UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

                   QUARTERLY REPORT UNDER SECTION 13 OR 15(d)

                     OF THE SECURITIES EXCHANGE ACT OF 1934


For Quarter Ended January 1, 2000                    Commission File No. 0-06882


                              URT INDUSTRIES, INC.
             (Exact Name of Registrant as Specified in Its Charter)


        Florida                                              59-1167907
(State or Other Jurisdiction of                       (I.R.S. Employer I.D. No.)
Incorporation or Organization)

        1180 E Hallandale Beach Blvd., Hallandale, FL           33009
           (Address of Principal Executive Offices)           (Zip Code)


Registrant's telephone number, including area code: (954) 454-5554

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter  period that the  registrants  were
required  to file  such  reports),  and  (2)  has  been  subject  to the  filing
requirements for at least the past 90 days.

                                 YES _X_     NO ___


Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock as of the latest practicable date.


At February 25, 2000, there were outstanding:


10,857,068 shares of Class A common stock
  1,348,141 shares of Class B common stock


<PAGE>


                      URT INDUSTRIES, INC. AND SUBSIDIARIES

                                      Index


PART I. FINANCIAL INFORMATION

     Item 1.  Financial Statements

        Condensed  Consolidated  Balance Sheets - January 1, 2000,
          April 3, 1999 and December 26, 1998 (unaudited)                    3

        Condensed  Consolidated  Statements of Operations
          and Retained Deficit - Three Months
          Ended January 1, 2000 and December 26, 1998 (Unaudited)            4

        Condensed  Consolidated  Statements of Operations
           and Retained  Deficit - Nine Months
           Ended January 1, 2000 and December 26, 1998 (Unaudited)           5

        Condensed  Consolidated  Statements of Cash Flows - Nine Months
           Ended January 1, 2000 and December 26, 1998 (Unaudited)           6

        Notes to Condensed Consolidated Financial Statements                7-8

     Item 2.  Management's Discussion and Analysis of Financial
                  Condition and Results of Operations                       9-10


PART II. OTHER INFORMATION

     Item 6.  Exhibits and Reports on Form 8-K                              11

SIGNATURES                                                                  12


                                       2

<PAGE>

                         PART I - FINANCIAL INFORMATION
                    Item 1. Consolidated Financial Statements
                      URT INDUSTRIES, INC. AND SUBSIDIARIES
             Condensed Consolidated Balance Sheets January 1, 2000,
                       April 3, 1999 and December 26, 1998
                                  (unaudited)

<TABLE>
<CAPTION>
                                                                  January 1,       April 3,      December 26,
                               Assets                                2000            1999           1998
                                                                  -----------    -----------    -----------
<S>                                                               <C>                <C>          <C>
Current assets:
    Cash and cash equivalents                                     $ 1,612,139        927,982      1,870,908
    Marketable investment securities                                     --          439,640        590,664
    Inventories                                                     2,240,646      2,309,600      2,821,832
    Current portion due from officers/shareholders                     13,451         42,769         45,302
    Prepaid expenses and other current assets                         270,237        291,809        336,068
                                                                  -----------    -----------    -----------
            Total current assets                                    4,136,473      4,011,800      5,664,774
Property and equipment, net                                         1,218,845      1,249,289      1,358,404
Due from officers/shareholders                                            801          3,385          8,916
Other assets                                                          240,693        195,560        204,939
                                                                  -----------    -----------    -----------
                                                                  $ 5,596,812      5,460,034      7,237,033
                                                                  ===========    ===========    ===========
                    Liabilities and Shareholders' Equity

Current liabilities:
    Current portion of long-term obligations                      $    59,149        108,280        493,436
    Accounts payable                                                2,822,683      2,240,109      3,033,582
    Accrued liabilities                                               761,952        706,407      1,094,939
                                                                  -----------    -----------    -----------
            Total current liabilities                               3,643,784      3,054,796      4,621,957
Long-term obligations                                                 429,388        469,759        488,625
Deferred rent                                                          96,000         63,030         61,911
Minority interest in a subsidiary                                      37,005         49,121         90,436
                                                                  -----------    -----------    -----------
            Total liabilities                                       4,206,177      3,636,706      5,262,929
                                                                  -----------    -----------    -----------
Shareholders' equity:
    Common stock, $.01 par value; 30,000,000 shares authorized;
       15,317,454 shares issued                                       153,175        153,175        153,175
    Additional paid-in capital                                      5,542,152      5,542,152      5,542,152
    Retained deficit                                               (3,286,357)    (2,856,923)    (2,716,920)
    Accumulated other comprehensive income - net unrealized
       appreciation on investment securities                             --            3,259         14,032
                                                                  -----------    -----------    -----------
                                                                    2,408,970      2,841,663      2,992,439
    Treasury stock, 3,159,245 common shares, at cost               (1,018,335)    (1,018,335)    (1,018,335)
                                                                  -----------    -----------    -----------
            Total shareholders' equity                              1,390,635      1,823,328      1,974,104
Commitments and contingencies
                                                                  -----------    -----------    -----------
                                                                  $ 5,596,812      5,460,034      7,237,033
                                                                  ===========    ===========    ===========
</TABLE>


See accompanying notes to condensed consolidated financial statements.




                                       3
<PAGE>


                      URT INDUSTRIES, INC. AND SUBSIDIARIES
      Condensed Consolidated Statements of Operations and Retained Deficit
            Three months ended January 1, 2000 and December 26, 1998
                                   (Unaudited)

                                                     January 1,     December 26,
                                                        2000            1998
                                                     -----------    -----------
Net sales                                            $ 4,617,637      5,331,522
                                                     -----------    -----------
Costs and expenses:
    Cost of sales                                      2,710,500      3,141,285
    Selling, general and administrative expenses       1,724,241      1,890,707
    Depreciation and amortization                         29,930         59,014
                                                     -----------    -----------
                                                       4,464,671      5,091,006
          Income from operations                         152,966        240,516
                                                     -----------    -----------
Other (expense) income:
    Interest expense                                     (13,995)       (24,377)
    Interest income                                        3,608          6,387
    Other income                                            --           39,245
                                                     -----------    -----------
                                                         (10,387)        21,255
                                                     -----------    -----------
          Income before minority interest                142,579        261,771
Minority interest in net income of
  consolidated subsidiary                                 34,260         50,416
                                                     -----------    -----------
          Net income                                     108,319        211,355
Retained deficit, beginning of period                 (3,394,676)    (2,928,275)
                                                     -----------    -----------
Retained deficit, end of period                       (3,286,357)    (2,716,920)
                                                     ===========    ===========
Basic and diluted earnings per share                 $      0.01           0.02
                                                     ===========    ===========


See accompanying notes to condensed consolidated financial statements.


                                       4
<PAGE>


                      URT INDUSTRIES, INC. AND SUBSIDIARIES
      Condensed Consolidated Statements of Operations and Retained Deficit
             Nine months ended January 1, 2000 and December 26, 1998
                                   (Unaudited)

                                                    January 1,      December 26,
                                                       2000            1998
                                                   ------------    ------------
Net sales                                          $ 11,701,838      13,126,196
                                                   ------------    ------------
Costs and expenses:
    Cost of sales                                     6,845,172       7,796,882
    Selling, general and administrative expenses      5,163,741       5,633,225
    Depreciation and amortization                       126,939         176,523
                                                   ------------    ------------
                                                     12,135,852      13,606,630
          Loss from operations                         (434,014)       (480,434)
                                                   ------------    ------------
Other (expense) income:
    Interest expense                                    (42,700)        (81,764)
    Intereset income                                     35,164          31,412
    Other income                                           --            39,245
                                                   ------------    ------------
                                                         (7,536)        (11,107)
                                                   ------------    ------------
          Loss before minority interest                (441,550)       (491,541)
Minority interest in net (loss) income of
  consolidated subsidiary                                12,116         (15,140)
                                                   ------------    ------------
          Net loss                                     (429,434)       (506,681)
Retained deficit, beginning of period                (2,856,923)     (2,210,239)
                                                   ------------    ------------
Retained deficit, end of period                    $ (3,286,357)     (2,716,920)
                                                   ============    ============
Basic and diluted loss per share                          (0.04)          (0.04)
                                                   ============    ============


See accompanying notes to condensed consolidated financial statements.


                                       5
<PAGE>



                      URT INDUSTRIES, INC. AND SUBSIDIARIES
                 Condensed Consolidated Statements of Cash Flows
             Nine months ended January 1, 2000 and December 26, 1998
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                       January 1,      December 26,
                                                                           2000            1998
                                                                       -----------    -----------
<S>                                                                    <C>               <C>
Cash flows from operating activities:
    Net loss                                                           $  (429,434)      (506,681)
                                                                       -----------    -----------
    Adjustments  to  reconcile  net  loss  to net  cash
        provided by operating activities:
          Depreciation and amortization                                    126,939        176,523
          Deferred rent                                                     32,970           (923)
          Minority interest in net (loss) income of consolidated
            subsidiary                                                     (12,116)        63,140
          Change in assets and liabilities affecting cash flows from
            operating activities:
               (Increase) decrease in:
                   Inventories                                              68,954       (388,399)
                   Prepaid expenses and other current assets                21,572         50,980
                   Other assets                                            (45,133)        (3,287)
               Increase (decrease) in:
                   Accounts payable                                        582,574      1,018,908
                   Accrued liabilities                                      55,545        193,614
                                                                       -----------    -----------
                     Net cash provided by operating activities             401,871        603,875
                                                                       -----------    -----------
Cash flows from investing activities:
    Purchase of property and equipment                                     (96,496)      (170,594)
    Repayment of due from officers/shareholders                             31,902         28,806
    Purchase of marketable investment securities                              --       (1,032,621)
    Sales of marketable investment securities                              436,381      1,488,729
                                                                       -----------    -----------
                   Net cash provided by investing activities               371,787        314,320
                                                                       -----------    -----------
Cash flows from investing activities:
    Repayment of long-term debt                                            (89,501)      (328,385)
                                                                       -----------    -----------
                   Net cash used in financing activities                   (89,501)      (328,385)
                                                                       -----------    -----------
                   Net increase in cash and cash equivalents               684,157        589,810
Cash and cash equivalents, beginning of period                             927,982      1,281,098
                                                                       -----------    -----------
Cash and cash equivalents, end of period                               $ 1,612,139      1,870,908
                                                                       ===========    ===========
Supplemental disclosures of cash flow information:
    Cash paid during the period for interest                           $    42,700         28,600
                                                                       ===========    ===========
</TABLE>


See accompanying notes to condensed consolidated financial statements.


                                       6
<PAGE>


                      URT INDUSTRIES, INC. AND SUBSIDIARIES

              Notes to Condensed Consolidated Financial Statements

                      January 1, 2000 and December 26, 1998
                                   (Unaudited)


(1)  Basis of Financial Statement Presentation

     The accompanying unaudited condensed consolidated financial statements have
     been  prepared  in  accordance  with the  instructions  to Form  10-Q  and,
     therefore,  do not include all  footnotes and  information  necessary for a
     fair  presentation  of financial  position,  results of operations and cash
     flows in conformity with generally accepted accounting principles. However,
     in the opinion of management,  all adjustments  (consisting  only of normal
     recurring accruals) necessary for a fair presentation have been made.

     The  consolidated   financial   statements  include  the  accounts  of  URT
     Industries,   Inc.  (the  "Parent")  and  its  wholly  owned   nonoperating
     subsidiary,   and  its   majority-owned   operating   subsidiary,   Peaches
     Entertainment  Corporation  (87.5 percent of the outstanding stock of which
     was  owned  by  the  Parent,  as  of  January  1,  2000).  All  significant
     intercompany  accounts  have  been  eliminated.  Reference  to the  Company
     encompasses all or any of the aforementioned entities.

     It is suggested  that the  accompanying  unaudited  condensed  consolidated
     financial  statements be read in conjunction with the financial  statements
     and notes included in the Company's annual report on Form 10-K for the year
     ended April 3, 1999.

     The results of operations  for the nine months ended  January 1, 2000,  are
     not necessarily  indicative of the operating results to be expected for the
     year ending April 1, 2000.  The  Company's  business is seasonal in nature,
     with the highest  sales and  earnings  historically  occurring in the third
     quarter of the fiscal year, which includes the holiday selling season.

     Inventories,  which consist of compact discs,  tapes and  accessories,  are
     stated at the lower of cost (principally average) or market.

     Certain  reclassifications  have been made to the (unaudited)  December 26,
     1998 quarterly financial information to conform to the presentation used in
     the (unaudited) January 1, 2000 financial information.

(2)  Earnings Per Share

     In December  1997,  the Company  adopted the  provisions  of  Statement  of
     Financial  Accounting  Standards No. 128,  "Earnings Per Share" ("Statement
     128"),  which  establishes  new  standards  for  computing  and  presenting
     earnings per share  ("EPS").  Earnings per share for all prior periods have
     been restated to reflect the provisions of this Statement.

     Basic and diluted  loss per share have been  computed by dividing net loss,
     by the weighted average number of shares outstanding during the period.


                                                                     (continued)

                                       7
<PAGE>

       Basic and diluted loss per share were calculated as follows:

                                            Nine months       Nine months
                                               ended             Ended
                                            -------------    -------------
                                              January 1,     December 26,
                                                 2000           1998

     Basic and diluted:
          Net loss                         $       (429,434)      (506,681)
                                           ================    ===========

          Weighted average shares                12,158,209     12,158,209
                                           ================    ===========

     Basic and diluted loss per share                 (0.04)         (0.04)
                                           ================    ===========


(3)  Marketable Securities

     The  Company's  marketable  securities  consist  of equity  securities  and
     Treasury   bills,   and  are  considered   available  for  sale  with  cost
     approximating    fair    market    value.    Securities    classified    as
     available-for-sale  are reported at fair market value with unrealized gains
     and losses included in stockholders' equity.  Realized gains and losses are
     included in interest and other income.

(4)  Income Taxes

     The Company follows Statement of Financial Accounting Standard ("SFAS") No.
     109,  Accounting  for Income Taxes.  The Company files a  consolidated  tax
     return  with its  subsidiaries.  Any  applicable  tax charge or credits are
     allocated  on a separate  return  basis.  For the nine month  period  ended
     January 1, 2000, there was no provision for income taxes as the Company has
     excess net operating loss carryforwards for federal income tax purposes.


                                                                     (continued)

                                       8
<PAGE>


                              URT INDUSTRIES, INC.


Item 2. Management's Discussions and Analysis of Financial Condition and Results
        of  Operations  for  the Three Months and  Nine Months Ended  January 1,
        2000, Compared to the Nine Months ended December 26, 1998.

From  time to  time,  the  Company  may make  certain  statements  that  contain
"forward-looking"  information (as defined in the Private Securities  Litigation
Reform  Act  of  1995).  Words  such  as  "believe,"  "anticipate,"  "estimate,"
"project" and similar expressions are intended to identify such  forward-looking
statements.  Forward-looking  statements may be made by management  orally or in
writing,  including,  but not  limited  to, in press  releases,  as part of this
Management's  Discussion  and  Analysis of  Financial  Condition  and Results of
Operations  and as a part of  other  sections  of this  Annual  Report  or other
filings.   Readers  are  cautioned   not  to  place  undue   reliance  on  these
forward-looking  statements,  which speak only as of their respective dates, and
are subject to certain risks, uncertainties and assumptions.  Should one or more
of these risks or  uncertainties  materialize,  or should any of the  underlying
assumptions prove incorrect, actual results of current and future operations may
vary materially from those anticipated, estimated or projected.

                              RESULTS OF OPERATIONS

Sales.  The Company's net sales decreased during the third quarter ended January
1, 2000 of the  Company's  fiscal  year ended  April 1, 2000 by $713,885 or 13.4
percent compared to the third quarter of fiscal 1999. Comparable store sales for
the third quarter were down 7.9 percent.  Sales for the thirty-nine  weeks ended
January 1, 2000  decreased by  $1,424,358 or 10.9 percent which is primarily due
to the fact the Company  operated one more store in the third  quarter of fiscal
1999 as well as the fact that comparable  sales for the thirty-nine  weeks ended
January 1, 2000 were down 6.3 percent.

Cost of  Sales.  The  Company's  cost of  sales  as a  percentage  of net  sales
decreased from 58.9 percent in the previous year's third quarter to 58.7 percent
for the third quarter ended January 1, 2000, as well as from 59.4 percent in the
previous  year's first  thirty-nine  weeks to 58.5 percent in the current year's
thirty-nine  weeks ended  January 1, 2000.  The  decreases in cost of sales as a
percentage of sales are primarily  attributable  to increases in certain  retail
prices.

Selling,  General  and  Administrative.   Selling,  general  and  administrative
("SG&A")  expenses,  including  depreciation,  increased as a percentage  of net
sales to 37.9 percent for the third  quarter  ended  January 1, 2000 compared to
36.6  percent  in the prior  year  third  quarter.  The  increase  is  primarily
attributable  the decrease in net sales offset by a decrease in comparable store
expenses of 2.2 percent.  Selling, general and administrative expenses including
depreciation,  expressed as a percentage of net sales  increased to 45.2 percent
for the thirty-nine  weeks ended January 1, 2000 compared to 44.2 percent in the
thirty-nine   weeks  ended   December  26,  1998.   The  increase  is  primarily
attributable  to the  decrease in net sales  offset by a decrease in  comparable
store  expenses  of 2.0  percent  and a decrease  in  corporate  overhead of 1.9
percent.

Net Income (Loss). The Company had net income of approximately  $108,000 for the
third  quarter  ended  January 1, 2000  compared to net income of  approximately
$211,000 for the third  quarter  ended  December 26, 1998.  The decreased in net
income is primarily  attributable to the decrease in net sales discussed  above.
The net loss for the thirty-nine  weeks ended January 1, 2000 was  approximately
$429,000  compared to a net loss of  approximately  $507,000 for the thirty-nine
weeks  ended   December  26,  1998.  The  decrease  in  net  loss  is  primarily
attributable to an increase in gross profit  percentage,  a decrease in interest
expense,  a reduction in corporate overhead offset by the decrease in comparable
store sales.


                                                                     (continued)

                                       9
<PAGE>


                              URT INDUSTRIES, INC.


                         LIQUIDITY AND CAPITAL RESOURCES


LIQUIDITY AND CAPITAL RESOURCES

Liquidity  and  Capital  Resources.  Cash  generated  from  operations  and cash
equivalents   are  the  Company's   primary  source  of  liquidity.   Management
anticipates  that the cash generated from  operations,  cash equivalents on hand
and financing will provide  sufficient  liquidity to maintain  adequate  working
capital for operations. Management anticipates that it would use funds generated
from  operations  as well as  possible  financing,  for the  opening  of any new
stores,  which it may plan to open. For a discussion of uncertainties  affecting
the  Company's  liquidity  and capital  resources,  see note 3 to the  financial
statements on form 10-K for the year ended April 3, 1999.

Long-Term Obligations. At January 1, 2000, the Company had long-term obligations
of  $429,388.  Management  anticipates  that its ability to repay its  long-term
obligations  will be  satisfied  primarily  through  funds  generated  from  its
operations.

                                  OTHER MATTERS

Impact of  Inflation.  Although  the Company  cannot  accurately  determine  the
precise  effect of  inflation  on its  operations,  management  does not believe
inflation  has had a material  effect on the results of  operations  in the last
three  fiscal  years.  When the cost of  merchandise  items has  increased,  the
Company has been able to pass the increase on to its customers.

Seasonality.  The  Company's  business is  seasonal in nature,  with the highest
sales and earnings  historically  occurring in the third fiscal  quarter,  which
includes the Christmas selling season.

Year 2000  Compliance.  The Year 2000 Issue is the result of  computer  programs
being written using two digits rather than four to define the  applicable  year.
Any of the Company's  computer  programs that have  data-sensitive  software may
recognize a date using "00" as year 1900  rather than the year 2000.  This could
result in a system failure or miscalculations causing disruptions of operations.
The Company has assessed that it is required to upgrade portions of its software
which was  originally  purchased  from  outside  vendors,  so that its  computer
systems will properly  utilize dates beyond  December 31, 1999.  The Company has
purchased its upgraded software and testing and  implementation was completed in
November  1999.  The  cost  of  the  upgrade  of  the  Company's   software  was
approximately  $20,000.  The cost of new  hardware  was  approximately  $40,000.
Additionally,  the Company is dependent on basic public infrastructure,  such as
telecommunications  and utilities,  in order to function  normally.  Significant
long-term  interruptions of this infrastructure  could have an adverse effect on
the operations of the Company. Additionally, the Company must rely on assurances
from suppliers and vendors that their information  systems and key services will
be Year 2000 compliant,  and the Company currently has no practical alternatives
if these major suppliers experience problems. Therefore, even if the Company, in
a timely manner,  successfully  implements the necessary changes to its computer
systems,  some  problems may not be  identified  or corrected in time to prevent
material  adverse  consequences or business  interruptions  to the Company,  and
there can be no  absolute  assurance  that there will not be a material  adverse
effect on the Company's operations, liquidity or financial condition as a result
of the Year 2000 issue.  The Company has not had any failures or  disruptions to
its financial and operating systems as of the date of this filing.



                                                                     (continued)

                                       10
<PAGE>


                              URT INDUSTRIES, INC.

                                OTHER INFORMATION


PART II

Item 6.  Exhibits and Reports on Form 8-K

     (a)  Exhibits

          27.0 Financial Data Schedule

     (b)  Reports on Form 8-K

          None


                                                                     (continued)

                                       11
<PAGE>


                              URT INDUSTRIES, INC.


                                   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 thereunto duly authorized.


                                  URT INDUSTRIES, INC.
                                  Registrant


Date:
                                  ---------------------------------------------
                                  Allan Wolk, Chairman of the Board, President
                                  (Principal Executive Officer)



Date:
                                  ---------------------------------------------
                                  Jason Wolk, Executive Vice President,
                                  Chief Financial Officer
                                  (Principal Financial and Accounting Officer)


                                       12