SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   Form 10-QSB

                   Quarterly Report Under Section 13 or 15(d)
                     of the Securities Exchange Act of 1934

For Quarter Ended June 30, 1995                    Commission File No.:  0-12746

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

                                     Nevada
         (State or other jurisdiction of incorporation or organization)

                                   87-0399267
                    (I.R.S. Employer Identification Number)

                  2 Park Plaza, Suite 470, Irvine, California
                    (Address of principal executive offices)

                                     92614
                                   (Zip Code)

                                 (714) 553-3279
              (Registrant's telephone number, including area code)

                                       N/A
                 Former Address, if changed since last report)

                                       N/A
                 (Former Zip Code, if changed since last report)

                                       N/A
             (Former telephone number, if changed since last report)

         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 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              No X

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

         As of June 30, 1995,  there were 1,730,960  shares of the  Registrant's
$.01 par value common stock issued and outstanding.

                                                          Total No. of Pages: 13

                                                           [HART\10Q\HRT63095]-7

<PAGE>



                              HART INDUSTRIES, INC.
                                      INDEX

                                                                            Page

                                     PART I

Item 1.   Financial Statements

          Balance Sheets - June 30, 1995 (unaudited) and
            December 31, 1994 (audited) ...................................1

          Statements of Operations - Three and Six Months Ended
             June 30, 1995 and 1994 (unaudited)............................2

          Statements of Cash Flows - Six Months Ended June 30, 1995
            (unaudited) and June 30, 1994 (unaudited)......................3

          Notes to Financial Statements (unaudited)........................4

Item 2.   Management's Discussion and Analysis of

          Financial Condition and Results of Operations....................7

                                     PART II

Item 1.   Legal Proceedings................................................8

Item 2.   Changes In Securities............................................8

Item 3.   Defaults Upon Senior Securities..................................8

Item 4.   Submission of Matters to a Vote of Security Holders..............8

Item 5.   Other Information................................................8

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

                                                         I

                                                           [HART\10Q\HRT63095]-7


<PAGE>

<TABLE>
<CAPTION>

                              HART INDUSTRIES, INC.
                                 Balance Sheets
                       As of June 30, 1995 (Unaudited) and
                           December 31, 1994 (Audited)

                                                                                       June 30,             December 31,
                                                                                         1995                   1994
                                                                                ---------------------  ---------------------
                                                                                     (Unaudited)             (Audited)
<S>                                                                             <C>                    <C>

ASSETS
Current Assets:
 Cash and cash equivalents                                                      $               1,894  $                 185
                                                                                ---------------------- ---------------------
   Total Current Assets                                                                         1,894                    185
Property held for sale                                                                          6,910                 61,910
                                                                                ---------------------- ---------------------
TOTAL ASSETS                                                                    $               8,804  $              62,095
                                                                                ====================== =====================
Current Liabilities:
 Accounts payable and accrued expenses                                          $              58,446  $               5,474
 Due to affiliates                                                                             76,500                 56,000
                                                                                ---------------------- ---------------------
   Total Current Liabilities                                                                  134,946                 61,474
Stockholders' Deficiency:
 Common stock - par value $.01; authorized  50,000,000 shares;  1,730,960 shares
 issued and outstanding, as of June 30, 1995
  and December 31, 1994                                                                        17,310                 17,310
 Additional paid-in capital                                                                 5,252,948              5,252,948
 Accumulated deficit                                                                       (5,396,400)            (5,269,637)
                                                                                ---------------------- ----------------------
   Total Stockholders' Deficiency                                                            (126,142)                   621
                                                                                ---------------------- ---------------------

TOTAL LIABILITIES AND STOCKHOLDERS'
   DEFICIENCY                                                                   $               8,804  $              62,095
                                                                                ====================== =====================

</TABLE>

              See accompanying notes to these financial statements

                                                           [HART\10Q\HRT63095]-7

                                                         1

<PAGE>

<TABLE>
<CAPTION>

                              HART INDUSTRIES, INC.
                            Statements of Operations
                       For the Three and Six Months Ended
                       June 30, 1995 and 1994 (Unaudited)

                                                  For The Three Months                            For The Six Months
                                                     Ended June 30,                                  Ended June 30,
                                     ----------------------------------------------  ----------------------------------------------
                                              1995                   1994                     1995                     1994
                                     ---------------------  -----------------------  -----------------------  ---------------------
                                           (Unaudited)           (Unaudited)              (Unaudited)             (Unaudited)
<S>                                  <C>                    <C>                      <C>                      <C>

Revenues:
  Interest and other                 $                   -  $             18,750     $                    -   $             37,500
                                     ---------------------  -----------------------  -----------------------  ---------------------
      Totals                                             -                18,750                          -                 37,500
                                     ---------------------  -----------------------  -----------------------  ---------------------
Costs and expenses:
  General and administrative                        69,708                19,197                    126,763                 49,467
                                     ---------------------  -----------------------  -----------------------  ---------------------
      Totals                                        69,708                19,197                    126,763                 49,467
                                     ---------------------  -----------------------  -----------------------  ---------------------
Net income (loss)                    $             (69,708) $               (447)    $             (126,763)  $            (11,967)
                                     =====================  =======================  =======================  =====================
Net income (loss) applicable
to common stock                      $             (69,708) $               (447)    $             (126,763)  $            (11,967)
                                     =====================  =======================  =======================  =====================
Net loss per common share            $               (.040) $              (.001)    $                (.073)  $              (.025)
                                     =====================  =======================  =======================  =====================
Weighted average common
 shares outstanding                              1,730,960               480,962                  1,730,960                480,962
                                     =====================  =======================  =======================  =====================

</TABLE>

              See accompanying notes to these financial statements

                                                           [HART\10Q\HRT63095]-7

                                                                 2

<PAGE>

<TABLE>
<CAPTION>

                              HART INDUSTRIES, INC.
                            Statements of Cash Flows
           For the Six Months Ended June 30, 1995 and 1994 (Unaudited)

                                                                           Six Months Ended June 30,
                                                                            1995                1994
                                                                    -------------------- -------------------
                                                                         (Unaudited)         (Unaudited)
<S>                                                                 <C>                   <C>

Operating activities:
  Net income (loss)                                                 $          (126,763) $          (11,967)
  Adjustments to reconcile net income (loss) to net
    cash provided (used) in operating activities:                                      -                  -
      Increase (decrease) from changes in:
         Interest receivable                                                           -            (27,500)
         Accounts payable and accrued expenses                                    52,972             35,519
         Due to affiliate                                                        20,500                   -
                                                                    -------------------- --------------------
           Net cash provided (used) in operating activities                     (53,291)              (3,948)
                                                                    -------------------- --------------------

 Investing activities:
   Disposal of property and equipment                                            55,000                   -
                                                                    -------------------- --------------------
           Net cash provided (used) by investing activities                      55,000                   -
                                                                    -------------------- --------------------

Net increase (decrease) in cash and cash equivalents                               1,709             (3,948)

Cash and cash equivalents, beginning of period                                      185               7,531
                                                                    -------------------- --------------------

Cash and cash equivalents, end of period                                 $        1,894  $            3,583
                                                                    ==================== ====================

</TABLE>

              See accompanying notes to these financial statements

                                                           [HART\10Q\HRT63095]-7

                                                                 3

<PAGE>



                              HART INDUSTRIES, INC.
                          Notes to Financial Statements
                                  June 30, 1995


Note 1.       Summary of Significant Accounting Policies and Business Activities

              Basis Of Presentation

              The accompanying unaudited financial statements have been prepared
              in accordance with generally  accepted  accounting  principles for
              interim financial  information.  Accordingly,  they do not include
              all  of  the  information  and  footnotes  required  by  generally
              accepted accounting  principles for complete financial statements.
              In the opinion of management,  all normal adjustments,  consisting
              of normal  recurring  accruals,  considered  necessary  for a fair
              presentation have been included.  The financial statements include
              the balance sheet and  statements of operations  and cash flows of
              Hart Industries,  Inc. ("Company") as of June 30, 1995 and for the
              three and six month periods then ended. It is suggested that these
              condensed  financial  statements be read in  conjunction  with the
              financial  statements and notes thereto  included in the Company's
              December 31, 1994  audited  financial  statements.  The results of
              operations  for the  periods  ended June 30, 1995 and 1994 are not
              necessarily indicative of the operating results for the full year.

              Organization

              The Company was in the  development  stage from  incorporation  in
              October,  1982 to September 30, 1990. Activities through September
              30, 1990 principally consisted of organizing the Company,  issuing
              common stock for cash,  services,  and  equipment,  negotiation of
              license  agreements and incurring  research and development costs.
              All costs,  except those  associated with the license  agreements,
              patents, trademarks and equipment costs, were expensed as incurred
              during the development stage. In December,  1990, the Company sold
              its assets and all rights to the nonelectric dishwasher for a note
              receivable  and future  royalties.  During 1990, the Company began
              performing sludge dewatering  operations through its Transportable
              Treatment Unit ("TTU") and was taken out of the development  stage
              for accounting  purposes.  The revenue  generated in 1990 was from
              the  Environmental  Services  Division  and the TTU.  There was no
              revenue generated in 1991 from the TTU. 1992 revenue was generated
              through the  Environmental  Services  Division.  Since 1992, there
              have been no operating revenues through the date of this Report.

              Principles of Management Estimates

              The  preparation  of  financial   statements  in  conformity  with
              generally accepted  accounting  principles  requires management to
              make estimates and assumptions that affect the reported amounts of
              assets and  liabilities  and  disclosure of contingent  assets and
              liabilities  at the  date  of the  financial  statements  and  the
              reported  amounts of revenues  and expenses  during the  reporting
              period. Actual results could differ from those estimates.

              Reorganization

              Effective March 8, 1994 the Company  reorganized via a merger with
              a  newly  formed  Nevada   corporation   whose  name  became  Hart
              Industries,  Inc. at the effective date. The Merger  Agreement was
              approved by the Company's  stockholders at the Annual Meeting held
              on January 18, 1994. Under the Merger Agreement each shareholder

                                                           [HART\10Q\HRT63095]-7

                                                                 4

<PAGE>


                              HART INDUSTRIES, INC.
                          Notes to Financial Statements
                                  June 30, 1995


Note 1.       Summary of Significant Accounting Policies (Continued)

              received  one share in the  Nevada  corporation  for every  twenty
              shares held in the Company.  Any fractional  shares resulting from
              the merger were rounded up to the nearest whole share. As a result
              of the merger,  the number of  authorized  shares of common  stock
              increased from  10,000,000 to 50,000,000  while retaining the same
              $.01 par value. All share and per share amounts have been restated
              to give effect to the merger.

              Going Concern

              The  Company has  experienced  recurring  net losses,  has limited
              liquid  resources,  negative  working  capital  and has no current
              operations.   Management's   intent  is  to  keep   searching  for
              additional sources of capital and new operating opportunities.  In
              the interim, the Company will keep operating with minimal overhead
              and key administrative functions will be provided by an affiliate.
              Accordingly,  the accompanying  consolidated  financial statements
              have been  presented  under the  assumption  that the Company will
              continue as a going concern.

              Reclassification of Prior Year Amounts

              To enhance  comparability,  the fiscal 1994 consolidated financial
              statements have been reclassified,  where appropriate,  to conform
              with the financial statement presentation used in fiscal 1995.

Note 2.       Sale of Manufacturing Assets

              In July 1993, the Company  acquired certain  manufacturing  assets
              and, in conjunction with its equipment leasing activities,  leased
              the assets to a third party. The Company  terminated the lease due
              to the  lessee's  default,  and in May  1995,  sold the  assets at
              auction for $72,710, resulting in a gain on sale of $10,800.

Note 3.       Business Condition

              The Company has experienced  negative cash outflows from operating
              activities through 1992 and ceased operations in March 1992, prior
              to  capital   restructuring   and  change  in   management.   Cash
              contributions  from SAC provided the financial  support  necessary
              for the Company to satisfy its  obligations  through  1992.  Since
              January 1993, NuVen Advisors,  Inc., an affiliate  ("NuVen"),  has
              provided  financial and  administrative  support for the Company's
              operations. The Company expects to receive continued financial and
              administrative support from NuVen until a new business opportunity
              is  acquired  or  developed.  As of the date of this  Report,  the
              Company has no  operations,  however,  is  continuing  to seek new
              opportunities.

Note 4.       Subsequent Events

              Effective  April  1996,  the  Company  entered  into a  Consulting
              Agreement  with Mr. Steven Dong,  pursuant to which Mr. Dong is to
              perform  accounting  services  and to hold  the  office  of  Chief
              Financial Officer through June 30, 1996. Pursuant to the agreement
              the Company agreed to pay Mr. Dong $10,000 in cash or in the

                                                           [HART\10Q\HRT63095]-7

                                                                 5

<PAGE>


                              HART INDUSTRIES, INC.
                          Notes to Financial Statements
                                  June 30, 1995

Note 4.       Subsequent Events (Continued)

              Company's  common stock,  payable monthly in arrears,  and granted
              him an option to purchase  166,666 shares of the Company's  common
              stock at an  exercise  price of $.01 per share.  No cash  payments
              were made to Mr. Dong by the  Company  during the first six months
              of fiscal  1995 for  services  provided  by Mr.  Dong prior to his
              Consulting Agreement. The Company expensed $0 during the first six
              months of fiscal 1995 and had no amounts due as of June 30, 1995.

              In July 1996, the Company entered into a Consulting Agreement with
              John  Desbrow,  pursuant to which Mr.  Desbrow is to perform legal
              services  and to  hold  the  office  of  Secretary  and  Director.
              Pursuant to the  agreement the Company  agreed to pay Mr.  Desbrow
              $2,000 per month commencing  August 1, 1994. No cash payments have
              been  made to Mr.  Desbrow  by the  Company  during  the first six
              months of fiscal 1995 for services provided.  The Company expensed
              $15,500 and $0 during the first six months of fiscal 1995 and 1994
              respectively,  and had  $25,500  and $0 amount  due as of June 30,
              1995 and 1994 respectively.

                                                           [HART\10Q\HRT63095]-7

                                                                 6

<PAGE>



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

              Results of Operations

              Three Months Ended June 30, 1995 Compared to Three Months Ended
              June 30, 1994

                      There were no  operations  during the three  months  ended
              June 30,  1995.  As a result  there  were no  revenues  or cost of
              revenues recorded during the three months ended June 30, 1995.

                      The Registrant's general and administrative  expenses were
              $69,708 for the three months  ended June 30, 1995,  as compared to
              $19,197 for the same period last year.  The  increase is primarily
              attributable  to the accrual of  continued  professional  services
              provided by consultants under professional advisory and management
              agreements.

                      The Registrant  earned $18,750 in interest  income for the
              three  months  ended  June 30,  1994.  There was no such  interest
              earned for the same period this year.

              Six Months Ended June 30, 1995 Compared to Six Months Ended June
              30, 1994

                      The  Registrant had no operations for the six months ended
              June 30, 1995 or the six months ended June 30, 1994.

                      The Registrant's general and administrative  expenses were
              $126,763 for the six months  ended June 30,  1995,  as compared to
              $49,467 for the same period last year.  The  increase is primarily
              attributable  to the accrual of  continued  professional  services
              provided by consultants under professional advisory and management
              agreements.

                      The Registrant  earned $37,500 in interest  income for the
              six months ended June 30, 1994.  There was no such interest earned
              for the same period this year.

              Liquidity and Capital Resources

                      The  Registrant  has  continued  to incur net  losses  and
              negative cash flows from operating activities.  The Registrant had
              cash and cash equivalents of  approximately  $1,894 and $185 as of
              June 30, 1995, and December 31, 1994,  respectively,  and negative
              working  capital of $133,052 and $61,289 as of June 30, 1995,  and
              December 31, 1994,  respectively.  The increase in working capital
              deficiency  is  a  direct  result  of  the  Registrant   incurring
              professional,  consulting and advisory services and other overhead
              during the first six months of fiscal year 1995. As of the date of
              this  Report,  the  Registrant  has no  material  commitments  for
              capital  expenditures and no commitments for additional  equity or
              debt  financing,  and no  assurances  can be made that its working
              capital needs can be met out of future operations or borrowing.

                      As a result of the Registrant  having no revenue producing
              activities,  the Registrant had limited cash and cash  equivalents
              remaining as of June 30, 1995 to finance  future  operations.  The
              Registrant has received financial support from an affiliate and is
              dependent  upon the  affiliate  for future  working  capital.  The
              Registrant's plan is to continue  searching for additional sources
              of equity and working capital and new operating opportunities.  In
              the  interim,   the  Registrant's   existence  is  dependent  upon
              continuing financial support from the affiliate which

                                                           [HART\10Q\HRT63095]-7

                                                                 7

<PAGE>



              is  estimated  to be  approximately  $99,000 for the  remainder of
              fiscal  year  1995  based  upon  agreements  and  obligations  the
              Registrant has at June 30, 1995. Such conditions raise substantial
              doubt  about  the  Registrant's  ability  to  continue  as a going
              concern.


PART II:      OTHER INFORMATION

Item 1.       Legal Proceedings

              None

Item 2.       Changes In Securities

              None

Item 3.       Defaults Upon Senior Securities

              None

Item 4.       Submission Of Matters To A Vote Of Security Holders

              None

Item 5.       Other Information

              None

Item 6.       Exhibits And Reports On Form 8-K

              (a) Exhibits:

                  #27         Financial Data Schedule

              (b) Reports on Form 8-K:           None

                  None

                                                           [HART\10Q\HRT63095]-7

                                                                 8

<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.


                                        HART INDUSTRIES, INC.


Dated:   January 20, 1997               By:  /s/  Fred G. Luke
                                             ----------------------------------
                                                  Fred G. Luke,
                                                  President and Director

Dated:   January 20, 1997               By:  /s/  John D. Desbrow
                                             ----------------------------------
                                                  John D. Desbrow,
                                                  Secretary and Director

Dated:   January 20, 1997               By:  /s/  Steven H. Dong
                                             ----------------------------------
                                                  Steven H. Dong,
                                                  Chief Financial Officer

                                                           [HART\10Q\HRT63095]-7

                                                                 9