SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

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

                  FOR THE QUARTERLY PERIOD ENDED JUNE 30, 1999

                                       OR

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

        FOR THE TRANSITION PERIOD FROM _April 1, 1999_ TO _June 30, 1999_

                       INSTITUTIONAL EQUITY HOLDINGS, INC.
                            (FORMERLY EUROMED, INC.)
             (Exact name of registrant as specified in its charter)

                         COMMISSION FILE NUMBER 0-27720

     NEVADA                                                    88-0317700
(State or other jurisdiction of                             (I.R.S. Employer
  incorporation or organization)                        Identification No.)


                          8214 WESTCHESTER, SUITE 500
                                DALLAS, TX                  75225
               (Address of principal executive offices) (Zip Code)

                                 (214) 692-3544
              (Registrant's telephone number, including area code)

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

Yes                           No         X

As  of  August  18,  1999,  there  were  2,542,000  shares  outstanding  of  the
registrant's common stock, $0.01 par value.
-




                                      INDEX

                          PART I. FINANCIAL INFORMATION
<TABLE>
<CAPTION>

                                                                                                                    PAGE NO.
                                                                                                              --------------
<S>                                                                                                                 <C>

ITEM 1.    FINANCIAL STATEMENTS (UNAUDITED):

              Balance Sheets -
                      December 31, 1998 and June 30, 1999                                                            3

              Statements of Operations -
                      Three months and six months ended June 30, 1998 and 1999                                       4

              Statement of Stockholders' Equity
                      Year ended December 31, 1998 and six months ended June 30, 1999                                5

              Statements of Cash Flows -
                      Six months ended June 30, 1998 and 1999                                                        6

              Notes to Financial Statements                                                                          8

ITEM 2.    MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS                                                           11


                                                PART II. OTHER INFORMATION

ITEM 1.    LEGAL PROCEEDINGS                                                                                        14

ITEM 6.    EXHIBITS AND REPORTS ON FORM 8-K                                                                         14

</TABLE>


















ITEM 1 INSTITUTIONAL EQUITY HOLDINGS, INC.
<TABLE>
<CAPTION>

                            (FORMERLY EUROMED, INC.)
                           CONSOLIDATED BALANCE SHEETS
                                     ASSETS
                                                                      June 30,                 December 31,
                                                                       1999                        1998
                                                                           -----------------------
                                                                     (Unaudited)
<S>                                                                         <C>              <C>

Current Assets
   Cash                                                             $   135,756               $   118,130
   Investments, at market                                             1,152,468                   464,034
   Receivables
       Commissions                                                      162,765                   465,178
       Good faith deposits                                              100,000                   100,000
       Other                                                            157,378                   156,555
   Prepaid expenses                                                       2,840                    30,469
                                                                     ----------               -----------
           Total Current Assets                                       1,711,207                 1,334,366

Furniture and Equipment, net
   of accumulated depreciation                                          131,528                   119,231
Restricted investments, at market                                     1,623,125                         -
Other Assets       46,727                                                12,157
              -----------                                           -----------
           Total Assets                                             $ 3,512,587                $1,465,754
                                                                    ===========                ==========
                                           LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
   Notes Payable                                                   $    300,770             $           -
   Due to brokers                                                         1,419                    86,586
   Securities sold, not yet purchased                                    52,420                    11,667
   Accounts payable and accrued liabilities                             420,324                   495,050
                                                                   ------------               -----------
           Total Current Liabilities                                     774,933                  593,303

Loans Subordinated to Claims of
   General Creditors
       Officers                                                         470,000                   270,000
       Others 245,000                                                   245,000
       Restricted investments                                         1,623,125                         -
Minority Interest in Subsidiary                                          16,511                         -
                                                                    -----------            --------------
           Total Liabilities                                          3,129,569                 1,108,303
                                                                     ----------                ----------
Stockholders' Equity
   Preferred Stock, par value $.01 per share;
       1,000,000 shares authorized;
       190,000 shares issued and outstanding                              1,900                         -
   Common stock, par value $.01 per share;
       20,000,000 shares authorized; 2,530,000
       shares issued and outstanding                                     25,300                    25,300
   Additional paid-in-capital                                         1,178,228                   795,987
   Retained (deficit)                                                  (690,160)                 (331,586)
                                                                     -----------              -----------
                                                                        515,268                   489,701
           Less treasury shares                                        (132,250)                 (132,250)
                                                                     -----------              -----------
              Total Shareholders' Equity                                383,018                   357,451
                                                                     -----------              -----------
              Total Liabilities and Shareholders' Equity            $ 3,512,587                $1,465,754
                                                                    ===========                ==========
</TABLE>




                       INSTITUTIONAL EQUITY HOLDINGS, INC.
                            (FORMERLY EUROMED, INC.)
                      CONSOLIDATED STATEMENT OF OPERATIONS
                                   (UNAUDITED)
<TABLE>
<CAPTION>

                                                          For the Three Months Ended          For the Six Months Ended
                                                                 June 30,                               June 30,
                                                          1999               1998               1999           1998
                                                       --------------------------------- -------------  --------
<S>                                                       <C>                 <C>                 <C>        <C>

Revenues
   Commissions                                        $  2,090,666        $  717,136       $ 3,616,669   $ 1,374,899
   Gain on firm securities accounts                        416,534           559,241           655,972     1,299,518
   Underwriting and syndicate income                       121,506           135,613           200,010       271,472
                                                      ------------       -----------         ----------    ---------

       Total Revenue                                     2,628,706         1,411,990         4,472,651     2,945,889

Costs and expenses
   Commissions paid to other broker-dealers              1,040,683            93,250         1,446,904       397,986
   Employee compensation                                   954,524           632,190         2,041,744     1,176,446
   Other general and administrative expenses               748,198           525,112         1,274,807     1,103,150
                                                       -----------        ----------         ----------    ---------

       Operating Income (Loss)                            (114,699)          161,438          (290,804)      268,307

Other income (expense)
   Interest income                                             414             2,240               414         4,972
   Interest expense                                        (40,791)          (24,747)          (61,492)      (49,935)
                                                       ------------      --------------------------------------------

       Net Income (Loss) From Continuing
           Operations Before Preferred Stock
              Dividend and Minority Interest              (155,076)          138,931          (351,882)      223,344
Preferred Stock Dividend                                    (5,229)                             (5,229)            -
Minority interest in operating income
   of subsidiary                                           (12,329)                -           (16,510)             -
                                                         ----------    -------------          -----------------------

       Net Income (Loss) From Continuing
           Operations                                     (172,634)          138,931          (373,621)      223,344

Discontinued operations
   Operating (loss)                                              -                 -                  -            -
   Gain (loss) on sale                                           -                 -            15,047             -
                                                       -----------     -------------        -----------   ----------

       Net Income (Loss)                                $ (172,634)        $ 138,931         $(358,574)    $ 223,344
                                                        =============================        =======================

Net (loss) Income per share
   Continuing operations                               $      (.07)              .12       $     (.15)    $      .20
   Discontinued operations
       Gain on sale of discontinued operations                   -                 -                 -             -
                                                      ------------     -------------        -----------  -----------

                                                       $      (.07)     $        .12        $     (.15)    $     .20
                                                       =============================================================
Pro forma weighted average number
   of shares of common stock outstanding                 2,542,000          1,100,000         2,542,000    1,100,000
                                                        ========== =================================================


</TABLE>

<PAGE>



                       INSTITUTIONAL EQUITY HOLDINGS, INC.
                            (FORMERLY EUROMED, INC.)

                 CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY

                    FOR THE YEAR ENDED DECEMBER 31, 1998 AND
                       THE SIX MONTHS ENDED JUNE 30, 1999
                                   (UNAUDITED)
<TABLE>
<CAPTION>

                                                                                                               Retained
                                                 Preferred Stock          Common Stock    Additional     Earnings   Treasury
                                         Number    Par Value        Number     Par ValuePaid-In-Capital (Deficit)   Shares    Total
                                         ------    ---------        ----------------------------------------------------------------
<S>                                        <C>          <C>         <C>             <C>      <C>         <C>       <C>      <C>

Balance, December 31, 1998                   -            -           105     $       1     $ 71,029   $ 299,675  $(24,000) $346,705
   Retirement of treasury stock              -            -             -             -      (24,000)           -   24,000         -
   Net loss 1998                             -            -             -             -             -   (631,261)      -   (631,261)
                                    ----------- ------------     ------------    ----------   -----------    ----------------  ---

Balance, December 31, 1998                                            105             1       47,029    (331,586)    -    (284,556)
   Acquisition of parent
       February 16, 1999 - Note 2            -            -     2,564,895        25,299      748,958          -  (132,250)  642,007
                                    ----------- ------------    ---------       -------      --------   ----------    -------  -----

Restated, December 31, 1998                  -            -     2,565,000        25,300      795,987   (331,586) (132,250) 357,451
   Issuance of warrant to purchase
       414,062 shares of common
       stock                                                            -             -        4,141          -       -     4,141

   Sale of Preferred Stock             190,000        1,900             -             -      378,100          -       -   380,000

   Net Loss                                  -            -             -             -             -   (358,574)     -  (358,574)
                                   ------------ ------------   --------------- ------------- -------------    ---------------------

Balance, June 30, 1999
   (Unaudited)                         190,000     $  1,900    2,565,000       $25,300    $1,178,228  $(690,160) $(132,250) $383,018
              =========               =========   =========     =======    ==========     =========      =========     ========

</TABLE>







                       INSTITUTIONAL EQUITY HOLDINGS, INC.
                            (FORMERLY EUROMED, INC.)

                      CONSOLIDATED STATEMENT OF CASH FLOWS
                                   (UNAUDITED)
<TABLE>
<CAPTION>

                                                                             Six Months Ended
                                                                                June 30,
                                                                       1999                        1998
                                                                    -----------------------------------
<S>                                                                <C>                         <C>

Cash Flow from Operating Activities
   Net (loss) income                                               $ (358,574)                  $  223,344
   Adjustment to reconcile net income (loss)
       to net cash from operating activities
           Depreciation                                                 9,000                      24,000
           Minority interest in income of subsidiary                   16,511                           -
           Issuance of stock warrants                                   4,141                           -
   Changes in assets and liabilities
           Increase in investments                                   (688,434)                   (211,773)
           (Increase) decrease in receivables                         301,590                    (157,151)
           Decrease in prepaid expenses                                27,629                      25,590
           Increase in other assets                                   (34,570)                    (46,987)
           Decrease in due to brokers                                 (85,167)                   (260,904)
           Increase in securities sold,
              not yet purchased                                        40,753                     558,307
           Decrease in accounts payable
              and accrued liabilities                                 (74,726)                   (113,410)
                                                                   -----------                  ----------

              Net Cash Flow (Used) Provided By
                Operating Activities                                 (841,847)                     41,016
                                                                   -----------                  ---------

Cash Flow from Investing Activities
   Equipment Purchases                                                (21,297)                       (429)
                                                                   -----------                  ----------

Cash Flow from Financing Activities
   Acquisition of restricted investments                           (1,623,125)                          -
   Increase in loans subordinated to claims
       of creditors                                                 1,823,125                           -
   Increase (Decrease) in note payable                                300,770                     (16,666)
   Sale of Preferred Stock                                            380,000                           -
                                                                   -----------               ------------
              Net Cash Flow Provided (Used)
                 By Financing Activities                              880,770                     (16,666)
                                                                   -----------                  ----------

Net Increase (Decrease) In Cash                                        17,626                      23,921

Cash at the Beginning of the Period                                   118,130                       8,335
                                                                  ------------                  ---------

Cash at the End of the Period                                     $   135,756                   $  32,256
                                                                  ============                  =========
</TABLE>

                                   (Continued)


<PAGE>
                       INSTITUTIONAL EQUITY HOLDINGS, INC.
                            (FORMERLY EUROMED, INC.)

                      CONSOLIDATED STATEMENT OF CASH FLOWS
                                   (UNAUDITED)
                                   (CONTINUED)

                                                Three Months Ended
                                                     June 30,
                                          1999                       1998
                                               ---------------------
Supplemental Disclosures of Cash
   Flow Information
       Cash paid during the period for:
           Interest                      $ 61,492                    $ 49,935
                                         ========                    ========
           Income taxes              $         -                 $         -
                                        ===========                 ===========

































<PAGE>


                       INSTITUTIONAL EQUITY HOLDINGS, INC.
                            (FORMERLY EUROMED, INC.)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)
                                  JUNE 30, 1999

NOTE 1:  ACQUISITION OF REDSTONE SECURITIES, INC.

In 1998 Institutional Equity Holdings, Inc. (formerly Euromed, Inc.)
advanced monies to Redstone Securities, Inc. as follows:
            Date                  Amount                          Description
       August 1998             $ 300,000                        Subordinate Loan
       November 1998             210,000                        Subordinate Loan
       December 1998               8,500                       January 1999 Rent
                             ------------
                               $ 518,500

The $510,000 of subordinated loans were subject to certain National  Association
Securities Dealers (NASD) subordination  restrictions and could not be repaid to
the Company  without prior written  approval of the NASD. In February  1999, the
$510,000 of subordinated loans, plus accrued interest,  were converted to equity
in Redstone Securities, Inc.

On November 6, 1998, the "Agreement and Plan of Reorganization" by and among the
Company, Redstone Acquisition Corp. and Redstone Securities,  Inc. was executed.
As of February  16,  1999,  the Company  acquire one hundred percentd   (100%)
ownership interest in Redstone Acquisition Corp. (which owns ninety-six percent
(96%) of the outstanding common shares of Redstone Securities,  Inc.) by issuing
one million,  one hundred  thousand  (1,100,000)  shares of its common stock for
nine hundred and sixty (960) shares of Redstone Acquisition Corp's common stock.
Five hundred thousand (500,000) of the acquisition shares were issued subject to
certain vesting restrictions.
These restricted shares will vest as follows:

   o Shares  will vest if the  Company's  stock  trades for  twenty  consecutive
trading days as follows:

              Vesting
              Number of                                                Trading
                 Shares                                                 Value
              166,667                                                   $2.25
              166,667                                                   $3.75
              166,666                                                   $5.25

   o All shares will vest if the Company achieves the following earnings level:

              Net                                                 Year Ending
             Income                                               December 31,
           $200,000                                                  1999
           $350,000                                                  2000
           $525,000                                                  2001

   o Any remaining  restricted  shares will vest in their  entirety on the third
anniversary of the closing date of the merger transaction.
                                   (Continued)

<PAGE>
                       INSTITUTIONAL EQUITY HOLDINGS, INC.
                            (FORMERLY EUROMED, INC.)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)
                                   (CONTINUED)

                                  JUNE 30, 1999


NOTE 1:  ACQUISITION OF REDSTONE SECURITIES, INC. (CONTINUED)

Pro forma consolidating  financial statements were presented in the Company Form
10-K for the year ended December 31, 1998 filed in April 1999.

The consolidated financial statements included therein are as follows:

       o   December 31, 1998 Consolidated  Balance Sheet - Amounts represent the
           consolidated  totals for the individual  companies'  balance  sheets,
           with all intercompany balances having been eliminated.

       o   Consolidated  Statements of  Operations  and Cash Flows for the three
           months  and  six  months  ended  June  30,  1999  -  Represents   the
           consolidated  operations of Institutional  Equity Holdings,  Inc. and
           its subsidiary  Redstone  Acquisition Corp. as if the acquisition had
           occurred  on  January  1,  1999.   All   intercompany   balances  and
           transactions have been eliminated in consolidation.

       o   Statements of Operations and Cash Flows for the three months and
           six months ended June 30, 1998 - Represents the operations and cash
           flows for Redstone Securities, Inc, only.


NOTE 2:  RESTRICTED INVESTMENTS

On March 18, 1999, the Company  entered into an agreement with an individual for
the  delivery  to the Company of a  certificate  representing  66,250  shares of
common stock of Westower  Corporation.  The  agreement  included  the  following
terms:

       o   The individual will receive compensation equal to five percent (5%)
           of the average daily closing sales price of the common stock on the
           American Stock Exchange, calculated for each fiscal quarter.

       o The Company  agrees not to  transfer  or assign the shares  without the
         individual's prior written consent during the term of the agreement.

       o   The Company will issue to the  individual a five year stock  purchase
           warrant  for  414,062  shares of common  stock of the  Company  at an
           exercise price of $2.00 per share.  The Company has the right to call
           the warrant if the trading  price of the  Company's  common stock has
           equaled or exceeded $4.00 per share for ten consecutive days.

       o  Agreement  can be  terminated  upon sixty (60) days'  notice by either
          party.




                       INSTITUTIONAL EQUITY HOLDINGS, INC.
                            (FORMERLY EUROMED, INC.)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)
                                   (CONTINUED)

                                  JUNE 30, 1999


NOTE 3:  WEIGHTED AVERAGE OUTSTANDING

For the three month and six month  periods  ended June 30,  1999,  the  weighted
average outstanding common shares is as follows:

           Shares outstanding, December 31, 1998                       1,430,000

           Shares issued in acquisition of Redstone
              Securities, Inc.                                         1,100,000

           Shares to be issued for service rendered in 1998               35,000
                                                                        -------
                                                                       2,565,000
              Less Treasury Shares                                      (23,000)
                                                                       2,542,000

All common  shares  were  considered  to be  outstanding  from  January 1, 1999.
Diluted  (loss)  per common  share is not  disclosed  because  the effect of the
exercise of the common stock warrants would be anti-dilutive.


NOTE 4:    BASIS OF PRESENTATION

   The  accompanying  unaudited  consolidated  financial  statements  have  been
   prepared in accordance  with  generally  accepted  accounting  principals for
   interim financial information and with the instructions to Form 10-Q and Rule
   10-01 of  Regulations  S-X.  They do not  include all  information  and notes
   required by generally accepted  accounting  principals for complete financial
   statements.  However, except as disclosed,  there has been no material change
   in  the  information  disclosed  in  the  notes  to  consolidated   financial
   statements included in the Annual Report on Form 10-K of Institutional Equity
   Holdings, Inc. (formerly Euromed, Inc.) for the year ended December 31, 1998.
   In the opinion of management, all adjustments (consisting of normal recurring
   accruals)  considered  necessary for a fair  presentation have been included.
   Operating  results for the three  months and six months  ended June 30, 1999,
   are not  necessarily  indicative  of the results that may be expected for the
   year ending December 31, 1999.









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

GENERAL

Swiss  Nassau  Corporation  was  incorporated  on May 17,  1994 in the  state of
Nevada,  United States of America,  with  authorized and issued share capital of
1,000 shares of common stock with no par value (the "Common Stock"). On June 15,
1994,  computer  equipment  with  estimated  value of $4,998 was  contributed in
exchange for all of the shares of Swiss Nassau Corporation. On October 20, 1995,
Swiss Nassau Corporation  changed its name into EuroMed,  Inc. ("EuroMed" or the
"Company")  and increased its authorized  shares to 20,000,000  shares of Common
Stock with a new par value of $0.01 per share,  and 5,000,000  preferred  shares
with a par value of $0.01 per share. On October 20, 1995, EuroMed, Inc. effected
a 150 for 1 stock split of its Common Stock.

On November  17,  1995,  all of the shares of  Galenica  B.V.  ("Galenica")  and
Confedera B.V. ("Confedera"),  both based in Oosterhout,  the Netherlands,  were
exchanged by the ultimate shareholder of both companies for all of the shares of
a newly-formed  company,  EuroMed Europe B.V. ("EuroMed Europe").  Prior to this
transaction Galenica and Confedera were owned by B.V. Wisteria  ("Wisteria"),  a
Netherlands limited liability company, which is owned by Pantapharma B.V., which
is owned by A. Francois  Hinnen.  All of the shares of EuroMed  Europe were then
exchanged for 1,850,000  shares of Common Stock.  Neither EuroMed Europe nor the
Company  had  any  operations,   and  these   transactions   were  completed  in
contemplation  of an intitial public offering  ("IPO") of shares of EuroMed.  In
March 1996 EuroMed  completed its IPO by selling  1,150,000 shares of its common
stock at $6.50 per share.  The  proceeds  of the IPO and  850,000  shares of its
common stock were used to acquire Mutarestes B.V. and Subsidiary  ("Mutarestes")
in July 1996 (estimated  acquisition price of $11,729,500).  Almost immediately,
upon completion of the acquisition of Mutarestes,  differences developed between
various officers,  directors and shareholders.  Mutarestes was subsequently sold
in July 1997 with a significant  loss being recognized and the 850,000 shares of
common stock being  returned to the Company.  In addition,  A.  Francois  Hinnen
returned 850,000 shares of common stock to the Company to mitigate the effect of
the loss on the Mutarestes transactions.

As a result of the failed  acquisition of Mutarestes and a significant change in
the Dutch law as it related to the wholesale price of pharmaceuticals, the Board
of  Directors  concluded  that it was in the best  interest of EuroMed to divest
itself of its  remaining  Dutch  pharmaceutical  operations.  In November  1997,
EuroMed Europe and its subsidiaries were sold.  EuroMed recognized a substantial
loss on the  disposal  of  EuroMed  Europe;  therefore,  the Board of  Directors
negotiated with A. Francois  Hinnen the return of 1,000,000  shares of EuroMed's
common  stock to lessen the  effects of the loss on disposal  for the  remaining
shareholders.

Effective February 16, 1999, Redstone Securities,  Inc.  ("Redstone") was merged
into a newly  organized  subsidiary of the Company with Redstone as the survivor
(the "Redstone Merger"). The Company issued 1,100,000 shares of its Common Stock
to the three principals of Redstone,  Thomas Laundrie, Gary Purcell, and Richard
Belz; however,  500,000 of these shares are restricted until the market price of
the Company's Common Stock reaches certain price levels or the Company reporting
certain  levels of net income.  Notwithstanding  the price  levels of the Common
Stock or net income performance levels, the restricted shares will fully vest on
February 16, 2002. The 500,000 restricted shares are considered  outstanding and
are  included in  computations  in the Form 10Q.  Redstone has been a registered
broker  dealer  since 1988 and has 70 retail  brokers.  Redstone  has offices in
Plainview, New York, New York, New York, and Boca Raton, Florida.

Effective April 23, 1999, EuroMed, Inc. changed its name into Institutional
Equity Holdings, Inc. ("IEQC").


                              RESULTS OF OPERATIONS

Three Months Ended June 30, 1999 Compared to Three Months Ended June 30, 1998

Revenues for the three months ended June 30, 1999,  increased  86% to $2,628,706
compared to $1,411,990  for the three months ended June 30, 1998.  In 1998,  the
Company  had two offices in the state of New York and one office in the state of
Florida. In 1999, the Company added offices in Dallas and Austin, Texas and West
Patterson,  New Jersey.  It was the  addition of these  offices  that caused the
increase in the revenues.

Cost and expenses for the three  months ended June 30, 1999,  increased  119% to
$2,743,405  compared to $1,250,552 for the three months ended June 30, 1998. The
primary cause of the increase in cost and expenses was due to increased employee
and nonemployee compensation related to the new offices.

For the three months ended June 30, 1999, the Company reported an operating loss
of $172,634 from  continuing  operations  as compared to an operating  profit of
$138,931 for the three months ended June 30, 1998.  The loss was a result of the
growth in employee and nonemployee compensation which could not be offset by the
increased revenues.

Six Months Ended June 30, 1999 Compared to Six Months Ended June 30, 1998

Revenues  for the six months  ended June 30, 1999  increased  52% to  $4,472,651
compared to  $2,945,889  for the six months  ended June 30, 1998.  In 1998,  the
Company  had two offices in the state of New York and one office in the state of
Florida. In 1999, the Company added offices in Dallas and Austin, Texas and West
Patterson,  New Jersey.  It was the  addition of these  offices  that caused the
increase in the revenues.

Cost and  expenses  for the six months  ended  June 30,  1999  increased  78% to
$4,763,455  compared to $2,677,582  for the six months ended June 30, 1998.  The
primary cause of the increase in cost and expense was due to increased  employee
and nonemployee compensation related to the new offices.

For the six months ended June 30, 1999,  the Company  reported an operating loss
of $373,621 from  continuing  operations as compared to a profit of $223,344 for
the six  months  ended  June 30,  1998.  The loss was a result of the  growth in
employee and nonemployee compensation which could not be offset by the increased
revenues.

LIQUIDITY AND CAPITAL RESOURCES

Cash used in  operations  was  $841,847  for the six months  ended June 30, 1999
compared with $41,016  provided by operations  for the six months ended June 30,
1998. The Company's  management  believe that in the future quarters the Company
will generate positive cash flows from operations, based upon expected revenues.
This cash flow  generated  should be  sufficient  to provide  the  Company  with
adequate  working  capital.  In 1999 the  Company  sold  190,000  shares  of its
perferred  stock for $380,000,  which was used to finance the  operating  losses
experienced in 1999.

In the six months of 1999 the  Company  expended  $21,297  for the  purchase  of
equipment.

On March 18, 1999,  the Company  entered into  agreement  whereby  66,250 common
shares of Westower  Corporation were transferred by a third party to the Company
for its use, in exchange  for an interest fee based upon the market value of the
stock,  plus the issuance of a stock  purchase  warrant.  At June 30, 1999,  the
Company had recognized interest expenses of $24,820 related to this transaction.


SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

Forward-looking   statements  of  this  report,  including  without  limitation,
statements   relating   to  the   Company's   plans,   strategies,   objectives,
expectations,  intentions  and adequacy of  resources,  are made pursuant to the
Safe Harbor Provisions of the Private Securities  Litigation Reform Act of 1995.
Investors are cautioned that such  forward-looking  statements involve risks and
uncertainties  including  without  limitation the  following:  (i) the company's
plans, strategies, objectives, expectations and intentions are subject to change
at any time at the  discretion  of the  company,  (ii) the  company's  plans and
results of operations  will be affected by the  company's  ability to manage its
growth,   accounts   receivable  and  inventory,   and  (iii)  other  risks  and
uncertainties  as indicated from time to time in the company's  filings with the
Securities and Exchange Commission.




























                                     PART II

ITEM 1.   LEGAL PROCEEDINGS

The Company is still  involved in three legal  proceedings,  two in Nevada State
Court and one in the United States  District Court for the Northern  District of
Texas.  There has been no  substantive  activity  in the past six  months in the
first Nevada suit filed by the Company  against  former  directors  Gregory Alan
Gaylor and Robert Jansonius.

The second  legal  proceeding  is a lawsuit  filed by the  Company in the United
States District Court for the Northern District of Texas against Gaylor in which
a Final Judgment in the total amount of approximately $16 million was awarded in
favor of the Company against Gaylor.  Gaylor has not tendered any payments under
the Final Judgment and it remains wholly unsatisfied.

The third legal  proceeding is a Nevada  lawsuit filed by Gaylor and Jan Bouwman
(another former  director),  on behalf of themselves and the Company's  minority
shareholders,  against the Company.  A special  master was  appointed,  with the
Company's agreement, to investigate Gaylor and Bouwman's allegations against the
Company.  The special master conducted hearings in December 1997, and issued his
report dated July 30, 1998,  in which he reached the  conclusion  that:  (i) the
current  board  of  directors  has   restructured  the  Company  with  competent
management,  new objectives and adequate capital to maximize the Company's value
and the  shareholders'  return  on  investment,  (ii)  further  interference  by
shareholders, former officers, third parties and the court is not warranted, and
(iii) the Company should promptly complete all SEC filings and bring all SEC and
shareholder reports current. The Company completed and filed all such delinquent
reports in December 1998.


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)    Exhibits


                        Number and Description of Exhibit

Number       Exhibit Description

27.1         Financial Data Schedule.(*)

             *     Filed herewith.

(b)          Reports of Form 8-K:

             None









                                   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.

Institutional Equity Holdings, Inc.

Dated: August 18, 1999


       Signature                       Title



/s/: Robert A. Shuey, III
                                  Chief Executive Officer
 Robert A. Shuey, III             & Managing Director



/s/: Anthony F. Vaccaro
                                  Senior Vice President
Anthony F. Vaccaro                and Secretary
















                                  Exhibit Index



Exhibit No.                     Description

27.1                            Financial Data Schedule.(*)


(*)                             Filed herewith