Item 2. Management's Discussion and Analysis or Plan of Operations

The following discussion of the financial condition and results of operations should be read in conjunction with the unaudited financial statements and the notes to the statements included elsewhere in this Report.

DESCRIPTION OF BUSINESS

Background

On July 24, 1980, Western Exploration and Mining Company was incorporated under the laws of the state of Nevada. On February 5, 1981, the name was changed to Nugget Exploration, Inc. This entity had a wholly owned subsidiary, Nugget Holding Co.

On February 23, 1999, Tree Top Industries, Inc. (fka GoHealth.MD, Inc.) ("Tree Top"), was incorporated under the laws of the State of Delaware. On November 10, 1999, Nugget Holding Company merged into Tree Top (fka GoHealth) (the "Merger"). As a result of the Merger, Tree Top (fka GoHealth) became a wholly-owned subsidiary of Nugget Exploration, Inc. Pursuant to the Merger, the shareholders of the Company received 81% of the outstanding common stock of Nugget Exploration, Inc. The accounting year was subsequently changed to the calendar year from a May 31st fiscal year end. On January 19, 2000, Nugget Exploration, Inc. changed its name to GoHealth.MD, Inc. and then subsequently to Tree Top Industries, Inc. (the "Company").

Nature of Business

For the quarter ending June 30, 2006, the Company did not conduct any significant business.

Business Strategy

The Company's primary objective is to identify, and negotiate with a business target(s) for the merger of that entity(ies) with and into the Company. In certain instances, a target company may wish to become a subsidiary of the Company or may wish to contribute assets to the Company rather than merge. No assurances can be given that the Company will be successful in identifying or negotiating with any target company. The Company would provide a means for a foreign or domestic private company to become a reporting (public) company whose securities would be qualified in the U.S. secondary capital market.

However, since inception on February 23, 1999, and through June 30, 2006, the Company has sustained losses totaling $14,486,128. It has a working capital deficit at June 30, 2006 of $639,954 and revenue generated from advertising and sales of domain names have totaled only $49,462.

In order to continue to finance operations the Company will need to continue to receive funds from the exercise of options and warrants, through other equity or debt financing or through successfully negotiating a merger with an operating company. There can be no assurance that the Company will continue to receive any proceeds from these sources or that a merger candidate can be identified and an agreement negotiated.

Critical Accounting Policies and Estimates

This Management's Discussion and Analysis of Financial Condition and Results of Operations, as well as disclosures included elsewhere in this Form 10-QSB are based upon our unaudited consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingencies.

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On an on-going basis, we evaluate the estimates used, including those related to inventory valuation, impairment of tangible and intangible assets if applicable, accruals, contingencies and litigation. We base our estimates on historical experience, current conditions and on various other assumptions that are believed to be reasonable in the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources, as well as identifying and assessing our accounting treatment with respect to commitments and contingencies. Actual results may differ from these estimates under different assumptions or conditions.

Results of Operations

Three Months Ended June 30, 2006 compared to Three Months Ended June 30, 2005

The Company generated revenues of $-0- for the three months ended June 30, 2006, and $-0- for the three months ended June 30, 2005. The Company had a gross profit of $-0- for the three months ended June 30, 2006, and $-0- for the three months ended June 30, 2005.

For the three months ended June 30, 2006, expenses totaled $14,518 compared with $33,173 for the three months ended June 30, 2005. The decrease in expenses was primarily due to a decrease in general operating expenses.

Liquidity and Capital Resources

As of June 30, 2006, the Company had a working capital deficit of $639,954. In order to continue to finance operations, the Company will need to receive funds from the exercise of outstanding warrants and options or through other equity or debt financing, including continued funding from the Chairman and Chief Executive Officer. There can be no assurance that the Company will receive any proceeds from the exercise of warrants or options, or the Chairman will continue to lend funds to the Company, or that the Company will be able to obtain the necessary funds elsewhere to fund operations. Since inception, the Company has financed operations primarily through equity and debt financing, rather than operations.

As a result of the financing and operational activities described above, for the three months ended June 30, 2006, cash at the end of the period was $-0-.

OFF-BALANCE SHEET ARRANGEMENTS

We have no off-balance sheet arrangements.

FORWARD-LOOKING STATEMENTS
This report contains certain forward-looking statements which involve substantial risks and uncertainties. These forward-looking statements can generally be identified because the context of the statement includes words such as "may," "will," "except," "anticipate," "intend," "estimate," "continue," "believe," or other similar words. Similarly, statements that describe our future plans, objectives and goals are also forward-looking statements. Factual results, performance or achievements could differ materially from those expressed or implied in these forward-looking statements as a result of certain factors, including those listed in "Risk Factors" and elsewhere in this report.

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