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

                                    Amended
                                  Form 10-KSB

(Mark One)

(X) ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
                                      1934

                   For the fiscal year ended December 31, 2007

( ) 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.
                 (Name of small business issuer in its charter)

            FLORIDA                                   59-3029743
     (State or other jurisdiction of               (I.R.S. Employer
     incorporation or organization)              Identification No.)

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

                     Issuer's telephone number: (386) 454-0887

Securities registered under Section 12(b) of the Exchange Act:

         Title of each class          Name of each exchange on which registered

                                      None

Securities registered under Section 12(g) of the Exchange Act:

                              Class A Common Stock
                                (Title of class)

     Check  whether  the issuer is not  required  to file  reports  pursuant  to
Section 13 or 15(d) of the Exchange Act. (_)

Note - Checking the box above will not relieve any  registrant  required to file
reports  pursuant  to  Section  13 or  15(d)  of the  Exchange  Act  from  their
obligations under those Sections.

<PAGE>

     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.  Yes (X)
No(_).

     Check if there is no disclosure  of  delinquent  filers in response to Item
405 of  Regulation  S-B  contained  in  this  form,  and no  disclosure  will be
contained,  to the  best of  registrant's  knowledge,  in  definitive  proxy  or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB (_).

     Indicate  by check mark  whether  the  registrant  is a shell  company  (as
defined in Rule 12b-2 of the Exchange Act.) Yes (_) No (X)

     State issuer's revenues for its most recent fiscal year:  $751,176

     State the aggregate market value of the voting and non-voting common equity
held by  non-affiliates  computed by  reference to the price at which the common
equity was sold, or the average bid and asked price of such common equity, as of
a specified  date within the past 60 days:  $210,460  based on the average  high
($.02)  and low  ($.02)  price as of March 11,  2008,  of $.02 per  share.  (See
definition of affiliate in Rule 12b-2 of the Exchange Act.)

     Note:  If  determining  whether a person is an  affiliate  will  involve an
unreasonable  effort and expense,  the issuer may calculate the aggregate market
value of the common  equity held by  non-affiliates  on the basis of  reasonable
assumptions, if the assumptions are stated.

     State the number of shares  outstanding of each of the issuer's  classes of
common equity, as of the latest  practicable  date:  15,705,541 shares of Common
Stock as of March 11, 2008.

     Transitional Small Business Disclosure Format (Check One): Yes (_) No (X)




Item 8A(T). Controls and Procedures.

     a. Management's annual report on internal control over financial reporting.

          1. Our  management is responsible  for  establishing  and  maintaining
     adequate  internal  control  over  financial  reporting as defined in Rules
     13a-15(f)  and 15d-15(f)  under the  Securities  Exchange Act of 1934.  Our
     internal control over financial  reporting is a process designed to provide
     reasonable   assurance  that  assets  are  safeguarded  against  loss  from
     unauthorized  use or disposition,  transactions  are executed in accordance
     with  appropriate  management  authorization  and  accounting  records  are
     reliable for the  preparation  of financial  statements in accordance  with
     generally accepted accounting principles.

          2. Internal control over financial  reporting is a process tailored to
     the Company's unique  circumstances,  designed under the supervision of the
     Company's Chief Executive and Principal Accounting Officer, and effected by
     the Company's  Board of Directors,  its  consultants  and other  personnel,
     taking  into  account  the  small  size of the  Company,  small  number  of
     employees and others involved in the Company's finances. The process uses a
     system of checks and balances to provide reasonable assurance regarding the
     reliability  of  financial  reporting  and  the  preparation  of  financial
     statements  for external  purposes in accordance  with  generally  accepted
     accounting principles and includes those policies and procedures that:

          -    pertain to the  maintenance of records that in reasonable  detail
               accurately and fairly reflect the  transactions  and dispositions
               of the Company's assets and the review of those  transactions and
               dispositions by the Company's compliance officer;

          -    provide  reasonable  assurance that  transactions are recorded as
               necessary  to  permit  preparation  of  financial  statements  in
               accordance with generally  accepted  accounting  principles,  and
               that the Company's  receipts and expenditures are being made only
               in accordance with  authorizations of management or the Company's
               Board of Directors; and

          -    provide  reasonable  assurance  regarding  prevention  or  timely
               detection of unauthorized acquisition,  use or disposition of the
               Company's assets that could have a material adverse effect on the
               Company's financial statements.

<PAGE>

          3. As required by Rule 13a-15(e) and 15d-15(e) under the Exchange Act,
     our Chief Executive  Officer who is also our Principal  Accounting  Officer
     carried out an evaluation of the  effectiveness of the design and operation
     of our  disclosure  controls  and  procedures  as of the end of the  period
     covered by this report. The Company's Chief Executive Officer has concluded
     that the Company's  disclosure  controls and  procedures as of December 31,
     2007 were effective.

          4. This annual  report does not include an  attestation  report of the
     Company's registered public accounting firm regarding internal control over
     financial reporting.  Management's report was not subject to attestation by
     the Company's registered public accounting firm pursuant to temporary rules
     of the  Securities  and  Exchange  Commission  that  permit the  Company to
     provide only management's report in this annual report.

     b. Changes in internal controls.

          The Company  made no changes in its internal  control  over  financial
          reporting  that occurred  during the Company's  fourth fiscal  quarter
          that  has  materially  affected,  or  which is  reasonably  likely  to
          materially  affect  the  Company's  internal  control  over  financial
          reporting.

Item 8B.  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 13.  Exhibits.

    Exhibits                                                                Page

    (2) Plan of purchase, sale, reorganization, arrangement,
        liquidation, or succession

    (3) Articles of incorporation and by-laws

       (i)   Articles of Incorporation filed August 9, 1990 *               None

       (ii)  By-Laws. *                                                     None

       (iii) Certificates of Amendment to the Articles of
              Incorporation  filed November 18, 1993 and
              September 24, 1993. *                                         None

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

        (a) Specimen Share Certificate for Common Stock. *                  None

    (6)  No exhibit required                                                 N/A

    (9)  Voting Trust Agreement and amendments                              None

    (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. *                                    None

        (10.2)  Lease Agreement dated July 7, 1994**.                       None

        (10.3)  Consulting Agreement dated July 29, 1994 between
                 the Company and Yellen Associates. *                       None

        (10.4)  License Agreement dated December 20, 1994 between
                 the Company and Herbe Wirkstoffe GmbH. *                   None

        (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.**                             None

<PAGE>

        (10.6)  Extension of Agreement between the Company and Herbe
                 Wirkstoffe GmbH.***                                        None
        (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****

    (11)  Statement re: computation of per share earnings              Note 1(k)
                                                                    to Financial
                                                                      Statements

    (12)  No exhibit required                                                N/A

    (13)  Annual report to security holders for the last
          fiscal year, Form 10-Q or 10-QSB or quarterly report
          to security holders

    (14)  Code of Ethics

    (16)  Letter on changes in certifying accountant***                     None

    (18)  Letter on change in accounting principles                         None

    (21)  Subsidiaries of the small business issuer                         None

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

    (23)  Consent 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

    (100) XBRL-Related Documents


     *  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.

     ****  Incorporated by reference to the Company's Form 10-KSB filed with the
Securities and Exchange Commission on April 4, 2008.

   *****  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.



<Page>

                                   SIGNATURES

     In accordance  with Section 13 or 15(d) of the Exchange Act, the Registrant
caused this Amended Report on Form 10-KSB to be signed on its behalf by the
undersigned, thereunto duly authorized.

                                              CTD HOLDINGS, INC.


                                            By: /s/ C.E. Rick Strattan
                                               ---------------------------------
                                                  C.E. RICK STRATTAN,
                                                  Chief Executive Officer
                                                  Chief Operating Officer
                                                  Principal Accounting Officer
                                                  Date: January 8, 2009

     In  accordance  with the Exchange Act, this report has been signed below by
the following  persons on behalf of the  registrant and in the capacities and on
the dates indicated.


                                            By: /s/ C.E. Rick Strattan
                                               ---------------------------------
                                                  C.E. RICK STRATTAN
                                                  Chief Executive Officer
                                                  Chief Operating Officer
                                                  Principal Accounting Officer
                                                  Director
                                                  Date: January 8, 2009

                                            By: /s/ George L. Fails
                                               ---------------------------------
                                                  GEORGE L. FAILS
                                                  Director
                                                  Date: January 8, 2009