**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


**Washington,
      D.C. 20549**





**FORM
      10-KSB**








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





For
      the
      fiscal year ended   **December
      31, 2005**





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





For
      the
      transition period from _______________


Commission
      file number  **000-30919**








**CTT
                INTERNATIONAL DISTRIBUTORS INC.**(Name
                of Small Business Issuer in its
                charter)








Delaware
            98-6218467(State
                or other jurisdiction of incorporation or
                organization)
            (I.R.S. Employer
              Identification No.)Suite
                305 - South Tower, 5811 Cooney Road
              Richmond,
                British Columbia, Canada
            V6X
                3M1(Address
                of principal executive offices)
            (Zip
                Code)





Issuer’s
      telephone number (604)
      733-2600








Securities
      registered pursuant to Section 12(b) of the Act:


**Title
                of each class**
            **Name
                of each exchange on which registered**None
            N/A








Securities
      registered pursuant to Section 12(g) of the Act:








Common
                Stock - $0.0001 par value(Title
                of Class)





Check
      whether the issuer (1) filed all reports required to be filed by Section 13
      or
      15(d) of the Exchange Act during the last 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 is not 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. **[
      x ]**






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


**[  
      ] Yes [ X ] No**


***Page
          - 1***





State
      issuer’s revenues for its most recent fiscal year.   **$30,642**





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: **$110,380
      as of March 30, 2006 {$0.10 X 455,000 plus $0.20 X 312,500 plus $0.0026 X
      915,433}**





State
      the
      number of shares outstanding of each of the issuer’s classes of common equity,
      as of the latest practicable date.





**Class**
            **Outstanding
                at March 30, 2006**Common
                Stock - $0.0001 par value
            11,017,101





Documents
      incorporated by reference:  **None**





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





***Page
          - 2***





**Forward
      Looking Statements**





This
      Annual Report on Form 10-KSB for the year ended December 31, 2005, including
      the
      discussion of the business of CTT Distributors International Inc. (“CTT” or the
“Company”), management’s discussion and analysis of financial condition and
      results of operations, as well as other sections of this Annual Report contain
      “forward-looking” statements within the meaning of United States federal
      securities laws. Certain information contained or incorporated by reference
      in
      this Annual Report, including the information set forth as to the future
      financial or operating performance of CTT, constitutes “forward-looking
      statements”. These statements may be identified by their use of words like
“plans”, “expect”, “aim”, “believe”, “projects”, “anticipate”, “intend”,
“estimate”, “will”, “should”, “could”, “contemplate”, “target”, “continue”,
“budget”, “may”, “schedule”, and other similar expressions that indicate future
      events and trends and identify forward-looking statements. All statements,
      other
      than historical statements of fact, that address expectations or projections
      about the future, including statements about CTT’s strategy for growth, product
      development, market position, expenditures and financial results, are
      forward-looking statements.





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





These
      forward-looking statements involve a number of risks and uncertainties,
      including, but not limited to, those discussed in these paragraphs. Factors
      that
      could cause future results to differ from these expectations include general
      economic conditions particularly related to demand for CTT’s products and
      services; changes in business strategy; competitive factors (including the
      introduction or enhancement of competitive services); pricing pressures; changes
      in operating expenses; inability to attract or retain consulting, sales and/or
      development talent; changes in customer requirements; and/or evolving industry
      standards; and other factors described in CTT’s filings with the Securities and
      Exchange Commission. The results that CTT achieves may differ materially from
      any forward-looking statements due to these risks and uncertainties. The
      forward-looking statements in this Form 10-KSB for the fiscal year ended
      December 31, 2005, are subject to risks and uncertainties that could cause
      actual results to differ materially from this results expressed in or implied
      by
      the statements contained in this report.





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





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





***Page
          - 3***


**PART
      I**





**Item
      1.**  **Description
      of Business.**





**General**





CTT
      International Distributors Inc. (“ **CTT** ”)
      is a
      holding company merged under the laws of the State of Delaware on January 7,
      2005. CTT was formed by the merger of Slabsdirect.com, Inc. and CTT
      International Distributors Inc. Slabsdirect.com, Inc. was incorporated under
      the
      laws of the State of Delaware on January 14, 2000 (“Slabsdirect”). CTT
      International Distributors Inc. was incorporated under the laws of the State
      of
      Delaware on November 1, 2004. As part of the merger, the Articles of
      Slabsdirect.com, Inc. were adopted as the Articles of CTT.





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





Pursuant
      to a share exchange agreement dated December 29, 2004, Slabsdirect agreed to
      issue 455,001 shares of common stock in exchange for all of the issued and
      outstanding shares of common stock of the Subsidiary. The acquisition was
      considered a reverse acquisition for accounting and financial reporting
      purposes. See Exhibit 10.1 - Share Exchange Agreement for more
      details.





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





CTT
      maintains its statutory registered agent’s office at 3511 Silverside Road, Suite
      105, Wilmington, Delaware and its business office is located at Suite 305,
      South
      Tower, 5811 Cooney Road, Richmond, British Columbia, V6X 3M1, Canada. CTT’s
      office telephone number is (604) 733-2600.





Neither
      CTT nor the Subsidiary have been involved in any bankruptcy, receivership or
      similar proceedings. There has been no material reclassification, merger,
      consolidation or purchase or sale of a significant amount of assets not in
      the
      ordinary course of CTT’s business.





References
      in this Annual Report to CTT includes the Subsidiary, unless otherwise
      stated.





**Business
      of CTT**





CTT
      is in
      the e-commerce business and provides high-quality, non-branded computer and
      electronic merchandise at discount prices to the internet consumer through
      its
      website www.cheaperthanthem.com .
      The
      website was designed and is maintained by CTT’s sole officer and director, Amit
      Sankhala. Mr. Sankhala does not charge CTT for maintaining the website. The
      website is hosted by Ezyra E-Business Services, an unrelated party, which
      charges CTT an annual fee of $372.36 to host the website.





**Products
      and Services**





CTT
      has a
      direct business, in which it buys and takes possession of excess electronic
      and
      computer inventory for resale (the “ **Direct
      Business** ”).
      In
      addition, CTT has a fulfillment partner business, in which CTT facilitates
      the
      sale of merchandise of other retailers, cataloguers or manufacturers
      (collectively “ **Fulfillment
      Associates** ”)
      through the website (the “ **Fulfillment
      Business** ”).





For
      both
      the Direct Business and Fulfillment Business, CTT has developed a consumer
      and a
      wholesaler sales channel. Therefore, CTT’s business consists primarily of four
      combinations of these components: direct consumer, direct wholesaler,
      fulfillment business consumer and fulfillment business wholesaler. Wholesale
      purchases make up over 80% of CTT’s revenues to date. Direct sales to consumers
      are 20%. Retail goods are marked up by a margin of 50% and higher. Wholesale
      customers are charged 10-20% above cost depending on the volumes they order.
      There is no wholesaler agreement that CTT uses as sales are strictly volume
      based. CTT currently serves four wholesale clients.




***Page
          - 4***





The
      security measures taken by CTT include only allowing Amit Sankhala, the
      president of the CTT, access to the confidential data and access to CTT’s server
      via secured password. Also, none of the confidential payment information is
      accessible via the Website as it is e-mailed or faxed directly to CTT, and
      it is
      kept in a locked cabinet, which only Mr. Sankhala has access to. CTT does retain
      credit card information on the order forms for a period of six months, after
      which the information is shredded.





CTT’s
      sales have come from the United States and Canada. The majority of CTT’s retail
      sales are from the United States off CTT’s website. The majority of the
      wholesale sales are in Canada. Sales from the United States account for 25%
      and
      sales from Canada account for 75%.





CTT
      utilizes the Internet to create a more efficient market for liquidation computer
      and electronic merchandise. CTT provides
      consumers and businesses with quick and convenient access to high-quality,
      non-branded computer and electronic merchandise at discount prices.





CTT’s
      objective is to leverage the Internet to become the dominant closeout solution
      for holders of non-branded computer and electronic merchandise. CTT is pursuing
      this objective through the following key strategies:





!
            CTT
                intends to source its products from lower cost jurisdictions, primarily
                in
                Asia.


!
            CTT
                offers a 30-day money back guarantee on all products. Customers pay
                for
                shipping on purchases and returns. If returned, the item is checked
                for
                damage and repackaged if sound.


!
            Management
                believes that by utilizing targeted online campaigns such as banner
                ad and
                e-mail campaigns, the results of which CTT is able to quantify, it
                will be
                able to keep its per customer acquisition costs
                low.


!
            Management
                believes it offers its wholesale customers a compelling opportunity
                for
                purchasing bulk inventory online at low prices with high-quality
                service.
                Management believes that the small retail market is underserved by
                existing liquidators and it is working to take advantage of this
                significant opportunity.





Management
      believes that closeout electronic and computer merchandise is typically
      available in inconsistent quantities and prices and often is only available
      to
      consumers after it has been purchased and resold by disparate liquidation
      wholesalers. Management believes that the traditional liquidation market for
      computer and electronic products is therefore characterized by fragmented supply
      and fragmented demand. CTT is utilizing the Internet to aggregate both supply
      and demand and create a more efficient market for liquidation of electronic
      and
      computer merchandise. Although CTT currently only offers MP3 players and MP3
      accessories, it intends to expand its products to include other computer and
      electronic products after it has raised sufficient funds to do so. CTT cannot
      provide any guarantees of its ability to raise financing .





*Direct
      Business*





CTT’s
      Direct Business involves buying and taking possession of inventory for resale.
      CTT currently offers MP3 players and an FM transmitter accessory for MP3 players
      on the website. CTT intends to become an online retailer offering various
      discount, non-branded electronic and computer merchandise for sale over the
      Internet. CTT will offer its customers an opportunity to shop for bargains
      conveniently, while offering its suppliers an alternative inventory liquidation
      distribution channel. CTT expects to add new, limited inventory products to
      the
      website in order to create an atmosphere that encourages customers to visit
      frequently and purchase products before its inventory sells out.





CTT
      sources merchandise from Mr. Sankhala’s frequent trips to Asia. CTT’s three
      suppliers are currently from Taiwan and China. The Taiwanese suppliers have
      the
      factories in China. CTT currently uses LTP Tech because they have an office
      in
      Richmond, British Columbia which is close to CTT’s office. CTT has other
      suppliers but has not elected to purchase from them until CTT has the demand
      for
      those products. CTT’s supply agreements are simply purchase orders to the
      supplier. There are no contractual obligations, the higher the volume purchased,
      the lower CTT’s costs. CTT holds merchandise for usually 90 days. CTT has the
      right to return defective merchandise within a one year period. CTT does not
      offer any extended warranties on products.





*Fulfillment
      Partner Business*





CTT
      also
      has a Fulfillment Business where CTT sells merchandise of Fulfillment Associates
      through the website. CTT manages the orders collected for the Fulfillment
      Associates through the website and forwards the orders on to the Fulfillment
      Associate, who then fills the order. The Fulfillment Associates perform
      essentially the same operations as a warehouse: order picking and shipping.
      From
      a customer’s point of view, shipping from CTT or from the warehouse of one of
      these Fulfillment Associates is indistinguishable. CTT also utilizes a secured
      warehouse of one of its Fulfillment Associates located at Unit 110, 4471 -
      #6
      Road, Richmond, British Columbia.




***Page
          - 5***





CTT
      currently has a business relationship with three Fulfillment Associates. The
      three Fulfillment Associates are RJTech, Inc., LTP Tech and Shian Wang. In
      the
      fulfillment component of its business, CTT does not physically handle the
      merchandise it sells for the Fulfillment Associates, as the merchandise was
      shipped directly by them. The Fulfillment Associate also handles all customer
      returns.





Manufacturers
      and retailers traditionally hold inventory to buffer against uncertain demand
      within their normal, “inline” sales channels. Inline sales channels are
      manufacturers’ primary distribution channels, which are characterized by
      regularly placed orders by established retailers at or near wholesale prices.
      In
      recent years, several dynamics have shifted inventory risk from retailers to
      manufacturers, including:





!  dominant
      retailers insist on just-in-time deliveries from manufacturers;


!  dominant
      retailers often cancel orders mid-production and return unsold
      merchandise;


!  style,
      color, or model changes can quickly turn inventory into closeout
      merchandise;


!  incorrect
      estimates of consumer demand that can lead to overproduction; and


!  changes
      in a retailer financial situation or strategy results in cancelled
      orders.





The
      disposal of excess, or overstock, inventory represents a substantial burden
      for
      many manufacturers. Manufacturers seek to avoid liquidating through traditional
      retail channels where the manufacturer’s discounted products may be sold
      alongside other full-price products. This can result in weaker pricing and
      decreased brand strength, and is known as channel conflict or sales channel
      pollution. As a result, many manufacturers turn to liquidation wholesalers
      and
      discount retailers. These liquidation channels provide manufacturers limited
      control of distribution and are, management believes, unreliable and expensive
      to manage when compared with their inline channels.





Fulfillment
      Business differs from Direct Business in that CTT remits payment to its
      Fulfillment Associates by company check on industry standard terms of 2% on
      30
      days. Margins for the Fulfillment Business are lower than the Direct
      Business.





**Distribution
      of Products and Services**





When
      customers place orders on the website, orders are fulfilled either by a
      Fulfillment Associate or directly from CTT’s supplier’s warehouse located in
      Richmond, British Columbia. CTT’s merchandise is stored at CTT’s supplier’s
      secured warehouse, which is insured and secured. They charge CTT $0.05 cents
      per
      unit for storage and insurance that they sell CTT. This saves CTT the expense
      of
      storing the merchandise itself. The $0.05 is built into the price of every
      unit
      CTT purchases. The inventory is stored at the supplier’s warehouse. The cost is
      not segregated as it is merely a courtesy to CTT from the supplier.





CTT
      monitors both sources for accurate order fulfillment and timely shipment.
      Through the website, orders are relayed to the warehouse management system
      throughout each day, and the warehouse management system in turn confirms to
      the
      shipment of each order. CTT advertises a standard of shipping within two
      business days of order placement, but most orders ship within one business
      day.
      As a general policy, CTT requires verification of receipt of payment or credit
      card authorization before it ships products to consumers or wholesale
      purchasers. CTT currently charges $10.00 for basic ground shipping, but
      customers can choose from various expedited shipping services at their expense.
      CTT offers a 30-day money back guarantee on all products. Customers pay for
      shipping on both purchases and returns. If returned, the item is checked for
      damage and repackaged if sound. The manufacturer is responsible for all
      defective merchandise for one year. Customers e-mail CTT and CTT responds as
      such. CTT endeavors to respond within 5 business hours of receiving an e-mail
      from a customer.





**Market**





The
      primary and initial target market for CTT’s products is currently males between
      the ages of 21 and 45, who desire the best quality electronic products for
      their
      entertainment. These consumers tend to have a high level of product knowledge
      and usually know specifically what they are searching for. Currently it is
      a
      challenge for them to access high-performance but inexpensive electronic
      products and components that are manufactured in Asia.





Secondly,
      once CTT has the capital to do so, CTT intends to also cater to the impulse
      purchaser by providing an entertaining website focusing on lifestyle
      fulfillment, not merely the fulfillment end of a warehouse type
      environment.





Thirdly,
      as a part of CTT’s marketing plan and subject to the availability of capital,
      CTT intends to develop strategic Internet alliances with several companies
      that
      are offering e-engine software that will assist CTT in operating an online
      e-commerce site. CTT is currently in the process of creating relationships
      with
      the webmasters of various strategic sites on the Internet in order to drive
      traffic and sales on the website. These relationships may include reciprocal
      hyperlinks, banner ads or profiles on these sites.




***Page
          - 6***





Fourthly,
      CTT plans to target more Fulfillment Associates and create a business
      relationship with those Fulfillment Associates. Despite the challenges
      encountered by manufacturers in the liquidation market, the proliferation of
      outlet malls, wholesale clubs and discount chains is evidence of the strong
      level of consumer demand for discount and closeout merchandise. However,
      consumers face several difficulties in shopping for closeout and overstock
      merchandise. For example, many traditional merchandise liquidation outlets
      are
      located in remote locations and have limited shopping hours, which management
      believes makes shopping burdensome and infrequent for many consumers. In
      addition, the space available in a traditional merchandise liquidation outlet
      constrains the number of products that a traditional merchandise liquidation
      outlet can offer at any given time.





However,
      management believes that the market for online liquidation is still early in
      its
      development and is characterized by only a large number of competitors, some
      of
      which utilize an auction model to price their goods. Furthermore, management
      believes that there are no dominant companies in the online liquidation market,
      and many of the companies that do offer overstock or liquidation merchandise
      are
      focused on single product lines.





Lastly,
      small retailers are under competitive pressure from large national retailers.
      Small retailers generally do not have purchasing leverage with manufacturers;
      consequently, they are more likely to pay full wholesale prices and are more
      likely to receive inferior service. Management believes that small retailers
      generally do not have access to the liquidation market because liquidation
      wholesalers are most often interested in liquidating large volumes of
      merchandise, rather than the small quantities appropriate for small, local
      retailers.





**Principal
      Suppliers**





CTT
      is
      not dependent on any single supplier for its products. CTT’s products are
      supplied by a variety of manufactures, liquidation wholesalers, and Fulfillment
      Associates. CTT currently utilizes three Fulfillment Associates because of
      choice and relationship to CTT and product mix. The three Fulfillment Associates
      are RJTech, Inc., LTP Tech and Shian Wang.





CTT
      is
      not reliant on any one supplier. CTT sources its products from China and
      utilizes LTP Tech in North America as its only supplier. CTT elects not to
      use
      other suppliers as LTP Tech is able to supply the products that CTT requires
      at
      this time and LTP Tech offers CTT the best price points. CTT has dozens of
      other
      suppliers that it could utilize, if needed.





CTT
      has
      three manufacturer relationships and two liquidator relationships that it
      maintains. Mr. Sankhala frequently travels to Asia where he meets with
      manufacturers and liquidators in Hong Kong. There are no exclusivity contracts
      with any supplier or liquidator. Suppliers tend to be external agents of
      electronic products, manufacturers are companies that CTT goes direct to for
      product cutting out the agents, and liquidators are usually those individuals
      who purchase excess stock and inventory at a steep discount to the retail and
      then liquidate that inventory to companies like CTT. The manufacturers and
      liquidators are related to both CTT’s wholesale and direct
      business.





**Technology
      and Intellectual Property**





CTT
      uses
      its internally developed website and uses the services of Telus Communications
      to obtain connectivity to the Internet. CTT currently stores its data on an
      Access database cluster using Dell server system computer hardware. Currently,
      CTT uses two Dell servers for the website, which are connected to its
      database.





CTT
      regards its domain name and similar intellectual property as critical to its
      success. CTT relies on a combination of laws and contractual restrictions with
      its employees, customers, suppliers, affiliates and others to establish and
      protect its proprietary rights. Despite these precautions, it may be possible
      for a third party to copy or otherwise obtain and use CTT’s intellectual
      property without authorization. In addition, CTT cannot assure you that others
      will not independently develop similar intellectual property.





From
      time
      to time, CTT may be subject to legal proceedings and claims in the ordinary
      course of its business, including claims of alleged infringement of the
      trademarks and other intellectual property rights of third parties by CTT.
      These
      types of claims could result in increased costs of doing business through legal
      expenses, adverse judgments or settlements or require CTT to change its business
      practices in expensive ways. In addition, litigation could result in
      interpretations of the law that require CTT to change its business practices
      or
      otherwise increase its costs. Currently, CTT does not have any insurance
      coverage for any potential liabilities. In the future, if it is affordable,
      CTT
      may obtain general liability insurance.





***Page
          - 7***


Also,
      third parties may recruit CTT employees who have had access to CTT’s proprietary
      technologies, processes and operations. These recruiting efforts expose CTT
      to
      the risk that such employees will misappropriate CTT intellectual
      property.





Additional
      litigation may be necessary in the future to enforce CTT’s intellectual property
      rights, to protect its trade secrets or to determine the validity and scope
      of
      the proprietary rights of others. Any litigation, regardless of outcome or
      merit, could result in substantial costs and diversion of management and
      technical resources, any of which could materially harm CTT’s
      business.





**Competition**





CTT’s
      products and services compete with other online retailers and traditional
      liquidation brokers, some of which may specifically adopt CTT’s methods and
      target its customers. CTT currently competes with a variety of companies that
      can be divided into several broad categories:





! liquidation e-tailers such as Overstock.com;


! online
      retailers with discount departments such as Amazon.com, Inc., eBay, Inc. and
      Buy.com, Inc.; and


! traditional retailers and liquidators such as Sears Inc., Walmart Stores, Inc.
      and Best Buy Inc.





CTT
      also
      face potential competition from Internet companies not yet focused on the
      liquidation market, and from retail companies not yet operating online. CTT
      is
      unable to anticipate which other companies are likely to offer services in
      the
      future that will compete with the services it provides.





In
      addition, many of CTT’s current and potential competitors have greater brand
      recognition, longer operating histories, larger customer bases and significantly
      greater financial, marketing and other resources than CTT, and may enter into
      strategic or commercial relationships with larger, more established and
      well-financed companies. Some of CTT’s competitors could enter into exclusive
      distribution arrangements with CTT vendors and deny CTT access to their
      products, devote greater resources to marketing and promotional campaigns and
      devote substantially more resources to their web site and systems development
      than CTT. New technologies and the continued enhancement of existing
      technologies also may increase competitive pressures on CTT. CTT cannot assure
      you that it will be able to compete successfully against current and future
      competitors or address increased competitive pressures.





The
      online liquidation services market is new, rapidly evolving, intensely
      competitive and has relatively low barriers to entry, as new competitors can
      launch new web sites at relatively low cost. CTT believe that competition in
      the
      online liquidation market is based predominantly on (1) price, (2), product
      quality and selection, (3) shopping convenience, and (4) customer
      service.





CTT
      provides manufacturers of electronic and computer products with a one-stop
      liquidation channel to sell both large and small quantities of excess and
      closeout inventory without disrupting sales through traditional channels. Key
      advantages for manufacturers liquidating their excess inventory through CTT
      include:





!  *Resolution
      of channel conflict* .
      Channel
      conflicts arise when a manufacturer’s excess inventory is sold through the same
      channel as their other product offerings. Since excess inventory is usually
      sold
      at a discount, sales of the manufacturer’s other product offerings may be
      impacted as a consumer in a retail store may opt for the excess product or
      become confused by the pricing and model discrepancies. By using CTT, management
      believes manufacturers have an alternative and independent channel where they
      can sell excess inventory without the fear of hindering the sale of their other
      products.


!  *Single
      point of distribution* .
      Manufacturers often use multiple liquidation sources to clear their excess
      inventory. Multiple sources create additional logistics issues that they would
      rather avoid. By using CTT, manufacturers have a single source for the
      distribution of excess inventory.


!  *Improved
      control of distribution* .
      By
      using CTT, manufacturers can monitor what kind of customer, whether individual
      consumer or small retailer, ultimately purchases their merchandise. In addition,
      a manufacturer can request that its products be offered in only one of its
      sales
      channels in order to avoid sales channel pollution.


!  *Improved
      transaction experience* .
      By
      having a reliable inventory clearing channel, manufacturers are able to more
      quickly and easily dispense of their excess merchandise.





***Page
          - 8***


However,
      some key disadvantages for manufacturers liquidating their excess inventory
      through CTT include manufacturers may not want to work with CTT due to its
      limited operating history, resources and CTT’s only officer’s lack of experience
      in the sector.





CTT
      also
      offers consumers a compelling alternative for bargain shopping. Key advantages
      for consumers include convenient access on a secure site and responsive customer
      care. CTT has developed a secure e-commerce site that has industry standard
      encryption, but has elected to use PayPal as a processor for credit cards for
      ease of transaction. CTT also offers small businesses and retailers a compelling
      method for obtaining products for resale. CTT believes that small businesses
      and
      retailers can secure lower prices and better service through CTT than they
      typically receive from manufacturers or other distributors. Management believes
      CTT is able to offer these advantages because, unlike many small businesses
      and
      retailers, CTT will have the ability to access the liquidation market to buy
      merchandise in bulk quantities for which it often receives volume-based price
      discounts provided CTT has sufficient working capital to make these type of
      acquisitions. Accordingly, CTT has designed it shipping and receiving operations
      with the flexibility to accommodate both the receipt of large shipments of
      inventory purchases, and the distribution of bulk loads to its small business
      customers. CTT receives all shipments to its Fulfillment Associate and
      manufacturer in Richmond, British Columbia. As stated, this supplier has secured
      warehouse facilities and as such CTT has no logistical issues. CTT’s products
      are small in size and as such 100 units can fit into a four square foot box.
      The
      largest order that CTT received and shipped to date was its FM receiver line
      where 500 units were received and 400 units were shipped.





**Regulations**





CTT
      is
      subject to general business regulations and laws, as well as regulations and
      laws specifically governing the Internet and e-commerce. Currently, other than
      business and operations licenses applicable to most commercial ventures and
      the
      standard consumer protection laws, CTT is not required to comply with any
      extraordinary regulations for its business operations. As a result of doing
      business through the Internet in many jurisdictions, CTT must comply with many
      laws and regulations that deal with taxation, advertising, consumer protection,
      user privacy, data protection, pricing, content, copyrights, distribution,
      electronic contracts and other communications, broadband residential Internet
      access, and the characteristics and quality of products and
      services.





CTT
      is
      subject to the same federal, state and local laws as other companies conducting
      business on the Internet. Today there are relatively few laws specifically
      directed towards conducting business on the Internet. However, due to the
      increasing popularity and use of the Internet, many laws and regulations
      relating to the Internet are being debated at the state and federal levels.
      These laws and regulations could cover issues such as user privacy, freedom
      of
      expression, pricing, fraud, quality of products and services, taxation,
      advertising, intellectual property rights and information security.
      Applicability to the Internet of existing laws governing issues such as property
      ownership, copyrights and other intellectual property issues, taxation, libel,
      obscenity and personal privacy could also harm CTT’s business. For example,
      United States and foreign laws regulate CTT’s ability to use customer
      information and to develop, buy and sell mailing lists. The vast majority of
      these laws was adopted prior to the advent of the Internet, and do not
      contemplate or address the unique issues raised thereby. T hose laws that do
      reference the Internet, such as the Digital Millennium Copyright Act and the
      CAN-SPAM Act of 2003, are only beginning to be interpreted by the courts and
      their applicability and reach are therefore uncertain. These current and future
      laws and regulations could harm CTT’s business, results of operation and
      financial condition.





However,
      there can be no assurance that current or new laws or regulations will not,
      in
      the future, impose additional fees and taxes on CTT and its business operations.
      Any new laws or regulations relating to the Internet or any new interpretations
      of existing laws could have a negative impact on CTT’s business and add
      additional costs to CTT’s business operations.





Currently,
      CTT only operates in British Columbia and has no nexus to any State.
      Accordingly, CTT is not required to collect or remit any tax on its transactions
      with consumers, with the exception of the 7% sales tax charged to British
      Columbia consumers and the 7% goods and service tax charged to consumers
      residing in Canada.





Websites
      are not currently subject to direct federal laws or regulations applicable
      to
      access, content or commerce on the Internet. However, due to the increasing
      popularity and use of the Internet, it is possible that a number of laws and
      regulations may be adopted with respect to the Internet covering issues such
      as:





•
user
      privacy


•
freedom
      of expression


•
      pricing


•
content
      and quality of products and services


•
      taxation


•
      advertising


•
      intellectual property rights


•
      information security





***Page
          - 9***


The
      adoption of any such laws or regulations might decrease the rate of growth
      of
      Internet use, which in turn could decrease the demand for CTT’s products and
      services, increase the cost of doing business, or in some other manner have
      a
      negative impact on CTT’s business, financial condition and operating results. In
      addition, applicability to the Internet of existing laws governing issues such
      as property ownership, copyrights and other intellectual property issues,
      taxation, libel, obscenity and personal privacy is uncertain. The vast majority
      of such laws were adopted prior to the advent of the Internet and related
      technologies and, as a result, do not contemplate or address the unique issues
      of the Internet and related technologies.





Additionally,
      in response to concerns regarding “spam” (unsolicited electronic messages),
“pop-up” web pages and other Internet advertising, the federal government and a
      number of states have adopted or proposed laws and regulations that would limit
      the use of unsolicited Internet advertisements. While a number of factors may
      prevent the effectiveness of such laws and regulations, the cumulative effect
      may be to limit the attractiveness of effecting sales on the Internet, thus
      reducing the value of CTT’s business operations. Currently, CTT does not “spam”
and there are no laws or regulations governing Internet advertising that have
      a
      negative impact on CTT’s business.





Also,
      several telecommunications companies have petitioned the Federal Communications
      Commission to regulate Internet service providers and on-line service providers
      in a manner similar to long distance telephone carriers and to impose access
      fees on those companies. This could increase the cost of transmitting data
      over
      the Internet.





Finally,
      CTT has adopted a code of ethics (the “ **Code** ”)
      that
      is applicable to every officer, director, employee and consultant of the company
      and its affiliates. The Code reaffirms the high standards of business conduct
      required of all employees. The Code is part of CTT’s continuing efforts to (1)
      ensure that it complies with all applicable laws, (2) have an effective program
      in place to prevent and detect violations of law, and (3) educate and train
      its
      employees to be aware and understand ethical business practices. In most
      circumstances, the Code sets standards that are higher than the law
      requires.





**Employees
      and Employment Agreements**





Currently,
      CTT has no employees and CTT does not intend to hire third party independent
      contractors to provide services to CTT. Mr. Sankhala, the sole officer and
      director, is responsible for all the business operations of CTT. Mr. Sankhala’s
      duties include website maintenance, all corporate governance, order processing
      and shipping, and all other business tasks related to the products and to
      CTT.





At
      present, CTT’s sole officer and director does not have an employment agreement
      with CTT. CTT presently does not have pension, health, annuity, insurance,
      stock
      options, profit sharing or similar benefit plans; however, CTT may adopt plans
      in the future. There are presently no personal benefits available to any
      employees.




CTT
      has
      also adopted eight corporate values to provide a framework for all employees
      in
      conducting themselves in their jobs. These values are not intended to substitute
      for the Code, but will serve as guidelines in helping the employees to conduct
      CTT’s business in accordance with the Code.




The
      Code
      is not intended to cover every possible situation in which an employee may
      find
      himself or herself. It is meant to give each employee the boundaries within
      which CTT expects each employee to conduct himself or herself while representing
      CTT. An employee may find himself or herself in a situation where there is
      no
      clear guidance given by the Code. If that occurs, return to the objective stated
      below: common sense, good judgment, high ethical standards and integrity, and
      refer to CTT’s values. In addition, there are many resources upon which an
      employee may rely, including the president.





**RISK
      FACTORS**





You
      should consider each of the following risk factors and the other information
      in
      this Annual Report, including CTT’s financial statements and the related notes,
      in evaluating CTT’s business and prospects. The risks and uncertainties
      described below are not the only ones that impact on our business. Additional
      risks and uncertainties not presently known to CTT or that CTT currently
      considers immaterial may also impair its business operations. If any of the
      following risks actually occur, CTT’s business and financial results could be
      harmed. In that case, the trading price of CTT’s common stock could
      decline.





***Page
          - 10***


**Risks
      associated with CTT:**





|**1.** | **CTT
              is a development stage company and may not be able to continue as a
              going
              concern and may not be able to raise additional
              financing.**
|------ | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------




A
                note provided by CTT’s independent auditors in CTT’s financial statements
                for the period from inception, May 17, 2004, through December 31,
                2005
                contains an explanatory note that indicates that CTT is a development
                stage company and its ability to continue as a going concern and
                to emerge
                from the development stage is dependent on continued financial support
                from its shareholders, raising additional capital to fund future
                operations and ultimately to attain profitable
                operations.





CTT
      has a
      working capital deficiency and has accumulated losses since inception. These
      factors raise substantial doubt about CTT’s ability to continue as a going
      concern. To date there has been no significant revenue. In a development stage
      company, management devotes most of its activities to developing a market for
      its products and services. These consolidated financial statements have been
      prepared on a going concern basis, which implies that CTT will continue to
      realize its assets and discharge its liabilities in the normal course of
      business. CTT has not generated significant revenue and has never paid any
      dividends. CTT is unlikely to pay dividends or generate significant earnings
      in
      the immediate or foreseeable future. There is no guarantee that CTT will be
      able
      to raise any equity financing or generate profitable operations. CTT has a
      working capital deficit of $57,016 and has accumulated losses of $163,918 since
      inception. These factors raise substantial doubt regarding CTT’s ability to
      continue as a going concern.





This
                note may make it more difficult for CTT to raise additional equity
                or debt
                financing needed to run its business and is not viewed favorably
                by
                analysts or investors. CTT urges potential investors to review this
                report
                before making a decision to invest in
                CTT.





|**2.** | **CTT
              lacks an operating history and has losses that it expects to continue
              into
              the future. If the losses continue CTT will have to suspend operations
              or
              cease operations.**
|------ | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------




CTT
      has
      had no significant operating history upon which an evaluation of its future
      success or failure can be made. CTT’s net loss since its inception on May 17,
      2004 is $163,918. CTT’s ability to achieve and maintain profitability and
      positive cash flow is dependent upon its ability to generate revenues from
      its
      planned business operations and to reduce development costs. Without the
      generation of any revenues or any capital being raised in an equity or debt
      financing, CTT will run out of operating funds within four months.





Based
                upon current plans, CTT expects to incur $3,000 per month in operating
                losses in the next 12 to 18 months. This will happen because there
                are
                expenses associated with the development and operation of its website.
                CTT
                cannot guaranty that it will be successful in generating revenues
                in the
                future or that it will be able to raise any working capital for operating
                funds in the future. Failure to generate revenues or raise any financing
                may cause CTT to go out of
                business.





|**3.** | **CTT
              is relatively new to the internet marketplace with no history of
              operations and, as a result, CTT’s ability to operate and compete
              effectively may be affected
              negatively.**
|------ | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------




In
      deciding whether to purchase CTT’s shares of common stock, and the likelihood
      CTT’s success, you should consider that CTT is relatively new to the internet
      marketplace and has no operating history upon which to judge its current
      operations. As a result, you will be unable to assess CTT’s future operating
      performance or its future financial results or condition by comparing these
      criteria against its past or present equivalents.





Also,
      the
      computer and Internet industries are characterized by rapidly changing
      technologies, frequent introductions of new products, services, and industry
      standards. CTT’s future success will depend on its continued ability to adapt to
      rapidly changing technologies by continually improving the performance features
      and reliability of CTT’s services, as well as, the development and maintenance
      of the Internet’s infrastructure to cope with this increased traffic. CTT’s
      future success will also depend in large part on its continued ability to
      develop and enhance CTT’s products and services. There are significant technical
      risks in the development of new or enhanced services, including the risk that
      CTT will be unable to effectively use new technologies, adapt its services
      to
      emerging industry standards, or develop, introduce and market new or enhanced
      products and services. Also, if CTT is unable to develop and introduce enhanced
      or new products and services quickly enough to respond to market or user
      requirements or to comply with emerging industry standards, or if these products
      and services do not achieve market acceptance, CTT may not be able to compete
      effectively.





***Page
          - 11***


|**4.** | **CTT
              does not have sufficient funds to complete each phase of its proposed
              plan
              of operation and as a result may have to suspend
              operations.**
|------ | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------




Each
                of the phases of CTT’s plan of operation is limited and restricted by the
                amount of working capital that CTT has and is able to raise from
                financings and generate from business operations. CTT currently does
                not
                have sufficient funds to complete each phase of its proposed plan
                of
                operation and CTT expects that it will not satisfy its cash requirements
                for the next 12 months. As a result, CTT may have to suspend or cease
                its
                operations on one or more phases of the proposed plan of operation.





As
      of
      December 31, 2005, CTT had $14,061in cash. Until CTT is able to generate any
      consistent and significant revenue it will be required to raise additional
      funds
      by way of equity financing to finance its operations. At any phase of CTT’s plan
      of operation, if CTT finds that it does not have adequate funds to complete
      a
      phase, it may have to suspend its operations and attempt to raise more money
      so
      it can proceed with its business operations. If CTT cannot raise the capital
      to
      proceed it may have to suspend operations until it has sufficient capital.





CTT
      will
      also require additional financing if the costs of the proposed phases of the
      plan of operation are greater than anticipated. CTT will require additional
      financing to sustain its business operations if CTT is not successful in earning
      revenues from its business operations. CTT can provide no assurance to investors
      that CTT will be able to find additional financing if required. Any sale of
      additional share capital will result in dilution to existing
      shareholders .





|**5.** | **CTT’s
              sole officer and director has a conflict of interest in that Amit Sankhala
              has other time commitments that will prevent him from devoting full-time
              to CTT’s business operations, which may affect CTT’s
              operations**
|------ | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------




CTT’s
                sole officer and director has other obligations and time commitments
                that
                will prevent Mr. Sankhala from devoting full-time to CTT’s business
                operations. This will slow CTT’s operations and may reduce its financial
                results and as a result, CTT may not be able to continue with its
                business
                operations.





CTT’s
                sole officer may be subject to conflicts of interest because the
                sole
                officer may not be able to devote all his time to CTT’s operations. Mr.
                Sankhala devotes 40 hours a week to CTT’s operations. Mr. Sankhala has no
                other obligations that prevent him from devoting his full time to
                CTT’s
                operations, with the exception that Mr. Sankhala studies for his
                political
                degree for 10 hours per week.





|**6.** | **Since
              CTT’s management lacks any formal training or experience in operating an
              e-commerce business, CTT may have to hire or retain qualified personnel.
              If CTT is unable to hire or retain any qualified personnel, CTT may
              have
              to suspend or cease operations, which will result in the loss of your
              investment.**
|------ | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------




CTT’s
                sole officer, Amit Sankhala, is inexperienced in operating an e-commerce
                business, CTT may be forced to hire or retain qualified management,
                employees or consultants to perform administrative, sales or marketing
                roles related to an e-commerce business. Mr. Sankhala has no direct
                training or experience in these areas and as a result may not be
                fully
                aware of all of the specific requirements related to working within
                this
                industry. Mr. Sankhala’s decisions and choices may not take into account
                standard managerial approaches e-commerce companies commonly use.
                Consequently, CTT’s operations, earnings, and ultimate financial success
                could suffer irreparable harm due to management’s lack of experience in
                this industry. As a result, CTT may have to suspend or cease operations
                that will result in the loss of your
                investment.





Competition
                for qualified personnel is intense and CTT may not be able to hire
                or
                retain qualified personnel, which could also have a negative impact
                on
                CTT’s business.





|**7.** | **CTT
              has no independent board members, which places CTT’s sole officer and
              director, Amit Sankhala, in a conflict of interest with respect to
              compliance with CTT’s Code of
              Ethics.**
|------ | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------




As
                Mr. Sankhala is CTT’s sole officer and director, and employee at this
                time, there is no independent director and no other compliance officer
                or
                employee to oversee compliance of CTT’s Code of Ethics. As a result, Mr.
                Sankhala is in a conflict of interest when it comes to overseeing
                compliance and enforcement of CTT’s Code of Ethics. The Code of Ethics is
                part of CTT’s continuing efforts to (1) ensure that it complies with all
                applicable laws, (2) have an effective program in place to prevent
                and
                detect violations of law, and (3) educate and train its Employees
                to be
                aware and understand ethical business practices. As Mr. Sankhala
                is the
                sole compliance officer, he would be conflicted if he had to investigate
                himself if any operation or activity that involved CTT, and as a
                result
                Mr. Sankhala as the sole officer and director of CTT, was in violation
                of
                the law or of the Code of Ethics. Such reportable violations include
                insider trading, non-compliance with financial reporting and record
                keeping requirements, failure to communicate accurate and timely
                information, failure to keep information confidential, failure to
                ensure
                the health and safety of CTT’s employees, a conflict of interest for
                personal gain at the expense of CTT, failure to compete fairly, and
                non-compliance with all state, federal, or international regulations.
                Violations of the law or the Code of Ethics could subject CTT to
                severe
                penalties and fines, which could negatively impact on CTT’s financial
                position and business





***Page
          - 12***


|**8.** | **Because
              CTT’s sole officer and director owns more than 50% of the outstanding
              shares, he will be able to decide who will be elected to the board
              of
              directors and you may not be able to elect any board member, which
              may
              lead to the entrenchment of management, and will also be able to impede
              or
              effect a change of control or a sale of
              assets.**
|------ | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------




Amit
      Sankhala, CTT’s sole director and officer, currently owns an aggregate 8,634,168
      shares (78.4%) and has voting control of CTT. Holders of CTT’s shares of common
      stock do not have cumulative voting rights, which means that the holders of
      more
      than 50% of the outstanding shares, voting for the election of members of the
      board of directors, can elect all of the members to be elected, if they so
      choose, and, in that event, the holders of the remaining shares will not be
      able
      to elect any of member to CTT’s board of directors. As a result, Mr. Sankhala
      will be able to set the number of directors to be elected and to elect all
      of
      the members of CTT’s board of directors, to control CTT’s business operations,
      and to entrench management.





Also,
      as
      a result of Mr. Sankhala having voting control of CTT, Mr. Sankhala has the
      ability to approve or defeat a change of voting control of CTT and to approve
      or
      reject any offer for the purchase and sale of CTT’s assets.





CTT
      is
      also afforded the protections of Section 203 of the Delaware General Corporation
      Law, which could delay or prevent a change in control of CTT or could impede
      a
      merger, consolidation, takeover or other business combination involving CTT
      or
      discourage a potential acquirer from making a tender offer or otherwise
      attempting to obtain control of CTT.





**9.**  **CTT
      does not expect to pay dividends in the foreseeable
      future.**





CTT
                has never paid cash dividends on its shares of common stock and has
                no
                plans to do so in the foreseeable future. CTT intends to retain earnings,
                if any, to develop and expand its business
                operations.





|**10.** | **No
              public trading market for CTT’s common stock may develop and as a result
              you may not be able to resell your
              stock.**
|------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------




There
                is currently no public market for the shares of common stock of CTT.
                Therefore there is no central place, such as stock exchange or electronic
                trading system, to resell your shares. If you want to resell your
                shares,
                you will have to locate a buyer and negotiate your own sale. There
                can be
                no assurance that a liquid public market on a stock exchange or quotation
                system will develop, or be sustained even after a public market is
                developed. The lack of a liquid public market will reduce your ability
                to
                divest any investment in CTT.





|**11.** | **If
              and when CTT’s shares of common stock are listed for trading, any sale of
              a significant amount of CTT’s shares of common stock into the public
              market may depress CTT’s stock
              price.**
|------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------




Amit
                Sankhala, the sole officer and director of CTT, currently owns 8,634,168
                shares of common stock, which represent 78.4% of the 11,017,101 issued
                and
                outstanding shares of common stock of CTT. If CTT’s shares of common stock
                are listed for trading, Mr. Sankhala may sell in the future, large
                amounts
                of common stock into the public market over relatively short periods
                of
                time subject to Rule 144. Any sale of a substantial amount of CTT’s common
                stock in the public market by Mr. Sankhala may adversely affect the
                market
                price of CTT’s common stock. Such sales could create public perception of
                difficulties or problems with CTT’s business and may depress CTT’s stock
                price.





|**12.** | **“Penny
              Stock”****rules
              may make buying or selling CTT’s shares of common stock difficult, and
              severely limit the market and liquidity of the shares of common
              stock.**
|------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------




Trading
                in CTT’s shares of common stock is subject to certain regulations adopted
                by the SEC commonly known as the “penny stock” rules. If and when CTT’s
                shares of common stock are listed for trading, Amit Sankhala believes
                that
                trading will begin the $1.00 per share range. If this is the case,
                the
                shares will trigger and be subject to the “penny stock” rules. These rules
                govern how broker-dealers can deal with their clients and “penny stocks”.
                The additional burdens imposed upon broker-dealers by the “penny stock”
                rules may discourage broker-dealers from effecting transactions in
                CTT’s
                securities, which could severely limit their market price and liquidity
                of
                CTT’s securities. See “Penny Stock Rules” below on page 19 for more
                information.





***Page
          - 13***


**Risks
      associated with CTT’ business:**





|**13.** | **Failure
              to successfully compete in the e-commerce industry with established
              e-commerce companies may result in CTT’s inability to continue with its
              business operations.**
|------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------




Currently,
      there is significant competition in this market. CTT expects competition in
      this
      market to increase significantly as traditional liquidators and online retailers
      continue to develop services that compete with CTT’s services and there are a
      few barriers to entry in this market. In addition, competitors may decide to
      create their own websites to sell their own excess inventory and the excess
      inventory of third parties.





Many
      of
      CTT’s current competitors have longer operating histories, larger customer
      bases, greater brand recognition and significantly greater financial, marketing
      and other resources than CTT does. Some of CTT’s competitors may be able to
      secure merchandise from suppliers on more favorable terms, devote greater
      resources to marketing and promotional campaigns, adopt more aggressive pricing
      or inventory availability policies, and devote substantially more resources
      to
      their website and systems development than CTT does. Increased competition
      may
      result in reduced operating margins, loss of market share and a diminished
      brand
      franchise. CTT cannot assure you that we will be able to compete successfully
      against current and future competitors.





If
                CTT is unable to develop and introduce enhanced or new technology
                or
                services quickly enough to respond to market or user requirements
                or to
                comply with emerging industry standards, or if these services do
                not
                achieve market acceptance, CTT may not be able to compete effectively.
                Competitive pressures created by any one of CTT’s competitors could have a
                negative impact on CTT’s business, results of operations and financial
                condition and as a result, CTT may not be able to continue with its
                business operations.





|**14.** | **Since
              CTT relies on one provider to host its website, CTT’s technical systems
              could fail if this service is interrupted, which in turn would have
              a
              negative impact on CTT’s
              business.**
|------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------




Although
                CTT has back up facilities for its computer systems, CTT relies on
                one
                provider to host the website, Ezyra E-Business Services. If Ezyra
                E-Business Services failed to provide service to its systems, CTT
                would be
                unable to maintain website availability. Interruptions could result
                from
                natural disasters as well as power loss, telecommunications failure
                and
                similar events. CTT’s business depends on the efficient and uninterrupted
                operation of its computer and communications hardware systems. Any
                system
                interruptions that cause its website to be unavailable could materially
                adversely affect its business. Furthermore, CTT will be depending
                on
                outside expertise to maintain and expand its website design and
                capabilities. There is no assurance that website consultants can
                be
                retained who will understand the needs of and have the solution for
                a
                desirable, user-friendly commercial
                website.





|**15.** | **CTT
              relies on one supplier for its Direct Business and on three Fulfillment
              Associates for its Fulfillment Business for a majority of its
              inventory.**
|------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------




CTT
                currently sources all of its inventory for its Direct Business from
                one
                supplier, LTP Tech. Also, CTT sources a majority of its inventory
                for its
                Fulfillment Business from three Fulfillment Associates. CTT does
                not have
                long-term contracts or arrangements with its supplier or Fulfillment
                Associates to guarantee the availability of inventory. If CTT’s current
                supplier and Fulfillment Associates were to stop supplying inventory
                to
                CTT on acceptable terms, CTT may not be able to acquire inventory
                from
                other suppliers in a timely and efficient manner and on acceptable
                terms.
                CTT’s accounts payable are due 30 days after receipt of the
                invoice.





|**16.** | **CTT’s
              business exposes CTT to potential product liability claims, and CTT
              may
              incur substantial expenses if CTT is subject to product liability claims
              or litigation, which could result in a negative impact on its
              business.**
|------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------




CTT’s
                products involve a minimal inherent risk of product liability claims
                and
                associated adverse publicity. However, CTT may be held liable if
                any
                product it sells causes injury or is otherwise found unsuitable.
                Currently, CTT does not carry any product liability insurance or
                general
                business coverage. A product liability claim, regardless of its merit
                or
                eventual outcome, could result in significant legal defense costs.
                These
                costs would have the effect of increasing CTT’s expenses and diverting
                management’s attention away from the operation of its business, and could
                harm CTT’s business.





***Page
          - 14***


|**17.** | **CTT
              may be subject to legal proceedings involving its intellectual property
              that could result in substantial costs and which could materially harm
              CTT’s business operations.**
|------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------




From
                time to time, CTT may be subject to legal proceedings and claims
                in the
                ordinary course of its business, including claims of alleged infringement
                of the trademarks and other intellectual property rights of third
                parties
                by CTT. These types of claims could result in increased costs of
                doing
                business through legal expenses, adverse judgments or settlements
                or
                require CTT to change its business practices in expensive ways. Additional
                litigation may be necessary in the future to enforce CTT’s intellectual
                property rights, to protect its trade secrets or to determine the
                validity
                and scope of the proprietary rights of others. Any litigation, regardless
                of outcome or merit, could result in substantial costs and diversion
                of
                management and technical resources, any of which could materially
                harm
                CTT’s business.





**Risks
      associated with CTT’s industry:**





|**18.** | **Any
              new laws or regulations relating to the Internet or any new
              interpretations of existing laws could have a negative impact on CTT’s
              business.**
|------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------




Currently,
                other than business and operations licenses applicable to most commercial
                ventures, CTT is not required to obtain any governmental approval
                for its
                business operations. However, there can be no assurance that current
                or
                new laws or regulations will not, in the future, impose additional
                fees
                and taxes on CTT and its business operations. Additionally, in response
                to
                concerns regarding “spam” (unsolicited electronic messages), “pop-up” web
                pages and other Internet advertising, the federal government and
                a number
                of states have adopted or proposed laws and regulations that would
                limit
                the use of unsolicited Internet advertisements. While a number of
                factors
                may prevent the effectiveness of such laws and regulations, the cumulative
                effect may be to limit the attractiveness of effecting sales on the
                Internet, thus reducing the value of CTT’s business operations. Also,
                several telecommunications companies have petitioned the Federal
                Communications Commission to regulate Internet service providers
                and
                on-line service providers in a manner similar to long distance telephone
                carriers and to impose access fees on those companies. This could
                increase
                the cost of transmitting data over the Internet. Any new laws or
                regulations relating to the Internet or any new interpretations of
                existing laws could have a negative impact on CTT’s business and add
                additional costs to CTT’s business
                operations.





|**19.** | **CTT
              may be subject to liability for past sales, which could have a negative
              impact on CTT’s future business
              operations.**
|------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------




In
                accordance with current industry practice, CTT does not currently
                collect
                sales or other similar taxes for physical shipments of inventory
                into the
                United States. One or more local, state or foreign jurisdictions
                may seek
                to impose sales tax collection obligations on CTT and other out-of-state
                companies that engage in online commerce. CTT’s business could be
                adversely affected if one or more States or any foreign country
                successfully asserts that CTT should collect sales or other taxes
                on the
                sale of its inventory. Currently, decisions of the U.S. Supreme Court
                restrict the imposition of obligations to collect state and local
                sales
                and use taxes with respect to sales made over the Internet. However,
                a
                number of States, as well as the U.S. Congress, have been considering
                various initiatives that could limit or supersede the Supreme Court’s
                position regarding sales and use taxes on Internet sales. If any
                of these
                initiatives addressed the Supreme Court’s constitutional concerns and
                resulted in a reversal of its current position, CTT could be required
                to
                collect sales and use taxes in certain or all States. The imposition
                by
                state and local governments of various taxes upon Internet commerce
                could
                create administrative burdens for CTT and could decrease its future
                sales
                and have a negative impact on CTT’s future business operations.





|**20.** | **CTT
              is subject to regulations relating to consumer privacy and data
              protection, which may adversely affect the growth of CTT’s Internet
              business or its marketing
              efforts.**
|------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------




CTT
                is subject to increasing regulation at the federal, state and
                international levels relating to privacy and the use of personal
                user
                information. For example, CTT is subject to various telemarketing
                laws
                that regulate the manner in which CTT may solicit future suppliers
                and
                customers. Such regulations, along with increased governmental or
                private
                enforcement, may increase the cost of growing CTT’s business.





***Page
          - 15***


In
      addition, several States have proposed, and California, Minnesota, Utah, and
      Vermont have recently passed, legislation that would limit the uses of personal
      user information gathered online or require online services to establish privacy
      policies. In addition to these four States, many other jurisdictions already
      have such laws and continuously consider strengthening them, especially against
      online services. CTT in certain instances are subject to some of these current
      laws.





The
      Federal Trade Commission has adopted regulations regarding the collection and
      use of personal identifying information obtained from children under 13. Bills
      proposed in Congress would extend online privacy protections to adults.
      Moreover, proposed legislation in this country and existing laws in foreign
      countries require companies to establish procedures to notify users of privacy
      and security policies, obtain consent from users for collection and use of
      personal information, and/or provide users with the ability to access, correct
      and delete personal information stored by CTT. CTT could become a party to
      a
      similar enforcement proceeding. These data protection regulations and
      enforcement efforts may restrict CTT’s ability to collect demographic and
      personal information from users, which could be costly or harm CTT’s marketing
      efforts.





Specific
                statutes intended to protect user privacy have been passed in many
                non-U.S. jurisdictions, including virtually every non-U.S. jurisdiction
                in
                which CTT currently offers its products. Failure to comply could
                subject
                CTT to lawsuits, fines, criminal penalties, statutory damages, adverse
                publicity, and other losses that could harm our business. Changes
                to
                existing laws or the passage of new laws intended to address these
                privacy
                and data protection and retention issues could directly affect the
                way CTT
                does business or could create uncertainty on the Internet. This could
                reduce demand for CTT’s inventory, increase the cost of doing business as
                a result of litigation costs or increased inventory or delivery costs,
                or
                otherwise harm CTT’s business.





|**21.** | **Security
              of online transactions via the Internet and any security breaches will
              have a negative impact on CTT’s
              business.**
|------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------




The
                secure transmission of confidential information over public
                telecommunications facilities is a significant barrier to electronic
                commerce and communications on the Internet. CTT retains all pertinent
                data about a customer, including name, payment information, address,
                what
                they purchased, and credit card information. Many factors may cause
                compromises or breaches of security systems used by CTT and other
                Internet
                sites to protect proprietary information. A compromise of security
                on the
                Internet would materially negatively affect the use of the Internet
                for
                commerce and communications. This in turn would negatively affect
                CTT’s
                business. Circumvention of CTT’s security measures could result in
                misappropriation of its proprietary information or cause interruptions
                of
                CTT’s operations. Protecting against the threat of such security breaches
                may require CTT to expend significant amounts of capital and other
                resources. There can be no assurance that CTT’s security measures will
                prevent security breaches. Currently, CTT has no security features
                in
                place on its website, with the exception that CTT utilizes PayPal
                as a
                processor for credit cards.





CTT
                does not carry insurance against the risk of credit card fraud, so
                the
                failure to adequately control fraudulent credit card transactions
                could
                reduce CTT’s net revenues and its gross margin. CTT may in the future
                suffer losses as a result of orders placed with fraudulent credit
                card
                data even though the associated financial institution approved payment
                of
                the orders. If CTT is unable to detect or control credit card fraud,
                CTT’s
                liability for these transactions could negatively impact CTT’s business.
                To date, CTT has not been assessed any fines for chargebacks in the
                past,
                but chargebacks may arise in the future. CTT has taken measures to
                detect
                and reduce the risk of fraud, but these measures may not be effective.
                If
                these measures do not succeed, CTT’s business will
                suffer.





|**22.** | **CTT’s
              business will be adversely affected if the infrastructure of the Internet
              is unable to support demands placed on it by CTT’s
              business.**
|------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------




The
      success of commercial use of the Internet depends in large part upon the
      development and maintenance of the Internet  ’s
      infrastructure, including the development of complementary products such as
      various broadband technologies. The number of users of the Internet and the
      amount of traffic on the Internet have grown significantly and are expected
      to
      continue to grow, placing greater demands on the Internet's infrastructure.
      This
      infrastructure may not be able to support the demands placed on it by this
      continued growth without its performance or reliability being decreased. Any
      outages or delays in services could lower the level of Internet usage. In
      addition, the infrastructure and complementary products and services necessary
      to make the Internet a viable commercial marketplace may not develop. If usage
      of the Internet is curtailed due to infrastructure constraints or lack of
      complementary products, CTT expects an adverse impact on its business and
      revenues. Even if such infrastructure and complementary products and services
      do
      develop, there can be no guarantee that the Internet will become a viable
      commercial marketplace for products and services such as those offered by
      CTT.





***Page
          - 16***


**Item
      2.**  **Description
      of Property.**




CTT’s
      primary asset is its 100% interest in CTT Distributors Ltd. CTT Distributors
      Ltd.’s assets consist of its domain name www.cheaperthanthem.com ,
      its
      website, and the inventory it has in stock at this time.





CTT
      operates from its principal office located at Suite 305, South Tower, 5811
      Cooney Road, Richmond, British Columbia. CTT subleases the 500 square foot
      office space on a month-to-month lease at a rental rate of CDN$6,000 a year
      (US$5,200/year). CTT’s principal office is comprised of two offices, one for
      administration and the other one Mr. Sankhala’s office, and a secure data room
      for CTT’s server. Management believes this office space is sufficient at this
      time. CTT also utilizes a secured warehouse of one of its Fulfillment Associates
      located at Unit 110, 4471 - #6 Road, Richmond, British Columbia on a rent free
      basis. For allowing CTT to use the space in the warehouse for its products,
      CTT
      pays the supplier $0.05 per each unit that is sold from the warehouse. The
      $0.05
      is built into the price of every unit CTT purchases. The inventory is stored
      at
      the supplier’s warehouse. The cost is not segregated as it is merely a courtesy
      to CTT from the supplier. LTP Tech owns the space where CTT stores its
      inventory. CTT is currently in compliance with Section 9 regarding insurance
      coverage, as the primary tenant’s insurance provides blanket coverage for
      CTT.





**Item
      3.**  **Legal
      Proceedings.**





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





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





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





**PART
      II**





**Item
      5.**  **Market
      for Common Equity and Related Stockholder Matters.**





**(a)**  **Market
      Information**





CTT’s
      common shares are not listed for trading on any exchange or quotation
      service.





**(b)**  **Holders
      of Record**





CTT
      has
      58 registered holders of common stock.





**(c)**  **Dividends**





CTT
      has
      declared no dividends on its common stock in fiscal 2005. CTT has no current
      plans to declare or pay any dividend on its common stock.





**(d)**  **Recent
      Sales of Unregistered Securities**





In
      the
      past three fiscal years, CTT has sold the following securities that were not
      registered under the Securities Act of 1933.





On
      December 29, 2004, CTT issued 455,001 shares of common stock to the shareholders
      of the subsidiary for the acquisition of all of the outstanding shares of CTT
      Distributors Ltd. pursuant to the terms of the share exchange agreement. CTT
      relied upon Rule 903 of Regulation S for the applicable exemption to issue
      the
      unregistered shares. No offer was made or accepted in the United States and
      the
      share certificates representing the shares have been legended with the
      applicable trading restrictions.


***Page
          - 17***


The
      list
      of shareholders, the number of shares exchanged and the number of shares
      received are listed in the following table:





**Shareholders**
            **Shares
                Exchanged**
            **Percentage
                of Total Shares**
            **Shares
                Received**Jessika
                Prasad
            35,000
            7.69%
            35,000Michael
                Shevchenko
            23,000
            5.05%
            23,000Jagdeep
                Bhathal
            20,000
            4.40%
            20,000Nicholas
                Brown
            25,000
            5.49%
            25,000Taryn
                Enns
            12,000
            2.64%
            12,000Tom
                Novis
            13,000
            2.86%
            13,000Lynne
                Enns
            9,000
            1.98%
            9,000Roy
                Enns
            9,000
            1.98%
            9,000Kate
                MacLean
            10,000
            2.20%
            10,000Susan
                Novis
            17,000
            3.74%
            17,000Richard
                Novis
            100,000
            21.98%
            100,000Gordon
                Moreland
            17,000
            3.74%
            17,000Harry
                Joa
            80,000
            17.58%
            80,000Kerri
                Enns
            19,000
            4.18%
            19,000Ali
                Hussain
            26,000
            5.71%
            26,000Abid
                Shah
            18,000
            3.96%
            18,000Cyrus
                Kashani
            22,000
            4.84%
            22,000Amit
                Sankhala
            1
            0.00%
            1Totals
            455,001
            100.00%
            455,001





On
      July
      13, 2005, the board of directors authorized the issuance of up to 1,000,000
      shares of common stock at an offering price of $0.10 per share. The offering
      price was arbitrarily set by CTT and had no relationship to its assets, book
      value, revenues or other established criteria of value. All the restricted
      shares issued in this offering were issued for investment purposes in a “private
      transaction”.





On
      July
      13, 2005, CTT raised $70,000 in cash from this offering and issued an aggregate
      700,000 restricted shares to the subscribers as listed below. This offering
      was
      closed in September 2005.





**Name
                of Subscriber**
            **Number
                of Units**
            **Consideration**Anna
                Liza Aman
            150000
            $15,000Angelito
                Dela Cruz
            120000
            $12,000Emirita
                Hernandez
            125000
            $12,500Annabelle
                Layugan
            150000
            $15,000Ria
                Reyes
            155000
            $15,500**Total**
            700000
            $70,000





CTT
      relied upon Rule 903 of Regulation S promulgated pursuant to that Act by the
      Securities and Exchange Commission. Management is satisfied that the
      requirements of the exemption from the registration and prospectus delivery
      requirements of the Securities Act of 1933 have been fully complied with. The
      offering was not a public offering and was not accompanied by any general
      advertisement or any general solicitation. CTT received from each subscriber
      a
      completed and signed subscription agreement containing certain representations
      and warranties, including, among others, that (a) the subscriber was not a
      U.S.
      person, (b) the subscriber subscribed for the shares for their own investment
      account and not on behalf of a U.S. person, and (c) there was no prearrangement
      for the sale of the shares with any buyer. No offer was made or accepted in
      the
      United States and the share certificates representing the shares have been
      legended with the applicable trading restrictions.





***Page
          - 18***


**(e)**  **Penny
      Stock Rules**





Trading
      in CTT’s common stock is subject to the “penny stock” rules. The SEC has adopted
      regulations that generally define a penny stock to be any equity security that
      has a market price of less than $5.00 per share, subject to certain exceptions.
      These rules require that any broker-dealer who recommends CTT’s common stock to
      persons other than prior customers and accredited investors, must, prior to
      the
      sale, make a special written suitability determination for the purchaser and
      receive the purchaser’s written agreement to execute the transaction. Unless an
      exception is available, the regulations require the delivery, prior to any
      transaction involving a penny stock, of a disclosure schedule explaining the
      penny stock market and the risks associated with trading in the penny stock
      market. In addition, broker-dealers must disclose commissions payable to both
      the broker-dealer and the registered representative and current quotations
      for
      the securities they offer. The additional burdens imposed upon broker-dealers
      by
      such requirements may discourage broker-dealers from effecting transactions
      in
      CTT’s common stock, which could severely limit their market price and liquidity
      of CTT’s common stock.





The
      “penny stock” rules also imposes additional sales practice requirements on
      broker/dealers who sell penny stock. These rules require a one page summary
      of
      certain essential items. The items include the risk of investing in penny stocks
      in both public offerings and secondary marketing; terms important to in
      understanding of the function of the penny stock market, such as “bid” and
“offer” quotes, a dealers “spread” and broker/dealer compensation; the
      broker/dealer compensation, the broker/dealers duties to its customers,
      including the disclosures required by any other penny stock disclosure rules;
      the customers rights and remedies in causes of fraud in penny stock
      transactions; and, the NASD’s toll free telephone number and the central number
      of the North American Administrators Association, for information on the
      disciplinary history of broker/dealers and their associated
      persons.





**Item
      6.**  **Management’s
      Discussion and Analysis.**





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





**Overview**





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





CTT
      was
      incorporated under the laws of the State of Delaware on January 14, 2000 as
      Slabsdirect.com, Inc. On January 7, 2005, the former sole director and officer
      of CTT resigned and the current sole director and officer, Amit Sankhala was
      appointed. Until January 7, 2005, Slabsdirect.com, Inc. was an online auction
      marketplace for natural stone products, equipment and related items with no
      operations, no revenues, no financial backing and few assets. On January 7,
      2005, CTT merged with Slabsdirect.com, Inc. and became the parent company to
      CTT
      Distributors Ltd.





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





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





***Page
          - 19***


During
      the fiscal year ended December 31, 2005, CTT focused its efforts on the
      e-commerce operations of its business, including the development of the website
      and its strategic alliances for marketing.





During
      the next 12 months, CTT has no current plan to (1) buy any specific additional
      plant or equipment, (2) conduct any significant research or development
      activities, or (3) to hire any employees, other than what will be required
      as
      part of CTT’s plan of operation. See “Plan of Operation” below for more
      information. Other than as described in this section, CTT has no other financing
      plans.





**Financial
      Condition**





CTT
      is a
      development stage company and CTT’s ability to continue as a going concern is
      dependent on raising additional capital to fund future operations and ultimately
      to attain profitable operations. This means that CTT’s auditors believe there is
      substantial doubt that CTT can continue as an on-going business for the next
      twelve months unless CTT obtains additional capital to pay its bills. CTT’s
      auditors’ report on its 2005 financial statements contained an explanatory
      paragraph that states that due to recurring losses since inception and negative
      cash flows substantial doubt exists as to CTT’s ability to continue as a going
      concern. Accordingly, CTT’s
      financial statements contained in this annual report have been prepared on
      a
      going concern basis, which assumes that CTT will be able to realize its assets
      and discharge its obligations in the normal course of business. CTT incurred
      net
      losses for the period from inception of May 17, 2004 to December 31, 2005 of
      $129,297.





CTT
      had
      net loss of $76,753 during the year ended December 31, 2005. As of December
      31,
      2005, CTT had a cash balance of $14,061, accounts receivable of $7,213, prepaid
      expenses of $429, and inventory of $2,527. When these current assets were offset
      against CTT’s current liabilities of $81,246, in accounts payable of $32,685, in
      accrued liabilities of $28,131, in amounts due to related parties of $11,694,
      and in a note payable of $8,736, CTT was left with a working capital deficit
      of
      $57,016 at December 31, 2005.





As
      of
      December 31, 2004, CTT had total assets of $53,541 consisting of cash of
      $28,124, accounts receivable of $22,829, inventory of $400, and an intangible
      asset relating to the website of $2,188, representing the costs of designing
      the
      website of $2,500, net of accumulated amortization of $312. CTT’s liabilities on
      December 31, 2004 totaled $97,422, consisting of $63,534 in accounts payable
      and
      $13,996 in accrued liabilities, $11,156 due to related parties and $8,736 in
      notes payable. Accounts payable of $63,534 consisted of $23,190 for accounting
      and audit fees, $31,703 for legal costs, $7,000 for inventory, and $1,641 for
      other miscellaneous administrative costs. Accrued liabilities of $13,996
      included $9,000 for accrued accounting and audit fees and $3,100 for accrued
      legal fees. There are no material defaults or past due amounts for the accounts
      payable or accrued liabilities. The $11,156 due to Mr. Sankhala is comprised
      of
      $1,206 for expense reimbursements, and $9,950 for cash advances. The note
      payable of $8,736 was issued for the purchase of CTT’s opening inventory and is
      secured by a demand promissory note, bearing no interest. When these assets
      were
      offset against CTT’s liabilities, CTT was left with a working capital deficit of
      $46,069 at December 31, 2004.





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





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





There
      is
      no historical financial information about CTT upon which to base an evaluation
      of its performance as an e-commerce company. CTT is an e-commerce company but
      has not generated any significant revenues from its e-commerce business. CTT
      cannot guarantee it will be successful in the e-commerce industry. CTT’s
      business is subject to risks inherent in the establishment of a new business
      enterprise, including limited working capital, possible delays in the
      development of its products and services, and possible cost overruns due to
      price and cost increases in products and services.





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





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





***Page
          - 20***


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





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





**Comparison
      of the Fiscal Years Ended December 31, 2005 and 2004**





**Results
      of Operation**





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





For
      the
      year ended December 31, 2005, CTT had net loss of $76,414, which was an increase
      of $23,531 from CTT’s net loss of $52,883 for year ended December 31, 2004. The
      increase in net loss for the year ended December 31, 2005, as compared to the
      year ended December 31, 2004, was primarily due to an increase in general and
      administrative expenses and an increase in professional fees as a result of
      CTT’s increased business operations.





**Revenues**





Total
      revenue for the year ended December 31, 2005 was $30,642 compared to $30,789
      for
      the year ended December 31, 2004. During 2005, CTT commenced its business
      operations and went live with its website. Management expects revenues to
      increase from CTT’s business operations.





CTT
      has
      generated revenues of $61,431 from operations since its inception and has no
      long-term commitments or contingencies. For the fiscal year ended December
      31,
      2005, CTT realized the following sales:





Unit
                Type
            Number
                of Units
            Average
                Selling Price
            Average
                Gross MarginFM
                Receivers
            1,760
            $14.24
            42%MP3
                Players
            35
            $133.32
            41%





For
      the
      fiscal year ended December 31, 2004, CTT realized the following
      sales:





Unit
                Type
            Number
                of Units
            Average
                Selling Price
            Average
                Gross MarginFM
                Receivers
            2,510
            $11.69
            11%MP3
                Players
            32
            $73.80
            21%





***Page
          - 21***


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





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





As
      a
      general policy, CTT requires verification of receipt of payment or credit card
      authorization before it ships products to consumers or wholesale purchasers.
      CTT
      has two types of customers that it deals with, one being retail which are
      internet customers and one being wholesale which are customers that call up
      the
      Company and the Company has had past relationships with. The verification
      process is for the retail (internet sales) with either credit cards or certified
      cheques. The wholesale customers are relationships from the past and are given
      extended credit. Once payment is verified for retail customers, the shipment
      is
      shipped. At December 31, 2004 the average days outstanding was 169 days and
      at
      December 31 2005 the average number of days had decreased to 86 days. The
      decrease in days outstanding is due to CTT collecting its outstanding accounts
      receivable balances on a more timely basis. There is definitely a direct
      correlation between the outstanding accounts and CTT’s liquidity. CTT will be
      less able to turn its cash around to purchase inventory so it potentially
      decreases CTT’s profitability





**Operating
      Expenses**





Total
      operating expenses increased to $90,202 for the year ended December 31, 2005,
      from $38,095 for the year ended December 31, 2004, due primarily to increases
      in
      consulting fees of $3,423, in donated services of $3,747, in general and
      administrative of $4,725, and professional fees of $45,553, and to a decrease
      in
      advertising and marketing of $5,654. CTT’s expenses increased because CTT
      increased its business operations and its investing and financing activities.
      Management expects CTT’s operating expenses to continue to increase as CTT
      increases its business operations and its investing and financing
      activities.





For
      the
      fiscal year ended December 31, 2005, CTT realized $30,642 in sales of its
      products. The concurrent cost of sales was $17,193, resulting in gross profit
      from operations of $13,449. CTT’s cost of sales consists solely of inventory
      costs. During the same period, CTT incurred (a) advertising and marketing
      expenses of $83; (b) general administrative expenses of $9,531, which included
      $3,790 for rent; (c) professional fees of $67,004, which included legal fees
      of
      $43,065, accounting fees of $10,150 for preparation of the financial statements,
      and auditor’s fees of $13,450 (d) consulting fees of $5,712; (e) donated
      services of $7,247, representing the fair value of services provided by Amit
      Sankhala, of which Mr. Sankhala does not expect repayment; and (f) amortization
      of $625 for the accumulated amortization on the website. Therefore, for the
      fiscal period ending December 31, 2005 CTT had total net loss of
      $76,753.





For
      the
      fiscal year ended December 31, 2004, CTT realized $30,789 in sales of its
      products. The concurrent cost of sales was $27,836, resulting in gross profit
      from operations of $2,953. CTT’s cost of sales consist solely of inventory
      costs. During the same period, CTT incurred (a) advertising and marketing
      expenses of $5,737, which included $5,000 paid for Internet marketing costs;
      (b)
      general administrative expenses of $4,806, which included $1,610 for
      incorporation fees and $2,479 for rent; (c) professional fees of $21,451, which
      included legal fees of $5,421, accounting fees of $6,070 for preparation of
      the
      financial statements, and auditor’s fees of $9,960 (d) consulting fees of
      $2,289; (e) donated services of $3,500, representing the fair value of services
      provided by Amit Sankhala, of which Mr. Sankhala does not expect repayment;
      and
      (f) amortization of $312 for the accumulated amortization on the website.
      Therefore, for the fiscal period ending December 31, 2004 CTT had total net
      loss
      of $52,883.





Management
      believes that CTT’s software development costs are non-recurring. The software
      development costs are non-recurring because CTT is just amending the website.
      By
      investing $110,000, CTT will be enhancing its online marketing strategy and
      potentially changing the architecture of the website, the programming language
      etc. This feeds into CTT’s comment that by developing new technology service
      offerings CTT will be able to attract new customers and offer a better product
      to its consumers.





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








***Page
          - 22***











**Off-Balance
      Sheet Arrangements**





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





**Liquidity
      and Capital Resources**





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





CTT
      had
      cash of $14,061 and a working capital deficit of $57,016 at December 31, 2005.
      During the fiscal year ended December 31, 2005 CTT funded its operations through
      revenues from CTT’s business operations of $30,642 and the private placement of
      700,000 shares of common stock for which CTT received cash of
      $70,000.





The
      notes
      to CTT’s consolidated financial statements as of December 31, 2005 contain
      footnote disclosure regarding CTT’s uncertain ability to continue as a going
      concern. CTT has not generated sufficient revenues to cover its expenses, and
      CTT has an accumulated deficit of $163,918. While management believes that
      CTT
      will begin to generate more revenue during the year, as of December 31, 2005,
      CTT had $81,246 in current liabilities and CTT cannot assure that it will
      succeed in generating revenue sufficient to meet its ongoing cash
      needs.





While
      CTT
      has raised capital to meet its working capital and financing needs in the past,
      additional financing is required in order to fully complete its plan of
      operation and continue with its business operations. CTT is seeking financing
      in
      the form of equity in order to provide the necessary working capital, but
      currently has no commitments for financing. There are no assurances CTT will
      be
      successful in raising the funds required and there can be no assurances that
      CTT
      can obtain financing on terms reasonably acceptable to it or at all. The lack
      of
      capital may force CTT to suspend its business operations.





Management
      believes that CTT’s existing capital resources will be sufficient to fund its
      current level of operating activities, capital expenditures and other
      obligations through the next three months, except any required working capital
      for its plan of operation. Even though CTT’s monthly burn was $7,490 in the
      fiscal year ended December 31, 2005, CTT had sufficient enough accounts
      receivable coming in that would lead management to believe that CTT has three
      months of working capital available. However, if during that period or
      thereafter, CTT is not successful in generating sufficient liquidity from
      operations or in raising sufficient capital resources, on terms acceptable
      to
      the CTT, this could have a material adverse effect on CTT’s business, results of
      operations, liquidity and financial condition.





Below
      is
      a discussion of CTT’s sources and uses of funds for the year ended December 31,
      2005.





**Net
      Cash Used in Operating Activities**





CTT
      had
      cash of $14,061 and a working capital deficit of $57,016 at December 31, 2005.
      During the fiscal year ended December 31, 2005, CTT used $71,996 in cash for
      operating activities. This was primarily a result of an operating loss of
      $76,753, offset by non-cash items for amortization ($625) and donated services
      ($7,247), and a net decrease in operating assets and liabilities of $3,115.
      During the fiscal year ended December 31, 2005, CTT paid $16,713 towards
      accounts payable, which was offset by a decrease in accounts receivable of
      $15,616 representing the collection of outstanding amounts. The large decrease
      in accounts payable was primarily a result of payment of legal fees during
      the
      period ended December 31, 2005, which were accrued during the period ended
      December 31, 2004. The decrease in accounts receivable resulted from sales
      generated during the period ended December 31, 2005, which were collected during
      the fiscal year ended December 31, 2005. There were also minor changes in
      prepaid expenses, inventory and due to related parties resulting in a net use
      of
      cash of $2,018.





***Page
          - 23***


**Net
      Cash Used in Financing Activities**





CTT
      generated $57,933 from financing activities during the fiscal year ended
      December 31, 2005 from the receipt of subscription proceeds related to 700,000
      shares of common stock at $0.10 per share, net of stock offering costs of
      $12,067. CTT has no contingencies or long-term commitments.





**Net
      Cash Used in Investing Activities**





During
      the fiscal year ended December 31, 2005, CTT did not incur any change in cash
      flows from investing activities.





**Contingencies
      and Commitments**





CTT
      does
      not currently have any commitments for material capital expenditures over the
      short or long term. CTT expects to incur $3,000 per month in operating losses
      in
      the next 12 to 18 months, largely due to expenses associated with the
      development and operation of the website but also due to operating costs during
      that same time period. CTT’s monthly operating costs include CDN$600 for rent of
      CTT’s principal office, CDN$43 for Internet services and access, and $500 for
      miscellaneous office expenses.





**Critical
      Accounting Policies**





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





Revenue
      Recognition





CTT
      recognizes revenue from the sale of electronic products, such as MP3 players,
      in
      accordance with Securities and Exchange Commission Staff Accounting Bulletin
      No.
      104 (“SAB 104”), “ *Revenue
      Recognition in Financial Statements* ”.
      Revenue consists of the sale of electronic products and is recognized only
      when
      the price is fixed or determinable, persuasive evidence of an arrangement
      exists, the product is shipped, and collectibility is reasonably assured. Trade
      accounts receivable relate to the sale of electronic products, such as MP3
      players. Amit Sankhala regularly reviews the collectibility of any outstanding
      balance, together with his estimate of the credit worthiness of the client.
      CTT
      sells to customers based on standard credit policies and regularly reviews
      accounts receivable for any bad debts. Allowances for doubtful accounts are
      based on estimate of losses on customer receivable balances. As at December
      31,
      2005 there was no allowance for doubtful accounts .





Foreign
      Currency Transaction/ Balances





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





Website
      Development Costs





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





Going
      Concern Issue





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




CTT’s
      future business activities are dependent upon its ability to obtain third party
      financing in the form of debt and equity and ultimately to generate future
      profitable e-commerce activity or revenue from its product and services. As
      of
      December 31, 2005, CTT has only generated $61,431 in revenues since inception,
      and has experienced negative cash flow from its e-commerce activities. CTT
      may
      look to secure additional funds through future debt or equity financings. Such
      financings may not be available or may not be available on reasonable terms.





***Page
          - 24***


**Internal
      and External Sources of Liquidity**





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





**Inflation**





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





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





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





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





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





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





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





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





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





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





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





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





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





***Page
          - 25***


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





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





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





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





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





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





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





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





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





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





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





**Uncertainties
      Relating to Forward-Looking Statements**





This
      Form
      10-KSB Annual Report contains “forward-looking statements” within the meaning of
      the Private Securities Litigation Reform Act of 1995. You can identify these
      statements by management’s use of words such as “plan”, “expect”, “aim”,
“believe”, “project”, “anticipate”, “intend”, “estimate”, “will”, “should”,
“could” and other expressions that indicate future events and trends. All
      statements that address expectations or projections about the future, including
      statements about CTT’s plan of operations and raising capital from external
      sources are forward-looking statements.





Management’s
      discussion and analysis of CTT’s financial condition and the results of its
      operations and other sections of this report contain forward looking statements
      that are based upon the current beliefs and expectations of management, as
      well
      as assumptions made by, and information currently available to, management.
      Because these statements involve risks and uncertainties, actual actions and
      strategies and the timing and expected results may differ materially from those
      expressed or implied by the forward-looking statements. As well, CTT’s future
      results, performance or achievements could differ materially from those
      expressed in, or implied by, any forward-looking statements due to a number
      of
      uncertainties including, but not limited to, those discussed in this section.
      Factors that could cause CTT’s future results to differ from these expectations
      include general economic conditions, particularly as they affect CTT’s business
      operations and its ability to raise sufficient working capital. As a result,
      the
      identification and interpretation of data and other information and their use
      in
      developing and selecting assumptions from and among reasonable alternatives
      requires the exercise of judgment. To the extent that the assumed events do
      not
      occur, CTT’s outcome may vary substantially from its anticipated or projected
      results, and accordingly, CTT expresses no opinion on the achievability of
      those
      forward-looking statements and gives no assurance that any of the assumptions
      relating to the forward-looking statements are accurate.





***Page
          - 26***


All
      forward-looking statements are made as of the date of filing of this Form 10-KSB
      and CTT disclaims any duty to update these statements.





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





**Item
      7.**  **Financial
      Statements**





See
      audited financial statements for the period ended December 31, 2005 attached
      as
      an Exhibit to this Form 10-KSB.





**Item
      8.**  **Changes
      in and Disagreements with Accountants on Accounting and Financial
      Disclosure.**





There
      are
      no changes in and disagreements with CTT’s accountants on accounting and
      financial disclosure. CTT’s
      Independent Registered Public Accounting Firm from inception to the current
      date
      is Manning
      Elliott LLP, Chartered Accountants, 1100 - 1050 West Pender Street, Vancouver,
      British Columbia, V6E 3S7, Canada .





**Item
      8A. Controls and Procedures.**





**Disclosure
      Controls and Procedures**





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





**Changes
      in Internal Controls**





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





**Item
      8B. Other Information**





During
      the fourth quarter of the year covered by this Form 10-KSB, CTT had no
      information to be disclosed as required on a Form 8-K that was not
      disclosed.





**PART
      III**





**Item
      9.**  **Directors,
      Executive Officers, Promoters and Control Persons; Compliance with Section
      16(a)
      of the Exchange Act.**





**(a)**  **Identify
      Directors and Executive Officers**





CTT’s
      directors are elected by the stockholders to a term of one year and serves
      until
      his successor is elected and qualified. CTT’s officers are appointed by the
      board of directors to a term of one year and serves until his successor is
      duly
      appointed and qualified, or until he is removed from office.


***Page
          - 27***


The
      names, addresses, ages and positions of CTT’s present officers and directors are
      set forth below:





**Name
                and Address**
            **Age**
            **Positions****Amit
                Sankhala**
              Suite
                203
              6595
                Willingdon Avenue
              Burnaby,
                British Columbia
              V5H
                4E5 Canada
            23
            Chief
                Executive Officer, Chief Financial Officer, President, Secretary,
                Treasurer and sole member of CTT’s board of directors
              
              President,
                secretary and sole member of the board of directors of CTT Distributors
                Ltd.




*Amit
      Sankhala* ●
Amit
      Sankhala (23 years) had been
      the sole director and officer of CTT since December 2004. Mr. Sankhala is
      currently a Political Science student attending Simon Fraser University. In
      2001, Mr. Sankhala developed an internet marketing strategy for his tour
      company, Dynamic Tours Pvt. Ltd.. Since May 2003, Mr. Sankhala has been an
      employee of Tiger Ventures Inc., which oversees operations of Dynamic Tours
      Pvt.
      Ltd. and Tiger Resorts Pvt. Ltd. Since 2003, Mr. Sankhala has been the Managing
      Director of Dynamic Tours Pvt. Ltd. of New Delhi, India, an organization
      established in 1983 that caters to wildlife, adventure and special interest
      tours in India. Since 2003, Mr. Sankhala has also been the Managing Director
      of
      Tiger Resorts Pvt. Ltd. of New Delhi, India, an organization which has two
      jungle lodges, located in Kanha National Park and Bandhavgarh National Park,
      which are both world renowned jungles for their tiger population.




Conflicts
      of interest





CTT
      thinks that its sole officer may be subject to conflicts of interest because
      the
      sole officer may not be able to devote all his time to CTT’s operations. Mr.
      Sankhala devotes 40 hours a week to CTT’s operations. Mr. Sankhala has no other
      obligations that prevent him from devoting his full time to CTT’s operations,
      with the exception that Mr. Sankhala studies for his political degree for 10
      hours per week.





**(b)**  **Identify
      Significant Employees**





CTT
      does
      not have any significant employees. However, CTT has retained Ezyra E-Business
      Services to host the website and as required, will engage a web developer to
      make enhancements and changes to the website. Amit Sankhala believes that the
      third party independent contractors that CTT engages from time to time make
      a
      significant contribution to CTT’s business operations.





**(c)**  **Family
      Relationships**





There
      are
      no family relationships among the directors, executive officers or persons
      nominated or chosen by CTT to become directors or executive
      officers.





**(d)**  **Involvement
      in Certain Legal Proceedings**





(1)
            No
                bankruptcy petition has been filed by or against any business of
                which any
                director was a general partner or executive officer either at the
                time of
                the bankruptcy or within two years prior to that
                time.





(2)
            No
                director has been convicted in a criminal proceeding and is not subject
                to
                a pending criminal proceeding (excluding traffic violations and other
                minor offences).





(3)
            No
                director has been subject to any order, judgement, or decree, not
                subsequently reversed, suspended or vacated, of any court of competent
                jurisdiction, permanently or temporarily enjoining, barring, suspending
                or
                otherwise limiting his involvement in any type of business, securities
                or
                banking activities.





(4)
            No
                director has been found by a court of competent jurisdiction (in
                a civil
                action), the Securities Exchange Commission or the Commodity Futures
                Trading Commission to have violated a federal or state securities
                or
                commodities law, that has not been reversed, suspended, or
                vacated.





**(e)**  **Compliance
      with Section 16(a) of the Exchange Act.**





All
      reports were filed with the SEC on a timely basis and CTT is not aware of any
      failures to file a required report during the period covered by this annual
      report.





***Page
          - 28***





**(f)**  **Audit
      Committee Financial Expert**





CTT
      has
      no financial expert. Amit Sankhala believes the cost related to retaining a
      financial expert at this time is prohibitive. Further, because of CTT’s limited
      operations, Amit Sankhala believes the services of a financial expert are not
      warranted.





**(g)**  **Identification
      of Audit Committee**





CTT
      does
      not have a separately-designated standing audit committee. Rather, CTT’s audit
      committee is comprised of its sole director and officer. Amit Sankhala is the
      only member of CTT’s audit committee, but does not meet the independent
      requirements for an audit committee member. CTT’s audit committee is responsible
      for: (1) selection and oversight of our independent accountant; (2) establishing
      procedures for the receipt, retention and treatment of complaints regarding
      accounting, internal controls and auditing matters; (3) establishing procedures
      for the confidential, anonymous submission by our employees of concerns
      regarding accounting and auditing matters; (4) engaging outside advisors; and,
      (5) funding for the outside auditory and any outside advisors engagement by
      the
      audit committee. CTT has adopted an audit committee charter, a copy of which
      is
      filed as an exhibit to this report. See Exhibit 99.2 - Audit Committee Charter
      for more information.





**(h)**  **Disclosure
      Committee and Charter**





CTT
      has a
      disclosure committee and disclosure committee charter. CTT’s disclosure
      committee is comprised of its sole officer and director. The purpose of the
      committee is to provide assistance to the chief executive officer and the chief
      financial officer in fulfilling their responsibilities regarding the
      identification and disclosure of material information about CTT and the
      accuracy, completeness and timeliness of CTT’s financial reports. CTT has
      adopted a disclosure committee charter, a copy of which is filed as an exhibit
      to this report. See Exhibit 99.3 - Disclosure Committee Charter for more
      information.





**(i)**  **Code
      of Ethics**





CTT
      has
      adopted a code of ethics that applies to all its executive officers and
      employees, including its CEO and CFO. A copy of CTT’s adopted code of ethics is
      attached to this annual report. See Exhibit 99.1 - Code of Ethics for more
      information. Also, CTT’s code of ethics has been posted on its website at www.cheaperthanthem.com .
      CTT
      undertakes to provide any person with a copy of its code of ethics free of
      charge. Please contact Amit Sankhala at 604-733-2600 to request a copy of CTT’s
      code of ethics. Amit Sankhala believes CTT’s code of ethics is reasonably
      designed to deter wrongdoing and promote honest and ethical conduct; provide
      full, fair, accurate, timely and understandable disclosure in public reports;
      comply with applicable laws; ensure prompt internal reporting of code
      violations; and provide accountability for adherence to the code.





**Item
      10. Executive Compensation.**





**SUMMARY
      COMPENSATION TABLE**





Long-term
                compensation***Annual
                compensation***
            **Awards**
            ***Payouts***Name
                and principal position
              (a)
            Year
              (b)
            Salary
              ($)
              (c)
            Bonus
              ($)
              (d)
            Other
                annual compen-sation
              ($)
              (e)
            Restricted
                stock awards
              ($)
              (f)
            Securities
                underlying options/
              SARs
              (#)
              (g)
            LTIP
                Payouts
              ($)
              (h)
            All
                other compen-sation
              ($)
              (i)**Amit
                Sankhala**
              CEO,
                CFO, President, and sole Director
              Jan
                2005 to Present
            2003
              2004
              2005
            n/a
              nil
              nil
            n/a
              nil
              nil
            n/a
              nil
              nil
            n/a
              nil
              nil
            n/a
              nil
              nil
            n/a
              nil
              nil
            n/a
              nil
              nil**Steven
                Bruk**
              CEO,
                CFO, President, and sole Director
              Jan
                2000 to Jan 2005
            2003
              2004
              2005
            nil
              nil
              nil
            nil
              nil
              nil
            nil
              nil
              nil
            nil
              nil
              nil
            nil
              nil
              nil
            nil
              nil
              nil
            nil
              nil
              nil





Currently,
      there are no arrangements between CTT and any of its directors or between the
      Subsidiary and any of its directors whereby such directors are compensated
      for
      any services provided as directors.





**Item
      11. Security Ownership of Certain Beneficial Holders and
      Management.**





**Security
      Ownership of Certain Beneficial Owners (more than 5%)**





The
      following table sets forth, as of the date of this annual report, the total
      number of common shares owned beneficially by CTT’s sole director, officer and
      key employee, individually and as a group, and the present owners of 5% or
      more
      of CTT’s total outstanding common shares. The stockholder listed below has
      direct ownership of his shares and possesses sole voting and dispositive power
      with respect to the shares.





**Title
                of Class**
            **Name
                and Address of Beneficial Owner**
            **Amount
                and Nature of Beneficial Owner**[1]
            **Percent**
              **of
                Class**[2]Common
                Stock
            Amit
                Sankhala
              Suite
                203
              6595
                Willingdon Avenue
              Burnaby,
                British Columbia
              V5H
                4E5 Canada
            8,634,168
            78.4%


[1] The
      listed beneficial owner has no right to acquire any shares within 60 days of
      the
      date of this Form 10-KSB from options, warrants, rights, conversion privileges
      or similar obligations excepted as otherwise noted.


[2] Based
      on
      11,017,101 shares of common stock issued and outstanding as of March 30,
      2006.




**Security
      Ownership of Management**







**Title
                of Class**
            **Name
                and Address of Beneficial Owner**
            **Amount
                and Nature of Beneficial Owner**
            **Percent**
              **of
                Class**[1]Common
                Stock
            Amit
                Sankhala
              Suite
                203
              6595
                Willingdon Avenue
              Burnaby,
                British Columbia
              V5H
                4E5 Canada
            8,634,168
            78.4%Common
                Stock
            Directors
                and Executive Officers as a group
            8,634,168
            78.4%


[1] Based
      on
      11,017,101 shares of common stock issued and outstanding as of March 30,
      2006.





**Changes
      in Control**





CTT
      is
      not aware of any arrangement that may result in a change in control of
      CTT.





**Item
      12. Certain Relationships and Related Transactions.**





**(a)**  **Relationships
      with Insiders**





During
      the last two years, no member of management, executive officer or security
      holder has had any direct or indirect interest in any transaction to which
      CTT
      or the Subsidiary was a party to, with the exception of the
      following:





On
      December 29, 2004, CTT (formerly known as Slabsdirect.com, Inc.) entered into
      a
      share exchange agreement with the Subsidiary and the shareholders of the
      Subsidiary. Under the terms of the share exchange agreement, CTT acquired 100%
      of the Subsidiary’s stock from the shareholders of the Subsidiary in exchange
      for the issuance by CTT of 455,001 shares of common stock to the shareholders
      of
      the Subsidiary. As a result of the transaction, the Subsidiary became a
      wholly-owned subsidiary of CTT. See Exhibit 10.1 - Share Exchange Agreement
      for
      more details.





Subsequent
      to the closing of the share exchange agreement, CTT entered into a stock
      purchase agreement with Steven Bruk, the former sole director and officer of
      CTT, whereby in consideration for the delivery of 450,000 shares of common
      stock
      of CTT and the forgiveness of $15,000 in debt owed to Mr. Bruk, CTT sold 100%
      of
      its interest in Slabsdirect.com Online (B.C.) Ltd. (“Slabs Online”), a
      wholly-owned subsidiary of CTT, to Mr. Bruk. Mr. Sankhala approved the sale
      of
      CTT’s interest in Slabs Online as CTT has been unsuccessful in developing the
      business of Slabs Online and Mr. Sankhala believes it is in the best interest
      of
      CTT to focus on the development of the business of CTT. See Exhibit 10.2 -
      Stock
      Purchase Agreement for more details.





***Page
          - 29***


**(b)**  **Transactions
      with Promoters**





Amit
      Sankhala is the sole promoter of CTT. Mr. Sankhala is the only person who has
      taken an initiative in founding and organizing its current business. Mr.
      Sankhala has not received anything of value from CTT nor is Mr. Sankhala
      entitled to receive anything of value from CTT for services provided as a
      promoter.





**Item
      13. Exhibits.**





**(a)**  **Index
      to and Description of Exhibits.**





**Exhibit**
            **Description**
            **Status****Exhibit
                A**
            Audited
                Financial Statements as of December 31, 2005 and for the period May
                17,
                2004 to December 31, 2004.
            Included**3.1**
            Certificate
                of Ownership of Slabsdirect.com, Inc. and CTT International Distributors
                Inc. filed as an Exhibit to CTT’s Form 8-K (Current Report) filed on
                January 12, 2005 and incorporated herein by reference.
            Filed**3.2**
            Certificate
                of Incorporation for Slabsdirect.com, Inc. filed as an Exhibit to
                CTT’s
                Form 10-SB (Registration Statement) filed on June 28, 2000 and
                incorporated herein by reference.
            Filed**3.3**
            By-laws
                of Slabsdirect.com, Inc. filed as an Exhibit to CTT’s Form 10-SB
                (Registration Statement) filed on June 28, 2000 and incorporated
                herein by
                reference.
            Filed**3.4**
            Certificate
                of Incorporation for CTT Distributors Ltd.filed
                as an Exhibit to CTT’s Form 10-KSB (Annual Report) filed on April 1, 2005
                and incorporated herein by reference.
            Filed**3.5**
            Notice
                of Articles for CTT Distributors Ltd. filed as an Exhibit to CTT’s Form
                10-KSB (Annual Report) filed on April 1, 2005 and incorporated herein
                by
                reference.
            Filed**3.6**
            Articles
                of CTT Distributors Ltd. filed as an Exhibit to CTT’s Form 10-KSB (Annual
                Report) filed on April 1, 2005 and incorporated herein by
                reference.
            Filed**10.1**
            Share
                Exchange Agreement dated December 29, 2004, among Slabsdirect.com,
                Inc,
                CTT Distributors Ltd., and the shareholders of CCT Distributors Ltd.
                filed
                as an exhibit to CTT’s Form 8-K (Current Report) filed on January 6,
                2005.
            Filed**10.2**
            Stock
                PurchaseAgreement
                dated December 29, 2004, between Steven Bruk and Slabsdirect.com,
                Inc.
                filed as an exhibit to CTT’s Form 8-K (Current Report) filed on January 6,
                2005.
            Filed**10.3**
            Stock
                PurchaseAgreement
                dated December 29, 2004, between Amit Sankhala and Steven Bruk filed
                as an
                exhibit to CTT’s Form 8-K (Current Report) filed on January 6,
                2005.
            Filed**31**
            Certifications
                pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
            Included**32**
            Certification
                pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section
                906 of
                the Sarbanes-Oxley Act of 2002.
            Included**99.1**
            Code
                of Ethics filed as an Exhibit to CTT’s Form 10-KSB (Annual Report) filed
                on April 1, 2005 and incorporated herein by reference.
            Filed**99.2**
            Audit
                Committee Charter filed as an Exhibit to CTT’s Form 10-KSB (Annual Report)
                filed on April 1, 2005 and incorporated herein by reference.
            Filed**99.3**
            Disclosure
                Committee Charter filed as an Exhibit to CTT’s Form 10-KSB (Annual Report)
                filed on April 1, 2005 and incorporated herein by reference.
            Filed





***Page
          - 30***





**Item
      14.   Principal Accounting Fees and Services**





**(1)
        Audit Fees and Related Fees**





The
      aggregate fees billed for each of the last two fiscal years for professional
      services rendered by the principal accountant for CTT’s audit of annual
      financial statements and for review of financial statements included in CTT’s
      Form 10-QSB’s or services that are normally provided by the accountant in
      connection with statutory and regulatory filings or engagements for those fiscal
      years was:





2005
      -
      $11,950 - Manning Elliott LLP - Chartered Accountants


2004
      -
      $15,250 - Manning Elliott LLP - Chartered Accountants





**(2)
      Audit-Related Fees**





The
      aggregate fees billed in each of the last two fiscal years for assurance and
      related services by the principal accountants that are reasonably related to
      the
      performance of the audit or review of CTT’s financial statements and are not
      reported in the preceding paragraph:





2005
      -
      $nil - Manning Elliott LLP - Chartered Accountants


2004
      -
      $nil - Manning Elliott LLP - Chartered Accountants





**(3)
        Tax Fees**





The
      aggregate fees billed in each of the last two fiscal years for professional
      services rendered by the principal accountant for tax compliance, tax advice,
      and tax planning was:





2005
      -
      $nil - Manning Elliott LLP - Chartered Accountants


2004
      -
      $nil - Manning Elliott LLP - Chartered Accountants





**(4)
        All Other Fees**





The
      aggregate fees billed in each of the last two fiscal years for the products
      and
      services provided by the principal accountant, other than the services reported
      in paragraphs (1) and (2) was:





2005
      -
      $nil - Manning Elliott LLP - Chartered Accountants


2004
      -
      $nil - Manning Elliott LLP - Chartered Accountants





**(5)**  CTT’s
      audit committee’s pre-approval policies and procedures described in paragraph
      (c)(7)(i) of Rule 2-01 of Regulation S-X were that the audit committee
      pre-approve all accounting related activities prior to the performance of any
      services by any accountant or auditor.





**(6)**  The
      percentage of hours expended on the principal accountant’s engagement to audit
      CTT’s financial statements for the most recent fiscal year that were attributed
      to work performed by persons other than the principal accountant’s full time,
      permanent employees was nil.





***Page
          - 31***





**SIGNATURES**








In
      accordance with Section 13 or 15(d) of the Securities and Exchange Act of 1934,
      CTT International Distributors Inc. has caused this report to be signed on
      its
      behalf by the undersigned duly authorized person.








**CTT
      INTERNATIONAL DISTRIBUTORS INC.**






By:
      */s/ Amit Sankhala*      ******


Name:  **Amit
      Sankhala**


Title **:**  **Director
      and CEO**


Dated:  **March
      30, 2006**








Pursuant
      to the requirements of the Securities Exchange Act of 1934, the following
      persons on behalf of CTT International Distributors Inc. and in the capacities
      and on the dates indicated have signed this report below.








**Signature**
            **Title**
            **Date***/s/
                Amit Sankhala*
            President,
                Principal Executive Officer,
              Principal
                Financial Officer
              and
                sole member of the Board of Directors
            March
                30, 2006








***Page
          - 32***










**Exhibit
      31**













***Page
          - 33***




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


**CERTIFICATIONS
      PURSUANT TO**


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






**CERTIFICATION**






I,
      Amit
      Sankhala, certify that:






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






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






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






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






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






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






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






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




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




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






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







Date:
      March 30, 2006




*/s/
      Amit Sankhala*





Amit
      Sankhala


Chief
      Executive Officer





***Page
          - 34***




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


**CERTIFICATIONS
      PURSUANT TO**


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






**CERTIFICATION**






I,
      Amit
      Sankhala, certify that:






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






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






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






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






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






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






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






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




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




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






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







Date:
      March 30, 2006





*/s/
      Amit Sankhala*





Amit
      Sankhala


Chief
      Financial Officer


***Page
          - 35***










**Exhibit
      32**













***Page
          - 36***




**CERTIFICATION
      PURSUANT TO**


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


**AS
      ADOPTED PURSUANT TO**


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













In
      connection with the Annual Report of CTT International Distributors Inc. (“CTT”)
      on Form 10-KSB for the period ending December 31, 2005 as filed with the
      Securities and Exchange Commission on the date hereof (the “Report”), I, Amit
      Sankhala, President and Chief Executive Officer of CTT and a member of the
      Board
      of Directors, certify, pursuant to s.906 of the Sarbanes-Oxley Act of 2002,
      that:






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






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










*/s/
      Amit Sankhala*





Amit
      Sankhala


Chief
      Executive Officer


March
      30,
      2006


***Page
          - 37***




**CERTIFICATION
      PURSUANT TO**


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


**AS
      ADOPTED PURSUANT TO**


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













In
      connection with the Annual Report of CTT International Distributors Inc. (“CTT”)
      on Form 10-KSB for the period ending December 31, 2005 as filed with the
      Securities and Exchange Commission on the date hereof (the “Report”), I, Amit
      Sankhala, Secretary, Treasurer, and Chief Financial Officer of CTT, certify,
      pursuant to s.906 of the Sarbanes-Oxley Act of 2002, that:






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




(2)
          The information contained in the Report fairly represents, the financial
        condition and result of operations of the Company.
  
 
 */s/
        Amit Sankhala*
 
 Amit
        Sankhala
 Chief
        Financial Officer
 March
        30,
        2006






***Page
          - 38***







CTT
      International Distributors Inc.


(A
      Development Stage Company)


December
      31, 2005











Report
      of
      Independent Registered Public Accounting Firm





Consolidated
      Balance Sheets





Consolidated
      Statements of Operations





Consolidated
      Statements of Cash Flows





Consolidated
      Statements of Stockholders’ Deficit





Notes
      to
      the Consolidated Financial Statements





***Page
          - 39***
















Report
      of Independent Registered Accounting Firm





To
      the
      Stockholders and Board of Directors


of
      CTT
      International Distributors Inc.


(A
      Development Stage Company)





We
      have
      audited the accompanying consolidated balance sheets of CTT International
      Distributors Inc. (A Development Stage Company) as of December 31, 2005 and
      2004
      and the related consolidated statements of operations, cash flows and
      stockholders’ deficit for the year ended December 31, 2005 and the period from
      May 17, 2004 (Date of Inception) to December 31, 2004 and accumulated for the
      period from May 17, 2004 (Date of Inception) to December 31, 2005. These
      consolidated financial statements are the responsibility of the Company’s
      management. Our responsibility is to express an opinion on these consolidated
      financial statements based on our audits.





We
      conducted our audits in accordance with the standards of the Public Company
      Accounting Oversight Board (United States). Those standards require that we
      plan
      and perform the audits to obtain reasonable assurance about whether the
      financial statements are free of material misstatement. An audit includes
      examining, on a test basis, evidence supporting the amounts and disclosures
      in
      the financial statements. An audit also includes assessing the accounting
      principles used and significant estimates made by management, as well as
      evaluating the overall financial statement presentation. We believe that our
      audits provide a reasonable basis for our opinion.





In
      our
      opinion, the consolidated financial statements referred to above present fairly,
      in all material respects, the financial position of CTT International
      Distributors Inc. (A Development Stage Company) as of December 31, 2005 and
      2004, and the results of its operations and cash flows for the year ended
      December 31, 2005 and the period from May 17, 2004 (Date of Inception) to
      December 31, 2004 and accumulated for the period from May 17, 2004 (Date of
      Inception) to December 31, 2005, in conformity with generally accepted
      accounting principles used in the United States of America.





The
      accompanying consolidated financial statements have been prepared assuming
      the
      Company will continue as a going concern. As discussed in Note 1 to the
      financial statements, the Company has a working capital deficiency and has
      accumulated losses since inception. These factors raise substantial doubt about
      the Company’s ability to continue as a going concern. Management’s plans in
      regard to these matters are also discussed in Note 1. The financial
      statements do not include any adjustments that might result from the outcome
      of
      this uncertainty.








*/s/
      “Manning Elliott LLP”*








CHARTERED
      ACCOUNTANTS




Vancouver,
      Canada




March
      16,
      2006





***Page
          - 40***





CTT
      International Distributors Inc.


(A
      Development Stage Company)


Consolidated
      Balance Sheets


(Expressed
      in US dollars)








December
                31,
              2005
              $
            December
                31,
              2004
              $ASSETSCurrent
                AssetsCash
            14,061
            28,124Accounts
                receivable
            7,213
            22,829Inventory
            2,527
            400Prepaid
                expenses
            429
            -Total
                Current Assets
            24,230
            51,353Intangible
                Assets (Note 3)
            1,562
            2,188Total
                Assets
            25,792
            53,541LIABILITIES
                AND STOCKHOLDERS’ DEFICITCurrent
                LiabilitiesAccounts
                payable
            32,685
            63,534Accrued
                liabilities
            28,131
            13,996Due
                to related party (Note 4(a))
            11,694
            11,156Note
                payable (Note 5)
            8,736
            8,736Total
                Liabilities
            81,246
            97,422Contingencies
                and Commitments (Notes 1 and 6)Stockholders’
                DeficitPreferred
                Stock
              Authorized:
                5,000,000 preferred shares with a par value of $0.0001
              Issued
                and outstanding: nil
            -
            -Common
                Stock
              Authorized:
                30,000,000 common shares with a par value of $0.0001
              Issued
                and outstanding: 11,017,101 shares and 10,317,101 shares,
                respectively
            1,102
            1,032Additional
                Paid in Capital
            96,615
            38,752Donated
                Capital
            10,747
            3,500Deficit
                Accumulated During the Development Stage
            (163,918)
            (87,165)Total
                Stockholders’ Deficit
            (55,454)
            (43,881)Total
                Liabilities and Stockholders’ Deficit
            25,792
            53,541




***Page
          - 41***







CTT
      International Distributors Inc.


(A
      Development Stage Company)


Consolidated
      Statements of Operations


(Expressed
      in US dollars)








Accumulated
              From
              May
                17, 2004
              (Date
                of Inception)
              to
                December 31,
              2005
              $
            
            For
                the Year Ended
              December
                31,
              2005
              $
            
            From
              May
                17, 2004
              (Date
                of Inception)
              to
                December 31,
              2004
              $Revenue
            61,431
            
            30,642
            
            30,789Cost
                of Sales
            
            (45,029
            )
            
            (17,193
            )
            
            (27,836
            )Gross
                Profit
            
            16,402
            
            
            13,449
            
            
            2,953ExpensesAdvertising
                & marketing
            
            5,820
            
            
            83
            
            
            5,737Amortization
            
            937
            
            
            625
            
            
            312Consulting
            
            8,001
            
            
            5,712
            
            
            2,289Donated
                services
            
            10,747
            
            
            7,247
            
            
            3,500General
                and administrative
            
            14,337
            
            
            9,531
            
            
            4,806Professional
                fees
            
            88,455
            
            
            67,004
            
            
            21,451Total
                Expenses
            
            128,297
            
            
            90,202
            
            
            38,095Loss
                from Operations
            
            (111,895
            )
            
            (76,753
            )
            
            (35,142
            )Loss
                on disposal of subsidiary (Note 8)
            
            (17,741
            )
            
            -
            
            
            (17,741
            )Net
                Loss
            
            (129,636
            )
            
            (76,753
            )
            
            (52,883
            )Loss
                Per Share - Basic and Diluted
            
            
            
            
            (0.01
            )
            
            (0.01
            )Weighted
                Average Shares Outstanding
            
            
            
            
            10,486,000
            
            
            10,312,000





***Page
          - 42***








CTT
      International Distributors Inc.


(A
      Development Stage Company)


Consolidated
      Statements of Cash Flows


(Expressed
      in US dollars)








Accumulated
              From
              May
                17, 2004
              (Date
                of Inception)
              to
                December 31,
              2005
              $
            
            For
                the Year
              Ended
              December
                31,
              2005
              $
            From
              May
                17, 2004
              (Date
                of Inception)
              to
                December 31,
              2004
              $Operating
                ActivitiesNet
                loss
            
            (129,636
            )
            
            (76,753
            
            (52,883Adjustments
                to reconcile net loss to net cash used in operating
                activities:Amortization
            
            937
            
            
            625
            
            312Donated
                services
            
            10,747
            
            
            7,247
            
            3,500Loss
                on disposal of subsidiary
            
            17,741
            
            
            -
            
            17,741Changes
                in operating assets and liabilities:(Increase)
                in prepaid expenses
            
            (429
            )
            
            (429
            
            -(Increase)
                decrease in accounts receivable
            
            (7,213
            )
            
            15,616
            
            (22,829(Increase)
                decrease in inventory
            
            6,209
            
            
            (2,127
            
            8,336Increase
                in due to related parties
            
            538
            
            
            538
            
            -Increase
                (decrease) in accounts payable and accrued liabilities
            
            9,032
            
            
            (16,713
            
            25,745Net
                Cash Used In Operating Activities
            
            (92,074
            )
            
            (71,996
            
            (20,078Investing
                ActivitiesWeb
                site development costs
            
            (2,500
            )
            
            -
            
            (2,500Disposal
                of subsidiary
            
            1,726
            
            
            -
            
            1,726Cash
                received on acquisition of CTT Distributors Ltd.
            
            718
            
            
            -
            
            718Net
                Cash Flows Used In Investing Activities
            
            (56
            )
            
            -
            
            (56Financing
                ActivitiesAdvances
                from a related party
            
            11,156
            
            
            -
            
            11,156Proceeds
                from issue of common stock
            
            95,035
            
            
            57,933
            
            37,102Net
                Cash Flows Provided by Financing Activities
            
            106,191
            
            
            57,933
            
            48,258Increase
                (Decrease) in Cash
            
            14,061
            
            
            (14,063
            
            28,124Cash
                - Beginning of Period
            
            -
            
            
            28,124
            
            -Cash
                - End of Period
            
            14,061
            
            
            14,061
            
            28,124Non-cash
                Investing and Financing ActivitiesInventory
                purchased by issue of note payable
            
            8,736
            
            
            -
            
            8,736Forgiveness
                of debt owing from a related party on disposal of
                subsidiary
            
            (15,000
            )
            
            -
            
            (15,000Forgiveness
                of intercompany debt on disposal of subsidiary
            
            34,399
            
            
            -
            
            34,399Supplemental
                DisclosuresInterest
                paid
            
            -
            
            
            -
            
            -Income
                taxes paid
            
            -
            
            
            -
            
            -








***Page
          - 43***





CTT
      International Distributors Inc.


(A
      Development Stage Company)


Consolidated
      Statement of Stockholders’ Deficit


From
      May
      17, 2004 (Date of Inception) to December 31, 2005


(Expressed
      in U.S. dollars)








DeficitAccumulatedAdditional
            
            
            
            During
                theCommon
            
            
            Paid
                in
            
            Donated
            
            DevelopmentShares
            
            
            Amount
            
            
            Capital
            
            
            Capital
            
            
            Stage
            
            
            Total$
            
            
            $
            
            
            $
            
            
            $
            
            
            $Balance
                - May 17, 2004 (Date of Inception) of CTT Distributors
                Ltd.
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            -Common
                stock issued for cash
            
            
            455,001
            
            
            45,501
            
            
            -
            
            
            -
            
            
            -
            
            
            45,501Stock
                offering costs
            
            
            -
            
            
            -
            
            
            (8,399
            )
            
            -
            
            
            -
            
            
            (8,399
            )Adjustments
                for reverse acquisition:Remove
                stock of CTT Distributors Ltd.
            
            
            (455,001
            )
            
            (45,501
            )
            
            -
            
            
            -
            
            
            -
            
            
            (45,501
            )Add
                stock of CTT International Distributors Inc.
            
            
            10,312,100
            
            
            1,031
            
            
            44,470
            
            
            -
            
            
            -
            
            
            45,501Stock
                issued on reverse acquisition
            
            
            455,001
            
            
            46
            
            
            3,354
            
            
            
            
            
            
            
            
            3,400Transaction
                costs of reverse acquisition
            
            
            -
            
            
            -
            
            
            (718
            )
            
            -
            
            
            (34,282
            )
            
            (35,000
            )Stock
                returned to treasury and cancelled
            
            
            (450,000
            )
            
            (45
            )
            
            45
            
            
            -
            
            
            -
            
            
            -Donated
                services
            
            
            -
            
            
            -
            
            
            -
            
            
            3,500
            
            
            -
            
            
            3,500Net
                loss
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            (52,883
            )
            
            (52,883
            )Balance
                - December 31, 2004
            
            
            10,317,101
            
            
            1,032
            
            
            38,752
            
            
            3,500
            
            
            (87,165
            )
            
            (43,881
            )Common
                stock issued for cash
            
            
            700,000
            
            
            70
            
            
            69,930
            
            
            -
            
            
            -
            
            
            70,000Stock
                offering costs
            
            
            -
            
            
            -
            
            
            (12,067
            )
            
            -
            
            
            -
            
            
            (12,067
            )Donated
                services
            
            
            -
            
            
            -
            
            
            -
            
            
            7,247
            
            
            -
            
            
            7,247Net
                loss
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            (76,753
            )
            
            (76,753
            )Balance
                - December 31, 2005
            
            
            11,017,101
            
            
            1,102
            
            
            96,615
            
            
            10,747
            
            
            (163,918
            )
            
            (55,454
            )





***Page
          - 44***





CTT
        International Distributors Inc.
 (A
        Development Stage Company)
 Notes
        to the Consolidated Financial Statements
 (Expressed
        in US dollars)


1.  Development
      Stage Company




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




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




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




The
      Company is in the development stage and planned principal activities have
      commenced, but to date there has been no significant revenue. In a development
      stage company, management devotes most of its activities to developing a market
      for its products and services. These consolidated financial statements have
      been
      prepared on a going concern basis, which implies the Company will continue
      to
      realize its assets and discharge its liabilities in the normal course of
      business. The Company has not generated significant revenue and has never paid
      any dividends. The Company is unlikely to pay dividends or generate significant
      earnings in the immediate or foreseeable future. The continuation of the Company
      as a going concern and the ability of the Company to emerge from the development
      stage is dependent upon the continued financial support from its shareholders,
      the ability of the Company to obtain necessary equity financing to continue
      operations and to generate sustainable significant revenue. There is no
      guarantee that the Company will be able to raise any equity financing or
      generate profitable operations. The Company has a working capital deficiency
      of
      $57,016 and has accumulated losses of $163,918 since inception. These financial
      statements do not include any adjustments to the recoverability and
      classification of recorded asset amounts and classification of liabilities
      that
      might be necessary should the Company be unable to continue as a going concern.
      These factors raise substantial doubt regarding the Company’s ability to
      continue as a going concern.




On
      October 4, 2005, the Company issued 700,000 common shares at $0.10 per share
      for
      cash proceeds of $57,933, net of offering costs of $12,067.




The
      Company filed an amended Form SB-2 Registration Statement (“SB-2”) with the
      United States Securities and Exchange Commission on December 30, 2005 to
      register 2,382,933 shares of common stock held by existing shareholders for
      resale at a price of $0.10 per share. The Company will not receive any proceeds
      from the resale of shares of common stock by the selling stockholders. Also
      pursuant to the SB-2, the Company plans to offer up to 2,500,000 common shares
      at a price of $0.10 per share for maximum proceeds of $250,000 to the
      Company.








2.  Summary
      of Significant Accounting Principles




a)
            Basis
                of Presentation




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





***Page
            - 45***
 CTT
            International Distributors Inc.
 (A
            Development Stage Company)
 Notes
            to
            the Consolidated Financial Statements
 (Expressed
            in US dollars)





2.  Summary
      of Significant Accounting Principles (continued)




b)
            Use
                of Estimates




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




c)
            Cash
                and Cash Equivalents




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




d)
            Inventory




Inventory
      is recorded at the lower of cost and net realizable value on a first-in,
      first-out basis. At December 31, 2005, inventory consisted of music related
      multimedia electronic products held for sale.




e)
            Comprehensive
                Loss


SFAS
      No.
      130, “ *Reporting
      Comprehensive Income* ,”
      establishes standards for the reporting and display of comprehensive loss and
      its components in the financial statements. As at December 31, 2005 and 2004,
      the Company has no items that represent a comprehensive loss and, therefore,
      has
      not included a schedule of comprehensive loss in the consolidated financial
      statements .




f)
            Financial
                Instruments and Concentration Risk




The
      fair
      value of financial instruments which include cash, accounts receivable, accounts
      payable, accrued liabilities, note payable and due to a related party were
      estimated to approximate their carrying value due to the immediate or relatively
      short maturity of these instruments. Financial instruments which potentially
      subject the Company to a concentration of credit risk consist primarily of
      cash
      and accounts receivable. The Company deposits cash with a high quality financial
      institution. The largest concentration of risk is one customer who represents
      29% (2004 -74%) of the total accounts receivable and from a second customer
      who
      represents 25% (2004 - 22%) of the total accounts receivable. For
      the
      year ended December 31, 2005 ,
      revenue
      from one customer represented 25% (2004 - 55%) of total revenue and from a
      second customer represented 14% (2004 - 20%) of total revenue. For the year
      ended December 31, 2005, the Company purchased 100% (2004 - 72%) of its
      inventory from one vendor.




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




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




h)
            Website
                Development Costs




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




i)
            Long-Lived
                Assets




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





***Page
            - 46***
 CTT
            International Distributors Inc.
 (A
            Development Stage Company)
 Notes
            to
            the Consolidated Financial Statements
 (Expressed
            in US dollars)





2.  Summary
      of Significant Accounting Principles (continued)




j)
            Foreign
                Currency Translation




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




k)
            Revenue
                Recognition




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




l)
            Income
                Taxes




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




m)
            Recent
                Accounting Pronouncements




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




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





***Page
            - 47***
 CTT
            International Distributors Inc.
 (A
            Development Stage Company)
 Notes
            to
            the Consolidated Financial Statements
 (Expressed
            in US dollars)





2.  Summary
      of Significant Accounting Principles (continued)




m)  Recent
      Accounting Pronouncements (continued)




In
      December 2004, the FASB issued SFAS No. 123R, *“Share
      Based Payment”.* SFAS
      123R is a revision of SFAS No. 123 *“Accounting
      for Stock-Based Compensation”,* and
      supersedes APB Opinion No. 25, *“Accounting
      for Stock Issued to Employees”* and its
      related implementation guidance. SFAS 123R establishes standards for the
      accounting for transactions in which an entity exchanges its equity instruments
      for goods or services. It also addresses transactions in which an entity incurs
      liabilities in exchange for goods or services that are based on the fair value
      of the entity’s equity instruments or that may be settled by the issuance of
      those equity instruments. SFAS 123R focuses primarily on accounting for
      transactions in which an entity obtains employee services in share-based payment
      transactions. SFAS 123R requires a public entity to measure the cost of employee
      services received in exchange for an award of equity instruments based on the
      grant-date fair value of the award (with limited exceptions). That cost will
      be
      recognized over the period during which an employee is required to provide
      service in exchange for the award - the requisite service period (usually the
      vesting period). SFAS 123R requires that the compensation cost relating to
      share-based payment transactions be recognized in financial statements. That
      cost will be measured based on the fair value of the equity or liability
      instruments issued. Public entities that file as small business issuers will
      be
      required to apply SFAS 123R in the first interim or annual reporting period
      that
      begins after December 15, 2005. The adoption of this standard is not expected
      to
      have a material effect on the Company’s results of operations or financial
      position.




In
      March
      2005, the SEC staff issued Staff Accounting Bulletin No. 107 (“SAB 107”) to give
      guidance on the implementation of SFAS 123R. The Company will consider SAB
      107
      during implementation of SFAS 123R.








3.  Intangible
      Assets




Cost
              $
            Accumulated
              Amortization
              $
            December
                31,
              2005
              Net
                Carrying
              Value
              $
            December
                31,
              2004
              Net
                Carrying
              Value
              $Website
                development costs
            2,500
            938
            1,562
            2,188




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








4.  Related
      Party Balances/Transactions




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




b)
            During
                the year ended December 31, 2005, the Company recognized a total
                of $6,000
                (2004: $3,500) for donated services provided by the President of
                the
                Company and $1,247 of donated rent (2004:
                $nil).




c)
            During
                the year ended December 31, 2004, the Company paid $5,000 to a company
                that is controlled by the President of the Company for marketing
                expenses.




d)
            During
                the period ended December 31, 2004, the Company paid $1,600 to the
                President of the Company for the reimbursement of incorporation
                costs.








5.  Note
      Payable




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








***Page
            - 48***
 CTT
            International Distributors Inc.
 (A
            Development Stage Company)
 Notes
            to
            the Consolidated Financial Statements
 (Expressed
            in US dollars)





6.  Commitments




On
      October 1, 2005, the Company entered into a lease agreement for office premises
      at a rate of CDN $500 per month, on a month-to-month basis. For the year ended
      December 31, 2005, the Company incurred rent expense of $3,790 which has been
      recorded as general and administrative expense.








7.  Capital
      Transaction - Reverse Acquisition




By
      a
      Share Purchase Agreement dated December 29, 2004, the Company acquired 100%
      of
      the issued and outstanding common stock of CTT Distributors Ltd.
      (“Distributors”) in consideration for the issuance of 455,001 shares of common
      stock. Distributors was incorporated on May 17, 2004 under the Business
      Corporations Act of British Columbia. The principal business of Distributors
      is
      an online fulfillment company that markets products unique to the internet
      consumer through its website “Cheaperthanthem.com”. Distributors’ website offers
      electronic products consisting of OEM, non-branded and overstock electronic
      and
      computer products for the consumer and wholesaler.




Prior
      to
      the reverse acquisition and change of control, the Company was a non-operating
      shell company with nominal net assets. Therefore, the acquisition of
      Distributors is a capital transaction in substance, rather than a business
      combination, and has been accounted for as a reverse acquisition. Because
      Distributors is deemed to be the acquirer for accounting purposes, the financial
      statements are presented as a continuation of Distributors and include the
      results of operations of Distributors since incorporation on May 17, 2004,
      and
      the results of operations of the Company since the date of acquisition on
      December 29, 2004.




Allocation
                of Purchase PriceCash
            
            
            
            $
                718Investment
                in Slabsdirect.com Online (BC) Ltd.
            
            
            69Due
                from subsidiary
            
            
            
            34,398Due
                to related party
            
            
            
            (15,000)Accounts
                payable
            
            (51,785)(31,600)Costs
                of reverse acquisition
            
            35,000Paid
                by the issue of 455,001 shares of common stock
            
            $
                3,400








8.  Sale
      of
      Subsidiary




Prior
      to
      the acquisition of Distributors as described in Note 7, the Company’s sole asset
      consisted of ownership of a 100% interest in the issued and outstanding capital
      stock of Slabsdirect.com Online (BC) Ltd. (“SlabsOnline”), a company
      incorporated in the Province of British Columbia, Canada. SlabsOnline has been
      unsuccessful in the business of establishing a vertical trade portal on the
      Internet for the natural stone industry. On December 29, 2004, subsequent to
      the
      acquisition of Distributors, the Company disposed of its interest in SlabsOnline
      to the former President of the Company (the “Purchaser”). The total
      consideration received was $16,727 consisting of cash of $1,727, the return
      and
      cancellation of 450,000 shares of common stock valued at par value of $0.001
      per
      share, and the forgiveness of a debt of $15,000 owing to the Purchaser from
      the
      Company. The Company recognized a loss on disposal of $17,741 during the period
      ended December 31, 2004.





9.  Common
      Stock




On
      October 4, 2005, the Company issued 700,000 common shares at $0.10 per share
      for
      cash proceeds of $57,933, net of offering costs of $12,067.





***Page
            - 49***
 CTT
            International Distributors Inc.
 (A
            Development Stage Company)
 Notes
            to
            the Consolidated Financial Statements
 (Expressed
            in US dollars)





10.  Income
      Tax




Potential
      benefits of income tax losses are not recognized in the accounts until
      realization is more likely than not. The Company has non-capital losses carried
      forward totalling $184,000 for US tax purposes and $17,000 for Canadian tax
      purposes, which expire starting in 2020 and 2011, respectively. Pursuant to
      SFAS
      No. 109 the Company is required to compute tax asset benefits for net operating
      losses carried forward. Potential benefit of net operating losses have not
      been
      recognized in these financial statements because the Company cannot be assured
      it is more likely than not it will utilize the net operating losses carried
      forward in future years. For the years ended December 31, 2005 and 2004, the
      valuation allowance established against the deferred tax assets increased by
      $24,900 and $16,700, respectively.




The
      components of the net deferred tax asset at December 31, 2004 and 2005, the
      statutory tax rate, the effective tax rate and the elected amount of the
      valuation allowance are scheduled below:




December
                31,
              2005
              $
            
            December
                31, 2004
              $Net
                Operating Loss
            
            201,000
            
            131,200Statutory
                Tax Rate
            
            35%
            
            34%Effective
                Tax Rate
            
            -
            
            -Deferred
                Tax Asset
            
            70,300
            
            44,600Valuation
                Allowance
            
            (70,300)
            
            (44,600)Net
                Deferred Tax Asset
            
            -
            
            -









***Page
          - 50***