FORM 10-Q

                  ------------------------------------------------


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


                                QUARTERLY REPORT
                       PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934


                     For  the  quarterly   period  ended
                             September 30, 1999.

                           Commission File No. 1-8129.


                              US 1 INDUSTRIES, INC.
             (Exact name of registrant as specified in its charter)


          Indiana                                            95-3585609
(State of Incorporation)                  (I.R.S. Employer Identification No.)



   1000 Colfax, Gary, Indiana                                   46406
(Address of principal executive offices)                      (Zip Code)

Registrant's telephone number, including area code: (219) 944-6116

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  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes _X_ No ___


As of  November  3, 1999,  there  were  10,618,224  shares of common  stock were
outstanding.


TOTAL OF SEQUENTIALLY
NUMBERED PAGES:    14



<PAGE>





Part I

Item 1. FINANCIAL STATEMENTS.

<TABLE>


                     US 1 INDUSTRIES, INC. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
              SEPTEMBER 30, 1999 (UNAUDITED) AND DECEMBER 31, 1998
<CAPTION>

ASSETS
                                                   September 30,   December 31,
                                                         1999           1998
<S>                                                <C>             <C>
                                                     (Unaudited)
CURRENT ASSETS:
   Cash                                             $         0    $         0
   Accounts receivable--trade less allowance for
     doubtful accounts of $98,985 and $95,083         4,255,215      4,041,966
   Other receivables                                    118,389         59,654
   Deposits                                             128,627        132,429
   Prepaid expenses                                      12,448         27,798
                                                    ------------   ------------
      Total current assets                            4,514,679      4,261,847
                                                    ------------   ------------
FIXED ASSETS:
   Equipment                                            100,738        258,445
   Less accumulated depreciation and amortization       (47,312)       (75,316)
                                                    ------------   ------------
      Net fixed assets                                   53,426        183,129
                                                    ------------   ------------
ASSETS HELD FOR SALE:
   Land                                                 195,347        195,347
   Valuation allowance                                 (141,347)      (141,347)
                                                    ------------   ------------
      Net assets held for sale                           54,000         54,000
                                                    ------------   ------------
TOTAL ASSETS                                        $ 4,622,105    $ 4,498,976
                                                    ============   ============

<FN>

The  accompanying  notes  are an  integral  part of the  consolidated  financial
statements.
</FN>
</TABLE>





<PAGE>


<TABLE>

                     US 1 INDUSTRIES, INC. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
               SEPTEBER 30, 1999 (UNAUDITED) AND DECEMBER 31, 1998

LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIENCY)
<CAPTION>

                           SEPTEMBER 30, DECEMBER 31,
                                    1999 1998
                                                     (Unaudited)
<S>                                                <C>            <C>
CURRENT LIABILITIES:
   Accounts payable                                 $ 1,367,634    $ 1,445,889
   Bank Overdraft                                       298,778        260,404
   Accrued expenses                                     171,991        183,400
   Short-term debt                                    2,438,214      2,565,006
   Insurance and claims                                 183,039        181,524
   Accrued interest                                     543,486        392,883
   Accrued compensation                                  15,222         17,591
   Estimated fuel and other taxes                        65,676         75,695
                                                     -----------    -----------
      Total current liabilities                       5,084,040      5,122,392
                                                     -----------    -----------
LONG-TERM DEBT                                        2,782,416      2,849,262

REDEEMABLE PREFERRED STOCK,
     authorized 5,000,000 shares; no par value,
     Series A shares outstanding: 1,094,224
     Liquidation preference $0.3125 per share.          879,254        825,254

SHAREHOLDERS' EQUITY (DEFICIENCY):

   Common stock authorized 20,000,000 shares;
     no par value; shares outstanding 10,618,224     40,844,297     40,844,296
   Accumulated deficit                              (44,967,902)   (45,142,228)
                                                    ------------    ----------
      Total shareholders' equity (deficiency)        (4,123,605)    (4,297,932)
                                                    ------------    ----------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIENCY)
                                                    $ 4,622,105    $ 4,498,976
                                                    ============   ===========

<FN>

The  accompanying  notes  are an  integral  part of the  consolidated  financial
statements.
</FN>
</TABLE>




<PAGE>

<TABLE>

                  US 1 INDUSTRIES, INC. AND SUBSIDIARIES
                 CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
     THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1999 AND 1998 (UNAUDITED)

<CAPTION>
                                 Three Months Ended           Nine Months Ended
                                  September 30,                  September 31,
                                1999          1998            1999         1998
                                ----          ----            ----         ----
<S>                     <C>           <C>           <C>             <C>

OPERATING REVENUES       $ 8,077,835   $ 7,681,683   $  23,667,900   $22,889,671
                        ------------  ------------    ------------  ------------
OPERATING EXPENSES:

   Purchased transportation                 6,286,668     5,758,520      18,150,132    17,437,007
   Insurance and claims                       251,718       242,788         721,474       744,513
   Salaries, wages, and other                 321,134       297,152         953,055       820,846
   Commissions                                757,688       808,536       2,244,605     2,352,806
   Operating supplies and expense             181,894       350,944         675,021       775,718
   Other expenses                              46,083       115,417         230,567       257,559
                                          ------------  ------------    ------------   -----------
     Total operating expenses               7,845,185     7,573,357      22,974,854    22,388,449
                                          ------------  ------------    ------------   -----------
OPERATING INCOME                              232,650       108,326         693,046       501,222
                                          ------------  ------------    ------------   -----------
NON-OPERATING INCOME (EXPENSE):
   Interest income                              2,795         4,748           6,142         5,527
   Interest expense                          (160,841)     (189,448)       (476,011)     (518,787)
   Other income                                 3,760        14,516           5,149        29,835
                                          ------------  ------------    ------------   -----------
     Total non-operating (expense)           (154,286)     (170,184)       (464,720)     (483,425)
                                          ------------  ------------    ------------   -----------
INCOME (LOSS) BEFORE
  EXTRAORDINARY ITEM                           78,364       (61,858)        228,326        17,797

EXTRAORDINARY ITEM
    GAIN ON SALE OF REAL ESTATE                     0        61,055               0        61,055
                                          ------------   ----------     ------------   ----------
NET INCOME (LOSS)                              78,364          (803)        228,326        78,852

DIVIDENDS ON PREFERRED SHARES                  18,000        18,000          54,000
54,000
                                          ------------   -----------    ------------   -----------
NET INCOME (LOSS) TO COMMON SHARES             60,364       (18,803)        174,326        24,852
                                          ============  ============    ============  ============

EARNINGS (LOSS) PER COMMON SHARE
      Income (Loss) before extraordinary item   0.006        (0.008)         0.016        (0.004)
      Extraordinary item                        0.000         0.006          0.000         0.006
                                          ------------  ------------    ------------  ------------
      Net Income (Loss) per common share
                                                0.006        (0.002)         0.016         0.002
                                          ============  ============    ============  ============

WEIGHTED AVERAGE NUMBER OF COMMON SHARES   10,618,224    10,618,224      10,618,224    10,618,224
                                          ============  ============    ============  ============
<FN>
The  accompanying  notes  are an  integral  part of the  consolidated  financial
statements.
</FN>
</TABLE>



<PAGE>

<TABLE>


                     US 1 INDUSTRIES, INC. AND SUBSIDIARIES
                 CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
                  NINE MONTHS ENDED SEPTEMBER 30, 1999 AND 1998
                                   (UNAUDITED)
<CAPTION>

                                                Nine Months Ended September 30,
                                                           1999         1998
<S>                                                  <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES:

Net Income (loss)                                      $ 228,326     $  17,797
Adjustments to reconcile net income (loss) to net
  cash provided from (used for) operations:
  Depreciation and amortization                           25,351        64,069
  Loss from disposal of equipment                         27,284        61,055
    Changes in operating assets and liabilities:
    Accounts receivable - trade                         (213,249)      799,702
    Other receivables                                    (58,735)      (82,216)
    Prepaid assets                                        15,350        14,366
    Deposits                                               3,802         7,425
    Accounts payable                                     (78,255)     (648,710)
    Accrued expenses                                     (11,408)       22,783
    Accrued interest                                     150,603       125,934
    Insurance and claims                                   1,515       (20,074)
    Other accrued compensation                           ( 2,369)      (21,568)
    Fuel and other taxes                                 (10,019)     (193,699)
                                                        ----------   ----------
   Net Cash used for operating activities                 23,628        58,023
                                                        ----------   ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Additions to property and equipment                     (5,183)     (245,800)
  Proceeds from the sale of Real Estate                   82,251       229,879
                                                        ----------   ----------
   Net cash used for investing activities                 77,068        17,921
                                                        ----------   ----------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Net repayments under line of credit                   (103,485)     (393,262)
  Principal payments on long term debt                   (76,380)      (33,787)
  Net proceeds from related party loans                  (13,773)            0
  Increase (Decrease) in bank overdraft                   38,374             0
                                                        ----------   ----------
  Net cash provided from(used for)financing activities   (65,264)     (427,049)
                                                        ----------   ----------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS           0     (298,079)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                 0      298,079
                                                        ----------   ----------
CASH AND CASH EQUIVALENTS, END OF PERIOD              $        0     $       0
                                                        ==========   ==========

<FN>
The  accompanying  notes  are an  integral  part of the  consolidated  financial
statements.
</FN>
</TABLE>

<PAGE>



                     US 1 INDUSTRIES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                  NINE MONTHS ENDED SEPTEMBER 30, 1999 AND 1998


1. BASIS OF PRESENTATION

The  accompanying  consolidated  balance  sheet as of September 30, 1999 and the
consolidated  statements of operations and cash flows for the nine month periods
ended  September  30,  1999 and 1998  are  unaudited,  but,  in the  opinion  of
management,  include all adjustments (consisting of normal,  recurring accruals)
necessary for a fair  presentation of the financial  position and the results of
operations  for such periods.  The year-end  balance sheet data was derived from
audited  financial  statements.  These statements  should be read in conjunction
with the Company's audited consolidated  financial statements for the year ended
December 31, 1998 and the notes thereto  included in the Company's annual report
on Form 10-KSB.  Certain information and footnote  disclosures normally included
in  financial   statements   prepared  in  accordance  with  generally  accepted
accounting principles have been omitted, as permitted by the requirements of the
Securities  and  Exchange  Commission,  although the Company  believes  that the
disclosures  included in these  financial  statements  are  adequate to make the
information not misleading.  The results of operations for the nine months ended
September 30, 1999 and 1998 are not necessarily  indicative of the results for a
full year.

2. GOING CONCERN

The accompanying  consolidated  financial statements have been prepared assuming
that the Company will continue as a going concern.  The Company has  experienced
operating  losses and negative cash flows in recent years. At September 30, 1999
and December 31, 1998, the Company's  current  liabilities  exceeded its current
assets by $497,000 and $860,000, respectively. While this is an improvement, the
Company's  future still  depends  heavily on raising  capital  necessary to fund
operations until its revenue growth  generates  sufficient cash flows to satisfy
its  obligations.  Revenue  growth and the  resulting  improved cash flows would
enable the  Company  to reduce its third  party  debt and  improve  its  working
relationships with potential agents and independent contractors.  The Company is
exploring  options to raise capital and various other potential  transactions to
improve  this  situation.  Recent poor  results and the  inability  to remain in
compliance  with  financial   covenants  with  its  lenders  continue  to  raise
substantial doubt about the Company's ability to continue as a going concern. As
of December 31, 1998, the Company was in violation of the debt service  coverage
ratio and covenants relating to capital expenditure limitation. On April 9, 1999
the  lender  issued a letter  of  default  for  these  covenant  violations.  At
September 30, 1999, the company is in violation of the net worth  covenant.  The
financial  statements do not include any adjustments  that might result from the
outcome of this uncertainty.



<PAGE>


                     US 1 INDUSTRIES, INC. AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--(Continued)



3.       EARNINGS PER COMMON SHARE

The Company  calculates  earnings  per share in  accordance  with the  Financial
Accounting  Standards No. 128. Following is the reconciliation of the numerators
and denominators of the basic and diluted earnings per share (EPS).

<TABLE>
<CAPTION>
                                        Three Months Ended   Nine Months Ended
Numerator                               1999        1998       1999       1998
<S>                               <C>          <C>        <C>        <C>
 Income (Loss) before
   extraordinary item              $  78,364    $(61,858)  $ 228,326  $ 17,797
 Dividends on preferred shares       (18,000)    (18,000)    (54,000)  (54,000)
                                    ----------   ----------- -------  --------
 Income(Loss)available to common
  shareholders for basic and
  diluted EPS                      $  60,364    $ (79,858)  $ 174,326 $ 36,203
                                    ----------   ------------ ------- --------


Denominator
 Weighted average common shares
 outstanding for basic and
 diluted EPS                       10,618,224 10,618,224  10,618,224 10,618,224

<FN>
The Company has options outstanding that are not included in the computation of
diluted EPS because the options  are  considered  antidilutive  for the periods
presented.

</FN>
</TABLE>

































<PAGE>


                     US 1 INDUSTRIES, INC. AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--(Continued)

<TABLE>

4. Short Term Debt

Short-term debt at September 30, 1999 and December 31, 1998 comprises:
<CAPTION>


                                          September 30,        December 31,
                                                 1999               1998
                                              ----------         ----------
<S>                                        <C>                <C>
Line of credit                             $2,343,376         $2,446,861
Current portion of long-term debt              94,838            118,145
                                           ----------         ----------
         Total                                $2,438,214         $2,565,006
                                              ==========         ==========
</TABLE>

Under its  revolving  line of credit  agreement  the  Company may borrow up to a
maximum  of  $3,300,000.  Borrowings  are  limited to 80% of  eligible  accounts
receivable and bear interest at the prime rate (8.25% and 8.50% at September 30,
1999 and December 31, 1998, respectively) plus 2.75% respectively. The Company's
accounts  receivable,  property and other assets are pledged as  collateral  for
advances under the line of credit  agreement.  The line of credit expires in May
2002.  The lender has placed the  company in default of it's loan  agreement  as
previously stated and is currently charging a default interest rate of 13%.

The line of credit is subject to  termination  upon  various  events of default,
including failure to remit timely payments of interest, fees and principal,  any
adverse  change in the business of the Company or the  insecurity  of the lender
concerning  the ability of the Company to repay its  obligations as and when due
or failure to meet certain financial  covenants.  Financial  covenants  include:
minimum net worth  requirements,  total debt  service  coverage  ratio,  capital
expenditure  limitations,  restrictions on compensation  levels of key officers,
and prohibition of additional  indebtedness without prior  authorization.  As of
December  31, 1998,  the Company was in  violation of the debt service  coverage
ratio and covenants relating to capital expenditure limitation. On April 9, 1999
the lender issued a letter of default to these covenant violations. At September
30, 1999,  it is not in violation of the debt  service  coverage  ratio,  but is
still in violation of the net worth covenant. As a result, at September 30, 1999
the company remains in default.





<PAGE>


                     US 1 INDUSTRIES, INC. AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--(Continued)



<TABLE>

5.  LONG-TERM DEBT

Long-term debt at September 30, 1999 and December 31, 1998 comprises:
<CAPTION>

                                                  September 30,   December 31,
                                                       1999          1998
                                                     ---------   ------------

<S>                                              <C>            <C>
Mortgage note payable to August Investment  Partnership  collateralized by land,
 interest at prime + .75%,  interest only payments  required,  principal balance
 due
 July 31, 2001                                     $  250,000     $  250,000

Mortgage note payable to  Antonson/Kilber  collateralized  by land,  interest at
 prime + .75%, interest only payments required, principal balance due
 July 02, 2003                                        500,000        500,000

Mortgage note payable to ITE,  collateralized  by land,  interest at 9%, monthly
 repayments of $5,000, including interest, remaining principal balance
 due March, 2002                                            0         56,428

Note payable collateralized by equipment
 monthly payments of $3985.39 interest at 7.8%
 through February, 2001                                56,028        109,392

Mortgage note payable to ITE interest at 9%
 monthly repayment of $2850 are to begin on
 August 15, 1999 through March 15, 2002                75,349         57,289

Mortgage note payable to AIFE interest at 9%
 monthly installments of $2150 are to begin on
 August 15, 1999 through March 15, 2002                58,608         43,256

Mortgage note payable August  Investment  Partnership  interest at prime + .75%,
 interest Only payments required, principal balance due
 January, 2001                                        100,000        100,000

Note payable to Antonson/Kibler interest at
 prime + .75%, interest only payments required,
 principal balance due January, 2001                1,837,269      1,851,042
                                                   ----------       --------
     Total debt                                     2,877,254      2,967,407
Less current portion                                   94,838        118,145
                                                   ----------       --------
Total long-term debt                              $ 2,782,416   $  2,849,262
                                                   ==========       ========
</TABLE>




<PAGE>


                     US 1 INDUSTRIES, INC. AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--(Continued)


6.   COMMITMENTS AND CONTINGENCIES

The company is  involved in  litigation  in the normal  course of its  business.
Management  intends  to  vigorously  defend  these  cases.  In  the  opinion  of
management,  the litigation now pending will not have a material  adverse effect
on the financial position of the Company.

The Company  carries  insurance for public  liability and property  damage,  and
cargo  loss  and  damage  through  various  programs.  The  Company's  insurance
liabilities  are based upon the best  information  currently  available  and are
subject  to  revision  in  future  periods  as  additional  information  becomes
available. Management believes it has adequately provided for insurance claims.

7.   STOCK OPTIONS

The Company has a stock option plan which allows the Board of Directors to grant
options to officers and certain key  employees  to purchase  common stock at the
fair market value on the date of the grant.  At September  30, 1999 and December
31, 1998 96,500 share were  available  for future  option grants under the stock
option plan. There were no options outstanding under the stock option plan as of
September 30, 1999 and December 31, 1998.

During 1997, the Board of Directors granted options to purchase 80,000 shares of
the Company's  common stock to an unaffiliated  investor at an exercise price of
$.25 per  share.  These  options  were  immediately  exercisable  and  expire on
December 31, 1999.  As of June 30,  1999,  no options  under this grant had been
exercised.



<PAGE>




Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
         CONDITION AND RESULTS OF OPERATION.

Results of Operations

The financial  statements and related notes contained elsewhere in this Form10-Q
and in the Company's Form 10-KSB for its fiscal year ended December 31, 1998 are
essential  to an  understanding  of the  comparisons  and  are  incorporated  by
reference into the discussion that follows.

Period 1999 Compared to 1998

The Company's operating revenues increased from $22.8 million for the first nine
months  of 1998 to $23.6  million  for the same  period in 1999.  The  Company's
operating  revenues  are  generated  principally  from two  truckload  carriers,
Keystone and  Carolina  National  Transportation.  Sales are  generated  through
independent  agents  who  originate  shipments  that  then  are  transported  by
independent contractors who own their own equipment.

The Company  contracts  with third  parties for most services and as a matter of
contract agrees to pay certain percentages of revenue for services rendered. The
three major items so managed are:
<TABLE>
<CAPTION>

                                                     Average Percent
<S>                                                          <C>
Purchased Transportation (PURTRANS)                          76.0%
Commissions to agents                                         9.5%
Insurance                                                     3.0%
                   Total                                     89.2%
</TABLE>


These  expenses,  as a result,  remain  relatively  consistent  (as a percent of
operating revenues).

The  following  table  summarizes  the actual  results for the nine months ended
September 30, 1999 .and. 1998:
<TABLE>
<CAPTION>
                                       (Dollar amounts stated in thousands)
                                                      1999           1998
<S>                                                <C>            <C>
Operating revenues                                 $23,668        $22,890
Purtrans, Commissions, and Insurance                21,116         20,534
          Actual Percentage                          89.2%           89.7%
</TABLE>

Other  operating  expenses for the nine months ended September 30, 1999 remained
consistent at $1.9 million  compared with the same period in 1998.  The increase
in operating revenues together with holding operating expenses constant resulted
in an increase in operating income of $192,000.

Continuing good collection and credit  practices  resulted in lower  outstanding
balances of debt and as a result  interest  expense has decreased from $ 518,787
for the first  nine  months of 1998 to $ 476,011  for the first  nine  months of
1999.








<PAGE>

Future Prospects

The Company's  management  remains hopeful about its future prospects.  However,
the Company's future depends on continued increases in revenue, and bringing its
operations up to greater profitability.

Liquidity and Capital Resources

As of September 30, 1999, the Company's  financial position remains  precarious.
The Company had a deficit in shareholders' equity of $4.1 million.

Accounts  receivable at September 30, 1999 were 4.2 million, up from the balance
of 4.0 million at December 31, 1998.

The Company's  principal source of outside liquidity is its $3.3 million line of
credit with FINOVA.  The  availability  of the line of credit is based on 80% of
eligible accounts receivable.

The accompanying  consolidated  financial statements have been prepared assuming
that the Company will continue as a going concern.  The Company has  experienced
operating  losses and negative cash flows in recent years. At September 30, 1999
and December 31, 1998, the Company's  current  liabilities  exceeded its current
assets by $497,000 and $860,000, respectively. While this is an improvement, the
Company's  future still  depends  heavily on raising  capital  necessary to fund
operations until its revenue growth  generates  sufficient cash flows to satisfy
its  obligations.  Revenue  growth and the  resulting  improved cash flows would
enable the  Company  to reduce its third  party  debt and  improve  its  working
relationships with potential agents and independent contractors.  The Company is
exploring  options to raise capital and various other potential  transactions to
improve  this  situation.  Recent poor  results and the  inability  to remain in
compliance  with  financial   covenants  with  its  lenders  continue  to  raise
substantial doubt about the Company's ability to continue as a going concern. As
of December 31, 1998, the Company was in violation of the debt service  coverage
ratio and covenants relating to capital expenditure limitation. On April 9, 1999
the  lender  issued a letter  of  default  for  these  covenant  violations.  At
September 30, 1999, the company is in violation of the net worth  covenant.  The
financial  statements do not include any adjustments  that might result from the
outcome of this uncertainty.

Inflation

     Changes  in freight  rates  charged by the  Company  to its  customers  are
generally reflected in the cost of purchased transportation and commissions paid
by the Company to independent contractors and agents,  respectively.  Therefore,
management  believes  that  future  operating  results  of the  Company  will be
affected primarily by changes in volume of business.  However, due to the highly
competitive nature of the truckload motor carrier industry,  it is possible that
future  freight  rates  and  cost of  purchased  transportation  may  fluctuate,
affecting the Company's profitability.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

The Company's  management  believes that  fluctuations  in interest rates in the
near term would not  materially  affect  the  Company's  consolidated  operating
results,  financial  position,  or cash flows as the Company  has limited  risks
related to interest rate  fluctuations.  The Company is currently still paying a
default rate of 13%  interest.  At the point in time when the Company is able to
cure the events of default with its lender the interest  rate will return to the
rate provided by the credit agreement (currently 11.25%).



<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 there unto duly authorized.


US 1 Industries, Inc.



Michael E. Kibler
President



Harold Antonson
Chief Financial Officer

November 15, 1998