UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q __X__ Quarterly Report Under Section 13 or 15(d) of The Securities Exchange Act of 1934 for the quarterly period ended: March 31, 2009. ____ Transition Report Under Section 13 or 15(d) of the Exchange Act for the transition period from ____ to ____ Commission file number: 0-24930 CTD HOLDINGS, INC. (Exact name of registrant as specified in its charter) Florida 59-3029743 (State or other jurisdiction (IRS Employer of incorporation or organization) Identification No.) 27317 N.W. 78th Avenue, High Springs, Florida 32643 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: 386-454-0887 Former name, former address and former fiscal year, if changed since last report: N/A. Check whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act of 1934 during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. (x) Yes (_) No Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). (_) Yes (X) No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of 'large accelerated filer,' 'accelerated filer,' and 'smaller reporting company' in Rule 12b-2 of the Exchange Act. Large accelerated filer (_) Accelerated filer (_) Non-accelerated filer (_) Smaller reporting company (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 APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. As of May 12, 2009, the Company had outstanding 26,648,911 shares of its common stock. PART I. Financial Information Item 1. Financial Statements. CTD HOLDINGS, INC. CONSOLIDATED BALANCE SHEETS ASSETS March 31, 2009 December 31, 2008 (Unaudited) CURRENT ASSETS Cash and cash equivalents $ 260,623 $ 276,669 Accounts receivable 42,595 27,794 Inventory 209,811 209,975 Other current assets 2,000 2,000 ------------- ------------- Total current assets 515,029 516,438 ------------- ------------- PROPERTY AND EQUIPMENT, NET 460,190 442,784 ------------- ------------- OTHER ASSETS Shareholder loan 16,890 17,069 Intangibles, net 4,750 5,000 Deferred tax asset 250,000 250,000 ------------- ------------- Total other assets 271,640 272,069 ------------- ------------- TOTAL ASSETS $1,246,859 $ 1,231,291 ============= =============== (Continued) F-1 CTD HOLDINGS, INC. CONSOLIDATED BALANCE SHEETS (Unaudited) LIABILITIES AND STOCKHOLDERS' EQUITY March 31, 2009 December 31, 2008 (Unaudited) CURRENT LIABILITIES Accounts payable and accrued expenses $ 86,287 $ 72,125 ------------- ------------- STOCKHOLDERS' EQUITY Common stock, par value $.0001 per share, 100,000,000 shares authorized, 28,229,938 and 26,542,438 shares issued and outstanding, respectively 2,823 2,654 Preferred stock, par value $.0001 per share, 5,000,000 shares authorized; Series A, 1 share issued and outstanding - - Additional paid-in capital 3,293,105 3,238,911 Accumulated deficit (2,135,356) (2,082,399) ------------- ------------- Total stockholders' equity 1,160,572 1,159,166 ------------- ------------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 1,246,859 $ 1,231,291 ============ ============== See accompanying Notes to Financial Statements. F-2 CTD HOLDINGS, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) Three Months Ended March 31, ----------------------- 2009 2008 ----------- ---------- PRODUCT SALES $ 120,496 $ 68,470 ----------- ---------- EXPENSES Personnel 99,827 81,967 Cost of products sold (exclusive of depreciation and amortization, shown separately below) 16,124 18,229 Professional fees 44,489 35,693 Office and other 7,204 9,272 Amortization and Depreciation 5,081 7,603 Freight and shipping 2,152 2,311 ----------- ---------- 174,877 155,075 ----------- ---------- Operating loss (54,381) (86,605) ----------- ---------- OTHER INCOME (EXPENSE) Investment and other income 1,424 6,033 Interest expense - (1,716) ----------- ---------- Total other income 1,424 4,317 ----------- ---------- NET LOSS BEFORE INCOME TAXES (52,957) (82,288) Income Taxes - 15,000 ----------- ----------- NET LOSS $(52,957) $(67,288) =========== =========== NET LOSS PER COMMON SHARE $ (.00) $ (.00) =========== =========== WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING 27,386,188 21,699,291 =========== =========== See Accompanying Notes to Financial Statements. F-3 CTD HOLDINGS, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS Increase (Decrease) in Cash and Cash Equivalents (Unaudited) Three Months Ended March 31 ---------------------- 2009 2008 ----------- ----------- CASH FLOWS FROM OPERATING ACTIVITIES Net loss $ (52,957) $ (67,288) ----------- ----------- Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation and amortization 5,081 7,603 Stock compensation to employees 54,363 47,013 Income tax benefit of deferred tax assets - (15,000) Increase or decrease in: Accounts receivable (14,801) 52,820 Inventory 164 6,812 Other current assets - 442 Accounts payable and accrued expenses 14,162 18,868 ----------- ----------- Total adjustments 58,848 118,558 ----------- ----------- NET CASH PROVIDED BY OPERATING ACTIVITIES 6,012 51,270 ----------- ----------- CASH FLOWS FROM INVESTING ACTIVITIES Purchase of equipment and building improvements (22,237) (18,905) Patent database development - (23,020) Investment with related party - 65 Redemption of certificate of deposit - 211,958 ----------- ---------- NET CASH PROVIDED BY (USED FOR) INVESTING (22,237) 170,098 ACTIVITIES ----------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES Payments on notes payable - (140,074) Payments received on stockholder loan 179 4,526 ----------- ---------- NET CASH PROVIDED (USED FOR) FINANCING ACTIVITIES 179 (135,548) ---------- ---------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (16,046) 85,820 CASH AND CASH EQUIVALENTS, beginning of period 276,669 209,981 ------------ ----------- CASH AND CASH EQUIVALENTS, end of period $ 260,623 $ 295,801 ============ =========== F-4 CTD HOLDINGS, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS Increase (Decrease) in Cash and Cash Equivalents (Unaudited) (Continued) Three Months Ended March 31, ------------------ 2009 2008 ------------ ------------ SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION Cash paid for interest $ - $ 1,716 =========== ============ Cash paid for income taxes $ - $ - =========== ============ SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING AND FINANCING ACTIVITY Common stock awarded to officers $ 54,363 $ 47,013 =========== ============ F-5 CTD HOLDINGS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS March 31, 2009 (Unaudited) The information presented herein as of March 31, 2009 and for the three months ended March 31, 2009 and 2008, is unaudited. (1) BASIS OF PRESENTATION: The accompanying financial statements include CTD Holdings, Inc. and its subsidiary. The accompanying financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulations S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the three month period ended March 31, 2009, are not necessarily indicative of the results that may be expected for the year ending December 31, 2009. For further information, refer to the financial statements and footnotes thereto included in the Company's annual report of Form 10-K for the year ended December 31, 2008. (2) NET INCOME (LOSS) PER COMMON SHARE: Net income (loss) per common share is computed in accordance with the requirements of Statement of Financial Accounting Standards No. 128 (SFAS 128). SFAS 128 requires net income (loss) per share information to be computed using a simple weighted average of common shares outstanding during the periods presented. SFAS 128 eliminated the previous requirement that earnings per share include the effect of any dilutive common stock equivalents in the calculation. (3) INCOME TAXES For 2009, the Company reported a net loss and also realized a net operating tax loss for the three months ended March 31, 2009. The Company increased the valuation allowance of its deferred tax asset by approximately $8,000 and did not record a increase in its deferred tax asset or an income tax benefit based on management's expectation of future taxable income may not exceed its current deferred tax asset. For 2008, the Company reported a net loss and also realized a net operating tax loss for the three months ended March 31, 2008. The Company recorded the future benefit of this tax loss as a deferred tax asset and an income tax benefit of $15,000. (4) CONCENTRATIONS Sales to three major customers were 60% of total sales for the three months ended March 31, 2009. Sales to one major customer was 26% of total sales for the three months ended March 31, 2008. Substantially all 2009 and 2008 inventory purchases were from three vendors. The Company has only one source for certain manufactured inventory. However, the Company has manufactured these products in the past and could do so again, if necessary. There are multiple sources for its other inventory products. (5) COMMITMENTS AND CONTINGENCIES For 2009, the Company has employment agreements with two officers for total monthly salaries of $10,000. In addition, the officers are awarded shares of common stock each month. The number of shares due is equal to $13,500 divided by eighty percent of the closing price of the Company's common stock on that last day of each month. The Company recognizes an expense equal to the fair value of the stock determined using the average stock closing trading price for the month multiplied by the number of shares awarded for that month. The stock is subject to trading restrictions under Rule 144. For the three months ended March 31, 2009, the Company awarded 1,687,500 shares and recognized an expense of $54,363 for stock awarded under these agreements. For 2008, the Company has employment agreements with two officers for total monthly salaries of $10,000. In addition, the officers are awarded shares of common stock each month. The number of shares due is equal to $13,500 divided by eighty percent of the closing price of the Company's common stock on that last day of each month. The Company recognizes an expense equal to the fair value of the stock determined using the average stock closing trading price for the month multiplied by the number of shares awarded for that month. The stock is subject to trading restrictions under Rule 144. Also, the Company issued shares to one of its employees. The number of shares due is equal to $500 divided by eighty percent of the closing price of the Company's common stock on the last day of each month. For the three months ended March 31, 2008, the Company awarded 1,749,999 shares and recognized an expense of $47,013 for stock awarded under these agreements. Item 2. Management's Discussion and Analysis or Plan of Operation. Introduction CTD Holdings, Inc. (referred to as the "Company," "CTD" or in the first person notations of "we," "us," and "our") began operations in 1990. Our revenues are principally derived from retail sales of cyclodextrins and cyclodextrin complexes. Our sales are primarily to major chemical supply houses around the world, pharmaceutical companies, and food companies for research and development and to diagnostics companies. We acquire many of our products outside the United States, from Japan, Germany, China and Hungary; but we are gradually finding satisfactory supply sources in the United States. While we generally enjoy better supply prices from outside the United States, rising shipping costs are making domestic sources more competitively priced. To add value to our products, we maintain a comprehensive database of patented and patent pending uses of cyclodextrins from the United States Patent Trademark Office. We also maintain a less comprehensive database that includes patents issued in many other countries including Japan, Germany and others. This information is available to our customers. We also offer our customers our knowledge of the properties and potential new uses of cyclodextrins and cyclodextrin complexes. As most of our customers use our cyclodextrin products in their research and development activities, their ordering from us is unpredictable with regard to timing, product mix and volume. We also have four major customers who have a significant effect on our revenues when they increase or decrease their research and development activities that use cyclodextrins. We keep in constant contact with these customers as to their cyclodextrin needs so we can maintain the proper inventory composition and quantity in anticipation of their needs. The sales to major customers and the product mix and volume of products sold has a significant effect on our revenues and gross profit. These factors contribute to our significant revenue volatility from quarter to quarter and year to year. In March 2009, the Company and Mr. Strattan reached a settlement with Eline Entertainment Group, Inc. and Barry Rothman, pursuant to which Eline Entertainment transferred all of its rights in the Company's Class A Preferred Share to Mr. Strattan. Those parties dismissed their actions against one another and exchanged mutual releases. The Company's action against Steven T. Dorrough, Jayme Dorrough, Eline Holding, and Yucatan Holding Company and the counterclaim filed by those defendants have not been dismissed. In 2004, we amended the Company's Articles of Incorporation authorizing a series of "blank check" preferred stock consisting of 5,000,000 shares and creating a series of Series A Preferred Stock, setting forth its designations, rights and preferences. The more significant right is Series A Preferred shareholders vote with the holders of common stock on all matters submitted to a vote of our shareholders. Shares of Series A Preferred Stock are entitled to one vote more than one-half of all votes entitled to be cast by all holders of voting capital stock of the Company on any matter submitted to holders of common shares so as to ensure that the votes entitled to be cast by the holder of the Series A Preferred Stock are equal to at least a majority of the total of all votes entitled to be cast by the holders of common shares. In 2004, we issued one share of Series A Preferred Stock to C.E. Strattan, our majority shareholder in exchange for 1,029,412 shares of common stock held by him, which he voluntarily surrendered to the Company and were cancelled. Liquidity and Capital Resources Our cash and short-term investments decreased to $260,000 as of March 31, 2009, compared to $277,000 as of December 31, 2008. The decrease for the three months ended March 31, 2009, was due primarily to facility improvements in excess of cash flow from operations. As of March 31, 2009, our working capital was $429,000 compared to $444,000 at December 31, 2008. Our cash flows from operations for the first three months of 2008 was $6,000 compared to $51,000 for the same period in 2008. This decrease was due primarily to timing differences in accounts receivable and accounts payable. We accumulated almost $500,000 in cash in January 2008, which is in excess of our requirements for normal operations and capital projects. We determined the best use of our additional cash was to pay off the $140,000 mortgage on our property, which we did in February 2008. This reduced interest expense approximately $850 per month. We believe our remaining working capital is sufficient to run our operations at current expected future operating levels into the near future. We do not require capital in the next twelve months for normal operations. We also significantly increased our inventory for our two most profitable bulk products. In April 2008, we ordered $46,000 of the product HPB from a Japanese supplier, and in July 2008 we ordered $80,000 of the product Methyl-Beta from a German supplier. We increased our inventory of these two products based on our estimate of future industry purchase trends and recent product inquiries from our larger customers. These products have a three month or more lead time to acquire from our suppliers in the quantity purchased. Because we now have these products in stock, we have an increased opportunity to fill any large orders we may receive. Due to increased shipping costs, it is also less costly to buy and ship larger quantities from our suppliers. If these large orders do not materialize, we can sell this product in the normal course of business. Our current inventory of these two product represents approximately two years of our historical sales volume of these products. In October 2008, we announced a plan to repurchase up to $150,000 of currently outstanding common stock. We have not determined the exact timing of these share repurchases. Controlling cash expenses continues to be management's primary fiscal tool. However, growth requires increased expenditures and we feel that it is appropriate during the current growth stage to engage consultants that can help the Company in financial areas outside its expertise, accepting that these fees will act to reduce profitability. We are working hard to increase revenues to balance these new expenses, but cannot be sure that such effort will be enough in the short term to sustain profitable financial performance. Beginning in 2003, we began improvements and renovations of our corporate office and have invested $148,000 through December 31, 2008. During the three months ended March 31, 2009, we capitalized $22,000 of improvements, including an additonal $14,500 for driveway paving. Currently we are conducting an extensive survey of our 40 acres of property and existing facilities in preparation for developing a total site plan for our Research Park facility. In 2009, we plan to renovate three existing structures to be an inventory warehouse and an educational auditorium at a estimated cost of $60,000. These buildings have been previously idle. Over the next five years, we plan to renovate or construct at least six buildings for an estimated cost of $150,000. Company officers earned 1,687,00 shares and 1,749,999 shares of our common stock for compensation earned under employment agreements for the three months ending March 31, 2009 and 2008, respectively. We have no off-balance sheet arrangements at March 31, 2009. Results of Operations Total product sales for the three months ended March 31, 2009 increased 78% to $121,000 compared to $68,000 for the same period in 2007. Our major customers continue to be repeat purchasers. In 2009, we had three major customers accounting for 60% of our sales. In 2008, we had one major customer account for 26% of our sales. The increase in sales was due primarily to more sales to our major customers. The timing of when we receive and are able to complete these large periodic orders has a significant effect on our quarterly sales and operating results. Our cost of products sold (excluding any allocation of direct and indirect overhead and handling costs) for 2009 to date decreased 12% to $16,000 from $18,000 for the same period in 2008. For the two largest sales in 2008, we realized approximately 50% lower cost of products sold (excluding any allocation of direct and indirect overhead and handling costs) by using a new supplier compared with 2008. Historically, changes in both sales volume and product mix has a significant effect on our cost of sales and our margins. Our margins vary significantly among our products. Our margins for the same product also vary based on quantity sold. The change in the value of the U.S. dollar in relation to the Euro and other foreign currencies affects our cost of products sold (excluding any allocation of direct and indirect overhead and handling costs) and inventory costs, and will continue to do so. The change in shipping costs also affects our friedght expenses. We buy most of our products from outside the U.S. Our main supplier of fine chemicals and complexes has raised its prices 10-15% in Euros. This increase combined with the decline in the U.S dollar, has seen our costs for these products increase 55-65%. The cost of our bulk inventory has also increased due to the decline of the U.S. dollar. These products represent a significant portion of our revenues. We are not able to raise our prices sufficient to maintain our historical gross margin percentage and therefore, expect our gross margin percentage to decline in future quarters. Personnel costs have increased 22% to $100,000 for the three months ended March 31, 2009, from $82,000 for same period in 2008. This increase is due primarily to raises for existing personnel and reduction in personnel costs capitalized as facility improvements. Professional fees increased 22% to $44,000 for the three months ended March 31, 2009 compared to $36,000 for the three months ended March 31, 2008. This increase is primarily due to increased auditing and accounting expenses. Office and other expenses are comparable at $7,000 for 2009 and $9,000 for 2008. Most of our office related expenses do not vary significantly from quarter to quarter. Amortization and depreciation were comparable at $5,000 for 2009 and $8,000 for 2008 year to date, repectively. We expect depreciation to increase somewhat in future periods as the result of our office renovations, improvements and additions. Freight and shipping are comparable at $2,000 for 2009 and 2008, respectively. Freight and shipping is dependent on frequency of ordering products for inventory and frequency of sales. We have also experienced volitility in overall shipping costs due to increases in energy costs and then decreasing overall demand for shipping services. Investment and other income decreased 76% to $1,000 for 2009, from $6,000 for the same period in 2008. This decrease is due to lower cash balances in 2009. We realized a net tax loss for the three months ended March 31, 2009, but recorded a increase in our valuation allowance for the increase in our deferred tax asset of approximately $8,000. We recognized a $15,000 income tax benefit on our additional net operating loss for the three months ended March 31, 2008. For the year ended December 31, 2008, we recorded a $200,000 valuation allowance on our net deferred tax asset. We recognized a net loss of $(53,000) and ($67,000) for the three month periods ending March 31, 2009 and 2008, respectively. We will continue to introduce new products that will increase sales revenue and implement a strategy of creating or acquiring operational affiliates and/or subsidiaries that will use cyclodextrins in herbal medicines, waste-water remediation, pharmaceuticals, and foods. We also intend to pursue exclusive relationships with major cyclodextrin manufacturer(s) and specialty cyclodextrin labs to distribute their products. We continue to be the exclusive distributor in North America of the cyclodextrin products manufactured by Cyclolab Research Laboratories in Budapest, Hungary. In keeping with its commitment to use the internet as a major advertising and public relations outlet, the Company intends to apply greater human resources to the updating and maintaining of its web site. This valuable asset has been instrumental in creating and maintaining a worldwide leadership role for us in the implementation of research and commercialization of CD applications. We believe the maintenance and growth of our web site will return that investment many times. Item 3. Quantitative and Qualitative Disclosures About Market Risk. Not applicable. Items 4 and 4T. Controls and Procedures. a. Management's quarterly report on internal control over financial reporting. 1. Our management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934. Our internal control over financial reporting is a process designed to provide reasonable assurance that assets are safeguarded against loss from unauthorized use or disposition, transactions are executed in accordance with appropriate management authorization and accounting records are reliable for the preparation of financial statements in accordance with generally accepted accounting principles. 2. Internal control over financial reporting is a process tailored to the Company's unique circumstances, designed under the supervision of the Company's Chief Executive and Chief Operating Officer, and effected by the Company's Board of Directors, its consultants and other personnel, taking into account the small size of the Company, small number of employees and others involved in the Company's finances. The process uses a system of checks and balances to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles and includes those policies and procedures that: - pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the Company's assets and the review of those transactions and dispositions by the Company's compliance officer; - provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that the Company's receipts and expenditures are being made only in accordance with authorizations of management or the Company's Board of Directors; and - provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company's assets that could have a material adverse effect on the Company's financial statements. 3. As required by Rule 13a-15(b) and 15(d)-15(e) under the Exchange Act, our Chief Executive Officer who is also our Principal Accounting Officer carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this report. The Company's Chief Executive Officer has concluded that the Company's internal control over financial reporting, as of September 30, 2008 was effective. 4. This quarterly report does not include an attestation report of the Company's registered public accounting firm regarding internal control over financial reporting. Management's report was not subject to attestation by the Company's registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit the Company to provide only management's report in this quarterly report. b. Changes in internal controls. The Company made no changes in its internal control over financial reporting that occurred during the Company's third fiscal quarter that has materially affected, or which is reasonably likely to materially affect the Company's internal control over financial reporting. Part II. OTHER INFORMATION Item 1. Legal Proceedings. NONE Item 2. Unregistered Sales of Equity Securities and Use of Proceeds. NONE Item 3. Defaults Upon Senior Securities. NONE Item 4. Submission of Matters to a Vote of Security Holders. NONE Item 5. Other Information. NONE Item 6. Exhibits. (2) Plan of purchase, sale, reorganization, arrangement, liquidation or succession None (3) Articles of Incorporation and By-Laws (i) Articles of Incorporation filed August 9, 1990 * (ii) By-Laws * (iii) Certificates of Amendment to the Articles of Incorporation filed November 18, 1993 and September 24, 1993 * (4) Instruments defining the rights of security holders, including indentures (a) Specimen Share Certificate for Common Stock. * (10) Material contracts (10.1) Agreement of Shareholders dated November 11, 1993 by and among C.E. Rick Strattan, Garrison Enterprises, Inc. and the Company. * (10.2) Lease Agreement dated July 7, 1994. ** (10.3) Consulting Agreement dated July 29, 1994 between the Company and Yellen Associates. * (10.4) License Agreement dated December 20, 1994 between the Company and Herbe Wirkstoffe GmbH. * (10.5) Joint Venture Agreement between the Company and Ocumed, Inc. dated May 1, 1995, incorporated by reference to the Company's Form 10-QSB for the quarter ended June 30, 1995. ** (10.6) Extension of Agreement between the Company and Herbe Wirkstoffe GmbH. *** (10.7) Lease Extension + (10.8) Loan Agreement with John Lindsay + (10.9) Small Potatoes Contract + (10.10) Employment Agreement with C.E. Rick Strattan dated May 30, 2001 ++ (10.11) Employment Agreement of C.E. Rick Strattan dated October 14, 2003 +++ (10.12) Employment Agreement of George L. Fails dated October 14, 2003 **** (10.13) Addendum to Share Exchange Agreement with Eline Entertainment Group ++++ (10.14) Share Exchange Agreement with Eline Entertainment Groups +++++ (11) Statement re: computation of per share earnings Note 2 to Financial Statements (15) Letter on unaudited interim financial information **** (18) Letter on change in accounting principles None (19) Reports furnished to security holders None (20) Other documents or statements to security holders or any document incorporated by reference None (22) Published report regarding matters submitted to vote of security holders None (23) Consents of experts and counsel None (24) Power of Attorney None (31) Rule 13a-14(a)/15d-14a(a) Certifications **** (32) Section 1350 Certifications **** (99) Additional exhibits None (100)XBRL-Related Documents None * Incorporated by reference to the Company's Form 10-SB filed with the Securities and Exchange Commission on February 1, 1994. ** Incorporated by reference to the Company's Form 10-KSB filed with the Securities and Exchange Commission on March 29, 1997. *** Incorporated by reference to the Company's Form 10-KSB filed with the Securities and Exchange Commission on March 28, 2000. **** Filed herewith. + Incorporated by reference to the Company's Form 10-KSB filed with the Securities and Exchange Commission on April 2, 2001. ++ Incorporated by reference to the Company's Form 10-KSB filed with the Securities and Exchange Commission on April 1, 2002. +++ Incorporated by reference to Form S-8 filed December 1, 2003. ++++ Incorporated by reference to the Company's Form 8-K filed with the Securities and Exchange Commission on September 21, 2005. +++++Incorporated by reference to the Company's Form 8-K filed with the Securities and Exchange Commission on August 15, 2005. SIGNATURES In accordance with the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. CTD HOLDINGS, INC. Date: May 15, 2009 /s/ C.E. Rick Strattan ----------------------------- C.E. Rick Strattan Chief Executive Officer Chief Financial Officer