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 September 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 (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 September 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 -
       September 27, 1997 (Unaudited) and March 29, 1997                      3

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

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

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

       Notes to Condensed Financial Statements                                8

   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


<PAGE>



                         PART I - FINANCIAL INFORMATION

                    Item 1. Consolidated Financial Statements

                      URT INDUSTRIES, INC. AND SUBSIDIARIES
                      Condensed Consolidated Balance Sheets

                      September 27, 1997 and March 29, 1997

<TABLE>
<CAPTION>
                              Assets                    September 27,     March 29,
                                                            1997            1997
                                                            ----            ----
                                                        (unaudited)
<S>                                                     <C>              <C>
Current assets:
     Cash and cash equivalents                          $ 1,255,651      3,130,516
     Marketable investment securities                     1,272,342           --
     Inventories                                          2,813,055      2,855,494
     Current portion due from officers/shareholders          30,832         30,832
     Prepaid expenses and other current assets              269,998        332,954
                                                        -----------    -----------

                   Total current assets                   5,641,878      6,349,796

Property and equipment, net                               1,356,397      1,459,084
Due from officers/shareholders                               61,522         77,885
Other assets                                                187,567        181,290
                                                        -----------    -----------

                                                        $ 7,247,364      8,068,055
                                                        ===========    ===========
                Liabilities and Shareholders' Equity

Current liabilities:
     Current portion of long-term obligations               757,978        730,239
     Accounts payable                                     1,756,630      1,371,869
     Accrued liabilities                                    975,620      1,073,376
                                                        -----------    -----------
                   Total current liabilities              3,490,228      3,175,484

Long-term obligations                                     1,091,663      1,337,190
Deferred rent                                               133,559        156,036
Minority interest in a subsidiary                            21,638         57,730
                                                        -----------    -----------

                   Total liabilities                      4,737,088      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                                    (2,166,716)    (1,335,377)
                                                        -----------    -----------

                                                          3,528,611      4,359,950

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

                   Total shareholders' equity             2,510,276      3,341,615

Commitments and contingencies
                                                        -----------    -----------
                                                        $ 7,247,364      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 September 27, 1997 and September 28, 1996
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                           September 27,  September 28,
                                                               1997           1996
                                                               ----           ----
<S>                                                        <C>              <C>
Net sales                                                  $ 3,808,512      3,888,049
                                                           -----------    -----------

Costs and expenses:
     Cost of sales                                           2,347,920      2,479,044
     Selling, general and administrative expenses            1,935,043      1,878,736
     Depreciation and amortization                              67,339         75,663
                                                           -----------    -----------
                                                             4,350,302      4,433,443


        Loss from operations                                  (541,790)      (545,394)
                                                           -----------    -----------

Other (expense) income:
     Interest expense                                          (43,615)       (18,318)
     Interest income                                            39,265         37,051
                                                           -----------    -----------

                                                                (4,350)        18,733
                                                           -----------    -----------

        Loss before reorganization costs, income
           taxes and minority interest                        (546,140)      (526,661)

Reorganization costs:
     Professional fees                                            --          (97,538)
                                                           -----------    -----------

        Loss before income taxes and minority
           interest
                                                              (546,140)      (624,199)

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

        Loss before minority interest                         (546,140)      (624,199)
                                                           -----------    -----------
Minority interest in net loss of consolidated subsidiary       (21,496)       (73,035)
                                                           -----------    -----------

        Net loss                                              (524,644)      (551,164)

Retained deficit, beginning of period                       (1,642,072)      (721,604)
                                                           -----------    -----------

Retained deficit, end of period                            $(2,166,716)    (1,272,768)
                                                           ===========    ===========

           Net loss per common share                       $      (.04)          (.05)
                                                           ===========    ===========
</TABLE>

See accompanying notes to condensed consolidated financial statements.


                                       -4-

<PAGE>



                      URT INDUSTRIES, INC. AND SUBSIDIARIES

      Condensed Consolidated Statements of Operations and Retained Deficit

           Six months ended September 27, 1997 and September 28, 1996
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                           September 27,  September 28,
                                                               1997           1996
                                                               ----           ----
<S>                                                        <C>            <C>      
Net sales                                                  $ 7,932,863      8,193,870
                                                           -----------    -----------

Costs and expenses:
     Cost of sales                                           4,901,010      5,303,196
     Selling, general and administrative expenses            3,694,507      3,835,530
     Depreciation and amortization                             133,992        154,477
                                                           -----------    -----------
                                                             8,729,509      9,293,203


        Loss from operations                                  (796,646)    (1,099,333)
                                                           -----------    -----------

Other (expense) income:
     Interest expense                                          (89,392)       (36,931)
     Interest income                                            62,607         90,210
                                                           -----------    -----------

                                                               (26,785)        53,279
                                                           -----------    -----------

        Loss before reorganization costs, income
            taxes and minority interest                       (823,431)    (1,046,054)

Reorganization costs:
     Professional fees                                         (44,000)      (195,076)
                                                           -----------    -----------

        Loss before income taxes and minority interest
                                                              (867,431)    (1,241,130)

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

        Loss before minority interest                         (867,431)    (1,241,130)

Minority interest in net loss of consolidated subsidiary       (36,092)      (141,953)
                                                           -----------    -----------

        Net loss                                              (831,339)    (1,099,177)

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

Retained deficit, end of period                            $(2,166,716)    (1,272,768)
                                                           ===========    ===========

           Net loss per common share                       $      (.07)          (.09)
                                                           ===========    ===========
</TABLE>

See accompanying notes to condensed consolidated financial statements.


                                       -5-


<PAGE>



                      URT INDUSTRIES, INC. AND SUBSIDIARIES

                 Condensed Consolidated Statements of Cash Flows

           Six months ended September 27, 1997 and September 28, 1996
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                   September 27,   September 28,
                                                                                        1997           1996
                                                                                        ----           ----
<S>                                                                                <C>             <C>
Cash flows from operating activities:
     Net loss                                                                      $  (831,339)    (1,099,177)
                                                                                   -----------    -----------

     Adjustments to reconcile net loss to net cash used in operating activities:
           Depreciation and amortization                                               133,992        154,477
           Deferred rent                                                               (22,477)        (8,673)
           Minority interest in net loss of consolidated subsidiary
                                                                                       (36,092)      (141,953)
           Change in assets and liabilities  affecting cash flows from operating
               activities:
                  (Increase) decrease in:
                    Inventories                                                         42,439      1,530,515
                    Prepaid expenses and other current assets                           62,956       (334,744)
                    Other assets                                                        (6,277)        14,666
                    Refundable income taxes                                               --             (702)
                  Increase (decrease) in:
                    Accounts payable                                                   384,761        555,463
                    Accrued liabilities                                                (97,756)       236,011
                    Liabilities subject to compromise                                     --       (1,693,812)
                                                                                   -----------    -----------

                        Net cash used in operating activities                         (369,793)      (787,929)
                                                                                   -----------    -----------
Cash flows from investing activities:
     Purchase of property and equipment                                                (31,305)       (31,546)
     Repayment of due from officers/shareholders                                        16,363         19,124
     Purchase of marketable investment securities                                   (1,417,365)          --
     Sales of marketable investment securities                                         145,023      1,176,627
                                                                                   -----------    -----------

                        Net cash (used in) provided by investing activities
                                                                                    (1,287,284)     1,164,205
                                                                                   -----------    -----------
Cash flows from investing activities:
     Repayment of long-term debt                                                      (217,788)       (67,799)
                                                                                   -----------    -----------

                        Net cash used in financing activities                         (217,788)       (67,799)
                                                                                   -----------    -----------

                        Net (decrease) increase in cash and cash
                            equivalents                                             (1,874,865)       308,477
</TABLE>


                                       -6-

<PAGE>



                      URT INDUSTRIES, INC. AND SUBSIDIARIES

           Condensed Consolidated Statements of Cash Flows (Continued)


<TABLE>
<CAPTION>
                                                            September 27,  September 28,
                                                                 1997          1996
                                                                 ----          ----
                                                             (Unaudited)

<S>                                                         <C>             <C>
Cash and cash equivalents, beginning of period                3,130,516     3,258,061
                                                            -----------   -----------

Cash and cash equivalents, end of period                    $ 1,255,651     3,566,538
                                                            ===========   ===========

Supplemental disclosures of cash flow information:
        Cash paid during the period for interest            $    38,811        36,931
                                                            ===========   ===========



Supplemental schedule of non-cash operating
    and investing activities relating to
     the reorganization:

     Liabilities subject to compromise March 30, 1996                     $ 5,671,434

           Less:  Inventory returns for credit                             (1,693,812)
                                                                          -----------

     Liabilities subject to compromise September 28, 1996                 $ 3,977,622
                                                                          ===========
</TABLE>


See accompanying notes to condensed consolidated financial statements.


                                       -7-

<PAGE>




                      URT INDUSTRIES, INC. AND SUBSIDIARIES

              Notes to Condensed Consolidated Financial Statements

                    September 27, 1997 and September 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  September  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 six months ended  September 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 21 percent of the Company's sales have occurred
     in the second fiscal quarter.

     Certain  reclassifications  have been made to the (unaudited) September 28,
     1996  quarterly  consolidated  financial  information  to  conform  to  the
     presentation  used  in the  (unaudited)  September  27,  1997  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)  Net Loss Per Common Share

     Net loss per common share was computed by dividing net loss by the weighted
     average number of total common shares outstanding during the periods.


                                       -8-

<PAGE>




                      URT INDUSTRIES, INC. AND SUBSIDIARIES

              Notes to Condensed Consolidated Financial Statements


(4)  Marketable Securities

     The Company's debt and equity securities are considered  available-for-sale
     at September  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.

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

(6)  New Accounting Pronouncement

     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.  The Company  will begin  disclosing  EPS in
     accordance with Statement 128 beginning with the quarter ended December 27,
     1997.


                                       -9-

<PAGE>



                      URT INDUSTRIES, INC. AND SUBSIDIARIES



Item    2.  Management's  Discussions  and Analysis of Financial  Condition  and
        Results of  Operations  for the Six Months  Ended  September  27,  1997,
        Compared to the Six Months ended September 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 six months ended  September 27, 1997 (such six month period is
hereafter referred to as "1997") decreased by approximately 3.2 percent compared
to the six months ended  September  28, 1996 (such six month period is hereafter
referred to as "1996").  Such decrease is attributed to a decrease in comparable
store sales (3.2 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 64.7 percent in 1996 to 61.8 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 4.1
percent  compared  to 1996.  Such  decrease  is  attributable  to a decrease  in
comparable  store  expenses  (4.9  percent),  offset by an increase in corporate
overhead (0.8  percent).  SG&A  expenses as a percentage of net sales  increased
from 48.3  percent in 1996 to 48.7  percent  in 1997 due to the fixed  nature of
certain  expenses  and the  decrease in net sales  offset by the  aforementioned
items.

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,  should help the Company to restore itself to
a competitive  position in  subsequent  fiscal years.  Other factors  which,  in
management's opinion, should help the Company to restore itself to a competitive
position in the future 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 as described herein 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.


                                      -10-

<PAGE>


                      URT INDUSTRIES, INC. AND SUBSIDIARIES


The Company incurred a net loss of  approximately  $831,000 in 1997 versus a net
loss of approximately  $1,099,000 in 1996. The significant reduction in net loss
is  attributed  to an  increase  in gross  profit  percentage  and a decrease in
expenses as discussed above.

Liquidity and Capital Resources

The Company had working  capital of $2,151,650 at September 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 1.6 to 1 at September
27, 1997 compared to a current ratio of 2.0 to 1 at March 29, 1997.

At September 27, 1997,  the Company had  long-term  obligations  of  $1,091,663.
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  to  the
(Confirmation of Amended Plan of Reorganization  and Liquidity)  included in the
Company's  annual  report  on Form  10-K  for the  year  ended  March  29,  1997
consolidated financial statements.

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.
The Company will begin disclosing EPS in accordance with Statement 128 beginning
with the quarter ended December 27, 1997.


                                      -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

          A Report on Form 8-K  dated  November  12,  1997 was filed on or about
          such date to report on the timing of this filing.


                                      -12-

<PAGE>



                                   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: 12/3/97                       /s/ Allan Wolk
                                    --------------------------------------------
                                    Allan Wolk, Chairman of the Board, President
                                    (Principal Executive Officer)


Date: 12/3/97                       /s/ Jason Wolk
                                    --------------------------------------------
                                    Jason Wolk, Executive Vice President,
                                    Chief Financial Officer
                                    (Principal Financial and Accounting Officer)


                                      -13-