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 SEPTEMBER 30, 1999

                                       OR

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

           FOR THE TRANSITION PERIOD FROM _______________ TO __________________

                       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  November  15,  1999,  there  were  2,542,000  shares  outstanding  of the
registrant's common stock, $0.01 par value.
----------------------------------- ----------------- -------------------







<PAGE>


                                      INDEX

                          PART I. FINANCIAL INFORMATION
<TABLE>

<S>                                                                                                              <C>

                                                                                                               PAGE NO.
                                                                                                         --------------

ITEM 1.    FINANCIAL STATEMENTS (UNAUDITED):

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

              Statements of Operations -
                      Three months and nine months ended September 30, 1998 and 1999                                 4

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

              Statements of Cash Flows -
                      Nine months ended September 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>
















<PAGE>



                       INSTITUTIONAL EQUITY HOLDINGS, INC.
                            (FORMERLY EUROMED, INC.)
                           CONSOLIDATED BALANCE SHEETS
                                     ASSETS
<TABLE>
<S>                                                                         <C>                   <C>

                                                                     September 30,               December 31,
                                                                            1999                      1998
                                                                      ------------------           -----------
                                                                      (Unaudited)
Current Assets
   Cash                                                                $    41,233                $   118,130
   Investments, at market                                                1,385,456                   464,034
   Receivables
       Commissions                                                         413,278                   465,178
       Good faith deposits                                                 350,000                   100,000
       Other                                                               394,466                   156,555
   Prepaid expenses and deposits                                           454,726                    30,469
                                                                       -----------              ------------
           Total Current Assets                                          3,039,159                 1,334,366
Furniture and Equipment, net
   of accumulated depreciation                                             234,092                   119,231
Restricted investments, at market                                        1,186,455                        -
Other Assets                                                                46,727                    12,157
                                                                      ------------              ------------
           Total Assets                                                 $4,506,433                $1,465,754
                                                                        ==========                ==========

                                            LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
   Note Payable                                                        $   358,683            $           -
   Due to brokers                                                                -                    86,586
   Securities sold, not yet purchased                                      906,611                    11,667
   Accounts payable and accrued liabilities                                760,219                   495,050
                                                                       -----------               -----------
           Total Current Liabilities                                     2,025,513                   593,303

Loans Subordinated to Claims of
   General Creditors
       Officers                                                            370,000                   270,000
       Others                                                              245,000                   245,000
       Restricted investments                                            1,186,455                        -
Minority Interest in Subsidiary                                             16,511                        -
                                                                      ------------           --------------
           Total Liabilities                                             3,843,479                 1,108,303
                                                                        ----------                ----------

Stockholders' Equity
   Preferred Stock, par value $.01 per share;
       5,000,000 shares authorized;
       1,060,000 shares issued and outstanding                              10,600                        -
   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                                            2,639,425                   795,987
   Retained (deficit)                                                   (1,880,121)                 (331,586)
                                                                       -----------               -----------
                                                                           795,204                   489,701
           Less treasury shares                                           (132,250)                 (132,250)
                                                                      ------------               -----------
              Total Shareholders' Equity                                   662,954                   357,451
                                                                      ------------               -----------
              Total Liabilities and Shareholders' Equity                $4,506,433                $1,465,754
                                                                        ==========                ==========
</TABLE>




<PAGE>


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

                      CONSOLIDATED STATEMENT OF OPERATIONS
                                   (UNAUDITED)
<TABLE>
<CAPTION>


                                                                  For the Three Months Ended      For the Nine Months Ended
                                                              September 30,                          September 30,
                                                          1999               1998               1999           1998
                                                     --------------      ------------       -----------    --------
<S>                                                      <C>              <C>                  <C>              <C>

Revenues
   Commissions                                              $1,202,633        $446,885         $4,819,302         $1,821,784
   Gain (Loss) on firm securities accounts                   (151,949)        (249,789)           504,023       1,049,729
   Underwriting and syndicate income                          577,666          178,193            777,676         449,665
                                                          -----------        ---------        -----------     -----------

       Total Revenue                                        1,628,350          375,289          6,101,001       3,321,178

Costs and expenses
   Commissions paid to other broker-dealers                 1,121,953           75,796          2,568,857         473,782
   Employee compensation                                      175,486          354,909          2,217,230       1,531,355
   Other general and administrative expenses                1,466,105          550,892          2,740,912       1,654,042
                                                           ----------        ---------          ---------      ----------

       Operating Income (Loss)                             (1,135,194)        (606,308)        (1,425,998)       (338,001)

Other income (expense)
   Interest income                                              2,078                -              2,492           4,972
   Interest expense                                           (56,845)         (54,253)          (118,337)       (104,188)
                                                          -----------        ---------         ----------      ----------

       Net Income (Loss) From Continuing
           Operations Before Preferred Stock
              Dividend and Minority Interest               (1,189,961)        (660,561)        (1,541,843)       (437,217)
Preferred Stock Dividend                                            -                              (5,229)
Minority interest in operating income
   of subsidiary                                                    -                -            (16,510)              -
                                                      ---------------    -------------         ----------  --------------

       Net Income (Loss) From Continuing
           Operations                                      (1,189,961)        (660,561)        (1,563,582)       (437,217)

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

       Net Income (Loss)                                  $(1,189,961)       $(660,561)       $(1,548,535)      $(437,217)
                                                          ===========        =========        ===========       =========

Net (loss) Income per share
   Continuing operations                              $         (.47)     $      (.60)     $        (.61)    $      (.40)
   Discontinued operations
       Gain on sale of discontinued operations                                       -
                                                    ----------------   ---------------

                                                      $         (.47)     $      (.60)     $        (.61)   $      (.40)
                                                      ==============      ===========      =============    ============
Pro forma weighted average number
   of shares of common stock outstanding                   2,542,000         1,100,000          2,542,000      1,100,000
                                                        ============        ==========        ===========     ==========

                                                              4

</TABLE>

<PAGE>


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

                 CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY

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


Retained
                                     Preferred Stock           Common Stock    Additional     Earnings   Treasury
                                     Number  Par Value   Number  Par Value  Paid-In-Capital  (Deficit)    Shares        Total
                                         ------    ---------         ------    ---------   ---------------   --------- -------
<S>                                      <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, net of
$270,103 of issuance expense     1,060,000   10,600          -        -        1,839,297           -              -     1,849,897

   Net Loss                             -        -           -        -             -      (1,548,535)             -   (1,548,535)
                                -----------------------------------------------------------------------    ----------------------

Balance, September 30, 1999
   (Unaudited)                  1,060,000  $  10,600     2,565,000   $25,300   $2,639,425    $(1,880,121)    $(132,250)   $  662,954
                               ===========   =========  =========   =======    ==========    ===========     =========    ==========
</TABLE>













<PAGE>


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

                      CONSOLIDATED STATEMENT OF CASH FLOWS
                                   (UNAUDITED)
<TABLE>


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

Cash Flow from Operating Activities
   Net (loss)                                                                $(1,548,535)                $   (437,217)
   Adjustment to reconcile net income (loss)
       to net cash from operating activities
           Depreciation                                                           30,300                       36,000
           Minority interest in income of subsidiary                              16,511                            -
           Issuance of stock warrants                                              4,141                            -
   Changes in assets and liabilities
           (Increase) decrease in investments                                   (921,422)                     484,006
           (Increase) decrease in receivables                                   (436,011)                     222,598
           (Increase) in prepaid expenses and deposits                          (424,257)                      26,744
           Decrease (increase) in other assets                                   (34,570)                      (1,651)
           (Decrease) Increase in due to brokers                                 (86,586)                       7,848
           (Decrease) in securities sold,
              not yet purchased                                                  894,944                       78,134
           Increase (decrease) in accounts payable
              and accrued liabilities                                            265,169                     (383,317)
                                                                           -------------                 ------------

              Net Cash Flow (Used) Provided By
                Operating Activities                                          (2,240,316)                      33,145
                                                                            ------------                -------------

Cash Flow from Investing Activities
   Equipment Purchases                                                          (145,161)                        (429)
                                                                           -------------               --------------

Cash Flow from Financing Activities
   Acquisition of restricted investments                                      (1,423,978)                           -
   Increase in loans subordinated to claims
       of creditors                                                            1,523,978                            -
   Increase (Decrease) in note payable                                           358,683                      (25,000)
   Sale of Preferred Stock                                                     1,849,897                            -
                                                                           -------------             ----------------
              Net Cash Flow Provided (Used)
                 By Financing Activities                                       2,308,580                      (25,000)
                                                                           -------------                 ------------

Net Increase (Decrease) In Cash                                                  (76,897)                       7,716

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

Cash at the End of the Period                                              $      41,233                  $    16,051
                                                                           =============                  ===========
</TABLE>


                                                         (Continued)
                                                              6



<PAGE>


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

                      CONSOLIDATED STATEMENT OF CASH FLOWS
                                   (UNAUDITED)
                                   (CONTINUED)

<TABLE>
<CAPTION>

                                                                                           Nine Months Ended
                                                                                              September 30,
                                                                                 1999                        1998
<S>                                                                          <C>                       <C>
                                                                              ----------                 --------
Supplemental Disclosures of Cash
   Flow Information
       Cash paid during the period for:
           Interest                                                          $   118,337                  $   104,188
                                                                             ===========                  ===========
           Income taxes                                                  $             -              $             -
                                                                         ===============              ===============

</TABLE>
















                                                              7


<PAGE>


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

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

                               SEPTEMBER 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:
<TABLE>
<S>                                                               <C>                                   <C>

            Date                                                      Amount                              Description
       August 1998                                                  $ 300,000                        Subordinate Loan
       November 1998                                                  210,000                        Subordinate Loan
       December 1998                                                    8,500                        January 1999 Rent
                                                                  ------------
                                                                    $ 518,500
</TABLE>

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  acquired a  ninety-six  percent  (96%)
ownership interest in Redstone Acquisition Corp. (which owns one hundred percent
(100%) 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:

   $ 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

   $ 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

  Any remaining restricted shares will vest in their entirety on the
 third anniversary of the closing date of the merger transaction.
                                   (Continued)
                                        8


<PAGE>


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

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)
                                   (CONTINUED)

                               SEPTEMBER 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:
<TABLE>
<S>     <C>
$  December  31,  1998  Consolidated  Balance  Sheet  -  Amounts  represent  the
consolidated  totals for the  individual  companies'  balance  sheets,  with all
intercompany balances having been eliminated.

$ Consolidated  Statements of Operations and Cash Flows for the three months and
nine months ended September 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.



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

</TABLE>

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:
<TABLE>
<S>     <C>

$ 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.

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

       $   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.

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

</TABLE>



                                                              9



<PAGE>


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

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)
                                   (CONTINUED)

                               SEPTEMBER 30, 1999


NOTE 3:  WEIGHTED AVERAGE OUTSTANDING

For the three  month and nine  month  periods  ended  September  30,  1999,  the
weighted average outstanding common shares is as follows:
<TABLE>
<S>                                                                                  <C>

           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
</TABLE>

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 nine months ended  September  30,
   1999, are not necessarily  indicative of the results that may be expected for
   the year ending December 31, 1999.










                                                             10


<PAGE>


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. ("IEH").


                                       11




<PAGE>


RESULTS OF OPERATIONS

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

Revenues for the three  months  ended  September  30,  1999,  increased  334% to
$1,628,350  compared to $375,289 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 September 30, 1999,  increased 181%
to  $2,763,544  compared to $981,597 for the three months  ended  September  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 September 30, 1999, the Company reported an operating
loss of $1,189,961 from  continuing  operations as compared to an operating loss
of $660,561 for the three months ended September 30, 1998. The loss was a result
of the growth in employee and nonemployee compensation which could not be offset
by the increased revenues.

Nine Months Ended September 30, 1999 Compared to Nine Months Ended September 30,
1998

Revenues  for  the  nine  months  ended  September  30,  1999  increased  84% to
$6,101,001  compared to $3,321,178 for the nine months ended September 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 nine months ended September 30, 1999 increased 106% to
$7,526,999  compared to $3,659,179 for the nine months ended September 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 nine months ended September 30, 1999, the Company  reported an operating
loss of $1,563,582 from continuing  operations as compared to a loss of $437,217
for the nine  months  ended  September  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  $2,240,316 for the nine months ended  September 30,
1999  compared  with $33,145  provided by  operations  for the nine months ended
September 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 1,060,000 shares
of its preferred stock for  $1,849,897,  which was used to finance the operating
losses experienced in 1999.

In the nine months of 1999 the Company  expended  $145,161  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.  In  September  1999,
Westower was merged with Spectrasite Holdings, Inc.


                                                             12


<PAGE>


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.









                                    13


<PAGE>




                                     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.  On August 13, 1999,  the Nevada State Court  decreed that the  Company's
motion for  summary  judgement  were  granted in both legal  proceedings  in the
Nevada  State  Court  and the  suits  were  dismissed  in  their  entirety  with
prejudice.

The third  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.


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




















                                                             14


<PAGE>


                                   SIGNATURES

   Pursuant to the  requirements  of the  Securities  Exchange Act of 1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.

Institutional Equity Holdings, Inc.

Dated:


       Signature                      Title


/s/:
Robert A. Shuey, III               Cheif Executive Officer &
                                   Chairman of the Board

/s/:
Elbert G. Tindell                    Director


/s/:
Anthony F.Vaccaro               Secretary & Directory








<PAGE>


                                                        Exhibit Index



Exhibit No.                     Description

27.1                            Financial Data Schedule.(*)


(*)                             Filed herewith