UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

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Rule 13d-1(b)

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Rule 13d-1(c)

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Rule 13d-1(d)

CUSIP No.  46261R107

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
NAIDA S. WHARTON

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

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(b)

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3.

SEC Use Only

4.

Citizenship or Place of Organization
United States

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
2,474,100 common shares

6.

Shared Voting Power 

7.

Sole Dispositive Power 
2,474,100 common shares

8.

Shared Dispositive Power

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
2,474,100 common shares

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
Not Applicable

11.

Percent of Class Represented by Amount in Row (9)
11.77%

12.

Type of Reporting Person (See Instructions)
IN

Item 1.

(a)

Name of Issuer
iParty Corp. (IPT)

(b)

Address of Issuer’s Principal Executive Offices
1457 VFW Parkway
West Roxbury, Massachusetts 02132

Item 2.

(a)

Name of Person Filing
Naida S. Wharton

(b)

Address of Principal Business Office or, if none, Residence
131 South Woodland Street
Englewood, NJ 07631

(c)

Citizenship
United States of America

(d)

Title of Class of Securities
Common Stock, $.001 par value

(e)

CUSIP Number
46261R107

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

(a)

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Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

(b)

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Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

(c)

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Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

(d)

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Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

(e)

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An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

(f)

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An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

(g)

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A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

(h)

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A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)

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A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j)

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Group, in accordance with §240.13d-1(b)(1)(ii)(J).

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a)

Amount beneficially owned:   

2,474,100 shares of Common Stock*

(b)

Percent of class:   

11.77%

(c)

Number of shares as to which the person has:

(i)

Sole power to vote or to direct the vote

2,474,100 shares of Common Stock*

(ii)

Shared power to vote or to direct the vote

0

(iii)

Sole power to dispose or to direct the disposition of

2,474,100 shares of Common Stock*

(iv)

Shared power to dispose or to 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   o.

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

Item 10.

Certification

(b)The following certification shall be included if the statement is filed pursuant to S240.13d-1(c):

July 13, 2004

Date

NAIDA S. WHARTON

Signature

/s/ Naida S. Wharton

Name/Title