UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

                   QUARTERLY REPORT UNDER SECTION 13 OR 15(d)

                     OF THE SECURITIES EXCHANGE ACT OF 1934



For Quarter Ended January 1, 2000                    Commission File No. 0-12375


                        PEACHES ENTERTAINMENT CORPORATION
             (Exact Name of Registrant as Specified in Its Charter)


           Florida                                            59-2166041
(State or Other Jurisdiction of                       (I.R.S. Employer I.D. No.)
Incorporation or Organization)


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


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


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


                                 YES _X_  NO ___


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


At February 25, 2000, there were outstanding:

39,781,270 shares of common stock


<PAGE>


                        PEACHES ENTERTAINMENT CORPORATION

                                      Index


<TABLE>
<CAPTION>
<S>                                                                             <C>
PART I. FINANCIAL INFORMATION

     Item 1. Financial Statements

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

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

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

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

          Notes to Condensed Financial Statements                               7-8

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

PART II. OTHER INFORMATION

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

SIGNATURES                                                                       12
</TABLE>



                                       2
<PAGE>


                         PART I - FINANCIAL INFORMATION
                          Item 1. Financial Statements

                        PEACHES ENTERTAINMENT CORPORATION

                            Condensed Balance Sheets

              January 1, 2000, April 3, 1999 and December 26, 1998
                                  (unaudited)


<TABLE>
<CAPTION>
                                                                         January 1,        April 3,      December 26,
                                                                            2000             1999           1998
                                                                         -----------     -----------     ------------
<S>                                                                      <C>               <C>             <C>
                              Assets
Current assets:
    Cash and cash equivalents                                            $ 1,423,441         615,665       1,576,469
    Inventories                                                            2,240,646       2,309,600       2,821,832
    Prepaid expenses and other current assets                                256,997         247,122         263,578
                                                                         -----------     -----------     -----------
                   Total current assets                                    3,921,084       3,172,387       4,661,879

Property and equipment, net                                                1,205,126       1,235,570       1,345,558
Other assets                                                                 199,506         174,991         184,369
                                                                         -----------     -----------     -----------
                                                                         $ 5,325,716       4,582,948       6,191,806
                                                                         ===========     ===========     ===========

                    Liabilities and Shareholders' Equity
Current liabilities:
    Current portion of long-term obligations                             $    59,149         108,280         493,436
    Current portion of due to Parent                                         290,185          15,185            --
    Accounts payable                                                       2,822,683       2,240,109       3,033,582
    Accrued liabilities                                                      763,844         680,193       1,019,828
                                                                         -----------     -----------     -----------
                   Total current liabilities                               3,935,861       3,043,767       4,546,846
Long-term obligations                                                        429,388         469,759         488,625
Due to parent                                                                 45,555          45,555         413,466
Deferred rent                                                                 96,000          63,030          61,911
                                                                         -----------     -----------     -----------
                   Total liabilities                                       4,506,804       3,622,111       5,510,848
                                                                         -----------     -----------     -----------

Shareholders' equity:
    Preferred stock, $100 par value; 50,000 shares authorized;
       5,000 shares issued and outstanding                                   500,000         500,000         500,000
    Common stock, $.01 par value; 40,000,000 shares authorized;
       39,781,170 shares issued                                              397,813         397,813         397,813
    Additional paid-in capital                                             1,994,190       2,039,190       1,704,190
    Retained deficit                                                      (2,073,091)     (1,976,166)     (1,921,045)
                                                                         -----------     -----------     -----------
                   Total shareholders' equity                                818,912         960,837         680,958
Commitments and contingencies
                                                                         -----------     -----------     -----------
                                                                         $ 5,325,716       4,582,948       6,191,806
                                                                         ===========     ===========     ===========
</TABLE>


See accompanying notes to condensed financial statements.



                                       3
<PAGE>


                        PEACHES ENTERTAINMENT CORPORATION

             Condensed Statements of Operations and Retained Deficit

                     Three months ended January 1, 2000 and
                                December 26, 1998
                                   (Unaudited)


                                                      January 1,    December 26,
                                                         2000           1998
                                                     -----------    -----------
Net sales                                            $ 4,617,637      5,331,522
                                                     -----------    -----------
Cost and expenses:
    Cost of sales                                      2,710,500      3,141,285
    Selling, general and administrative expenses       1,592,155      1,692,210
    Depreciation and amortization                         29,930         58,429
                                                     -----------    -----------
                                                       4,332,585      4,891,924

          Income from operations                         285,052        439,598
                                                     -----------    -----------
Other (expense) income:
    Interest expense                                     (13,995)       (37,312)
    Interest income                                        3,029          1,040
                                                     -----------    -----------
                                                         (10,966)       (36,272)

          Net income before income taxes                 274,086        403,326

Provision for income taxes                                  --             --
                                                     -----------    -----------
          Net income                                     274,086        403,326

Retained deficit, beginning of period                 (2,347,177)    (2,324,371)
                                                     -----------    -----------
Retained deficit, end of period                      $(2,073,091)    (1,921,045)
                                                     ===========    ===========
Basic and diluted earnings per share                 $      0.01           0.01
                                                     ===========    ===========


See accompanying notes to condensed financial statements.



                                       4
<PAGE>



                        PEACHES ENTERTAINMENT CORPORATION

            Condensed Statements of Operations and Retained Deficit

             Nine months ended January 1, 2000 and December 26, 1998
                                   (Unaudited)


                                                    January 1,      December 26,
                                                       2000             1998
                                                   ------------    ------------
Net sales                                          $ 11,701,838      13,126,196
                                                   ------------    ------------
Costs and expenses:
    Cost of sales                                     6,845,172       7,796,882
    Selling, general and administrative expenses      4,792,322       5,086,526
    Depreciation and amortization                       126,939         174,768
                                                   ------------    ------------
                                                     11,764,433      13,058,176
                                                   ------------    ------------
          (Loss) income from operations                 (62,595)         68,020
                                                   ------------    ------------
Other (expense) income:
    Interest expense                                    (42,700)       (109,574)
    Interest income                                       8,370           7,089
                                                   ------------    ------------
                                                        (34,330)       (102,485)

          Net loss before income taxes                  (96,925)        (34,465)

Provision for income taxes                                 --              --
                                                   ------------    ------------
            Net loss                                    (96,925)        (34,465)

Retained deficit, beginning of period                (1,976,166)     (1,886,580)
                                                   ------------    ------------
Retained deficit, end of  period                   $ (2,073,091)     (1,921,045)
                                                   ============    ============
Basic and diluted loss per share                   $       --              --
                                                   ============    ============


See accompanying notes to condensed financial statements.



                                       5
<PAGE>


                        PEACHES ENTERTAINMENT CORPORATION

                       Condensed Statements of Cash Flows

             Nine months ended January 1, 2000 and December 26, 1998
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                                               January 1,     December 26,
                                                                                  2000            1998
                                                                              -----------     ------------
<S>                                                                           <C>                 <C>
Cash flows from operating activities:
    Net loss                                                                  $   (96,925)        (34,465)
                                                                              -----------     -----------
    Adjustments  to  reconcile  net  loss  to net  cash  provided  by
       operating activities:
          Depreciation and amortization                                           126,939         174,768
          Deferred rent                                                            32,970            (923)
          Changes in assets and liabilities affecting cash flows from
            operating activities:
               (Increase) decrease in:
                   Inventories                                                     68,954        (388,399)
                   Prepaid expenses and other current assets                       (9,875)         44,841
                   Other assets                                                   (24,515)         (3,444)
               Increase (decrease) in:
                   Accounts payable                                               582,574       1,018,908
                   Accrued liabilities                                             83,651         197,158
                                                                              -----------     -----------
                     Net cash provided by operating activities                    763,773       1,008,444
                                                                              -----------     -----------

Cash flows from investing activities:
    Purchase of property and equipment                                            (96,496)       (170,594)
                                                                              -----------     -----------
                     Net cash used in investing activities                        (96,496)       (170,594)
                                                                              -----------     -----------
Cash flows from financing activities:
    Repayment of long-term obligations                                            (89,501)       (328,385)
    Dividends paid                                                                (45,000)        (45,000)
    Due to parent                                                                 275,000          31,310
                                                                              -----------     -----------
                   Net cash provided by (used in) financing activities            140,499        (342,075)
                                                                              -----------     -----------
                   Net increase in cash and cash equivalents                      807,776         495,775

Cash and cash equivalents, beginning of period                                    615,665       1,080,694
                                                                              -----------     -----------
Cash and cash equivalents, end of period                                      $ 1,423,441       1,576,469
                                                                              ===========     ===========
Supplemental disclosures of cash flow information:
    Cash paid during the period for interest                                  $    42,700          28,600
                                                                              ===========     ===========
</TABLE>


See accompanying notes to condensed financial statements.



                                       6
<PAGE>



                        PEACHES ENTERTAINMENT CORPORATION

                     Notes to Condensed Financial Statements

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


(1)  Basis of Financial Statement Presentation

     The  accompanying   unaudited  condensed  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.

     It  is  suggested  that  the  accompanying  unaudited  condensed  financial
     statements be read in conjunction  with the financial  statements and notes
     included in the Peaches  Entertainment  Corporation (the "Company")  annual
     report on Form 10-K for the year ended April 3, 1999.

     As of January 1, 2000, the Company was a 87.5  percent-owned  subsidiary of
     URT Industries, Inc. (the "Parent").

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

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

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

(2)  Earnings Per Share

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

     Basic and diluted loss per share were calculated as follows:

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

Basic and diluted:
     Net loss less preferred dividends         $   (141,925)         (79,465)
                                               ============      ===========

     Weighted average shares                     39,781,270       39,781,170
                                               ============      ===========

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


                                                                     (Continued)

                                       7
<PAGE>



                        PEACHES ENTERTAINMENT CORPORATION

                     Notes to Condensed Financial Statements

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


(3)  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 Parent.  Any applicable tax charge or credits are allocated
     on a separate  return  basis.  For the nine month period  ended  January 1,
     2000, there was no provision for income taxes as the Company has excess net
     operating loss carryforwards for federal income tax purposes.


                                                                     (Continued)

                                       8
<PAGE>


                        PEACHES ENTERTAINMENT CORPORATION


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

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

                              RESULTS OF OPERATIONS

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

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

Selling,  General  and  Administrative.   Selling,  general  and  administrative
("SG&A")  expenses,  including  depreciation,  expressed as a percentage  of net
sales  increased to 35.1  percent for the third  quarter  ended  January 1, 2000
compared  to 32.8  percent in the prior  year third  quarter.  The  increase  is
primarily  attributable  the  decrease  in net  sales  offset by a  decrease  in
comparable store expenses of 2.5 percent.  Selling,  general and  administrative
expenses  including  depreciation,  expressed  as  a  percentage  of  net  sales
increased to 42 percent for the thirty-nine weeks ended January 1, 2000 compared
to 40.1 percent in the  thirty-nine  weeks ended December 26, 1998. The increase
is primarily  attributable  to the decrease in net sales offset by a decrease in
comparable store expenses of 6.3 percent.

Net Income (Loss). The Company had net income of approximately  $274,000 for the
third  quarter  ended  January 1, 2000  compared to net income of  approximately
$403,000 for the third  quarter  ended  December  26, 1998.  The decrease in net
income is primarily  attributable to the decrease in net sales discussed  above.
The net loss for the thirty-nine  weeks ended January 1, 2000 was  approximately
$97,000  compared to a net loss of  approximately  $34,000  for the  thirty-nine
weeks  ended   December  26,  1998.  The  increase  in  net  loss  is  primarily
attributable to the decrease in net sales discussed above.


                                                                     (Continued)

                                       9
<PAGE>

                        PEACHES ENTERTAINMENT CORPORATION


LIQUIDITY AND CAPITAL RESOURCES

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

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

OTHER MATTERS

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

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

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



                                       10                            (Continued)
<PAGE>



                        PEACHES ENTERTAINMENT CORPORATION


                                OTHER INFORMATION


PART II

Item 6. Exhibits and Reports on Form 8-K

     (a)  Exhibits

               27.0 Financial Data Schedule

     (b)  Reports on Form 8-K

               None

                                                                     (Continued)

                                       11
<PAGE>


                        PEACHES ENTERTAINMENT CORPORATION


                                   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.


                                   PEACHES ENTERTAINMENT CORPORATION
                                   Registrant


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




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



                                       12