8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) September 22, 2004

SINOFRESH HEALTHCARE, INC.

(Exact name of registrant as specified in its charter)

Florida
(State or other jurisdiction
of incorporation) 0-49764
(Commission
File Number) 65-1082270
(IRS Employer
Identification No.)

516 Paul Morris Drive, Englewood, Florida
(Address of principal executive offices) 34223
(Zip Code)

Registrant’s telephone number, including area code: (941) 681-3100

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Section 7.01.   Regulation FD Disclosure

     On September 22, 2004, the Company mailed a letter to its shareholders, a copy of which is herewith being furnished to the Securities and Exchange Commission as Exhibit 99.1.

Section 8.01.   Financial Statements and Exhibits.

(c)	Exhibits.
	99.1      Letter to shareholders dated September 22, 2004.

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	SINOFRESH HEALTHCARE, INC.
	(Registrant)
Date:  September 22, 2004	By:	/s/ Russell R. Lee, III Russell R. Lee, III Cheif Financial Officer                     (Signature)*

EX-99.1

                                                                    Exhibit 99.1

September 22, 2004



Dear Shareholders:

It is with great excitement and hope that we report the following Sales and
Marketing highlights of 2004 to date:

    -   Gained distribution with the following major new accounts: Wal-Mart,
        Long's Drugstores, Brooks, AmerisourceBergen, Cardinal Health, McKesson,
        Raley's Supermarkets, and Giant Eagle Supermarkets which brings total
        retail distribution from approximately 14,500 locations to an estimated
        20,000 locations.

    -   Increased our database of 300 physicians in southwest Florida to over
        1,200 physicians and other healthcare professionals nationwide who
        actively support and recommend SinoFresh(TM) to patients.

In the scientific arena these significant advances were made:

    -   We entered into a collaborative effort with the Lovelace Respiratory
        Research Institute.

    -   We announced the preliminary results showing that SinoFresh(TM) Nasal &
        Sinus Care was found to have strong antiviral characteristics.

In addition, we are currently working on a couple of fronts that will make 2004
a record year. These include:

    -   Development of a national television campaign for cable television.

    -   Negotiation with a well-known celebrity to be a national spokesperson
        for our Nasal and Sinus products.

We recently updated our SinoFresh website to further educate our shareholders
and consumers. If you would like to receive updated information via email,
please contact Investor Relations at 941-681-3100 x499.

If you are a Preferred A, Preferred B, or Preferred C shareholder of SinoFresh
HealthCare, Inc. and wish to convert your shares into Common shares, please
contact Craig Leibell at American Stock Transfer & Trust Company at
718-921-8381.

We sincerely welcome and appreciate the support and confidence of all those who
have helped to make SinoFresh a reality. Here's to the future of changing lives
for the better all around the world!

Yours in Good Health,


Charles A. Fust
Inventor, Chairman & CEO


    Except for the historical information contained herein, this letter contains
    forward-looking statements made pursuant to the safe harbor provisions of
    the Private Securities Litigation Reform Act of 1995. Any forward-looking
    statements speak only as of the date on which such statements are made and
    involve risks and uncertainties detailed in the Company's filings with the
    Securities and Exchange Commission, including risks summarized in the
    Company's Annual Report on Form 10-KSB for its fiscal year ended
    December 31, 2003 (file No. 0-49764). The Company's actual results could
    differ materially from such forward-looking statements. The Company
    undertakes no obligation to update any forward-looking statement or
    statements to reflect new events or circumstances or future developments.