UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
CTD Holdings, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
232930 10 7
(CUSIP Number)
April 6, 2004
(Date of Event which requires filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of
that section of the Act but shall be subject to all other provisions of
the Act (however, see the Notes).
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CUSIP No. 232930 10 7
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1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Randy "Lazarus" McAtee
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ] (b) [ ]
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3. SEC USE ONLY
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4. CITIZENSHIP OR PLACE OF ORGANIZATION
USA
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NUMBER OF 5. SOLE VOTING POWER
SHARES 282,670
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BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY -0-
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EACH 7. SOLE DISPOSITIVE POWER
REPORTING 282,670
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PERSON 8. SHARED DISPOSITIVE POWER
WITH -0-
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9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
282,670
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10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ ]
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11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.90%
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12. TYPE OF REPORTING PERSON*
IN
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Item 1(a) Name of Issuer
CTD Holdings, Inc
Item 1(b). Address of Issuer's Principal Executive Offices
27317 N.W. 78 Avenue, High Springs, Florida 32643
Item 2(a) Name of Person(s) Filing
Randy "Lazarus" McAtee
Item 2(b) Address of Principal Business Office or, if none, Residence
6710 North West Suite 108, Fresno CA, 93711
Item 2(c) Citizenship
US
Item 2(d) Title of Class of Securities
Common Stock
Item 2(e) CUSIP Number
232930 10 7
Item 3 If this Statement is filed pursuant to Rules 13d-1(b), or 13d-2(b)
or (c), check whether the person filing is a:
(a) [ ] Broker or dealer registered under Section 15 of the
Exchange Act;
(b) [ ] Bank as defined in Section 3(a)(6) of the Exchange
Act;
(c) [ ] Insurance company as defined in Section 3(a)(19) of
the Exchange Act;
(d) [ ] Investment company registered under Section 8 of the
Investment Company Act;
(e) [ ] An investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in
accordance with Rule 13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in
accordance with Rule 13d-1(b)(1)(ii)(G);
(h) [ ] A savings association as defined in Section 3(b) of
the Federal Deposit Insurance Act;
(i) [ ] A church plan that is excluded from the definition of
an investment company under Section 3(c )(14) of the
Investment Company Act; or
(j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
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Item 4 Ownership
(a) Amount Beneficially Owned:
282,670
(b) Percent of class: 4.9%
(c) Number of Shares to which the person has:
(i) Sole power to vote or direct the vote: 282,670
(ii) Shared power to vote or direct the vote:
-0-
(iii) Sole power to dispose of or direct the disposition of:
282,670
(iv) Shared power to dispose of or direct the disposition
of: -0-
Item 5 Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof
the reporting person has ceased to be the beneficial owner of more than five
percent of the class of securities, check the following [ X ].
Item 6 Ownership of More than Five Percent on Behalf of Another Person
Not applicable
Item 7 Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported On by the Parent Holding Company or
Control Person.
Not applicable
Item 8 Identification and Classification of Members of the Group
Not applicable
Item 9 Notice of Dissolution of Group
Not Applicable
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Item 10 Certification
(a) The following certification shall be included if the statement is filed
pursuant to 240.13d-1(b):
By signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were acquired and are held in the ordinary course
of business and were not acquired and are not held for the purpose of or with
the effect of changing or influencing the control of the issuer of the
securities and were not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.
(b)The following certification shall be included if the statement is filed
pursuant to 240.13d-1(c):
By signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were not acquired and are not held for the purpose
of or with the effect of changing or influencing the control of the issuer of
the securities and were not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information contained in this statement is true, complete and
correct.
Dated: April 21, 2004
By: /s/ Randy McAtee
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Name: Randy McAtee
Title:
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