UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

                   QUARTERLY REPORT UNDER SECTION 13 OR 15(d)

                     OF THE SECURITIES EXCHANGE ACT OF 1934





For Quarter Ended December 27, 1997                  Commission File No. 0-12375


                        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 practicable date.


At December 27, 1997, there were outstanding:


39,781,270 shares of common stock

<PAGE>

                                                       
                        PEACHES ENTERTAINMENT CORPORATION

                                      Index


PART I. FINANCIAL INFORMATION

  Item 1.  Financial Statements

           Condensed Balance Sheets-December 27, 1997 (Unaudited)
              and March 29, 1997                                               3

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

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

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

           Notes to Condensed Financial Statements                             8

  Item 2.  Management's Discussion and Analysis of Financial
              Condition and Results of Operations                             11

PART II. OTHER INFORMATION

  Item 6.  Exhibits and Reports on Form 8-K                                   13

SIGNATURES                                                                    14


                                      -2-
<PAGE>

                                                      
                         PART I - FINANCIAL INFORMATION
                          Item 1. Financial Statements

                        PEACHES ENTERTAINMENT CORPORATION

                            Condensed Balance Sheets

                      December 27, 1997 and March 29, 1997

<TABLE>
<CAPTION>
                               Assets                              December 27,    March 29,
                                                                       1997          1997
                                                                   -----------    -----------
                                                                   (Unaudited)
<S>                                                                <C>              <C>      
Current assets:
     Cash and cash equivalents                                     $ 2,195,746      1,456,070
     Inventories                                                     2,762,829      2,855,494
     Prepaid expenses and other current assets                         224,806        260,008
                                                                   -----------    -----------
                   Total current assets                              5,183,381      4,571,572

Property and equipment, net                                          1,304,016      1,439,731
Other assets                                                           151,301        158,762
                                                                   -----------    -----------

                                                                   $ 6,638,698      6,170,065
                                                                   ===========    ===========

                Liabilities and Shareholders' Equity

Current liabilities:
     Current portion of long-term obligations                          758,510        730,239
     Accounts payable                                                2,419,098      1,371,869
     Accrued liabilities                                             1,091,432        956,005
                                                                   -----------    -----------
                   Total current liabilities                         4,269,040      3,058,113

Long-term obligations                                                  982,061      1,337,190
Due to parent                                                          374,719        704,813
Deferred rent                                                           68,545        156,036
                                                                   -----------    -----------

                   Total liabilities                                 5,694,365      5,256,152

Shareholders' equity:
     Preferred stock, $100 par value; 50,000 shares
        authorized; 5,000 shares issued and outstanding                500,000        500,000
     Common stock subscribed (20,000,000 shares)                          --          350,000
     Common stock, $.01 par value; 40,000,000 shares authorized;
        39,889,120 and 19,889,120 shares issued, respectively          548,892        198,892
     Additional paid-in capital                                      1,659,190      1,284,471
     Retained deficit                                               (1,743,969)    (1,399,670)
                                                                   -----------    -----------
                                                                       964,113        933,693

     Treasury stock, 107,850 common shares, at cost                    (19,780)       (19,780)
                                                                   -----------    -----------

                   Total shareholders' equity                          944,333        913,913

Commitments and contingencies
                                                                   -----------    -----------
                                                                   $ 6,638,698      6,170,065
                                                                   ===========    ===========
</TABLE>

See accompanying notes to condensed financial statements.


                                      -3-
<PAGE>


                        PEACHES ENTERTAINMENT CORPORATION

             Condensed Statements of Operations and Retained Deficit

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

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

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

Costs and expenses:
     Cost of sales                                               3,156,675      3,368,983
     Selling, general and administrative expenses                1,586,029      1,854,320
     Depreciation and amortization                                  65,700         61,959
                                                               -----------    -----------

                                                                 4,808,404      5,285,262
                                                               -----------    -----------

               Income from operations                              308,338         74,855
                                                               -----------    -----------

Other (expense) income:
     Interest expense                                              (56,075)       (17,908)
     Interest income                                                 3,707          5,420
                                                               -----------    -----------

                                                                   (52,368)       (12,488)
                                                               -----------    -----------

               Income before reorganization costs and income
                  taxes                                            255,970         62,367

Reorganization costs:
     Professional fees                                                --         (107,722)
                                                               -----------    -----------
               Net income (loss) before income taxes               255,970        (45,355)

Provision for income taxes                                            --             --
                                                               -----------    -----------
               Net income (loss)                                   255,970        (45,355)

Retained deficit, beginning of period                           (1,984,939)    (1,589,930)

Preferred stock dividend                                           (15,000)          --
                                                               -----------    -----------
Retained deficit, end of period                                $(1,743,969)    (1,635,285)
                                                               ===========    ===========

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

See accompanying notes to condensed financial statements.


                                      -4-
<PAGE>

                        PEACHES ENTERTAINMENT CORPORATION

             Condensed Statements of Operations and Retained Deficit

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

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

<S>                                                          <C>               <C>       
Net sales                                                    $ 13,049,605      13,553,987
                                                             ------------    ------------

Costs and expenses:
     Cost of sales                                              8,057,685       8,672,179
     Selling, general and administrative expenses               4,888,051       5,458,331
     Depreciation and amortization                                197,100         229,402
                                                             ------------    ------------

                                                               13,142,836      14,359,912
                                                             ------------    ------------

               Loss from operations                               (93,231)       (805,925)
                                                             ------------    ------------

Other (expense) income:
     Interest expense                                            (175,217)        (54,839)
     Interest income                                               13,149          24,706
                                                             ------------    ------------

                                                                 (162,068)        (30,133)
                                                             ------------    ------------

               Loss before reorganization costs and income
                  taxes                                          (255,299)       (836,058)

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

               Loss before income taxes                          (299,299)     (1,138,856)

Provision for income taxes                                           --              --
                                                             ------------    ------------
               Net loss                                          (299,299)     (1,138,856)

Retained deficit, beginning of period                          (1,399,670)       (496,429)

Preferred stock dividend                                          (45,000)           --
                                                             ------------    ------------
Retained deficit, end of period                              $ (1,743,969)     (1,635,285)
                                                             ============    ============

Basic and diluted earnings per share (note 3)                $       (.01)           (.06)
                                                             ============    ============
</TABLE>

See accompanying notes to condensed financial statements.



                                      -5-
<PAGE>


                        PEACHES ENTERTAINMENT CORPORATION

                       Condensed Statements of Cash Flows

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

<TABLE>
<CAPTION>
                                                                                   December 27,   December 28,
                                                                                      1997           1996
                                                                                   -----------    -----------
                                                                                           (Unaudited)
<S>                                                                                <C>             <C>
Cash flows from operating activities:
     Net loss                                                                      $  (299,299)    (1,138,856)
                                                                                   -----------    -----------

     Adjustments  to  reconcile  net  loss to net  cash  provided  by  operating
        activities:
           Depreciation and amortization                                               197,100        213,843
           Deferred rent                                                               (87,491)       (15,558)
           Changes in assets and liabilities affecting cash flows from operating
               activities:
                  (Increase) decrease in:
                    Inventories                                                         92,665         46,078
                    Prepaid expenses and other current assets                           35,202         93,803
                    Other assets                                                         7,461         31,149
                  Increase (decrease) in:
                    Accounts payable                                                 1,047,229        806,435
                    Accrued liabilities                                                135,427        423,936
                                                                                   -----------    -----------

                        Net cash provided by operating activities                    1,128,294        460,830
                                                                                   -----------    -----------

Cash flows from investing activities:
     Purchases of property and equipment                                               (61,385)       (26,282)
                                                                                   -----------    -----------

                        Net cash used in investing activities                          (61,385)       (26,282)
                                                                                   -----------    -----------

Cash flows from financing activities:
     Repayment of long-term obligations                                               (326,858)       (96,191)
     Dividends paid                                                                    (45,000)          --
     Due to Parent                                                                    (330,094)          --
     Capital contribution                                                              374,719           --
                                                                                   -----------    -----------

                        Net cash used in financing activities                         (327,233)       (96,191)
                                                                                   -----------    -----------
</TABLE>


                                      -6-
<PAGE>

                        PEACHES ENTERTAINMENT CORPORATION

                  Condensed Statements of Cash Flows, Continued



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

<S>                                                                 <C>              <C>    
                        Net increase in cash and cash equivalents   $  739,676         338,357

Cash and cash equivalents, beginning of period                       1,456,070       1,917,566
                                                                    ----------      ----------

Cash and cash equivalents, end of period                            $2,195,746       2,255,923
                                                                    ==========      ==========

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


See accompanying notes to condensed financial statements.


                                      -7-
<PAGE>

                        PEACHES ENTERTAINMENT CORPORATION

                     Notes to Condensed Financial Statements

                      December 27, 1997 and March 29, 1997


(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"  or
     "Peaches") annual report on Form 10-K for the year ended March 29, 1997.

     As of December 27, 1997, the Company was a 93.5 percent-owned subsidiary of
     URT Industries, Inc. (the "Parent").

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

     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 28,
     1996 quarterly financial information to conform to the presentation used in
     the (unaudited) December 27, 1997 financial information.

(2)  Reorganization and Emergence From Chapter 11

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


                                      -8-
<PAGE>

                        PEACHES ENTERTAINMENT CORPORATION

                     Notes to Condensed Financial Statements

(3)  Earnings Per Share

     In  December  1997,  the Company  adopted the  provisions of  Statement  of
     Financial  Accounting  Standards No. 128,  "Earnings Per Share" ("Statement
     128"),  which  establishes  new  standards  for  computing  and  presenting
     earnings per share  ("EPS").  Earnings per share for all prior periods have
     been restated to reflect the provisions of this Statement.

     Basic and diluted  earnings  per share have been  computed by dividing  net
     income (loss),  less preferred  dividends by the weighted average number of
     shares outstanding during the period.  Convertible Series A Preferred Stock
     outstanding as of December 28, 1996 were not included in the computation of
     diluted  earnings per share for the  nine-month  period ended  December 28,
     1996 as the inclusion would be antidilutive. In March 1997, the convertible
     feature was eliminated.

     Basic and diluted earnings per share were calculated as follows:

<TABLE>
<CAPTION>
                                    Three months ended           Nine months ended
                               ---------------------------    -------------------------
                                 December 27,  December 28,   December 27,  December 28,
                                    1997           1996          1997           1996
                               --------------   ----------    ----------    -----------
<S>                            <C>              <C>           <C>           <C>
Basic:
     Net income (loss) less
        preferred dividends    $      240,970      (45,355)     (344,299)    (1,138,856)
                               ==============   ==========    ==========    ===========

     Weighted average shares       39,781,270   19,731,270    39,781,270     19,781,270
                               ==============   ==========    ==========    ===========

Basic earnings per share       $          .01         (.01)         (.01)          (.06)
                               ==============   ==========    ==========    ===========

Diluted:
     Net income (loss) less
        preferred dividends    $      240,970      (45,355)     (344,299)    (1,138,856)
                               ==============   ==========    ==========    ===========

     Weighted average shares       39,781,270   19,731,270    39,781,270     19,781,270
                               ==============   ==========    ==========    ===========

Diluted earnings per share     $          .01         (.01)         (.01)          (.06)
                               ==============   ==========    ==========    ===========
</TABLE>

(4)  Due to Parent

     As  discussed in note 2, in order for Peaches to be able to effect the plan
     of reorganization,  the Parent loaned $700,000 to Peaches. The loan will be
     repaid to the Parent  with  interest  at prime over a period of four  years
     beginning on the third  anniversary of the effective date. In the Company's
     third quarter of 1997, the Parent forgave $350,000 of principal and $24,719
     of  accrued  interest.  The  forgiveness  has  been  accounted  for  as  an
     additional capital contribution by the Parent at December 27, 1997.


                                      -9-
<PAGE>

                        PEACHES ENTERTAINMENT CORPORATION

                     Notes to Condensed Financial Statements

(5)  Income Taxes

     The Company follows Statement of Financial Accounting Standard ("SFAS") No.
     109,  Accounting  for Income Taxes.  The Company files a  consolidated  tax
     return with its Parent.  Any applicable tax charge or credits are allocated
     on a separate  return basis.  For the nine month period ended  December 27,
     1997, there was no (benefit)  provision for income taxes as the Company has
     net operating loss carryforwards for federal income tax purposes.

(6)  Year 2000 Impact

     The Year 2000 Issue is the result of computer  programs being written using
     two digits  rather  than four to define  the  applicable  year.  Any of the
     Company's computer programs that have date-sensitive software may recognize
     a date using "00" as the year 1900  rather  than the year 2000.  This could
     result  in a system  failure  or  miscalculations  causing  disruptions  of
     operations.  The Company has  assessed  that it will be required to upgrade
     portions  of its  software  which was  originally  purchased  from  outside
     vendors,  so that its computer  systems will properly  utilize dates beyond
     December 31, 1999. These upgrades are currently available,  and the Company
     believes that these upgrades will not have a material impact on the ongoing
     results of operations  or financial  position of the Company.  However,  if
     such  modifications  and  conversions are not possible or are not completed
     timely,  the Year 2000 Issue could have a material impact on the operations
     of the Company.

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

(7)  Subsequent Event

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


                                      -10-
<PAGE>


                        PEACHES ENTERTAINMENT CORPORATION


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

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

Results of Operations

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

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

Selling,  general and  administrative  (SG&A) expenses in 1997 decreased by 10.5
percent  compared  to 1996.  Such  decrease  is  attributable  to a decrease  in
comparable store expenses (5.5 percent),  a decrease in corporate  overhead (3.2
percent),  and a decrease  due to a store  closing  during the  Company's  third
quarter  of 1997 (1.8  percent).  SG&A  expenses  as a  percentage  of net sales
decreased  from 40.3  percent in 1996 to 37.5 percent in 1997  primarily  due to
overhead reductions.

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



                                      -11-
<PAGE>


                        PEACHES ENTERTAINMENT CORPORATION


The Company incurred a net loss of  approximately  $299,000 in 1997 versus a net
loss of approximately  $1,139,000 in 1996. The significant reduction in net loss
is  attributed  to an  increase  in gross  profit  percentage  and a decrease in
expenses as discussed above.

Liquidity and Capital Resources

The  Company had working  capital of $914,341 at December  27, 1997  compared to
working  capital of  $1,513,459 at March 29, 1997 and a current ratio (the ratio
of total current  assets to total current  liabilities)  of 1.2 to 1 at December
27, 1997  compared to a current ratio of 1.5 to 1 at March 29, 1997. At December
27,  1997,  the  Company  had  long-term  obligations  of  $982,061.  Management
anticipates  that  its  ability  to  repay  its  long-term  obligations  will be
satisfied primarily through funds generated from its operations.

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

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

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

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

The Year 2000 Issue is the result of computer  programs  being written using two
digits  rather than four to define the  applicable  year.  Any of the  Company's
computer programs that have  date-sensitive  software may recognize a date using
"00" as the year 1900 rather than the year 2000.  This could  result in a system
failure or miscalculations  causing  disruptions of operations.  The Company has
assessed that it will be required to upgrade  portions of its software which was
originally  purchased from outside  vendors,  so that its computer  systems will
properly  utilize dates beyond  December 31, 1999.  These upgrades are currently
available, and the Company believes that these upgrades will not have a material
impact on the  ongoing  results  of  operations  or  financial  position  of the
Company.  However, if such modifications and conversions are not possible or are
not completed  timely,  the Year 2000 Issue could have a material  impact on the
operations of the Company.

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

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

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


                                      -12-
<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

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


                                      -13-
<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: 2/27/98                       /s/ Allan Wolk
      -------------                 --------------------------------------------
                                    Allan Wolk, Chairman of the Board, President
                                    (Principal Executive Officer)




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






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