s Form 8-K (Current Report) filed on January 6,
                2005and incorporated herein by reference.
            Filed**10.2**
            Stock
                PurchaseAgreement
                dated December 29, 2004, between Steven Bruk and Slabsdirect.com,
                Inc.
                filed as an exhibit to CTT’s Form 8-K (Current Report) filed on January 6,
                2005and incorporated herein by reference.
            Filed**10.3**
            Stock
                PurchaseAgreement
                dated December 29, 2004, between Amit Sankhala and Steven Bruk filed
                as an
                exhibit to CTT’s Form 8-K (Current Report) filed on January 6,
                2005and incorporated herein by reference.
            Filed**10.4**
            Sublease
                Agreement dated April 1, 2005 between Asset Logics Inc. and CTT
                Distributors Inc. filed as an exhibit to CTT’s Form SB-2/A (Registration
                Statement) filed on August 8, 2005 and incorporated herein by
                reference.
            Filed**31**
            Certifications
                pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
            Included**32**
            Certification
                pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section
                906 of
                the Sarbanes-Oxley Act of 2002.
            Included






**Page
          - 20**






**99.1**
            Code
                of Ethics filed as an attached exhibit to CTT’s Form 10-KSB (Annual
                Report) filed on April 1, 2005 and incorporated herein by
                reference.
            Filed**99.2**
            Audit
                Committee Charter filed as an attached exhibit to CTT’s Form 10-KSB
                (Annual Report) filed on April 1, 2005 and incorporated herein by
                reference.
            Filed**99.3**
            Disclosure
                Committee Charter filed as an attached exhibit to CTT’s Form 10-KSB
                (Annual Report) filed on April 1, 2005 and incorporated herein by
                reference.
            Filed











**SIGNATURES**








In
      accordance with the requirements of the Securities Exchange Act of 1934, CTT
      International Distributors Inc. has caused this report to be signed on its
      behalf by the undersigned duly authorized person.








**CTT
      INTERNATIONAL DISTRIBUTORS INC.**







By:*/s/
      Amit Sankhala*


Name:  **Amit
      Sankhala**


Title **:**  **Director,
      CEO and CFO**


Dated:  **August
      11, 2006**





**Page
          - 21**







**Exhibit
      31**










**Page
          - 22**




**CTT
      INTERNATIONAL DISTRIBUTORS INC** **.**


**CERTIFICATIONS
      PURSUANT TO**


**SECTION
      302 OF THE SARBANES-OXLEY ACT OF 2002**






**CERTIFICATION**




I,
      Amit
      Sankhala, certify that:




1.
 
      I have reviewed this quarterly report on Form 10-QSB of CTT International
      Distributors Inc.;




2.
      Based
      on my knowledge, this quarterly report does not contain any untrue statement
      of
      a material fact or omit to state a material fact necessary to make the
      statements made, in light of the circumstances under which such statements
      were
      made, not misleading with respect to the period covered by this report;




3.
      Based
      on my knowledge, the financial statements, and other financial information
      included in this report, fairly present in all material respects the financial
      condition, results of operations and cash flows of the small business issuer
      as
      of, and for, the periods presented in this report;




4.
      The
      small business issuer’s other certifying officer(s) and I are responsible for
      establishing and maintaining disclosure controls and procedures (as defined
      in
      Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial
      reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the
      small business issuer and have:




(a)
      Designed such disclosure controls and procedures, or caused such disclosure
      controls and procedures to be designed under our supervision, to ensure that
      material information relating to the small business issuer, including its
      consolidated subsidiaries, is made known to us by others within those entities,
      particularly during the period in which this report is being prepared;




(b)
      Designed such internal control over financial reporting, or caused such internal
      control over financial reporting to be designed under our supervision, to
      provide reasonable assurance regarding the reliability of financial reporting
      and the preparation of financial statements for external purposes in accordance
      with generally accepted accounting principles;




(c)
      Evaluated the effectiveness of the small business issuer’s disclosure controls
      and procedures and presented in this report our conclusions about the
      effectiveness of the disclosure controls and procedures, as of the end of the
      period covered by this report based on such evaluation; and




(d)
      Disclosed in this report any change in the small business issuer’s internal
      control over financial reporting that occurred during the small business
      issuer’s most recent fiscal quarter (the small business issuer’s fourth fiscal
      quarter in the case of an annual report) that has materially affected, or is
      reasonably likely to materially affect, the small business issuer’s internal
      control over financial reporting; and




5.
      The
      small business issuer’s other certifying officer(s) and I have disclosed, based
      on our most recent evaluation of internal control over financial reporting,
      to
      the small business issuer’s auditors and the audit committee of the small
      business issuer’s board of directors (or persons performing the equivalent
      functions):




(a)
      All
      significant deficiencies and material weaknesses in the design or operation
      of
      internal control over financial reporting which are reasonably likely to
      adversely affect the small business issuer’s ability to record, process,
      summarize and report financial information; and




(b)
      Any
      fraud, whether or not material, that involves management or other employees
      who
      have a significant role in the small business issuer’s internal control over
      financial reporting.







Date:
      August 11, 2006





*/s/
      Amit Sankhala*


Amit
      Sankhala


Chief
      Executive Officer


**Page
          - 23**




**CTT
      INTERNATIONAL DISTRIBUTORS INC** **.**


**CERTIFICATIONS
      PURSUANT TO**


**SECTION
      302 OF THE SARBANES-OXLEY ACT OF 2002**






**CERTIFICATION**




I,
      Amit
      Sankhala, certify that:




1.
 
      I have reviewed this quarterly report on Form 10-QSB of CTT International
      Distributors Inc.;




2.
      Based
      on my knowledge, this quarterly report does not contain any untrue statement
      of
      a material fact or omit to state a material fact necessary to make the
      statements made, in light of the circumstances under which such statements
      were
      made, not misleading with respect to the period covered by this report;




3.
      Based
      on my knowledge, the financial statements, and other financial information
      included in this report, fairly present in all material respects the financial
      condition, results of operations and cash flows of the small business issuer
      as
      of, and for, the periods presented in this report;




4.
      The
      small business issuer’s other certifying officer(s) and I are responsible for
      establishing and maintaining disclosure controls and procedures (as defined
      in
      Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial
      reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the
      small business issuer and have:




(a)
      Designed such disclosure controls and procedures, or caused such disclosure
      controls and procedures to be designed under our supervision, to ensure that
      material information relating to the small business issuer, including its
      consolidated subsidiaries, is made known to us by others within those entities,
      particularly during the period in which this report is being prepared;




(b)
      Designed such internal control over financial reporting, or caused such internal
      control over financial reporting to be designed under our supervision, to
      provide reasonable assurance regarding the reliability of financial reporting
      and the preparation of financial statements for external purposes in accordance
      with generally accepted accounting principles;




(c)
      Evaluated the effectiveness of the small business issuer’s disclosure controls
      and procedures and presented in this report our conclusions about the
      effectiveness of the disclosure controls and procedures, as of the end of the
      period covered by this report based on such evaluation; and




(d)
      Disclosed in this report any change in the small business issuer’s internal
      control over financial reporting that occurred during the small business
      issuer’s most recent fiscal quarter (the small business issuer’s fourth fiscal
      quarter in the case of an annual report) that has materially affected, or is
      reasonably likely to materially affect, the small business issuer’s internal
      control over financial reporting; and




5.
      The
      small business issuer’s other certifying officer(s) and I have disclosed, based
      on our most recent evaluation of internal control over financial reporting,
      to
      the small business issuer’s auditors and the audit committee of the small
      business issuer’s board of directors (or persons performing the equivalent
      functions):




(a)
      All
      significant deficiencies and material weaknesses in the design or operation
      of
      internal control over financial reporting which are reasonably likely to
      adversely affect the small business issuer’s ability to record, process,
      summarize and report financial information; and




(b)
      Any
      fraud, whether or not material, that involves management or other employees
      who
      have a significant role in the small business issuer’s internal control over
      financial reporting.







Date:
      August 11, 2006





*/s/
      Amit Sankhala*


Amit
      Sankhala


Chief
      Financial Officer


**Page
          - 24**







**Exhibit
      32**







**Page
          - 25**




**CERTIFICATION
      PURSUANT TO**


**18
      U.S.C. SECTION 1350,**


**AS
      ADOPTED PURSUANT TO**


**SECTION
      906 OF THE SARBANES-OXLEY ACT OF 2002**






In
      connection with the Quarterly Report of CTT International Distributors Inc.
      (“CTT”) on Form 10-QSB for the period ending June 30, 2006 as filed with the
      Securities and Exchange Commission on the date hereof (the “Report”), I, Amit
      Sankhala, President, Chief Executive Officer of CTT and sole member of the
      Board
      of Directors, certify, pursuant to s.906 of the Sarbanes-Oxley Act of 2002,
      that:




(1)
        The Report fully complies with the requirements of section 13(a) or 15(d)
      of the Securities Exchange Act of 1934; and




(2)
        The information contained in the Report fairly represents, the financial
      condition and result of operations of CTT.











*/s/
      Amit Sankhala*


Amit
      Sankhala


Chief
      Executive Officer






August
      11, 2006




**Page
          - 26**




**CERTIFICATION
      PURSUANT TO**


**18
      U.S.C. SECTION 1350,**


**AS
      ADOPTED PURSUANT TO**


**SECTION
      906 OF THE SARBANES-OXLEY ACT OF 2002**




In
      connection with the Quarterly Report of CTT International Distributors Inc.
      (“CTT”) on Form 10-QSB for the period ending June 30, 2006 as filed with the
      Securities and Exchange Commission on the date hereof (the “Report”), I, Amit
      Sankhala, Treasurer and Chief Financial Officer of CTT, certify, pursuant to
      s.906 of the Sarbanes-Oxley Act of 2002, that:




(1)
        The Report fully complies with the requirements of section 13(a) or 15(d)
      of the Securities Exchange Act of 1934; and




(2)
        The information contained in the Report fairly represents, the financial
      condition and result of operations of CTT.











*/s/
      Amit Sankhala*


Amit
      Sankhala


Chief
      Financial Officer




August
      11, 2006









**Page
          - 27**