UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

(Mark One)

[X] Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of
1934 for the quarterly period ended March 31, 1999.

[ ]  Transition  Report  Under  Section 13 or 15(d) of the  Exchange Act for the
transition period from _________ to _________

Commission File Number:  0-21070

                 International Tourist Entertainment Corporation
                 -----------------------------------------------
        (Exact name of small business issuer as specified in its charter)

        U.S. Virgin Islands                             66-0426648 
-------------------------------                      -------------------
(State or other jurisdiction of                       (IRS Employer 
incorporation or organization)                       Identification No.)



             3562 Shepherd of the Hills Expressway Branson, MO 65616
             -------------------------------------------------------
               (Address of principal executive offices) (ZIP Code)

                                 (417) 335-3533
                                 --------------
                           (Issuer's telephone number)

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the Securities 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.

                       Yes X       No
                          ---        ---


Check whether the  registrant  filed all  documents  and reports  required to be
filed by Section 12, 13, or 15 (d) of the Securities  Exchange Act of 1934 after
the distribution of securities under a plan confirmed by a court.

                       Yes X      No
                          ---       ---


The number of shares  outstanding of the issuer's common stock, $.001 par value,
as of March 31, 1999 is 7,937,638 shares.

Transitional Small Business Disclosure Format (check one):  Yes      No  X 
                                                               ----    ----


<PAGE>


                 INTERNATIONAL TOURIST ENTERTAINMENT CORPORATION

                                TABLE OF CONTENTS



PART I.   FINANCIAL INFORMATION

Item 1.   Financial Statements
                                                                Page Number
                                                                -----------

Condensed Balance Sheet
   March 31, 1999 ........................................................1


Condensed Statements of Operations
   Three Months Ended March 31, 1999
    and March 31, 1998....................................................2


Condensed Statements of Cash Flows
   Three Months Ended March 31, 1999
    and March 31, 1998....................................................3

Notes to Condensed Financial Statements ..................................4


Item 2.  Management's Discussion and Analysis
    or Plan of Operation..................................................5

Part II.   OTHER INFORMATION..............................................7



<PAGE>

                 INTERNATIONAL TOURIST ENTERTAINMENT CORPORATION

                             Condensed Balance Sheet
                                   (Unaudited)


                                                                  March 31
                     ASSETS                                         1999
                                                                  --------

     Current assets:
        Cash and cash equivalents                             $    146,472
        Receivables                                                 19,183
        Inventories                                                112,125
        Prepaid expenses                                            46,941
        Prepaid leases-current                                     166,915
                                                              ------------

                     Total current assets                          491,636


     Property and equipment, net                                 5,845,618
     Prepaid leases-non current                                  1,090,374
     Deposits                                                       13,088
                                                              ------------


                     TOTAL ASSETS                             $  7,440,716
                                                              ============

                     LIABILITIES AND STOCKHOLDERS' EQUITY

     Current liabilities:
        Accounts payable                                      $   263,305
        Accrued expenses                                          308,062
        Current portion of long-term debt                         136,826
                                                              -----------

                     Total current liabilities                    708,193

     Accrued lease expense                                        324,000
     Long-term debt                                             3,470,984
     Security deposits                                             20,500
                                                              -----------

                     Total liabilities                          4,523,677

     Stockholders' equity
        Common stock, $.001 par value.  Authorized 40,000,000
         shares, issued and outstanding 7,937,638 shares as of      7,938
        Additional paid-in capital                             10,781,076
        Accumulated deficit                                    (7,871,975)
                                                              -----------

                     Net stockholders' equity                   2,917,039
                                                              -----------

             TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY       $ 7,440,716
                                                              ===========

          See accompanying notes to condensed financial statements.

                                        1

<PAGE>
<TABLE>
<CAPTION>

                 INTERNATIONAL TOURIST ENTERTAINMENT CORPORATION
                       Condensed Statements of Operations
                                   (Unaudited)



                                                                                          Three Months Ended
                                                                                               March 31
                                                                                        1999              1998
                                                                                     -------------     --------------
                                                                                    
                                                                                 
<S>                                                                               <C>                 <C>    

       Revenue:
            Theater and concession                                                $      248,635      $     291,584
            Restaurant and deli                                                          188,482            205,372
            Gift shop                                                                     43,838             31,424
            Mall operations                                                               97,111            107,055
                                                                                    -------------     --------------
                                                                                         578,066            635,435
                                                                                    -------------     --------------
       Direct Expense:
            Theater and concession                                                       193,212            260,305
            Restaurant and deli                                                          232,473            308,470
            Gift shop                                                                     36,284             29,339
            Mall operations                                                               78,861             41,876
                                                                                    -------------     --------------
                                                                                         540,829            639,990
                                                                                    -------------     --------------

       Gross Profit                                                                       37,237             (4,555)
                                                                                    -------------     --------------

            General and administrative                                                   200,562            277,406
            Advertising and marketing                                                    188,592            130,819
            Depreciation and amortization                                                111,355            106,313
                                                                                    -------------     --------------
                                                                                         500,509            514,538
                                                                                    -------------     --------------

       Operating loss                                                                   (463,272)          (519,093)

       Other (income) expense:
            Interest income                                                               (3,473)            (7,230)
            Interest expense                                                              82,101             84,422
                                                                                    -------------     --------------
               Other income (expense), net                                                78,628             77,192
                                                                                    -------------     --------------

               Loss before provision for income taxes                             $     (541,900)     $    (596,285)

               Provision for income taxes                                                      -                  -
                                                                                    -------------     -------------- 

               Net loss                                                                 (541,900)          (596,285)
                                                                                    =============     ==============

       Net loss per common share (basic and diluted)                              $         (.07)      $       (.08)
                                                                                    =============     ==============
       Weighted average common
          shares outstanding (basic and diluted)                                       7,937,638          7,858,959
                                                                                    =============     ==============

       See accompanying notes to condensed financial statements.
</TABLE>

                                                             2

<PAGE>
<TABLE>
<CAPTION>

              INTERNATIONAL TOURIST ENTERTAINMENT CORPORATION

                     Condensed Statements of Cash Flows
                                (Unaudited)


                                                                                           Three Months Ended
                                                                                                March 31
                                                                                         1999               1998
                                                                                    ----------------   ----------------
<S>                                                                               <C>                    <C>      
Cash flows from operating activities:
   Net loss                                                                       $        (541,900)     $    (596,285)
   Adjustments to reconcile net loss to net cash 
     used in operating activities:
      Depreciation and amortization                                                         111,355            106,313
      Changes in operating assets and liabilities:
        Decrease (increase) in receivables and notes receivable-tenants                      (4,193)            48,360
        Increase in inventories                                                             (33,317)           (14,079)
        Decrease (increase) in deposits and prepaid expenses                                (36,039)             1,664
        Decrease in prepaid leases                                                           41,729             41,729
        Increase decrease in accounts payable and other accrued expenses                     40,635             97,438
                                                                                    ----------------   ----------------
                         Net cash used in operating activities                             (421,730)          (314,860)
                                                                                    ----------------   ----------------
Cash flows used in investing activities-
   Capital expenditures                                                                     (61,865)          (301,797)
                                                                                    ----------------   ----------------

Cash flows from financing activities:
   Principal payments under capital lease obligations and long-term debt                    (24,693)           (28,590)
                                                                                    ----------------   ----------------

Increase (decrease) in cash and cash equivalents                                           (508,288)          (645,247)

Cash and cash equivalents at beginning of period                                            654,760            986,026
                                                                                   ----------------   ----------------

Cash and cash equivalents at end of period                                        $         146,472      $     340,779
                                                                                   ================   ================
 

Supplemental cash flow information:
  Cash paid during the period for interest                                        $          82,101      $      85,978
                                                                                   ----------------   ----------------


See accompanying notes to condensed financial statements.
</TABLE>



<PAGE>

                 INTERNATIONAL TOURIST ENTERTAINMENT CORPORATION

                     Notes to Condensed Financial Statements
                                 March 31, 1999
                                   (Unaudited)

     NOTE 1.  BASIS OF PRESENTATION

International  Tourist  Entertainment   Corporation  (the  "Company")  commenced
operations  in  October  1993.  The  accompanying  interim  condensed  financial
statements  are  unaudited,  but  in  the  opinion  of  management  reflect  all
adjustments  (consisting  of normal  recurring  accruals)  necessary  for a fair
presentation of the results for such periods.  The results of operations for any
interim period are not necessarily indicative of results for the respective full
year. These condensed  financial  statements  should be read in conjunction with
the financial  statements  and notes thereto  contained in the Company's  annual
report of form 10-KSB for the transition period ended December 31, 1998 as filed
with the Securities and Exchange Commission.

<PAGE>


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

ITEC  Attractions  (the trade name of the  Company)  began  operations  with the
opening of its giant screen  theater and mall  facility in Branson,  Missouri in
October,  1993. This facility is known as the IMAX  Entertainment  Complex.  The
Complex  contains a 532 seat IMAX theater with a screen that is 62 feet tall and
83 feet wide. In addition,  the facility includes an enclosed shopping mall with
approximately  22,000  square  feet  of  retail  space.  McFarlain's,  a  family
restaurant in the mall,  has been owned and operated by the Company since May 1,
1995.  During the quarter ended March 31, 1997, the Company  acquired  assets to
begin the operation of McFarlain's  Back Porch, an express deli and bakery which
is also in the mall.  In 1994,  the company  began selling gift items related to
the films which were being exhibited in the theater or which are  representative
of the  lifestyle of the Ozark's.  This  operation has evolved into the Legacy &
Legends Gift Shop,  which is one of the Company's  most  profitable  and fastest
growing  departments.  Seventeen other shops and kiosks are currently  leased to
third parties.  In December 1997,  the Company  installed a new 35mm  projection
system,  in  addition  to its IMAX giant  screen  projection  system,  and began
showing  feature  35mm films each  evening in addition to the IMAX giant  screen
film presentations.

In March 1998, the Company  completed the construction of a 210 seat theater for
live  performances  in its Branson  complex.  The Mike Radford's - Remember When
Show and Jimmie Rodgers Remembers perform daily in this theater.

During the quarter ending September 30, 1998, the Company  completed an addition
to the McFarlain's  restaurant that increased seating by 133 people. This is the
second  expansion  of the  restaurant  during  the last two and a half years and
brings the total seating to over 600 people.

RESULTS OF OPERATIONS

Revenues for the quarter ended March 31, 1999 decreased 9 percent to $578,066 as
compared to $635,435 for the same quarter of the previous  year.  This  decrease
was primarily as a result of a decrease in theater and restaurant revenue due to
severe weather conditions in early January.

Direct  expense for the quarter  ended  March 31, 1999  decreased  15 percent to
$540,829 as compared to $639,990 for the same quarter of the previous year. This
decrease was primarily as a result of a decrease in revenues.

The  operating  loss for the  reporting  quarter  was  $463,272  as  compared to
$519,093 in the same quarter of the prior year.



<PAGE>


General  and  administrative  expense  for the  quarter  ended  March  31,  1999
decreased 28 percent to $200,562 as compared to $277,406 for the same quarter of
the previous year.  This  difference was primarily as a result of the accrual of
management  bonuses  during the first  quarter of 1998 for  calendar  year 1997.
Management bonuses were accrued during December of 1998 for calendar year 1998.

Interest expense was $82,101 for the quarter ended March 31, 1999 as compared to
$84,422 for the comparable period of the prior year.

The net loss for the  reporting  quarter was $541,978  compared to a net loss of
$596,285  in the same  quarter  of the  previous  year.  It should be noted that
non-cash expenses equaled  approximately  $37,000 per month. Thus, the cash flow
used in operations for the three month periods ended March 31, 1999 and 1998 was
approximately $430,900 and $485,285 respectively.


LIQUIDITY AND CAPITAL RESOURCES

As of March 31, 1999 current assets totaled $491,636,  while current liabilities
totaled $708,193. The Company's current ratio at March 31, 1999 was .69 to 1.

The Company maintains a $200,000 line of credit facility with a commercial bank.
No borrowings  were made under the line of credit during the reporting  quarter.
This  credit  facility  is  secured  by a second  deed of  trust on the  theater
complex.

Going  forward,  the Company  expects to be able to finance its  operations  and
immediate capital requirements from currently available capital,  cash flow from
operations, and available sources of borrowings including the line of credit.

The Company is in the process of ensuring that its internal computer systems are
Year  2000  compliant.  The  Company  does not  expect  any  material  Year 2000
compliance issues to arise related to its primary internal business  information
systems.  With respect to third-party  providers  whose services are critical to
the Company,  the Company intends to monitor the efforts of such  providers,  as
they become Year 2000  compliant.  Management is presently not aware of any Year
2000 issues that have been  encountered by any such  third-party  providers that
could materially affect the Company's operations. Notwithstanding the foregoing,
there can be no  assurance  that the  Company  will not  experience  operational
difficulties  as a result of Year 2000 issues,  whether  arising out of internal
operations,  or caused by third-party  service providers,  which individually or
collectively could have an adverse impact on business  operations or require the
Company to incur unanticipated expenses to remedy such problems.


<PAGE>




PART II.  OTHER INFORMATION

Item 1            Legal Proceedings
                  -----------------

                  There are no material legal  proceedings  pending to which the
                  Company  is a party or of  which  any of its  property  is the
                  subject.

Item 2.           Changes in Securities
                  ---------------------

                  The Board of  Directors  of the  Company,  at a meeting of the
                  Board of Directors on October 30, 1998,  approved an extension
                  of  the  Exercise   Deadline  for  the   Company's   currently
                  outstanding warrants from December 31, 1998 until December 31,
                  2000.  The  warrants  were  issued  subject  to the  terms and
                  conditions of a Warrant Agreement dated February 28, 1997, and
                  all other terms of the  warrants,  except for the extension of
                  the Exercise deadline, remain unchanged.

Item 3.           Defaults Upon Senior Securities
                  -------------------------------

                  Not applicable.

Item 4.           Submission of Matters to a Vote of Security Holders
                  ---------------------------------------------------

                  Not applicable.

Item 5.           Other Information
                  -----------------

                  Not applicable.

Item 6.           Exhibits and Reports on Form 8-K
                  --------------------------------

                  A) Exhibits:
                  4.1  Specimen   Certificate   for  the  common  stock  of  the
                  Registrant  (incorporated  by  reference  to the  Registrant's
                  Registration Statement on Form S-1, Registration No.
                  33-48630).

                  10.3  Ground  Lease  Agreement  dated  July 27,  1993  between
                  Treasure Lake R.V. Resort Camping Club, Inc. and International
                  Tourist Entertainment  Corporation  (incorporated by reference
                  to  Registration  Statement  on  Form  S-1,  Registration  No.
                  33-64132).


<PAGE>



                  10.4 Loan  Agreement  dated July 30,  1993  secured by Deed of
                  Trust for loan from  NationsBank  (formerly  Boatman's  Bank),
                  Branson,   Missouri  to  International  Tourist  Entertainment
                  Corporation   (incorporated   by  reference  to   Registration
                  Statement on Form S-1, Registration No. 33-64132).

                  10.5  Deed of  Trust  dated  July  30,  1993  for  benefit  of
                  NationsBank Bank, Branson, Missouri (incorporated by reference
                  to Registration Statement on Form S-1, Registration No.
                  33-64132).

                  10.10 Distribution  Agreement dated July 14, 1995 between Imax
                  Corporation and the Company (incorporated by reference to Form
                  10-KSB for the year ended June 30, 1996).

                  10.11 Second Amended Plan of Reorganization dated December 18,
                  1996 and Second  Amended  Disclosure  Statement  in Support of
                  Proposed Second Amended Plan of Reorganization  dated December
                  18,  1996  (incorporated  by  reference  to Form 8-K  filed on
                  February 26, 1997).

                  10.12 Third Modification Agreement dated March 1, 1997 between
                  NationsBank   Bank  of  Southern   Missouri  and  the  Company
                  (incorporated  by  reference to Form 10-KSB for the year ended
                  June 30, 1996).

                  10.13 System Lease  Agreement as amended  dated August 1, 1993
                  between  IMAX  Corporation  and the Company  (incorporated  by
                  reference to Form 10-KSB for the year ended June 30, 1996).

                  27.1  Financial Data Schedule for the 3 months ended March 31,
                  1999.

                  B) Reports on Form 8-K :
                  ----------------------

                  No  reports  on Form  8-K  were  filed  during  the  reporting
                  quarter.




<PAGE>




                                   SIGNATURES



In accordance with the requirements of the Securities  Exchange Act of 1934, the
Registrant has caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.


Date     5/15/99                         /s/ Paul M. Bluto             
     ---------------                     ---------------------------
                                         Paul M. Bluto
                                         Chairman and
                                         Principal Financial Officer


Date     5/15/99                         /s/ Paul E. Rasmussen              
     ---------------                     --------------------------- 
                                         Paul E. Rasmussen
                                         President
                                         Chief Executive Officer
                                         Duly Authorized Officer