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 December 27, 1997                   Commission File No. 0-6882


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


                     Florida                                  59-1167907
(State or Other Jurisdiction of Incorporation or      (I.R.S. Employer I.D. No.)
                  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 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 December 27, 1997, there were outstanding:


10,857,068  shares of Class A common stock  
 1,301,141  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-December 27, 1997 
               (Unaudited) and March  29, 1997                                3

          Condensed  Consolidated  Statements  of  Operations  and 
               Retained  Deficit-Three Months Ended December 27, 1997 
               and December 28, 1996 (Unaudited)                              4

          Condensed  Consolidated  Statements  of  Operations  and  
               Retained  Deficit-Nine Months Ended December 27, 1997 
               and December 28, 1996 (Unaudited)                              5

          Condensed  Consolidated  Statements of Cash Flows-Nine Months 
               Ended December 27, 1997 and December 28, 1996 (Unaudited)      6

          Notes to Condensed Consolidated Financial Statements                7

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

PART II. OTHER INFORMATION

     Item 6.  Exhibits and Reports on Form 8-K                               12

SIGNATURES                                                                   13


                                      -2-
<PAGE>




                         PART I - FINANCIAL INFORMATION

                    Item 1. Consolidated Financial Statements

                      URT INDUSTRIES, INC. AND SUBSIDIARIES

                     Condensed Consolidated Balance Sheets

                      December 27, 1997 and March 29, 1997

<TABLE>
<CAPTION>
                              Assets                    December 27,      March 29,
                              ------                        1997            1997
                                                            ----            ----
                                                        (unaudited)
<S>                                                     <C>              <C>      
Current assets:
     Cash and cash equivalents                          $ 2,233,147      3,130,516
     Marketable investment securities                     1,117,511           --
     Inventories                                          2,762,829      2,855,494
     Current portion due from officers/shareholders          30,832         30,832
     Prepaid expenses and other current assets              318,580        332,954
                                                        -----------    -----------

                   Total current assets                   6,462,899      6,349,796

Property and equipment, net                               1,319,482      1,459,084
Due from officers/shareholders                               53,093         77,885
Other assets                                                267,037        181,290
                                                        -----------    -----------

                                                        $ 8,102,511      8,068,055
                                                        ===========    ===========
                Liabilities and Shareholders' Equity

Current liabilities:
     Current portion of long-term obligations               758,510        730,239
     Accounts payable                                     2,419,098      1,371,869
     Accrued liabilities                                  1,197,122      1,073,376
                                                        -----------    -----------
                   Total current liabilities              4,374,730      3,175,484

Long-term obligations                                       982,061      1,337,190
Deferred rent                                                68,545        156,036
Minority interest in a subsidiary                            38,276         57,730
                                                        -----------    -----------

                   Total liabilities                      5,463,612      4,726,440
                                                        -----------    -----------

Shareholders' equity:
     Common stock, $.01 par value; 30,000,000 shares
        authorized;  15,317,454 shares issued               153,175        153,175
     Additional paid-in capital                           5,542,152      5,542,152
     Retained deficit                                    (2,038,093)    (1,335,377)
                                                        -----------    -----------

                                                          3,657,234      4,359,950

     Treasury stock, 3,159,245 common shares, at cost    (1,018,335)    (1,018,335)
                                                        -----------    -----------

                   Total shareholders' equity             2,638,899      3,341,615

Commitments and contingencies
                                                        -----------    -----------
                                                        $ 8,102,511      8,068,055
                                                        ===========    ===========
</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 December 27, 1997 and December 28, 1996
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                                    December 27,   December 28,
                                                                        1997           1996
                                                                        ----           ----

<S>                                                                 <C>              <C>      
Net sales                                                           $ 5,116,742      5,360,117
                                                                    -----------    -----------

Costs and expenses:
     Cost of sales                                                    3,156,675      3,368,983
     Selling, general and administrative                              1,725,403      2,003,456
     Depreciation and amortization                                       66,996         68,520
                                                                    -----------    -----------

                                                                      4,949,074      5,440,959

        Income (loss) from operations                                   167,668        (80,842)
                                                                    -----------    -----------

Other (charges) credits:
     Interest expense                                                   (41,200)       (17,908)
     Interest income                                                     18,793        145,940
                                                                    -----------    -----------

                                                                        (22,407)       128,032
                                                                    -----------    -----------

        Income before reorganization costs, income taxes and
           minority interest                                            145,261         47,190

Reorganization costs:
     Professional fees                                                     --         (107,722)
                                                                    -----------    -----------

        Income (loss) before income taxes and minority interest         145,261        (60,532)

Provision for income taxes                                                 --             --
                                                                    -----------    -----------
        Income (loss) before minority interest                          145,261        (60,532)

Minority interest in net income (loss) of consolidated subsidiary        16,638         (5,887)
                                                                    -----------    -----------

        Net income (loss)                                               128,623        (54,645)

Retained deficit, beginning of period                                (2,166,716)    (1,272,768)
                                                                    -----------    -----------

Retained deficit, end of period                                     $(2,038,093)    (1,327,413)
                                                                    ===========    ===========

Basic and diluted earnings per share (note 3)                       $       .01           (.01)
                                                                    ===========    ===========
</TABLE>

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 December 27, 1997 and December 28, 1996
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                             December 27,    December 28,
                                                                 1997            1996
                                                                 ----            ----
<S>                                                          <C>               <C>       
Net sales                                                    $ 13,049,605      13,553,987
                                                             ------------    ------------

Costs and expenses:
     Cost of sales                                              8,057,685       8,672,179
     Selling, general and administrative                        5,419,910       5,838,986
     Depreciation and amortization                                200,988         222,997
                                                             ------------    ------------

                                                               13,678,583      14,734,162
                                                             ------------    ------------
        Loss from operations                                     (628,978)     (1,180,175)
                                                             ------------    ------------

Other (charges) credits:
     Interest expense                                            (130,592)        (54,839)
     Interest income                                               81,400         236,150
                                                             ------------    ------------

                                                                  (49,192)        181,311
                                                             ------------    ------------

        Loss before reorganization costs, income taxes and
           minority interest                                     (678,170)       (998,864)

Reorganization costs:
     Professional fees                                            (44,000)       (302,798)
                                                             ------------    ------------

        Loss before income taxes and minority interest           (722,170)     (1,301,662)

Provision for income taxes                                           --              --
                                                             ------------    ------------
        Loss before minority interest                            (722,170)     (1,301,662)

Minority interest in net loss of consolidated subsidiary          (19,454)       (147,840)
                                                             ------------    ------------

        Net loss                                                 (702,716)     (1,153,822)

Retained deficit, beginning of period                          (1,335,377)       (173,591)
                                                             ------------    ------------

Retained deficit, end of period                              $ (2,038,093)     (1,327,413)
                                                             ============    ============

Basic and diluted earnings per share (note 3)                $       (.06)           (.09)
                                                             ============    ============
</TABLE>


See accompanying notes to condensed consolidated financial statements.



                                      -5-
<PAGE>


                      URT INDUSTRIES, INC. AND SUBSIDIARIES

                 Condensed Consolidated Statements of Cash Flows

            Nine months ended December 27, 1997 and December 28, 1996
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                                                   December 27,   December 28,
                                                                                       1997          1996
                                                                                       ----          ----
<S>                                                                                <C>             <C>        
Cash flows from operating activities:
     Net loss                                                                      $  (702,716)    (1,153,822)
                                                                                   -----------    -----------
     Adjustments to reconcile net loss to net cash provided by operating
        activities:
           Depreciation and amortization                                               200,988        222,997
           Deferred rent                                                               (87,492)       (15,558)
           Minority interest in net loss of subsidiary                                 (19,454)      (147,840)
           Changes in assets and liabilities affecting cash flows from operating
               activities:
                  (Increase) decrease in:
                    Inventories                                                         92,665         46,078
                    Prepaid expenses and other current assets                           14,374        105,270
                    Other assets                                                       (85,747)        16,149
                  Increase (decrease) in:
                    Accounts payable                                                 1,047,229        806,435
                    Accrued liabilities                                                123,746        420,864
                                                                                   -----------    -----------

                        Net cash provided by operating activities                      583,593        300,573
                                                                                   -----------    -----------

Cash flows from investing activities:
     Purchase of property and equipment                                                (61,385)       (31,546)
     Repayment of due from officers/shareholders                                        24,792         26,907
     Purchase of marketable investment securities                                   (2,624,267)          --
     Sales of marketable investment securities                                       1,506,756      1,761,336
                                                                                   -----------    -----------

                        Net cash (used in) provided by investing
                            activities                                              (1,154,104)     1,756,697
                                                                                   -----------    -----------

Cash flows from financing activities:
     Repayment of long-term obligations                                               (326,858)      (100,210)
                                                                                   -----------    -----------

                        Net cash used in financing activities                         (326,858)      (100,210)
                                                                                   -----------    -----------

                        Net (decrease) increase in cash and cash
                            equivalents                                               (897,369)     1,957,060

Cash and cash equivalents, beginning of period                                       3,130,516      3,258,061
                                                                                   -----------    -----------

Cash and cash equivalents, ending of period                                        $ 2,233,147      5,215,121
                                                                                   ===========    ===========

Supplemental disclosures of cash flow information:
     Cash paid during the period for interest                                      $   115,722         54,839
                                                                                   ===========    ===========
</TABLE>

See accompanying notes to condensed consolidated financial statements.



                                      -6-
<PAGE>



                      URT INDUSTRIES, INC. AND SUBSIDIARIES

              Notes to Condensed Consolidated Financial Statements

                     December 27, 1997 and December 28, 1996

                                   (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  (93.5 percent of the outstanding stock of which
     was  owned  by the  Parent,  as of  December  27,  1997).  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 consolidated financial
     statements and notes  included in the Company's  annual report on Form 10-K
     for the year ended March 29, 1997.

     The results of operations  for the nine months ended December 27, 1997, are
     not necessarily  indicative of the operating results to be expected for the
     year  ending  March  28,  1998.   The   Company's   business  is  seasonal.
     Historically, approximately 30 percent of the Company's sales have occurred
     in the third fiscal quarter.

     Certain  reclassifications  have been made to the (unaudited)  December 28,
     1996  quarterly  consolidated  financial  information  to  conform  to  the
     presentation   used  in  the   (unaudited)   December  27,  1997  quarterly
     consolidated financial information.

(2)  Reorganization and Emergence From Chapter 11

     On  January  16,  1996  (the  "Petition   Date"),   Peaches   Entertainment
     Corporation  commenced  reorganization  proceedings under Chapter 11 of the
     United  States  Bankruptcy  Code.  An amended  plan of  reorganization  was
     confirmed by the  Bankruptcy  Court on January 17, 1997 (the  "confirmation
     date"),  and became  effective  February  3, 1997 (the  "effective  date"),
     subject to satisfaction of certain conditions which were satisfied February
     19, 1997.  All of the allowed claims were either paid on the effective date
     or are  reflected in current and  long-term  obligations  in the  financial
     statements,  payable  primarily  over a two year period from the  effective
     date.  The mortgage  holder will receive 100 percent of the allowed  claim,
     with interest,  except the balloon payment was extended from September 1997
     to September 2002.

(3)  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



                                      -7-
<PAGE>



                      URT INDUSTRIES, INC. AND SUBSIDIARIES

              Notes to Condensed Consolidated Financial Statements


     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  earnings per share have
     been computed by dividing net income (loss) by the weighted  average number
     of shares  outstanding during the period. The two-class method of computing
     earnings per share was not utilized as both classes of the Company's common
     stock are  identical,  except that each class votes  separately so that all
     matters  requiring  the vote of  stockholders  require the approval of both
     classes of common stock voting as separate classes.  Accordingly,  earnings
     per share is identified for each class of stock.

     The following are reconciliations of the numerators and denominators of the
     basic and diluted earnings per share computations for net income (loss) for
     the three and nine month periods  ended  December 27, 1997 and December 28,
     1996, respectively.

     Basic and diluted earnings per share were calculated as follows:

<TABLE>
<CAPTION>
                                       Three months ended                    Nine months ended
                                  -----------------------------       -----------------------------
                                   December 27,    December 28,        December 27,    December 28,
                                       1997            1996                1997            1996
Basic:
<S>                               <C>                <C>                 <C>            <C>        
     Net income (loss)            $     128,623         (54,645)           (702,716)    (1,153,822)
                                  =============   =============       =============    ===========
                                                                                       
     Weighted average shares         12,158,209      12,158,209          12,158,209     12,158,209
                                  =============   =============       =============    ===========
                                                                                       
     Basic earnings per share     $         .01            (.01)               (.06)          (.09)
                                  =============   =============       =============    ===========
                                                                                       
Diluted:                                                                               
     Net income (loss)            $     128,623         (54,645)           (702,716)    (1,153,822)
                                  =============   =============       =============    ===========
                                                                                       
     Weighted average shares         12,158,209      12,158,209          12,158,209     12,158,209
                                  =============   =============       =============    ===========
                                                                                       
     Diluted earnings per share   $         .01            (.01)               (.06)          (.09)
                                  =============   =============       =============    ===========
</TABLE>


(4)  Marketable Securities
                                                                              
     The Company's debt and equity securities are considered  available-for-sale
     at December 27,  1997.  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
     income.



                                      -8-
<PAGE>



                      URT INDUSTRIES, INC. AND SUBSIDIARIES

              Notes to Condensed Consolidated Financial Statements



(5)  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.  For the nine-month period ended December 27,
     1997, there was no (benefit)  provision for income taxes as the Company had
     net operating loss carryforwards for federal income tax purposes.

(6)  Year 2000 Impact

     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 date-sensitive software may recognize
     a date using "00" as the 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 will be 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. These upgrades are currently available,  and the Company
     believes that these upgrades will not have a material impact on the ongoing
     results of operations  or financial  position of the Company.  However,  if
     such  modifications  and  conversions are not possible or are not completed
     timely,  the Year 2000 Issue could have a material impact on the operations
     of the Company.

     In  addition,  the  Company  is  assessing  the  status  of its  suppliers'
     resolution of their potential Year 2000 problems,  and what impact, if any,
     it will have on the Companies' ongoing results of operations.

(7)  Subsequent Event

     In  January  1998,  the  Company  entered  into a lease  agreement  for the
     operation of a new store in Orlando,  Florida.  This will be the  Company's
     fourth  store in the  Orlando  area.  This store is expected to open either
     late in the Company's  fourth  quarter ending March 28, 1998 or early first
     quarter of the next fiscal year.



                                      -9-
<PAGE>



                      URT INDUSTRIES, INC. AND SUBSIDIARIES



                                         
Item  2.  Management's  Discussions  and  Analysis of  Financial  Condition  and
          Results of  Operations  for the Nine Months  Ended  December 27, 1997,
          Compared to the Nine Months ended December 28, 1996.

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 this filing 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

Net sales for the nine months ended December 27, 1997 (such nine month period is
hereafter referred to as "1997") decreased by approximately 3.7 percent compared
to the nine months ended  December 28, 1996 (such nine month period is hereafter
referred to as "1996").  Such decrease is attributed to a decrease in comparable
store sales (1.8  percent),  and a decrease  due to a store  closing  during the
Company's third quarter of 1997 (1.9 percent).

The cost of sales for 1997 was lower  than  that for 1996 due  principally  to a
decrease in net sales.  Cost of sales as a percentage of net sales has decreased
from 64.0 percent in 1996 to 61.7 percent in 1997 primarily due to the fact that
the  Company  began to receive  discounts  associated  with  normal  trade terms
throughout  1997,  increases  in other  purchase  discounts  and an  increase in
certain retail selling prices.

Selling,  general and  administrative  (SG&A)  expenses in 1997 decreased by 7.2
percent  compared  to 1996.  Such  decrease  is  attributable  to a decrease  in
comparable  store expenses (5.5 percent),  and a decrease due to a store closing
during the  Company's  third quarter of 1997 (1.8  percent).  SG&A expenses as a
percentage of net sales  decreased  from 43.1 percent in 1996 to 41.5 percent in
1997 due to overhead reductions.

Recently,  Peaches primary suppliers have taken steps to help protect the retail
marketplace  from certain low cost  retailers of music.  These steps include not
disbursing  cooperative  advertising funds to retailers which engage in low cost
selling  practices in violation of the minimum  advertised  pricing  policies of
such suppliers.  Management believes that such initiatives,  in combination with
the other factors  mentioned above, have helped the Company to restore itself to
a more competitive position. Other factors which, in management's opinion, which
have helped the Company to restore itself to a more competitive position are the
closing of the six  unprofitable  stores  which were  closed  during  1996,  the
closing of the former  headquarters  and  warehouse,  the  termination  of other
unprofitable business arrangements and concentration on advantages which Peaches
has over certain of its competitors, including large inventory, convenient store
locations and a high level of customer  service,  which  includes the ability of
the customer to sample  virtually all music before  purchasing  and an extremely
efficient special order program.

The Company incurred a net loss of  approximately  $703,000 in 1997 versus a net
loss  of  approximately  $1,154,000  in  1996.  The  reduction  in net  loss  is
attributed to an increase in gross profit  percentage and a decrease in expenses
as discussed above.



                                      -10-
<PAGE>



                      URT INDUSTRIES, INC. AND SUBSIDIARIES



Liquidity and Capital Resources

The Company had working  capital of  $2,088,169 at December 27, 1997 compared to
working  capital of  $3,174,312 at March 29, 1997 and a current ratio (the ratio
of total current  assets to total current  liabilities)  of 1.5 to 1 at December
27, 1997  compared to a current ratio of 2.0 to 1 at March 29, 1997. At December
27,  1997,  the  Company  had  long-term  obligations  of  $982,061.  Management
anticipates  that  its  ability  to  repay  its  long-term  obligations  will be
satisfied primarily through funds generated from its operations.

Management  anticipates that cash generated from operations and cash equivalents
on hand will provide  sufficient  liquidity to maintain adequate working capital
for operations.  Management would attempt to obtain financing for the opening of
any new stores during the next few years.

Inflation trends have not had an impact upon revenue because  increases in costs
have been passed along to customers.

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

For  a  discussion  of  recent  developments  and  uncertainties  affecting  the
Company's  liquidity and capital  resources,  see notes 2 and 3 (Confirmation of
Amended Plan of Reorganization and Liquidity) to the financial  statements which
are  included  in the  Company's  annual  report on Form 10-K for the year ended
March 29, 1997.

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  date-sensitive  software may recognize a date using
"00" as the 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 will be 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.  These upgrades are currently
available, and the Company believes that these upgrades will not have a material
impact on the  ongoing  results  of  operations  or  financial  position  of the
Company.  However, if such modifications and conversions are not possible or are
not completed  timely,  the Year 2000 Issue could have a material  impact on the
operations of the Company.

In addition, the Company is assessing the status of its suppliers' resolution of
their potential Year 2000 problems, and what impact, if any, it will have on the
Companies' ongoing results of operations.

In February 1997, the FASB issued Statement of Financial Accounting Standard No.
128,  "Earnings  Per Share"  ("Statement  128").  Statement 128 is effective for
financial  statements  issued  for  periods  ending  after  December  15,  1997.
Statement 128  establishes  standards for computing and presenting  earnings per
share  ("EPS"),  simplifies  the  standards  previously  found  in APB  No.  15,
"Earnings Per Share," and makes them comparable to international  EPS standards.
In December 1997, the Company adopted the provisions of Statement 128.  Earnings
per share for all prior periods have been restated to reflect the  provisions of
this Statement.

In January 1998, the Company entered into a lease agreement for the operation of
a new store in Orlando,  Florida. This will be the Company's fourth store in the
Orlando area. This store is expected to open either late in the Company's fourth
quarter  ending  March 28, 1998 or early first  quarter of the next fiscal year.
The Company  will use mostly cash  generated  from  operations  and partial bank
financing to build the new store.



                                      -11-
<PAGE>



                      URT INDUSTRIES, INC. AND SUBSIDIARIES


                                OTHER INFORMATION


Item 6.   Exhibits and Reports on Form 8-K

          (a)  Exhibits
          
               27.0 Financial Data Schedule

          (b)  Reports on Form 8-K

               The Company  filed a Report on Form 8-K on or about  February 10,
          1998 and an  additional  Report on Form 8-K on or about  November  12,
          1997 for the purpose of  reporting a filing delay with respect to this
          Form 10-Q and a prior Form 10-Q.





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<PAGE>



                      URT INDUSTRIES, INC. AND SUBSIDIARIES


                                   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: 2/27/98                      /s/ Allan Wolk
      -------------------          --------------------------------------------
                                   Allan Wolk, Chairman of the Board, President
                                   (Principal Executive Officer)


Date: 2/27/98                      /s/ Jason Wolk
      -------------------          --------------------------------------------
                                   Jason Wolk, Executive Vice President,
                                   Chief Financial Officer
                                   (Principal Financial and Accounting Officer)







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