SECURITIES AND EXCHANGE COMMISSION

                            Washington, D. C. 20549

                                   FORM 10-QSB

__X__ Quarterly Report Under Section 13 or 15(d) of The Securities  Exchange Act
of 1934 for the Quarterly Period Ended: September 30, 2004.

____ Transition Report Under Section 13 or 15(d) of the Securities  Exchange Act
of 1934 for the Transition Period From ____ to ____

                         Commission file number: 0-24930

                               CTD HOLDINGS, INC.
             (Exact name of registrant as specified in its charter)

            Florida                                    59-3029743
  (State or other jurisdiction                      (IRS Employer
of incorporation or organization)                  Identification No.)

 27317 N.W. 78th Avenue, High Springs, Florida            32643
 (Address of principal executive offices)              (Zip Code)

          Issuer's telephone number, including area code: 386-454-0887

   Former name, former address and former fiscal year, if changed since last
   report: N/A.

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

                      APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                      PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the  registrant  filed all  documents  and reports  required to be
filed by Section 12, 13 or 15 (d) of the Exchange Act after the  distribution of
securities under a plan confirmed by a court.

                          APPLICABLE ONLY TO CORPORATE ISSUERS

As of October 27,  2004,  the Company had  outstanding  6,478,984  shares of its
common stock.

Transitional Small Business Disclosure Format: No.


<PAGE>

PART I:  FINANCIAL INFORMATION

Item 1 Financial Statements (unaudited)

                                CTD HOLDINGS INC.
                           CONSOLIDATED BALANCE SHEET
                                  (Unaudited)
                                     ASSETS

                                                              September 30, 2004
                                                                 --------------
CURRENT ASSETS
 Cash and cash equivalents                                         $    100,554
 Certificate of deposit                                                  40,200
 Accounts receivable                                                     30,245
 Inventory                                                               57,122
 Deferred tax asset                                                      25,000
 Loan to shareholder                                                      2,516
                                                                    ------------
     Total current assets                                               255,637
                                                                    ------------

PROPERTY AND EQUIPMENT, net                                             421,158

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

OTHER ASSETS

     Intangibles, net                                                    13,278
     Deferred tax asset                                                 200,000
     Sports memorabilia collection                                      101,420
                                                                   ------------
        Total other assets                                              314,698
                                                                   ------------

TOTAL ASSETS                                                       $    991,493
                                                                   ============

(continued)

F-1

<PAGE>

                               CTD HOLDINGS, INC.
                           CONSOLIDATED BALANCE SHEET
                                   (Unaudited)

                      LIABILITIES AND STOCKHOLDERS' EQUITY

September 30, 2004
------------------
CURRENT LIABILITIES
 Accounts payable and accrued expenses                           $      21,164
 Current portion of long-term debt                                      10,232
 Current portion of shareholder loan                                    20,000
 Call option on sports memorabilia collection                          205,000
                                                                 -------------
    Total current liabilities                                          256,396
                                                                 -------------

LONG-TERM LIABILITIES
         Long-term debt, less current portion                          153,443
         Due to Stockholder, less current portion                       32,934
                                                                 -------------
         Total long-term liabilities                                   186,377
                                                                 -------------

Common stock payable                                                    54,000
                                                                 -------------


STOCKHOLDERS' EQUITY
 Common stock, par value $ .0001 per share, 100,000,000
   shares authorized, 6,484,984 shares issued
   and outstanding;                                                        649
 Preferred stock, par value $.0001 per share,
   5,000,000 share authorized
     Series A, 1 share issued and outstanding                                -
 Additional paid-in capital                                          2,296,735
 Accumulated deficit                                                (1,802,664)
                                                                 --------------
     Total stockholders' equity                                        494,720

                                                                 --------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                        $    991,493
                                                                 ==============

                See Accompanying Notes to Financial Statements

                                      F-2

<PAGE>
<TABLE>
<CAPTION>

                                CTD HOLDINGS, INC.
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)


                                   Three Months Ended               Nine Months Ended
                                      September 30,                    September 30,
                               ----------------------          ----------------------
                                     2004        2003                2004        2003
<S>                           <C>            <C>               <C>         <C>
                               ----------  ----------          ----------  ----------
PRODUCT SALES                  $  134,116 $    85,516           $ 387,545  $  225,545

COST OF PRODUCTS SOLD              29,991       8,816              65,613      33,954
                               ----------  ----------          ----------   ----------
GROSS PROFIT                      104,125      76,700             321,932     191,591
                               ----------  ----------          ----------   ----------
SELLING, GENERAL AND
ADMINISTRATIVE EXPENSE            112,318      45,507             343,517     141,494
                               ----------  ----------          ----------   ----------

SPORTS MEMORABILIA COLLECTION
  Gain on sales                    12,714           -              12,714           -
  Other income (expenses)           2,000           -            (309,250)          -
                               ----------  ----------          ----------   ----------
                                   14,714           -            (296,536)          -
                               ----------  ----------          ----------   ----------

INCOME (LOSS) FROM OPERATIONS       6,521      31,193            (318,121)     50,097
                               ----------  ----------           ----------  ----------

OTHER INCOME (EXPENSE)
  Interest expense                 (2,804)     (4,697)             (9,333)    (17,456)
  Investment and other income       7,579       1,146              11,732       4,203
                                ----------  ----------         ----------   ----------

   Total other income (expense)     4,775      (3,551)              2,399     (13,253)
                                ----------- ----------         ----------   ----------
NET INCOME (LOSS) BEFORE INCOME
 TAXES                             11,296      27,642            (315,722)     36,844

 Income Taxes                           -            -                   -          -
                                -----------  ----------          ---------- ----------

NET INCOME (LOSS)              $    11,296  $   27,642          $ (315,722) $  36,844
                               ===========  ==========           ========== ==========

NET INCOME (LOSS) PER COMMON
 SHARE                         $       .01  $      .01           $    (.05) $     .01
                               -----------  ----------           ---------- ----------

WEIGHTED AVERAGE NUMBER OF
  COMMON SHARES OUTSTANDING      7,519,468   4,791,220            6,925,778  4,791,220
                               ===========  ==========           ==========  ==========


                 See Accompanying Notes to Financial Statements
</TABLE>

<TABLE>
<CAPTION>
                                      F-3

                               CTD HOLDINGS, INC.
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
               Increase (Decrease) in Cash and Cash Equivalents
                                  (Unaudited)

                                                          Nine Months Ended
                                                             September 30,
                                                     --------------------------
                                                        2004            2003
                                                     ------------  ------------
CASH FLOWS FROM OPERATING ACTIVITIES
<S>                                                 <C>            <C>
 Net income (loss)                                   $   (315,722) $    36,844
                                                     ------------  ------------
 Adjustments to reconcile net income to net cash provided by (used in) operating
  activities:

  Bad debt expense                                              -        4,854
  Depreciation and amortization                            21,581       18,939
  Stock issued for services                               157,406            -
  Call option-sports memorabilia collection               205,000            -
  Fair value of stock options issued                        4,000            -
  Cost of memorabilia collection sold                       4,580            -
 Increase or decrease in:
  Accounts receivable                                     103,777       20,730
  Inventory                                                 5,551      (10,678)
  Accounts payable and accrued expenses                    (8,117)      14,166
  Common stock payable                                     45,310            -
                                                     ------------  ------------
        Total adjustments                                 539,088       48,011
                                                     ------------  ------------
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES      223,366
84,855                                               ------------  ------------
CASH FLOWS FROM INVESTING ACTIVITIES
 Purchase of equipment and building improvements          (53,551)     (54,927)
 Purchase of certificate of deposit                       (40,200)           -
                                                      ------------  -----------
NET CASH PROVIDED BY (USED IN)
 INVESTING ACTIVITIES                                     (93,751)     (54,927)
                                                     ------------  ------------
CASH FLOWS FROM FINANCING ACTIVITIES
 Proceeds on long-term debt                                     -       14,881
 Payments on long-term debt                                (7,269)      (7,666)
 Payments on loan payable to stockholder                  (27,033)     (20,000)
 Loan to Shareholder                                       (3,500)           -
 Received from shareholder                                    984            -
                                                     ------------  ------------
NET CASH PROVIDED BY (USED IN)
  FINANCING ACTIVITIES                                    (36,818)    (12,785)

     ------------  ------------
NET INCREASE (DECREASE) IN CASH
  AND CASH EQUIVALENTS                                     92,797       17,143

CASH AND CASH EQUIVALENTS, beginning of period              7,757       46,244
                                                     ------------  ------------
CASH AND CASH EQUIVALENTS, end of period             $    100,554  $    63,387
                                                     ============  ============
</TABLE>

                                  (Continued)

                                      F-4

<PAGE>

                               CTD HOLDINGS, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                Increase (Decrease) in Cash and Cash Equivalents
                                   (Unaudited)

<TABLE>
<CAPTION>

                                                           Nine Months Ended
                                                              September 30,
                                                     --------------------------
                                                        2004            2003
                                                     ------------  ------------
<S>                                                  <C>          <C>
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash paid for interest                                $     6,967   $    9,777
                                                     ============  ============
Cash paid for income taxes                            $         -   $        -
                                                     ============  ============
SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING AND
 FINANCING ACTIVITIES

Stock issued in acquisition of sports
 memorabilia collection                               $   106,000   $        -
                                                     ============  ============

Common stock issued for consulting services           $    57,157   $        -
                                                     ============  ============

Common stock issued in connection with
 liquidation of sports memorabilia collection         $   100,250   $        -
                                                     ============  ============

Purchase of vehicle with note payable                 $         -   $   14,881
                                                     ============  ============


</TABLE>

                See Accompanying Notes to Financial Statements

                                     F-5

<PAGE>

CTD HOLDINGS, INC.
NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30, 2004(Unaudited)

The information presented herein as of September 30, 2004, and for the three and
nine months ended September 30, 2004 and 2003, is unaudited.

(1) BASIS OF PRESENTATION:

The  accompanying  financial  statements  include  CTD  Holdings,  Inc.  and its
subsidiaries.

The  accompanying  financial  statements  have been prepared in accordance  with
generally accepted accounting  principles for interim financial  information and
with the  instructions  to Form  10-QSB  and  Rule  10-01  of  Regulations  S-X.
Accordingly,  they do not include all of the information and footnotes  required
by generally accepted accounting  principles for complete financial  statements.
In the opinion of management,  all  adjustments  (consisting of normal  required
adjustments) considered necessary for a fair presentation have been included.

Operating results for the three and nine month periods ended September 30, 2004,
are not necessarily  indicative of the results that may be expected for the year
ending  December  31,  2004.  For further  information,  refer to the  financial
statements and footnotes thereto included in the Company's annual report of Form
10-KSB for the year ended December 31, 2003.

(2) NET INCOME (LOSS) PER COMMON SHARE:

Net  income  (loss)  per  common  share  is  computed  in  accordance  with  the
requirements of Statement of Financial  Accounting Standards No. 128 (SFAS 128).
SFAS 128 requires net income (loss) per share information to be computed using a
simple  weighted  average  of  common  shares  outstanding  during  the  periods
presented.  SFAS 128 eliminated the previous requirement that earnings per share
include the effect of any dilutive common stock equivalents in the calculation.

(3) INCOME TAXES

The Company  recorded no income tax expense for the three and nine months  ended
September 30, 2004 due to its net loss for the periods.

4) CONCENTRATIONS

Sales to five major  customers were 73% of total sales for the nine months ended
September 30, 2004.  Sales to three major  customers were 64% of total sales for
the nine months ended September 30, 2003.

Substantially all 2004 inventory  purchases were from one vendor.  Substantially
all 2003 inventory purchases were from three vendors.

The Company has only one source for certain manufactured inventory. However, the
Company has  manufactured  these products in the past and could do so again,  if
necessary. There are multiple sources for its other inventory products.

                                       F-6
<PAGE>

(5) EMPLOYMENT AGREEMENTS

The Company has  employment  agreements  with two  employees  for total  monthly
salaries of $4,900.  In addition,  the employees are issued the stock equivalent
of $6,000 each month computed based on eighty percent of the average bid and ask
price on the last day of the month  for the  Company's  stock for the  preceding
month.   The  stock  is  subject  to  trading   restrictions   under  Rule  144.
Approximately  603,000 shares of common stock were due under these agreements at
September 30, 2004.

(6) CONSULTING AGREEMENTS

The Company  entered into an agreement  with two  financial  consultants  in May
2004. Upon amending the Articles of  Incorporation  for Series A Preferred Stock
as  described  in Note 8, the  Company  issued  343,137  shares of common  stock
registered  under Form S-8 to the  consultants  under terms of the agreement and
charged expense for $17,157 the fair value of the stock when earned.

In March 2004, the Company  entered into a one-year  agreement with a consultant
regarding  construction and specialized concrete formulations and issued 100,000
shares of stock  valued at $40,000 at the date of  issuance,  which the  Company
expensed in the first quarter of 2004. The stock was registered  using Form S-8.
The  consultant  is related to the  president  and majority  shareholder  of the
Company.

The Company  entered into a three-month  agreement  with a consultant  regarding
capital raising and strategic options.  The agreement  automatically  renews for
three-month  successive  terms  unless  cancelled  by either  party with 30 days
notice. The Company paid $15,000 upon entering the agreement and will pay $3,500
per month, for each month the contract is in force, which it expenses when paid.
The Company is required to pay the consultant  7.5% of any capital raised and 5%
of any other capital transaction  resulting within two years of the introduction
by the consultant.

(7) ACQUISTION OF SPORTS MEMORABILIA COLLECTION

In April,  2004, the Company  finalized the acquisition of a sports  memorabilia
collection  (Collection),   from  its  President  and  major  shareholder.   The
Collection was appraised at $400,000.  The President was issued 1,029,412 shares
of unregistered  common stock of the Company for the  Collection.  The number of
shares was determined using 70% of the appraised value ($280,000) divided by 80%
of the  average  of the bid and ask price for the  Company's  stock on April 14,
2004.  Since the acquisition of the Collection was from the Company's  President
and controlling  shareholder,  the Company  recorded the Collection at $106,000,
which  is  the   acquisition   cost  basis  of  the  President  and  controlling
shareholder.

The Company records sales of the Collection as gains or losses from operations.

Concurrent with the  acquisition of the  Collection,  the Company entered into a
one-year  contract  with a consultant  to liquidate  the  Collection  on a "best
efforts" basis. The Company issued the consultant 250,627 shares of common stock
registered on Form S-8 valued at $100,250 on the date the contract was executed.
The  Company  expensed  the  $100,250  through  operations  in the  accompanying
statement of operations.

The  consultant has the option to purchase the Collection at any time during the
term of the agreement  for $200,000  less any sale proceeds  already paid to the
Company.  The  Company  computed  the fair value of this call  option  using the
Black-Scholes stock option pricing model. The following assumptions were made in
estimating  fair value:  risk-free  interest  rate of 3.5%;  no dividend  yield;
expected life of one year. The fair value calculated resulting from the issuance
of this option was  determined  to be $205,000 at September  30, 2004,  which is
recorded as a liability in the accompanying balance sheet and charged operations
in the accompanying  statement of operations.  The Company recalculates the fair
value of the option at the end of each reporting period and recognize any change
as through operations and adjust its liability accordingly.

The consultant  was issued an option to acquire  100,000 shares of the Company's
stock at  $.50/share  during the  one-year  term of the  agreement.  The Company
follows SFAS 123 in accounting  for stock options  issued to  nonemployees.  The
fair value of each option  granted is estimated  using the  Black-Scholes  stock
option pricing model.  The following  assumptions  were made in estimating  fair
value:  risk-free interest rate of 3.5%; no dividend yield; expected life of one
year;  standard  deviation of historical  stock returns  44.03%.  The fair value
calculated  resulting  from the  issuance  of this option was  determined  to be
$4,000,  which was charged through  operations in the accompanying  statement of
operations.

The Company may be required to pay the consultant $50,000 after three months and
an  additional  $50,000  after six months - both  payments  contingent  upon the
Company receiving  cumulative payments from the sales of the Collection totaling
$150,000. The Company has the option of paying the additional  compensation,  if
any,  by issuing  additional  common  stock to the  consultant.  The  Company is
required to register the stock, if issued.  If the target sales amounts are met,
the  Company  will  value the stock when  earned  and record an expense  through
operations.  As of September 30, 2004,  the Company  recorded  gross receipts of
approximately $17,000 from sales of the Collection.

The  consultant  is  required  to maintain  adequate  insurance  and pay for any
transportation  costs.  The  consultant is to liquidate the Collection at prices
not less than 75% of the values  published in  auction-house  guidebooks  and/or
reputable trade  publications and price guides.  The consultant is also required
to provide a detailed itemization of sales to the Company on a monthly basis.

(8) CORPORATE CHANGES

The Company amended its Articles of Incorporation  authorizing a class of "blank
check"  preferred stock  consisting of 5,000,000 shares and creating a series of
Series A Preferred Stock and set forth its designations, rights and preferences.
The more  significant  right is the share votes together with the holders of the
common stock on all matters  submitted to a vote of our  shareholders,  with the
share of Series A Preferred  Stock being entitled to one vote more than one-half
of all votes  entitled to be cast by all holders of voting  capital stock of CTD
Holding on any matter submitted to common  shareholders so as to ensure that the
votes  entitled  to be cast by the  holder of the Series A  Preferred  Stock are
equal to at least a majority  of the total of all votes  entitled  to be cast by
the  common  shareholders.  Each  share  of  series  A  Preferred  Stock  has  a
liquidation  preference of $.0001.  The Company issued one share of the Series A
Preferred Stock to its majority  shareholder in exchange for 1,029,412 shares of
common stock held by the majority  stockholder,  surrendered  to the Company and
cancelled. See note 6.

F-8

<PAGE>

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

Liquidity and Capital Resources

Our cash and short-term  investments  increased to approximately  $141,000 as of
September 30, 2004 compared to  approximately  $57,000 as of June 30, 2004. This
increase was primarily due to an increase in product sales and proceeds from the
sales of sports memorabilia.

As of September 30, 2004, we had a working capital deficit of ($759) compared to
working  capital  deficit of  approximately  ($30,000)  at the end of the second
quarter.  Working  capital  improved  significantly  this quarter due to our net
income and increased cash flows from operations.  Our working capital  continues
to be negatively  impacted by the call option liability of more than $200,000 on
our recently acquired sports memorabilia collection.  The call option expires in
the first  quarter  of 2005 and or be  settled  with the  remaining  cost of the
sports  memorabilia  collection  asset  ($101,000 at September  30, 2004) at the
option of the holder.  Absent the call  option  liability,  our working  capital
would be more than  $204,000.  Inventory  remained  constant  from the  previous
quarter at approximately $57,000.

Our cash flow from  operations  through  September  30,  2004 was  approximately
$223,000  compared to $85,000  through  September 30, 2003. This increase is due
primarily to increased revenues in 2004.

Controlling  cash expenses  continues to be  management's  primary  fiscal tool.
However,  growth  requires  increased  expenditures  and  we  feel  that  it  is
appropriate  during the current growth stage to engage consultants that can help
the Company in financial areas outside its expertise,  accepting that these fees
will act to reduce  profitability.  We are working hard to increase  revenues to
balance these new  expenses,  but cannot be sure that such effort will be enough
in the short term to sustain financial performance like that of the recent past.
Our cash SG&A expenses, as a percentage of sales, have decreased from 2003.

In April 2004,  we entered  into a one-year  consulting  agreement  as part of a
package  designed to create  additional  revenue.  We acquired a  collection  of
sports  memorabilia  from our majority  shareholder  and President for 1,029,412
shares  of  common  stock.  While  we  received  a  $400,000  appraisal  on  the
collection,  we recorded this asset for $106,000,  which represents our majority
shareholder's  cost  basis.  We also  engaged a  consultant  to  liquidate  that
collection  for not less than 75% of its book value.  The  consultant was issued
250,627 share of common stock valued at $100,250,  which we expensed.  We agreed
to an option  whereby  the  consultant  may acquire  the entire  collection  for
$200,000.  We recorded the fair value of this option  ($205,000)  as a liability
and a charge to operations.

During 2003, we began  improvements  and renovations of our corporate office and
have  invested  $100,000  through  September  30,  2004.  We are  committed to a
Research  Park  facility for the 40-acre site.  The office  renovations  will be
followed by improved security operations and modest guest facilities. Contingent
on the Company's ability to financially support modest expansions that will lead
to a formal site plan, we anticipate spending at least another $100,000 over the
next four  quarters  to put the  Company in a position to initiate a 5-year plan
for a new Cyclodextrin Research Park.

In May 2004, we entered into a three-month agreement with a consultant regarding
capital raising and strategic  options to modify the Company's capital structure
in order to expedite planned  acquisitions.  The agreement  automatically renews
monthly  unless  cancelled by either party with 30 days notice.  We paid $15,000
upon entering the  agreement  and will pay $3,500 per month,  for each month the
contract is in force,  which we expensed  when paid.  We are required to pay the
consultant  7.5% of any capital  raised and 5% of any other capital  transaction
resulting within two years of the introduction by the consultant.

Results of Operations

Sales of  Cyclodextrins  and related  manufactured  complexes  are  historically
highly volatile. In efforts to offset this volatility, we continue to expand our
revenue  producing  activities in Cyclodextrin  related research and development
services  for  unrelated  companies  while  expanding  our  line of  distributed
products.  Management  will also  look for  opportunities  to create  additional
revenue from  underutilized  assets.  Our product  sales are  primarily to large
pharmaceutical  and  chemical  supply and testing  companies  for  research  and
development purposes. To further minimize the volatility, we maintain a constant
line of  communication  with our major customers and their related  Cyclodextrin
research and development departments, while monitoring closely our expenses.

Total  product  sales for the third  quarter  2004 were  approximately  $134,000
compared to approximately  $120,000 in second quarter of 2004 and  approximately
$86,000 in the third  quarter of 2003.  While our third  quarter 2004 sales were
only slightly higher compared to the second quarter of 2004, the nine-month 2004
sales of $388,000  were more than 1.5 times that of the 2003 sales of  $226,000.
Gain  from  the  sales  of  the  sports  memorabilia  of  approximately  $13,000
contributed to improving our net income for the quarter.

Our gross  profit  margin in the third  quarter  of 2004 of 78% is  considerably
lower than the 90% enjoyed in the second  quarter of 2004 and lower than the 90%
for the third quarter of 2003; however,  compared to the 83% for the nine months
of 2004 and 85% for the same period of 2003, the drop is not so significant. One
factor in the decrease in gross profit in the third quarter were discounts given
by the Company to induce timely payments from one large customer.  We expect our
gross  profit  level to remain in the 80% range  over  time,  however  quarterly
amounts are affected by sales to this customer and other product mix variations.

Our SG&A expenses for the third quarter 2004 increased to approximately $112,000
from  approximately  $96,000 in the prior  quarter,  and  $46,000  for the third
quarter of 2003. Our SG&A expenses year to date for 2004 were $346,000  compared
to $141,000 for 2003. The substantial  increase is due to increased  consulting,
legal,  and  accounting  fees  incurred as a result of the  Company's  increased
merger and acquisitions activity.

In April 2004, we acquired a collection of sports  memorabilia from our majority
shareholder  and  President.  We also  engaged a  consultant  to  liquidate  the
collection.  The  consultant was issued 250,627 shares of common stock valued at
$100,250, which was expensed. We also issued the consultant an option to acquire
the entire  collection  for $200,000.  We recorded the fair value of this option
($207,000) as a charge to operations  during the quarter.  We may be required to
pay the  consultant  $50,000 after three months and an additional  $50,000 after
six months - both  payments  contingent  upon the Company  receiving  cumulative
payments from the sales of the Collection totaling $150,000. The Company has the
option of paying the  additional  compensation,  if any,  by issuing  additional
common stock to the consultant. If the target sales amounts are met, the Company
will value the stock when earned and record an expense through  operations.  The
Company recorded  approximately  $13,000 in sales of the collection in the third
quarter.

As a result of an agreement in May 2004 with two financial  consultants advising
us on corporate  structure matters,  the Company issued 343,137 shares of common
stock to the consultants under the terms of the agreement and charged operations
for the fair value of the stock issued ($17,157).

We expect  significant  increases  in future  legal and  accounting  fees as the
result of implementing our planned merger and acquisition strategy.

We recognized  net income of  approximately  $11,000 for the three months ending
September 30, 2004,  compared to a loss of $300,000 for the previous quarter and
$28,000 net income for the third  quarter of 2003.  Our net loss was  ($316,000)
for the nine months ending September 30, 2004, compared to net income of $37,000
for the same period of 2003.

In 2004 we will  continue to utilize the CTD Website to emphasize  the Company's
unmatched  knowledge of the emerging CD  industry;  in it we will be  explaining
more about how CTD's  customers  are using CD's and what  evidence  we have that
major  industries  have  focused  on CD's  because  of  their  great  commercial
diversity.  We will  continue to identify new products and new uses for CD's. We
intend to explore even closer ties with our European partner,  Cyclolab; in 2004
management intends to aggressively  pursue an even more formal relationship that
may include ownership. In 2004 we are also focusing on asset enhancement through
merger and acquisition strategies.

Forward-looking Statements

All  statements  other than  statements  of  historical  fact in this report are
"forward-looking  statements"  as defined in the Private  Securities  Litigation
Reform Act of 1995, and are based on  management's  current  expectations of the
Company's  near  term  results,  based  on  current  information  available  and
pertaining to the Company.  The Company assumes no obligation to update publicly
any forward-looking statements.  Actual results may differ materially from those
projected in the forward-looking  statements.  These forward-looking  statements
involve risks and uncertainties,  including,  but not limited to, the following:
demand  for   Cyclodextrin;   changes  in  governmental   laws  and  regulations
surrounding  various  matters,  such  as  labeling  disclosures;  delays  in the
development,  production, testing and marketing of products; product margins and
customer product acceptance.

Item 3.  Controls And Procedures

     (a) Evaluation of disclosure controls and procedures.

The Company's principal executive officer and principal financial officer, after
evaluating the effectiveness of the Company's disclosure controls and procedures
(as defined in Exchange Act Rule  13a-14(c))  within 90 days prior to the filing
of this report,  has concluded  that,  based on such  evaluation,  the Company's
disclosure  controls and  procedures  were adequate and effective to ensure that
material  information  relating  to  the  Company,  including  its  consolidated
subsidiaries,   was  made  known  to  them  by  others  within  those  entities,
particularly during the period in which this Quarterly Report on Form 10-QSB was
being prepared.  Changes in Internal Controls. There were no significant changes
in the Company's internal controls or in other factors that could  significantly
affect these controls subsequent to the date of their evaluation, nor were there
any significant  deficiencies or material  weaknesses in the Company's  internal
controls. Accordingly, no corrective actions were required or undertaken.

     (b) Changes in internal controls.

There were no significant changes in the Company's internal controls or in other
factors that could significantly affect these controls subsequent to the date of
their  evaluation,  nor were  there any  significant  deficiencies  or  material
weaknesses  in the  Company's  internal  controls.  Accordingly,  no  corrective
actions were required or undertaken.

Part II. OTHER INFORMATION

Item. 2.  Changes in Securities

From June 30, 2004 to  September  30,2004,  the Company  transferred  a total of
343,137 common shares in exchange for consulting services as follows:

                             Number Common Per Share

       Name                      Shares Purchased        Date        Price

    Steven T. Dorrough             171,569             08-11-04      $37,745.00*
    Ella Chesnutt                  171,568             08-11-04      $37,745.00*

*    Provided for  consulting  services and  registered  under form S-8.  Value
     based on the  average  of the high and low  prices of the  Common  Stock as
reported by the OTC Electronic Bulletin Board on June 4, 2004.

Item 6.   Exhibits and Reports on Form 8-K

(a) Exhibits
            Exhibit

            Description                                                Page
            -----------                                                ----

   (2)      Plan of Acquisition, Reorganization, Arrangement,
            Liquidation or Succession                                   None

   (4)      Instruments defining the Rights of Security Holders         None

  (10)      Material Contracts                                          None

  (11)      Statement re: Computation of Per Share Earnings            Note 2,
                                                                       Financial
                                                                      Statements

  (15)      Letter re: Unaudited Interim Financial Information          None

  (18)      Letter re: Change in Accounting Principles                  None

  (19)      Report Furnished to Security Holders                        None

  (22)      Published Report re: Matters Submitted to Vote of
            Security Holders                                            None

  (23)      Consents of Experts and Counsel                             None

  (24)      Power of Attorney                                           None

  (27)      Financial Data Schedule

  (99)      Additional Exhibits                                         None
   99.1     Certification of CFO and CEO                                  *
   99.2     Section 1350 certification                                    *

* Filed Herewith

(b) Reports on Form 8-K:

         None

                                   SIGNATURES

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

CTD HOLDINGS, INC.

                                                    DATE

/s/ C.E. "Rick" Strattan
-----------------------------                     November 4, 2004
C.E. Rick Strattan, President
Chief Executive Officer,
Chief Operating Officer and
Chief Financial Officer