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

                                   FORM 10-QSB

__X__ Quarterly Report Under Section 13 or 15(d) of The Securities  Exchange Act
of 1934 for the quarterly period ended: September 30, 2007.

____  Transition  Report  Under  Section 13 or 15(d) of the Exchange Act for the
transition period from ____ to ____

                         Commission file number: 0-24930

                               CTD HOLDINGS, INC.
        (Exact name of small business issuer 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) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 12 months (or for such shorter
period that the 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

As of November 6, 2007,  the Company had  outstanding  15,812,015  shares of its
common stock.

Transitional Small Business Disclosure Format: (_)Yes (x)No


<PAGE>

                          PART I. Financial Information

Item 1.  Financial Statements.

                              CTD HOLDINGS, INC.
                           CONSOLIDATED BALANCE SHEET
                                   (Unaudited)

                                     ASSETS

                                                           September 30, 2007
                                                           ------------------
CURRENT ASSETS
 Cash and cash equivalents                                 $           24,817
 Accounts receivable                                                   77,682
 Inventory                                                            105,295
 Investment due from related party                                    337,317
 Prepaid Expenses                                                       2,000
                                                           ------------------
     Total current assets                                             547,111
                                                           ------------------

PROPERTY AND EQUIPMENT, NET                                           416,718
                                                           ------------------
OTHER ASSETS
 Loan to officer                                                        1,530
 Intangibles, net                                                      21,740
                                                           ------------------
     Total other assets                                                23,270
                                                           ------------------
  TOTAL ASSETS                                             $          987,099
                                                           ==================

                                   (Continued)

                                       F-1

<PAGE>

                                CTD HOLDINGS, INC.
                           CONSOLIDATED BALANCE SHEET
                                   (Unaudited)


                      LIABILITIES AND STOCKHOLDERS' EQUITY

                                                           September 30, 2007
                                                           ------------------

CURRENT LIABILITIES
 Accounts payable and accrued expenses                     $           21,415
 Current portion of long-term debt                                      6,182
                                                           ------------------
         Total current liabilities                                     27,597
                                                           ------------------

LONG-TERM LIABILITIES
 Long-term debt, less current portion                                 136,815
                                                           ------------------

STOCKHOLDERS' EQUITY
 Common stock, par value $ .0001 per share,
  100,000,000 shares authorized, 19,239,916 shares
  issued and outstanding                                                1,924

 Preferred stock, par value $.0001
  per share, 5,000,000 shares authorized; Series A, 1 share
  issued and outstanding                                                    -
 Additional paid-in capital                                         2,985,029

 Accumulated deficit                                               (2,164,266)
                                                           ------------------
      Total stockholders' equity                                      822,687
                                                           ------------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                 $          987,099
                                                           ==================


                See Accompanying Notes to Financial Statements.

                                       F-2

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


                               Three Months Ended          Nine Months Ended
                                  September 30,              September 30,
                            ------------------------   ------------------------
                                2007         2006          2007         2006
                            -----------  -----------   -----------  -----------

PRODUCT SALES               $   226,710  $   112,970   $   557,633  $   407,226

COST OF PRODUCTS SOLD            45,594       32,525        60,247      110,695
                            -----------  -----------   -----------  -----------
GROSS PROFIT                    181,116       80,445       497,386      296,531
                            -----------  -----------   -----------  -----------
SELLING, GENERAL AND
 ADMINISTRATIVE EXPENSES        116,994      117,812       352,821      319,082
ACQUISITION COSTS                     -       26,778             -       82,802
                            -----------  -----------   -----------  -----------
                                 64,122      144,590       352,821      401,884
                            -----------  -----------   -----------  -----------

OTHER INCOME (EXPENSE)
 Investment and other
  income                          8,547        4,635        21,869       11,311
 Interest expense                (2,636)      (2,746)       (7,979)     ( 7,371)
                            -----------  -----------   -----------  -----------
     Total other income
     (expense)                    5,911        1,889        13,890        3,940
                            -----------  -----------   -----------  -----------

NET INCOME (LOSS) BEFORE
 INCOME TAXES                    70,033      (62,256)      158,455     (101,413)

 Income Taxes                         -            -             -            -
                            -----------  -----------   -----------  -----------
NET INCOME (LOSS)           $    70,033  $   (62,256)  $   158,455  $  (101,413)
                            ===========  ===========   ===========  ===========

NET INCOME (LOSS) PER COMMON
 SHARE                      $      .004  $     (.004)  $      .009  $     (.007)
                            ===========  ===========   ===========  ===========
WEIGHTED AVERAGE NUMBER OF
 COMMON SHARES OUTSTANDING   17,533,666   15,009,821    18,383,406   14,516,445
                            ===========  ===========   ===========  ===========

                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)

                                                          Nine Months Ended
                                                            September 30,
                                                     --------------------------
                                                         2007          2006
                                                     ------------  ------------
CASH FLOWS FROM OPERATING ACTIVITIES
 Net income (loss)                                   $    158,455   $  (101,413)
                                                     ------------  ------------
 Adjustments to reconcile net income
  to net cash provided by operating activities:

     Depreciation and amortization                         16,559        20,348
     Stock awarded to employees                           104,120        84,145
     Increase or decrease in:
       Accounts receivable                                (18,573)        6,241
       Inventory                                          (25,548)        1,206
       Prepaid expenses                                    22,113        (4,113)
       Accounts payable and accrued expenses              (30,751)       15,027
                                                     ------------  ------------
        Total adjustments                                  67,920       122,854
                                                     ------------  ------------
    NET CASH PROVIDED BY (USED IN) OPERATING
         ACTIVITIES                                       226,375        21,441
                                                     ------------  ------------
CASH FLOWS FROM INVESTING ACTIVITIES
 Purchase of equipment and building improvements          (19,974)      (18,046)
 Patent database costs                                    (13,233)            -
 Redemption of certificate of deposit                           -       131,381
Investment with related party                            (201,777)     (128,616)
                                                     ------------  ------------
    NET CASH PROVIDED BY (USED IN) INVESTING
         ACTIVITIES                                      (234,984)      (15,281)
                                                     ------------  ------------
CASH FLOWS FROM FINANCING ACTIVITIES
 Payments on long-term debt                                (5,187)       (5,070)
 Payments on stockholder loan                                   -        (3,467)
 Loan to stockholder                                            -       (14,711)
 Received from stockholder                                 14,984             -
                                                     ------------  ------------
    NET CASH PROVIDED BY (USED IN)
     FINANCING ACTIVITIES                                   9,797       (23,248)
                                                     ------------  ------------
    NET INCREASE (DECREASE) IN CASH AND
      CASH EQUIVALENTS                                      1,188       (17,088)

                                       F-4
<PAGE>


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

                                                          Nine Months Ended
                                                            September 30,
                                                     --------------------------
                                                         2007          2006
                                                     ------------  ------------

CASH AND CASH EQUIVALENTS, beginning of period             23,629        31,026
                                                     ------------   -----------
CASH AND CASH EQUIVALENTS, end of period             $     24,817   $    13,938
                                                     ============   ===========



SUPPLEMENTAL DISCLOSURE OF CASH FLOW
 Cash paid for interest                              $      7,979   $     9,101
                                                     ============   ===========
SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING
 AND FINANCING ACTIVITIES
  Common stock awarded to officers                   $    104,120   $    84,145
                                                     ============   ===========


                See Accompanying Notes to Financial Statements

                                       F-5

<PAGE>

                               CTD HOLDINGS, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               September 30, 2007
                                   (Unaudited)

The information presented herein as of September 30, 2007, and for the three and
nine month periods ended September 30, 2007, and 2006, 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  recurring
adjustments) considered necessary for a fair presentation have been included.

Operating results for the three and nine month periods ended September 30, 2007,
are not necessarily  indicative of the results that may be expected for the year
ending  December  31,  2007.  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, 2006.

(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.

<PAGE>

(3)  INCOME TAXES

For 2006,  no income tax expense or benefit was  reported for the three and nine
month periods ended  September 30, 2006 due to the Company  realizing a tax loss
for the period. 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 2007,  no income  tax  expense  was  reported  for the three and nine  month
periods ended  September 30, 2007,  due to the Company  utilizing the benefit of
its net operating loss carryforward.


(4)  CONCENTRATIONS

Sales to four major  customers were 67% of total sales for the nine months ended
September 30, 2007.  Sales to three major  customers were 51% of total sales for
the nine months ended September 30, 2006.

Substantially all 2007 and 2006 inventory purchases were from three vendors.

The  Company has only one source for certain  manufactured  inventory,  which is
located in Hungary.  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

For 2007,  the Company has  employment  agreements  with two  officers for total
monthly  salaries of $5,000.  In addition,  the  Company's  president is awarded
shares of common stock each month.  The number of shares due is equal to $11,500
divided by eighty  percent of the closing  price of the  Company's  common stock
price on the last day of each month.  The  $11,500  amount is a  combination  of
$6,500 under the  employment  agreement  and $5,000  awarded as a monthly  bonus
effective  July 1, 2007.  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 three and nine months
ended September 30, 2007, the Company awarded 1,677,083 and 3,505,208 shares and
recognized an expense of $50,031 and $103,520,  respectively,  for stock awarded
under the  agreements.  Effective  July 1, 2007,  the Company also issued 29,166
shares of stock to an employee and  expensed  $870 for the three and nine months
ended September 30, 2007.

<PAGE>

For 2006,  the Company has  employment  agreements  with two  officers for total
monthly  salaries of $4,900.  In addition,  the officers were awarded  shares of
common stock each month.  The number of shares due is equal to $6,000 divided by
eighty  percent of the closing price of the Company's  common stock on that 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 the number of shares awarded for that month.  The stock is subject
to trading  restrictions  under Rule 144.  For the three and nine  months  ended
September  30,  2006,  the  Company  awarded  972,231 and  1,791,873  shares and
recognized  an expense of $38,478 and $83,585,  respectively,  for stock awarded
under these agreements.

On February 7, 2007,  Registrant  and C.E. Rick  Strattan  filed suit in Circuit
Court in Palm Beach County,  Florida, (Case Number  2007CA001818XXXXMB)  seeking
the return of the Class A Preferred  Share and  damages  from  defendants  Eline
Entertainment  Group,  Inc., Eline Holding Group, Inc., Yucatan Holding Company,
Steven T. Dorrough,  Jayme Dorrough, and Barry Rothman, based on representations
made in connection  with the Share Exchange  Agreement dated August 11, 2005, as
amended and the enforcement of the agreement.

(6)  CHANGE IN ACCOUNTING ESTIMATE

In January 2007, the Company received a favorable price adjustment for inventory
acquired  and resold in 2006,  resulting  in reduction in cost of goods sold for
2007 of $7,700 for nine months ended September 30, 2007.

<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  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  and China.  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,
Germany and others.  This  information  is available to our  customers.  We also
offer our customers our  knowledge of the  properties  and potential new uses of
cyclodextrins and cyclodextrin 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 whom 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.

<PAGE>

In 2004, we amended the Company's Articles of Incorporation authorizing a series
of "blank check"  preferred stock consisting of 5,000,000 shares and created and
issued one share of Series A Preferred  Stock,  setting forth its  designations,
rights and preferences.  The more significant right is that the owner of the one
Series A Preferred  share votes with the holders of common  stock on all matters
submitted to a vote of our shareholders.  The owner of the one share of Series A
Preferred Stock is entitled to one vote more than one-half of all votes entitled
to be cast by all holders of voting  capital  stock of the Company on any matter
submitted to holders of common shares 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 holders of common
shares.  In 2004,  we  issued  one  share of  Series A  Preferred  Stock to C.E.
Strattan,  our majority  shareholder in exchange for 1,029,412  shares of common
stock held by him,  which he  voluntarily  surrendered  to the  Company and were
cancelled.  Effective August 11, 2005, C.E. Strattan  contractually  transferred
the  right to the one  outstanding  share of Series A  Preferred  Stock to Eline
Entertainment  Group,  Inc.  (Eline).  The  agreement  with Eline  provides  for
advances to the Company of up to an aggregate of $1,500,000 to acquire CycloLab,
at Eline's sole discretion.  Eline is an SEC reporting  company currently not in
reporting compliance.  In September 2006, the company's President, Mr. Strattan,
demanded,  in accordance with the expired  contract,  the return of the Series A
Preferred  Stock in the form of a stock power  authorization  since the physical
share never left the possession of its original owner, Mr. Strattan.  The demand
letter was sent to the address given in the contract and was never  acknowledged
nor  responded to by Eline.  The Company has filed a legal action with regard to
its agreement with Eline. See "Legal Proceedings".

Liquidity and Capital Resources

Our cash and  short-term  investments  increased to $362,000 as of September 30,
2007,  compared to $159,000 as of December 31,  2006.  The increase for the nine
months ended  September 30, 2007,  was due primarily to an increase in cash flow
from operations.

As of September 30, 2007, our working capital was $520,000  compared to $264,000
at December 31, 2006.  Our cash flows from  operations for the first nine months
of 2007 was  $226,000  compared  to $21,000  for the same  period in 2006.  This
increase is due primarily to our reporting net income in 2007 versus reporting a
loss in 2006.

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.

<PAGE>

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.

Beginning in 2003, we began improvements and renovations of our corporate office
and have invested  $123,000 through  December 31, 2004.  During 2005 and through
March 31, 2006, we suspended our improvement and renovations program to redirect
our financial resources to the CycloLab  acquisition.  We began more renovations
during the second quarter of 2006 and  capitalized  $17,000 of  improvements  in
2006. For the nine months ended September 30, 2007, we capitalized  $19,000.  We
remain  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 two years to position the Company to initiate a
5-year plan for a new Cyclodextrin Research Park.

During  2007,  we began a major  upgrade and update of our  cyclodextrin  patent
database.  This  database is an  important  resource for our  customers  seeking
information on existing  patented  applications of  cyclodextrins.  For the nine
months ending  September 30, 2007, we  capitalized  $13,000 for this update.  We
expect the initial  project to cost  $20,000 and to be completed by December 31,
2007 and to begin selling subscriptions to customers. In 2008, we will enter all
patent  applications  and  continue to enhance the  database for ease of use and
completeness. We expect enhancement and maintenance costs to be $20,000 annually
for the foreseeable future.

We have no off-balance sheet arrangements at September 30, 2007.

Results of Operations

Total product  sales to date in 2007 were $558,000  compared to $407,000 for the
same period in 2006.  Sales for the quarter  ending  September 30, 2007 and 2006
were $227,000 and $113,000,  respectively.  Our major  customers  continue to be
repeat purchasers. In 2007, four of our major customers accounted for 67% of our
sales. In 2006, our four largest customers accounted for 59% of our sales (three
major customers representing 51% of sales).

<PAGE>

Our gross profit margin increased to 89% for the nine months ended September 30,
2007 from 73% for the nine months ended September 30, 2006,  compared to 77% for
the year ended  December 31, 2006.  For 2007,  our product sales of Trappsol HPB
increased,  which significantly  increased our overall gross margin. Also during
2007, we received a favorable  price  adjustment  for some inventory we acquired
and resold in 2006,  resulting  in  reduction  in our 2007 cost of goods sold of
$7,700, which had a 1% favorable gross profit effect.  Historically,  changes in
the sales  product  mix has a  significant  effect on our overall  gross  profit
percentage from period to period.  During our attempt to acquire CycloLab during
2006, we were buying most of our products from CycloLab. For 2006, this practice
resulted in temporary  increased  product costs and lower gross margins for some
products than we had  experienced  historically.  For 2007, our gross profit has
increased to normal historical levels.

Our  recurring  SG&A  expenses  increased  to $353,000 for the nine months ended
September 30, 2007,  from $319,000 for the nine months ended September 30, 2006.
During  2007,  SG&A  expenses  include a $25,000 cash bonus and $22,000 in stock
bonuses to our  President and $33,000 in legal  expenses  related to the lawsuit
with Eline  Entertainment  Group,  Inc. During 2006, we also incurred $83,000 in
direct expenses  related to consulting,  legal and accounting fees incurred as a
result of the Company's attempted acquisition of CycloLab.

We may incur  significant  future  legal fees as the result of our lawsuit  with
Eline Entertainment Group, Inc.

Interest income  increased from the investment of cumulative  positive cash from
operations.

We  recognized  net income of $158,000  and $70,000 for the nine and three month
periods  ending  September 30, 2007,  compared to a net loss of  $(101,000)  and
$(62,000) for the nine and three months ended September 30, 2006.

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  cyclodextrins  in  herbal  medicines,  waste-water
remediation,  pharmaceuticals,  and foods.  We also  intend to pursue  exclusive
relationships with major cyclodextrin manufacturer(s) and specialty cyclodextrin
labs to distribute their products.  We continue to be the exclusive  distributor
in North America of the cyclodextrin  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 intends to apply greater human resources to
the updating  and  maintaining  of its web site.  This  valuable  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 the  maintenance  and growth of our web site will return that investment
many times.

<PAGE>

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 March  31,  2006  (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.  Although the Company's existing disclosure controls and
procedures  are  adequate,  the  Company's  management  acknowledges  a material
weakness may exist in those  controls and  procedures in that i) the  accountant
employed  by the  Company  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.  Although  the
Company's  existing  disclosure  controls  and  procedures  are  adequate,   the
Company's  management  acknowledges  a  material  weakness  may  exist  in those
controls and procedures in that i) the accountant employed by the Company 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.

<PAGE>

(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.

The Company's  Board of Directors  has decided to create an additional  class of
preferred share to be referred to as the Series B Preferred  Share. The Series B
Preferred  Share would  entitle the holder to vote,  in addition to other shares
owned by the holder,  the number of votes equal to the number of the authorized,
but  unissued  common  shares of the  Company.  Action to approve  the  proposed
amendment  would not occur until an Information  Statement is filed and approved
by the Securities and Exchange Commission.

<PAGE>

Item 6.  Exhibits.

     (2)  Plan of purchase, sale, reorganization, arrangement,
          liquidation or succession                                       None

     (3)  Articles of Incorporation and By-Laws

          (i)   Articles of Incorporation filed August 9, 1990               *

          (ii)  By-Laws                                                      *

          (iii) Certificates of Amendment to the Articles of
                Incorporation  filed November 18, 1993 and
                September 24, 1993                                           *

     (4)  Instruments  defining  the  rights  of  security  holders,
          including indentures

          (a)  Specimen Share Certificate for Common Stock.                  *

     (10) Material contracts

          (10.1) Agreement of Shareholders  dated November 11, 1993
                 by and among C.E. Rick Strattan, Garrison Enterprises,
                 Inc. and the Company.                                       *

          (10.2) Lease Agreement dated July 7, 1994.                        **

          (10.3) Consulting  Agreement  dated July 29, 1994 between
                 the Company and Yellen Associates.                          *

          (10.4) License  Agreement  dated December 20, 1994 between
                 the Company and Herbe Wirkstoffe GmbH.                      *

          (10.5) Joint Venture  Agreement  between the Company and
                 Ocumed,  Inc. dated May 1, 1995,  incorporated  by
                 reference  to the  Company's Form 10-QSB for the
                 quarter ended June 30, 1995.                               **

          (10.6) Extension of Agreement between the Company and
                 Herbe Wirkstoffe GmbH.                                    ***

<PAGE>

          (10.7) Lease Extension                                             +

          (10.8) Loan Agreement with John Lindsay                            +

          (10.9) Small Potatoes Contract                                     +

         (10.10) Employment  Agreement  with C.E.  Rick Strattan
                 dated May 30, 2001                                         ++

         (10.11) Employment  Agreement of C.E. Rick Strattan
                 dated October 14, 2003                                    +++

         (10.12) Employment  Agreement  of George L. Fails
                 dated  October 14, 2003                                  ****

         (10.13) Addendum to Share Exchange Agreement with Eline
                 Entertainment Group                                      ++++

         (10.14) Share Exchange Agreement with Eline Entertainment
                 Groups                                                  +++++

     (11) Statement re: computation of per share earnings            Note 2 to
                                                                     Financial
                                                                    Statements

     (15) Letter on unaudited interim financial information               ****

     (18) Letter on change in accounting principles                       None

     (19) Reports furnished to security holders                           None

     (20) Other documents or statements to security holders or any
          document incorporated by reference                              None

     (22) Published  report regarding matters submitted to vote of
          security  holders                                               None

     (23) Consents of experts and counsel                                 None

     (24) Power of Attorney                                               None

<PAGE>

     (31) Rule 13a-14(a)/15d-14a(a) Certifications                        ****

     (32) Section 1350 Certifications                                     ****

     (99) Additional exhibits                                             None

     (100)XBRL-Related Documents                                          None

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

**   Incorporated  by  reference  to the  Company's  Form 10-KSB  filed with the
     Securities and Exchange Commission on March 29, 1997.

***  Incorporated  by  reference  to the  Company's  Form 10-KSB  filed with the
     Securities and Exchange Commission on March 28, 2000.

**** Filed herewith.

+    Incorporated  by  reference  to the  Company's  Form 10-KSB  filed with the
     Securities and Exchange Commission on April 2, 2001.

++   Incorporated  by  reference  to the  Company's  Form 10-KSB  filed with the
     Securities and Exchange Commission on April 1, 2002.

+++  Incorporated by reference to Form S-8 filed December 1, 2003.

++++ Incorporated  by  reference  to the  Company's  Form  8-K  filed  with  the
     Securities and Exchange Commission on September 21, 2005.

+++++Incorporated  by  reference  to the  Company's  Form  8-K  filed  with  the
     Securities and Exchange Commission on August 15, 2005.

<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.



Date:  November 13, 2007                     /s/ C.E. Rick Strattan
                                             -----------------------------
                                             C.E. Rick Strattan
                                             Chief Executive Officer
                                             Chief Financial Officer