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: June 30, 2005.

____ 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

As of August 3, 2005,  the  Company  had  outstanding  11,169,465  shares of its
common stock.

Transitional Small Business Disclosure Format: No.


<PAGE>

PART I:  Financial Information

                              CTD HOLDINGS, INC.
                           CONSOLIDATED BALANCE SHEET

                                   (Unaudited)

<TABLE>
<CAPTION>

                                     ASSETS

                                                                June 30, 2005
                                                                --------------
<S>                                                               <C>
CURRENT ASSETS
 Cash and cash equivalents                                        $    48,161
 Certificate of deposit                                               129,478
 Accounts receivable                                                   39,506
 Inventory                                                             56,635
 Deferred tax asset                                                    25,000
 Loan to shareholder                                                      404
                                                                     --------
     Total current assets                                             299,184
                                                                     --------

PROPERTY AND EQUIPMENT, NET                                           438,445
                                                                     --------
OTHER

 Intangibles, net                                                      12,081
 Deferred tax asset                                                   200,000
 Sports memorabilia collection                                         92,402
                                                                     --------
     Total other assets                                               304,483
                                                                     --------
  TOTAL ASSETS                                                    $ 1,042,112
                                                                    =========
</TABLE>
                                   (Continued)

                                       F-1
<PAGE>


                                CTD HOLDINGS, INC.
                           CONSOLIDATED BALANCE SHEET

                                   (Unaudited)
<TABLE>
<CAPTION>
                      LIABILITIES AND STOCKHOLDERS' EQUITY

                                                                 June 30, 2005
                                                                 --------------
<S>                                                               <C>
CURRENT LIABILITIES
 Accounts payable and accrued expenses                            $    13,971
 Current portion of long-term debt                                      8,441
 Stockholder loan                                                      33,748
                                                                    ---------
         Total current liabilities                                     56,160
                                                                    ---------

LONG-TERM LIABILITIES
 Long-term debt, less current portion                                 149,010
                                                                   ----------

STOCKHOLDERS' EQUITY
 Class A common stock, par value $.0001
    per share, 100,000,000 shares authorized,
    11,615,446 shares issued and outstanding                            1,162
 Preferred stock, par value $.0001 per share,
    5,000,000 shares authorized; series A, 1 share
    issued and outstanding (See Note 5)                                     -
 Additional paid-in capital                                         2,662,222
 Accumulated deficit                                               (1,826,442)
                                                                  -----------
      Total stockholders' equity                                      836,942
                                                                  -----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                        $ 1,042,112
                                                                  ===========
</TABLE>

                See Accompanying Notes to Financial Statements.

                                       F-2
<PAGE>


                               CTD HOLDINGS, INC.
                      CONSOLIDATED STATEMENTS OF OPERATIONS

                                   (Unaudited)

                                 Three Months Ended         Six Months Ended
                                       June 30,                 June 30,
                              -----------------------  -----------------------
                                    2005        2004       2005        2004
                              -----------  ----------  -----------  ----------

PRODUCT SALES                 $   135,656  $  120,250  $   254,200  $  253,429

COST OF PRODUCTS SOLD              11,994      12,257       29,468      35,622
                              -----------  ----------  -----------  ----------
GROSS PROFIT                      123,662     107,993      224,732     217,807

SELLING, GENERAL AND
 ADMINISTRATIVE EXPENSES          104,610      95,497      210,025     231,199
                              -----------  ----------  -----------  ----------

SPORTS MEMORABILIA COLLECTION
 Gain on sales                          -           -        2,902           -
 Other income                           -           -      203,470           -
 Expenses                               -    (311,250)           -    (311,250)
                              -----------  ----------  -----------  ----------
                                        -    (311,250)     206,372    (311,250)
                              -----------  ----------  -----------  ----------
OTHER INCOME (EXPENSE)
 Investment and other income        6,541       2,434        7,859       4,153
 Interest expense                  (4,075)     (3,336)      (6,945)     (6,529)
                              -----------  ----------  -----------  ----------
     Total other income
     (expense)                      2,466        (902)         914      (2,376)
                              -----------  ----------  -----------  ----------

NET INCOME (LOSS) BEFORE
 INCOME TAXES                      21,518    (299,656)     221,993    (327,018)

 Income Taxes                           -           -            -           -
                              -----------  ----------  -----------  ----------
NET INCOME (LOSS)             $    21,518  $ (299,656) $   221,993  $ (327,018)
                              ===========  ==========  ===========  ==========

NET INCOME PER COMMON SHARE
 Net income per share         $       .00  $     (.04) $       .02  $     (.05)
                              ===========  ==========  ===========  ==========
WEIGHTED AVERAGE NUMBER OF
 COMMON SHARES OUTSTANDING     11,454,731   7,173,648   11,346,100   6,501,024
                              ===========  ==========  ===========  ==========


                See Accompanying Notes to Financial Statements

                                       F-3
<PAGE>
                                CTD HOLDINGS,INC.
                         CONSOLIDATED STATEMENTS OF CASH FLOWS
                Increase (Decrease) in Cash and Cash Equivalents
                                   (Unaudited)

<TABLE>
<S>                                                <C>           <C>
<CAPTION>                                                Six Months Ended
                                                             June 30,
                                                     ------------------------
                                                        2005          2004
                                                     ----------    ----------
<CAPTION>
CASH FLOWS FROM OPERATING ACTIVITIES
 Net income (loss)                                   $  221,993    $ (327,018)
                                                     ----------    ----------
 Adjustments to reconcile net income
  to net cash provided by operating activities:
     Depreciation and amortization                       15,900        13,941
     Gain on sales of sports memorabilia
      collection                                         (2,902)            -
     Stock awarded to employees                          47,000        30,060
     Gain on expiration of option - sports
      memorabilia collection                           (203,470)            -
     Stock issued for services                                -       140,250
     Call option-sports memorabilia collection                -       207,000
     Fair value of stock options issued                       -         4,000
    Increase or decrease in:
     Accounts receivable                                 19,516        43,774
     Inventory                                           (5,636)        6,638
     Other current assets                                     -        (1,530)
     Accounts payable and accrued expenses               (9,869)       (3,222)
                                                     ----------     ---------
      Total adjustments                                (139,461)      440,911
                                                     ----------     ---------
    NET CASH PROVIDED BY OPERATING ACTIVITIES            82,532       113,893
                                                     ----------     ---------
CASH FLOWS FROM INVESTING ACTIVITIES
 Purchase of equipment and building improvements        (22,382)      (33,719)
 Purchase of certificate of deposit                     (89,145)            -
 Proceeds from sale of collection                         4,545             -
                                                     ----------     ---------
    NET CASH PROVIDED BY (USED IN) INVESTING
         ACTIVITIES                                    (106,982)      (33,719)
                                                     ----------     ---------
CASH FLOWS FROM FINANCING ACTIVITIES
 Payments on long-term debt                              (3,590)       (5,020)
 Net proceeds (payments) on loan payable
  to stockholder                                        (19,850)      (22,690)
 Loan to shareholder                                          -        (3,500)
 Received from shareholder                                1,680           559
                                                     ----------     ---------
    NET CASH PROVIDED BY (USED IN)
     FINANCING ACTIVITIES                               (21,760)      (30,651)
                                                     ----------     ---------
    NET INCREASE (DECREASE) IN CASH AND
      CASH EQUIVALENTS                                  (46,210)       49,523

                                       F-4
<PAGE>
                                CTD HOLDING, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS

               Increase (Decrease) in Cash and Cash Equivalents
                                   (Unaudited)

                                   (Concluded)

                                                          Six Months Ended
                                                              June 30,
                                                     --------------------------
                                                        2005           2004
                                                     ----------     ----------

CASH AND CASH EQUIVALENTS, beginning of period           94,371          7,757
                                                     ----------     ----------
CASH AND CASH EQUIVALENTS, end of period             $   48,161     $   57,280
                                                     ==========     ==========



SUPPLEMENTAL DISCLOSURE OF CASH FLOW
 Cash paid for interest                              $    4,075     $    4,819
                                                     ==========     ==========
SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING
 AND FINANCING ACTIVITIES
  Common stock awarded to officers                   $   47,000     $   36,000
                                                     ==========     ==========
  Stock issued in acquisition of sports
   memorabilia collection                            $        -     $  106,000
                                                     ==========     ==========

  Common stock issued for consulting services        $        -     $   40,000
                                                     ==========     ==========

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

</TABLE>

                See Accompanying Notes to Financial Statements

                                       F-5
<PAGE>
                               CTD HOLDINGS, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2005

                                   (Unaudited)

The information  presented herein as of June 30, 2005, and for the three and six
months ended June 30, 2005 and 2004, 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 six month periods ended June 30, 2005,  are
not  necessarily  indicative  of the results  that may be expected  for the year
ending  December  31,  2005.  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, 2004.

(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

For 2005,  no income tax expense or benefit was  reported  for the three and six
month  periods  ended  June  30,  2005 due to its  realizing  a tax loss for the
periods. The gain recognized by the Company on the expiration of the call option
on the Sports Memorabilia Collection is not taxable for income tax purposes. The
Company increased its deferred tax asset valuation allowance for the increase in
the deferred tax asset as a result of its tax loss.

For 2004,  no income tax expense or benefit was  reported  for the three and six
month  periods  ended  June 30,  2004 due to its net loss for the  periods.  The
expense  recognized  by the  Company on the  issuance  of the call option on the
Sports  Memorabilia  Collection is not deductible  for income tax purposes.  The
Company increased its deferred tax asset valuation allowance for the increase in
the deferred tax asset as a result of its tax loss.

                                      F-6
<PAGE>
(4) CONCENTRATIONS

Sales to four major customers were 74% of total sales for the three months ended
June 30, 2005.  Sales to three major  customers  were 58% of total sales for the
three months ended June 30, 2004.

Substantially all 2005 inventory purchases were from two vendors.  Substantially
all 2004 inventory purchases were from one vendor.

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.

(5) COMMITMENTS AND CONTINGENCIES

The  Company has  employment  agreements  with two  officers  for total  monthly
salaries of $4,900. In addition, the officers are awarded shares of common stock
each month. The number of shares is equal to $6,000 divided by eighty percent of
the closing price of the  Company's  common stock on the last day of each month.
The  Company  recognizes  an  expense  equal  to the  fair  value  of the  stock
determined  using  the  average  stock  closing  trading  price  for  the  month
multiplied by number of shares  awarded for that month.  The stock is subject to
trading  restrictions under Rule 144. For the six months ended June 30, 2005 and
2004,   the  Company   awarded   approximately   659,000  and  183,000   shares,
respectively, and recognized an expense of $47,000 and $36,000, respectively for
stock awarded under these  agreements.  The stock awarded under these agreements
is presented as  outstanding  in the  accompanying  financial  statements.  Both
agreements expire December 31, 2005.

In December 2004, the Company  issued  3,500,000  shares of its common stock for
$3,500 to a financial  consultant.  The Company has agreed to register the stock
by filing a  registration  statement by June 19, 2005 with an effective  date no
later than August 19, 2005.  If the  registration  is not filed and effective by
the dates  indicated,  the Company is required  to issue an  additional  175,000
shares of common  stock for each month or part  thereof  until the  registration
statement is filed or becomes effective.  By mutual agreement with the financial
consultant, the Company's obligations under this agreement were suspended.

The Company  entered into an agreement  with two  financial  consultants  in May
2004. 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 for the three and six months  ended June 30,
2004.

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.

                                       F-7
<PAGE>
The Company is required to pay a consultant 7.5% of any capital raised and 5% of
any other capital transaction  resulting within two years of the introduction by
the consultant. No amounts have been paid or are due at June 30, 2005.

The Company's  Series A Preferred  Stock has  significant  rights  including the
right to vote  together  with the  holders  of the common  stock on all  matters
submitted  to a vote of  Company  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 Series A Preferred Stock share has a liquidation  preference
of $.0001. There is one share of the Series A Preferred Stock outstanding.

(6) 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  was  the  acquisition   cost  basis  of  the  President  and  controlling
shareholder.

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

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 for the three and six months ended June 30,
2004.  This  contract  expired  in March  2005,  and the  unsold  portion of the
Collection was returned to the Company.  The Company is currently  exploring its
options to continue its liquidation of the Collection.

The  consultant had 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  recorded  as a  liability  and the  expense  was charged to
operations.  The amount  charged to expense for the three and six month  periods
ended June 30, 2004 was $207,000. The Company recalculated the fair value of the
option at the end of each  reporting  period and  recognized  any change through
operations and adjusted its liability  accordingly.  The option expired in March
2005,  and the Company  recorded  the  expiration  of the option  liability as a
$203,470 gain in the first quarter of 2005.

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

                                       F-8
<PAGE>
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 expensed for the three and six month  periods  ended June 30,
2004.

The Company  recorded  gross receipts of $4,545 from sales of the Collection for
the six months ended June 30, 2005. There were no sales for the six months ended
June 30, 2004.

                                       F-9

<PAGE>

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


Introduction

CTD Holdings,  Inc. (referred to as the "Company," "CTD," or in the first person
notations of "we," "us," and "our") began  operations in 1990.  Our revenues are
principally  derived from the retail  sales of  cyclodextrins  and  cyclodextrin
complexes.  Our sales are primarily to major  chemical  supply houses around the
world, pharmaceutical companies, and food companies for research and development
and to diagnostics  companies.  We acquire our products principally from outside
the United  States,  largely from Japan and Hungary,  but are gradually  finding
satisfactory  supply sources in the United States.  While we enjoy better supply
prices from outside the United States, rising shipping costs are making domestic
sources more competitively  priced. To add value to our products,  we maintain a
comprehensive database of patented and patent pending uses of cyclodextrins from
the United States. We also maintain a less comprehensive  database that includes
patents  issued  in many  other  countries  including  Japan and  Germany.  This
information  is  available to our  customers.  We also offer our  customers  our
knowledge  of the  properties  and  potential  new  uses  of  cyclodextrins  and
complexes.

As most of our customers  use our  cyclodextrin  products in their  research and
development  activities,  their ordering from us is unpredictable with regard to
timing,  product mix and volume.  We also have four major  customers  who have a
significant effect on our revenues when they increase or decrease their research
and development  activities that use cyclodextrins.  We keep in constant contact
with these  customers  as to their  cyclodextrin  needs so we can  maintain  the
proper  inventory  composition and quantity in anticipation of their needs.  The
sales to major  customers  and the product mix and volume of products sold has a
significant effect on our revenues and gross profit. These factors contribute to
our significant revenue volatility from quarter to quarter and year to year.


Liquidity and Capital Resources

Our cash and  certificate  of deposit  increased to $178,000 as of June 30, 2005
from $94,000 at December 31, 2004  compared to $57,000 as of June 30, 2004.  Our
cash flows from  operations  was $82,000 and  $113,893  for the six months ended
June 30,  2005  and  2004,  respectively.  Our cash  increase  is due to  normal
operations.

As of June 30, 2005,  our working  capital was  $243,000  compared to $16,000 at
December  31,  2004 and  ($30,000)  at June 30,  2004.  Our  increase in working
capital from June 30, 2004 is due to the  expiration  of a $200,000  call option
liability in March 2005 and continued profitability.

We believe our working  capital is sufficient  to run our  operations at current
expected future operating levels into the near future. We do not require capital
in the next twelve months for normal operations.  However, we require additional
funding to implement our acquisition strategy. Our acquisition strategy includes
raising $1,500,000 in the next twelve months. Our first acquisition will require
approximately  $500,000.  We  believe we can fund the  initial  costs of raising
capital and start our acquisition strategy from existing working capital.

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  profitable  financial  performance.  Our cash SG&A
expenses for 2005, as a percentage of sales, have decreased from 2004.

During 2004, we acquired a sports memorabilia collection from our President.  We
obtained an appraisal on the  collection  for $400,000.  We also engaged a third
party  consultant  to  liquidate  the  Collection,  which has  provided  us with
additional cash flow with minimal associated  cash expenses.  During March 2005,
this  agreement  expired.  We are  currently  exploring  options to  continue to
liquidate  the  Collection,  but  there  are no  assurances  we  will be able to
successfully or profitably do so.

During 2003, we began  improvements  and renovations of our corporate office and
have  invested  $145,000  through June 30, 2005.  We are committed to a Research
Park  facility for the 40-acre  site.  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 December 2004, the Company  issued  3,500,000  shares of its common stock for
$3,500 to a financial consultant. We recognized an expense of $206,500, which is
the  difference  between the amount paid and the fair value of the stock  issued
based on the trading price on the date of the stock purchase.  We have agreed to
register the stock by filing a  registration  statement by June 19, 2005 with an
effective date no later than August 19, 2005. If the  registration  is not filed
and  effective  by the dated  indicated,  the  Company is  required  to issue an
additional  175,000  shares of common stock for each month or part thereof until
the registration  statement is filed or becomes  effective.  By mutual agreement
with the financial  consultant,  the Company's  obligations under this agreement
were suspended.

We have filed Form S-1 with the U.S.  Securities  and Exchange  Commission for a
shelf  registration of 10,000,000 shares of common stock to be used for business
acquisition  purposes.  We are  currently  evaluating  our options to  determine
whether or not to proceed with this filing.

We have no off-balance sheet arrangements as of June 30, 2005.


Results of Operations

Total  product  sales for the second  quarter  2005 were  $136,000  compared  to
$120,000  in the second  quarter of 2004.  Our major  customers  continue  to be
repeat  purchasers.  In 2004, three of our major customers  accounted for 70% of
our sales. So far in 2005, these customers are purchasing at  approximately  the
same annualized rate.

Our gross  profit  margin of 91%  remains  consistently  strong  for the  second
quarter  2005  compared  to 85% for the first  quarter of 2005.  A change in the
product  mix of sales has a  significant  effect  on our  overall  gross  profit
percentage, but management expects our gross profit to remain in the 80% range.

Our SG&A  expenses were the same  ($105,000)  for the first two quarters of 2005
compared  to  $95,000  for the  second  quarter of 2004.  This  increase  is due
primarily  to  professional  fees in 2005  related to  preparing a  registration
statement filed with the SEC.

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.  This  agreement  expired in March 2005.  For the three months ended
March 31, 2005, we  recognized a gain on sale of Collection  items of $3,000 and
recognized  a  $200,000  gain  on  the  expiration  of a call  option  liability
previously issued to the consultant. There were no gains or losses recognized in
the quarters ended June 30, 2005 or 2004. We are currently exploring our options
to continue to liquidate the Collection,  but there are no assurances we will be
able to successfully or profitably do so.

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 $22,000 for the three  months  ended June 30, 2005
compared to a net loss of ($300,000) for the three months ended June 30, 2004.

We will continue to introduce new products that will increase  sales revenue and
implement  a strategy of creating or  acquiring  operational  affiliates  and/or
subsidiaries  that will use CD's in herbal medicines,  waste-water  remediation,
pharmaceuticals,  and foods.  We also intend to pursue  exclusive  relationships
with  major  CD  manufacturer(s)  and  specialty  CD  labs to  distribute  their
products. We continue to be the exclusive distributor in North America of the CD
products manufactured by Cyclolab Research Laboratories in Budapest, Hungary.

In keeping with its  commitment to use the internet as a major  advertising  and
public relations  outlet,  the Company  continues to maintain its web site. This
asset has been  instrumental in creating and maintaining a worldwide  leadership
role  for us in the  implementation  of  research  and  commercialization  of CD
applications.  We believe that the  maintenance  and growth of our web site will
return that investment many times.


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  management,  recognizes its  responsibility  for establishing and
maintaining  internal  control over financial  reporting for the Company.  After
evaluating the  effectiveness  of our  "disclosure  controls and procedures" (as
defined in the Securities Exchange Act of 1934 Rules 13a-15(e) and 15d-15(e)) as
of  June  30,  2005  (the  "Evaluation  Date"),  the  Company's  management  has
concluded,  as of the  Evaluation  Date, the Company's  disclosure  controls and
procedures were adequate and designed to ensure the  information  required to be
disclosed in the reports filed or submitted by us under the Securities  Exchange
Act of  1934  is  recorded,  processed,  summarized  and  reported  with  in the
requisite  time  periods.  The  Company's  management  acknowledges  a  material
weakness  exists  in its  controls  and  procedures,  in that i) the  accountant
employed  by the  Company,  while a third  year  student  pursuing  a degree  in
accounting  at the  University  of Florida has no training  regarding  financial
reporting  and  presentation  rules  and  regulations  of the  SEC;  and ii) the
Company's President/CEO, who oversees all the accountants' work and provides all
internal  control  functions,  while  possessing  a MBA from the  University  of
Florida,  has no  training in matters of  accounting,  financial  reporting,  or
presentation rules and regulations of the SEC.

(b) Effectiveness of Internal Control

The  Company's  management is reviewing  the  Company's  internal  controls over
financial reporting to determine the most suitable recognized control framework.
The  Company  will  give  great  weight  and  deference  to the  product  of the
discussions  of the SEC's Advisory  Committee on Smaller  Public  Companies (the
"Advisory Committee") and the Committee of Sponsoring  Organizations' task force
entitled  Implementing  the COSO Control  Framework in Smaller  Businesses  (the
"Task  Force").  Both the Advisory  Committee and the Task Force are expected to
provide practical, needed guidance regarding the applicability of Section 404 of
the  Sarbanes-Oxley  Act to small  business  issuers.  The Company's  management
intends to perform the evaluation  required by Section 404 of the Sarbanes-Oxley
Act at such time as a framework is adopted by the Company.  For the same reason,
the Company's registered  accounting firm has not issued an "attestation report"
on the Company  management's  assessment  of internal  controls.  The  Company's
management   acknowledges  a  material  weakness  exists  in  its  controls  and
procedures,  in that i) the  accountant  employed by the Company,  while a third
year student pursuing a degree in accounting at the University of Florida has no
training regarding financial reporting and presentation rules and regulations of
the SEC; and ii) the Company's President/CEO,  who oversees all the accountants'
work and provides all internal  control  functions,  while possessing a MBA from
the University of Florida,  has no training in matters of accounting,  financial
reporting, or presentation rules and regulations of the SEC.

(c) Changes in internal controls.

After  evaluation by the Company's  management,  the  Company's  management  has
determined there were no significant  changes in the Company's internal controls
or in other  factors  that could  significantly  affect the  Company's  internal
controls subsequent to the Evaluation Date.



Part II. OTHER INFORMATION

Item 1.  Legal Proceedings.

NONE


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

NONE


Item 3.  Defaults Upon Senior Securities

NONE


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

NONE


Item 5.  Other Information

NONE


Item 6.   Exhibits and Reports on Form 8-K

(a) Exhibits

        Exhibit
        Description                                                     Page
        -----------                                                     ----

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

 (3-i)  Articles of Incorporation                                       **

(3-ii)  Bylaws                                                          **

   (4)  Instruments defining the Rights of Security Holders             None

  (10)  Material Contracts

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

  (15)  Letter re: Unaudited Interim Financial Information              None

  (16)  Letter on Change in Certifying Accountant                       ***

  (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

  (31)  Certification of Chief Executive
        Officer and Chief Financial Officer                             *

  (32)  Certification  pursuant to 18 U.S.C. Section
        1350, as adopted pursuant to Section 906 of the
        Sarbanes-Oxley Act of 2002                                      *

  (99)  Additional Exhibits                                             None


   * Filed herewith.

  ** Incorporated by reference to the Company's Form 10-SB filed with the
      Securities and Exchange Commission on February 1, 1994.

 *** Filed as an Exhibit to the Company's Form 8-K filed with the Securities
      and Exchange Commission on July 20, 2005.


(b) Reports on Form 8-K:

    Item 4.01 on Form 8-K:  Changes In Registrant's Certifying Accountant.

    A letter on change in certifying  accountant  was filed as an Exhibit to the
    Company's Form 8-K filed with the Securities and Exchange Commission on July
    20, 2005. (See Exhibit 16, herein).

<PAGE>
                                   SIGNATURES

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

CTD HOLDINGS, INC.



/s/ C.E. "Rick" Strattan                        Date:  August 5, 2005
-----------------------------
C.E. Rick Strattan, President
Chief Executive Officer,
Chief Operating Officer and
Chief Financial Officer