<PAGE>
                    SECURITIES AND EXCHANGE COMMISSION

                          Washington, D.C.  20549

                                FORM 10-QSB
        
           [X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                   OF THE SECURITIES EXCHANGE ACT OF 1934
               For the Quarterly Period Ended February 28, 1999

           [ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d)
                   OF THE SECURITIES EXCHANGE ACT OF 1934
                 For the Transition Period from _________
                                     
                      Commission File Number: 0-19945
                                     
                         NoFire Technologies, Inc.
                         -------------------------
              (Name of small business issuer in its charter)
                                     
                      Delaware                        22-3218682
                      ---------                       -----------
           (State or other jurisdiction of        (I.R.S. Employer
             incorporation or organization)       Identification No.)

        21 Industrial Avenue, Upper Saddle River, New Jersey  07458 
        -----------------------------------------------------------
          (Address of principal executive offices)       (Zip Code)
            
                    Issuer's telephone number (201) 818-1616
                                               -------------
                    
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past
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 X   NO
                                    ---     ---

Check whether the issuer has filed all documents and reports required to 
be filed by Section 12, 13 or 15(d) of the Exchange Act after the 
distribution of securities under a plan confirmed by the Court.

                                 YES X   NO
                                    ---     ---

State the number of shares of each of the issuer's classes of common equity
outstanding at the latest practicable date: 13,105,415 shares of Common
Stock as of March 31, 1999.

Transitional Small Business Disclosure Format (check one):

                                 YES     NO X
                                    ---    ---

                            Page 1
<PAGE>

                    NOFIRE TECHNOLOGIES, INC.
                               
                          FORM 10-QSB
                               
                             INDEX
                               
PART I - FINANCIAL INFORMATION                             PAGE

Item 1.  Unaudited Financial Statements:
        
         Balance Sheets as of February 28, 1999
         and August 31, 1998                                 3
         
         Statements of Operations for the
         Six Months ended February 28, 1999
         and 1998; and the Three Months ended
         February 28, 1999 and 1998                          5

         Statements of Cash Flows for the
         Six Months ended February 28, 1999 and 1998         6

         Notes to Unaudited 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                                         13




                                  Page 2
<PAGE>

              PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

                      NOFIRE TECHNOLOGIES, INC.
                    (A Development Stage Company)

                           BALANCE SHEETS

                                              February 28,   August 31,
                                                  1999          1998
                                              -----------   ----------
                                               (UNAUDITED)

              ASSETS

CURRENT ASSETS:
    Cash                                      $   62,479    $  170,400
    Inventories                                  114,132        70,602
    Prepaid expenses and other current assets     25,304        12,251
                                               ---------    ----------
    Total Current Assets                         201,915       253,253
                                               ---------    ----------
EQUIPMENT, less accumulated depreciation           5,727         4,238
                                               ---------    ----------
OTHER ASSETS:
    Patents, less accumulated amortization of
      $1,050,000 at February 28, 1999 and
      $900,000 at August 31, 1998                450,000       600,000
    Excess of reorganization value over net
      assets, less accumulated amortization
      of $147,714 at February 28, 1999 and
      $126,613 at August 31, 1998                 63,307        84,409
    Security deposits                             19,836        19,836
                                              ----------     ---------
                                                 533,143       704,245
                                              ----------     ---------
                                              $  740,785    $  961,736
                                              ==========    ==========



See accompanying notes to financial statements


                                  Page 3
<PAGE>

                      NOFIRE TECHNOLOGIES, INC.
                    (A Development Stage Company)
                                    
                           BALANCE SHEETS
                                    
                                              February 28,   August 31,
                                                  1999          1998
                                              -----------    ----------
                                              (UNAUDITED)

        LIABILITIES AND STOCKHOLDERS' EQUITY
                     (DEFICIENCY)

CURRENT LIABILITIES:
    Current portion of settled liabilities    $1,353,893      $ 803,811
    Accounts payable and accrued expenses        544,175        531,047
    Loans and advances payable to stockholders    51,131         57,750
    Deferred salaries                            612,531        542,526
    8% convertible debentures                    436,002        436,002
                                              ----------      ---------
                                               2,997,732      2,371,136
                                              ----------      ---------

SETTLED LIABILITIES, LESS CURRENT MATURITIES      41,520        658,363
                                              ----------     ----------

STOCKHOLDERS' EQUITY (DEFICIENCY):
    Common stock $.20 par value:
      Authorized - 25,000,000 shares
      Issued and outstanding - 12,924,859
       shares at February 28, 1999 and
       11,945,634 shares at August 31, 1998    2,584,972      2,389,127
    Capital in excess of par value               600,232        297,595
    Deficit accumulated in the development
      stage                                   (5,483,671)    (4,754,485)
                                              ----------     ----------
    Total Stockholders' Equity (Deficiency)   (2,298,467)    (2,067,763)
                                              ----------     ----------
                                              $  740,785     $  961,736
                                              ==========     ==========



See accompanying notes to financial statements



                                  Page 4
<PAGE>

                  NOFIRE TECHNOLOGIES, INC.
                (A Development Stage Company)

                   STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
                                                                                           July 13, 1987
                                                                                             (Date of 
                                         For the Six Months      For the Three Months       Inception) 
                                          Ended February 28,      Ended February 28,          through
                                           1999       1998         1999       1998      February 28 1999
                                       ----------   ---------    ---------   ---------      ----------
                                             (UNAUDITED)             (UNAUDITED)
<S>                                    <C>          <C>          <C>
NET SALES                               $ 115,900    $   6,401    $108,740   $     795      $  555,541

COSTS AND EXPENSES:
    Cost of sales                          47,300        2,880      44,078         317         307,865
    Write-down of excess inventory            -            -           -           -            35,000
    Selling, general and administrative   707,276      611,083     342,911     310,698       8,565,351
                                       ----------   ----------   ---------   ---------      ----------
                                          754,576      613,963     386,989     311,015       8,908,216
                                       ----------   ----------   ---------   ---------      ----------
LOSS FROM OPERATIONS                     (638,676)    (607,562)   (278,249)   (310,220)     (8,352,675)
                                       ----------   ----------   ---------   ---------      ----------
OTHER EXPENSES:
    Interest expense                       91,216      123,662      52,548      57,219         873,493
    Interest income                          (706)       -           -           -              (8,232)
    Reorganization items                    -            -           -           -             365,426
    Litigation settlement                   -            -           -           -             198,996
                                       ----------   ----------   ---------   ---------      ----------
                                           90,510      123,662      52,534      57,219       1,429,683
                                       ----------   ----------   ---------   ---------      ----------
LOSS BEFORE DISCONTINUED OPERATIONS
  AND EXTRAORDINARY ITEM                 (729,186)    (731,224)   (330,783)   (367,439)     (9,782,358)

DISCONTINUED OPERATIONS                     -            -           -           -          (1,435,392)
                                       ----------   ----------   ---------   ---------     ----------
LOSS BEFORE EXTRAORDINARY ITEM          (729,186)     (731,224)   (330,783)   (367,439)    (11,217,750)

EXTRAORDINARY ITEM - Gain on
  debt discharge                           -             -           -           -             507,952
                                       ----------   ----------   ---------   ---------      ----------
NET LOSS                               $ (729,186)  $ (731,224)  $(330,783)  $(367,439)   $(10,709,798)
                                       ==========   ==========   =========   =========      ==========

WEIGHTED AVERAGE COMMON SHARES
  OUTSTANDING                          12,468,515    9,914,263  12,403,548   9,865,731
                                       ==========   ==========   =========   =========

EARNINGS (LOSS) PER SHARE              $    (0.06)  $    (0.07)  $   (0.03)  $   (0.04)
                                       ==========   ==========   =========   =========
</TABLE>


See accompanying notes to financial statements


                                Page 5
<PAGE>

                   NOFIRE TECHNOLOGIES, INC.
                (A Development Stage Company)

                   STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
                                                                          July 13, 1987
                                                                            (Date of 
                                                  For the Six Months       Inception) 
                                                   Ended February 28,        through
                                                    1999       1998     February 28, 1999
                                                 ---------   ---------       ----------
                                                      (UNAUDITED)
<S>                                             <C>         <C>           <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net loss                                      $(729,186)  $(731,224)    $(10,709,798)
   Adjustments to reconcile net loss to
     net cash flows from operating activities:
        Depreciation and amortization              171,385     172,509        1,298,251
        Extraordinary gain on debt discharge           -           -           (507,952)
        Amortization of interest expense for
          settled liabilities                       34,234      80,648          598,644
        Revaluation of assets and liabilities
          to fair value                                -           -            482,934
        Litigation settlement                          -           -            198,996
        Common stock released in exchange for
          services                                     -           -            131,700
        Write-down of excess inventory                 -           -             35,000
        Changes in operating assets and
          liabilities (net of effects from 
          reverse purchase acquisition)
             Inventories                           (43,530)     10,603         (149,132)
             Prepaid expenses                      (13,053)      3,587          (25,304)
             Accounts payable and accrued
               expenses                             13,129      15,451        2,791,163
             Security deposits                       -             -            (19,836)
             Deferred salaries                      70,005      76,158          612,531
             Obligation from discontinued
                 operations                            -           -             51,118
                                                ----------   ---------       ----------
 Net cash flows from operating activities         (497,016)   (373,268)      (5,211,685)
                                                ----------   ---------       ----------


CASH FLOWS FROM INVESTING ACTIVITIES:
   Purchase of equipment                            (1,773)     (1,060)         (30,634)
   Increase in patent costs                            -           -           (131,290)
   Acquisition accounted for as a
     reverse purchase                                  -           -           (517,893)
                                               -----------   ---------       ----------
Net cash flows from investing activities            (1,773)     (1,060)        (679,817)
                                               -----------   ---------       ----------
</TABLE>


See accompanying notes to financial statements


                          Page 6
<PAGE>

                  NOFIRE TECHNOLOGIES, INC.
                (A Development Stage Company)

                   STATEMENTS OF CASH FLOWS
 
<TABLE>
<CAPTION>
                                                                        July 13,1987
                                                                           (Date of 
                                                For the Six Months        Inception) 
                                                 Ended February 28,         through
                                                  1999        1998     February 28, 1999
                                               ---------    ---------      ----------
                                                    (UNAUDITED)
<S>                                           <C>          <C>            <C>       
CASH FLOWS FROM FINANCING ACTIVITIES:
   Proceeds from notes payable                       -             -          721,000
   Principal Payments on notes payable               -             -          (75,000)
   Principal Payment of settled liabilities     (100,994)     (149,748)    (2,650,037)
   Proceeds from issuance of common stock,
     net of related expenses                     498,481       525,679      6,685,772
   Proceeds from issuance of long-term debt          -             -          785,113
   Net loans and advances from stockholders       (6,619)        1,750         51,131
   Proceeds from issuance of 8% convertible
     debentures                                      -             -          436,002
                                              ----------    ----------     ----------
Net cash flows from financing activities         390,868       377,681      5,953,981
                                              ----------    ----------     ----------
NET CHANGE IN CASH                              (107,921)        3,353         62,479

CASH AT BEGINNING OF PERIOD                      170,400           505            -
                                              ----------    ----------     ----------
CASH AT END OF PERIOD                         $   62,479    $    3,858     $   62,479
                                              ==========    ==========     ==========


SUPPLEMENTAL CASH FLOW INFORMATION

Interest paid                                 $   12,090    $    4,477     $   64,158
                                              ==========    ==========     ==========

Income taxes paid                             $      -      $      -       $      -
                                              ==========    ==========     ==========

Common stock issued in exchange
  for settlement of debt                      $   18,481    $  110,679     $  271,810
                                              ==========    ==========     ==========

Common stock issued in exchange
  for subscriptions receivable                $      -      $      -       $   95,000                          
                                              ==========    ==========     ==========   

Common stock issued in exchange for
  services, net of unearned compensation      $      -      $      -       $  131,700
                                              ==========    ==========     ==========
</TABLE>


See accompanying notes to financial statements


                          Page 7
<PAGE>

                        NOFIRE TECHNOLOGIES, INC.
                      (A Development Stage Company)

                    NOTES TO THE FINANCIAL STATEMENTS
                               (Unaudited)
                                
                             February 28, 1999

NOTE 1 - Basis of Presentation:

The balance sheet at the end of the preceding fiscal year has been
derived from the audited balance sheet contained in the Company's Form
10-KSB for the year ended August 31, 1998 (the "10-KSB")and is presented
for comparative purposes.  All other financial statements are unaudited.
In the opinion of management, all adjustments which include only normal 
recurring adjustments necessary to present fairly the financial 
position, results of operations and cash flows for all periods presented 
have been made.  The results of operations for interim periods are not 
necessarily indicative of the operating results for the full year.

Footnote disclosures normally included in financial statements prepared
in accordance with generally accepted accounting principles have been
omitted in accordance with the published rules and regulations of the
Securities and Exchange Commission.  These financial statements should
be read in conjunction with the financial statements and notes thereto
included in the 10-KSB for the most recent fiscal year.

Loss per Share - Loss per share is based on the weighted average number
of shares outstanding during the periods.  The effect of warrants
outstanding and shares issuable in connection with convertible
debentures is not included since it would be anti-dilutive.


NOTE 2 - Reorganization:

Prior to August 11, 1995, the effective date of its confirmed Plan of
Reorganization (the "Plan") pursuant to Chapter 11 proceedings under the
United States Bankruptcy Code (the "Code"), the Company operated under
the name of PNF Industries, Inc. ("PNF") and subsidiaries.

PNF was organized under the laws of the State of Delaware on July 13,
1987. Effective February 27, 1990, PNF acquired all the outstanding
common stock of Portafone Communications, Inc. ("Portafone") with its
wholly owned subsidiary, Unicell Corporation ("Unicell").  Portafone was
engaged in the business of selling, installing and renting cellular
telephones.  Unicell was licensed to act as a reseller of cellular
services in New York and Massachusetts.  The cellular phone business was
discontinued during calendar year 1993.

Effective August 6, 1991, PNF acquired 89% of the outstanding common
stock of both No Fire Engineering, Inc. and No Fire Ceramic Products,
Inc. in a transaction accounted for as a reverse acquisition.
Collectively, those two companies developed, manufactured and sold fire
retardant intumescent products.  Both of those subsidiaries were dissolved 
during the fiscal year ended August 31, 1997.


                                 Page 8
<PAGE>

                        NOFIRE TECHNOLOGIES, INC.
                      (A Development Stage Company)

                    NOTES TO THE FINANCIAL STATEMENTS
                               (Unaudited)
                                
                            February 28, 1999

On August 31, 1994, involuntary petitions for relief under Chapter 11 of
the Code were filed against the Company and certain of its subsidiaries.
Under the provisions of the Code, claims against the Company in 
existence prior to the Petition Date were stayed.  The Company continued 
its business operations and was managed by a Bankruptcy Trustee.  On 
April 7, 1995 the Bankruptcy Court confirmed the Plan.  The Plan provided 
for a fixed amount that would pay in full over a four year period virtually 
all pre-petition claims known on the confirmation date.  With additional 
claims approved after that date considered, the fixed amount covered 94% of 
the final approved claims.

On August 11, 1995, the effective date of the Plan, PNF emerged from
Chapter 11 as a reorganized company under the name NoFire Technologies,
Inc.  For financial reporting purposes, the Company reported the
effective date as of August 31, 1995.

As of August 11, 1995 the Company adopted "fresh start reporting" and
implemented the effects of such adoption in its balance sheet as of
August 31, 1995.


NOTE 3 - Fresh Start Reporting:

At August 31, 1995, under the principles of fresh start reporting, the
Company's total assets were recorded at their estimated reorganization
value of $1,750,000, with such value allocated to identifiable assets on
the basis of their estimated fair value.  The reorganization value
included the patents for intumescent fire retardant products which
patents were valued at $1,500,000.


NOTE 4 - Management's Actions to Overcome Operating and Liquidity
         Problems:

The Company's financial statements have been presented on the going
concern basis which contemplates the realization of assets and the
satisfaction of liabilities in the normal course of business.  The
Company's viability as a going concern is dependent upon its ability to
achieve profitable operations through increased sales and raising
additional financing.

The Company has a liability for settled claims payable to creditors and
accrued expenses incurred in connection with the Plan.  Without the
achievement of profitable operations or additional financing, funds for
repayment would not be available.


                                 Page 9
<PAGE>

                                    
                        NOFIRE TECHNOLOGIES, INC.
                      (A Development Stage Company)

                    NOTES TO THE FINANCIAL STATEMENTS
                               (Unaudited)
                                
                             February 28, 1999

Management believes that actions currently being undertaken to obtain
significant sales contracts will provide it with the opportunity to
realize profitable operations and to attract the necessary financing
and/or capital for the payment of outstanding obligations.  An agreement 
for future infusion of capital is discussed in the Management's 
Discussion of Liquidity and Capital Resources section.


NOTE 5 - Warrants:

The Company has issued warrants for the purchase of common stock as
follows:

      Shares             Exercise Price
    --------             --------------
   2,400,000                  $ .50
   4,544,718                   1.00
      40,000                   1.25
     178,500                   1.50
   3,447,275                   2.00
      35,000                   2.50
     422,500                   3.00
      50,000                   3.25
      12,000                   5.00
  ----------
  11,129,993

The warrants will vest to the holders in various intervals ranging
from issue date to three years from issuance.



                                 Page 10

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

GENERAL

The Company continued its product development and application testing.  It 
now has several certifications for specific applications and has filed for 
five additional patents of which one was issued in 1998 and a second has been 
allowed so that a patent will be issued shortly.  Continuing marketing efforts 
have brought the Company closer to achieving significant sales for applications 
in such diverse industries as high-speed ferries, naval and commercial ships, 
wood product building components, concrete and structural steel column 
protections and automotive.  In the high-speed ferry project, the Company's 
fire protection system recently passed stringent tests and was approved for use
by Transport of Canada.  In the nuclear power generating industry, an unrelated 
contractor has been awarded a contract to upgrade the fire protection of 
electrical cables at a large U.S. nuclear power plant specifying the Company's 
product.  The first purchase order, valued at $100,000, to provide materials 
for that contract was shipped in the quarter ended February 28, 1999.  Pre-
production orders for about $10,000 were shipped for use in an application in 
the wood building products industry.  The Company believes that additional 
orders in these two areas, as well as orders relative to several other projects,
will be obtained in this fiscal year.  Obstacles encountered in obtaining these 
orders are the continuing tests and approvals required, competition against 
well established and better capitalized companies, and the slow process of 
specifying new products in highly regulated industrial applications.  The 
Company's most pressing need continues to be cash infusion as discussed below 
in the section on Liquidity and Capital Resources.  The Company's products 
perform their intended uses well and are beginning to be sold commercially 
in a form that is safe and easy to use.  The Company intends to continue its 
research and testing efforts to meet new market opportunities.  The number 
of manufacturing and quality control employees will increase with increased 
production.  The salaried administrative and marketing staff is anticipated 
to remain constant with additional sales and marketing efforts provided by 
commissioned independent contractors.


COMPARISON SIX MONTHS ENDED FEBRUARY 28, 1999 AND FEBRUARY 28, 1998

The Company remained a development stage company. Sales of $115,900 for the 
six months ended February 28, 1999 represented an increase of $109,499 over 
the $6,401 of the comparable six-month period of the prior year.  Cost of 
goods sold during the same periods were $47,300 compared to $2,880, resulting 
in a gross profit of $68,600 compared to $3,521 in the prior year.  Selling, 
general and administrative expenses for the six months ended February 28, 
1999 were $707,276 representing an increase of $96,193 or 16% from the 
$611,083 of the similar period of the prior year.  Most categories of expense 
remained at relatively constant levels.  The most significant change was an 
increase of $76,000 in marketing consulting fees.  Administrative salaries 
were reduced by $47,000 which was partly offset by a $10,000 increase in a 
consulting expense category.  





                               Page 11
<PAGE>

COMPARISON THREE MONTHS ENDED FEBRUARY 28, 1999 AND FEBRUARY 28, 1998

Sales of $108,740 for the three months ended February 28, 1999 represented an 
increase of $107,945 from the $795 for the comparable three-month period of 
the prior year.  Cost of goods sold during the same periods increased $43,761 
from $317 to $44,078 resulting in an increase in gross profit of $64,662 
compared to $478.  Selling, general and administrative expenses for the three 
months ended February 28, 1999 were $342,911, representing an increase of 
$32,213 or 10% from the $310,698 of the similar period of the prior year.  Most 
categories of expense remained at relatively constant levels.  The most 
significant change was an increase in marketing consulting fees of $21,000 and 
a reduction in administrative salaries of $15,000.


LIQUIDITY AND CAPITAL RESOURCES

At February 28, 1999 the Company had cash balances of $62,479.  In order to 
fund continuing operations during the six months ended on that date, $480,000 
was obtained by the private sales of unregistered common stock with warrants 
to a group of accredited investors.  These funds were obtained under an 
agreement whereby up to this $480,000 would be invested in increments as 
required in exchange for 960,000 units consisting of one share of common stock 
and five-year warrants to purchase 2.5 shares of common stock at an exercise 
price of $.50 per share.  Because of limited cash resources, the Company has 
deferred payment of $730,617 of the second, third and fourth installments of 
the Chapter 11 liability to unsecured creditors that were due prior to the 
balance sheet date.  In order to meet those liabilities and meet working 
capital needs until more significant sales levels are achieved, the Company 
will continue to explore alternative sources of funding including exercise of 
warrants, bank and other borrowings, issuance of convertible debentures, 
issuance of common stock to settle debt, and the sale of equity securities 
in a public or private offering.  On March 22, 1999, that same investment 
group agreed to provide up to an additional $800,000 in exchange for 1,111,112 
investment units consisting of one share of common stock and warrants to 
purchase 2.5 shares of common stock at an exercise price of $.72 per unit.  
At the stockholders' meeting on March 19, the number of authorized shares of 
common stock was increased from 25,000,000 to 50,000,000 which accommodates 
this transaction as well as other stock issuances that may be necessary.  On 
March 30,1999, $130,000 was invested under this agreement.  The investment 
group has advised the Company that it has in the past and will continue to 
file all reports with the SEC that it deems appropriate including Schedules 
13D and Forms 3 and 4


YEAR 2000 ISSUE

The Company has conducted a comprehensive review of its computer systems to 
identify the systems that could be affected by the "Year 2000" issue. The 
Year 2000 problem is the result of computer programs being written using two 
digits rather than four digits to define the year.  Any programs that have 
time-sensitive software may recognize a date using "00" as the year 1900 
rather than the year 2000.  This could result in major system failure or 
miscalculations.  The Company presently believes that the Year 2000 problem 
will not pose significant operational problems for the Company's computer 
systems.  However, there can be no assurance that the systems of other 
companies on which the Company's systems rely also will be timely converted 
or that any such failure to convert by another company would not have an 
adverse effect on the Company's systems.

                               Page 12
<PAGE>

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

No reports on Form 8-K were filed during the quarter ended February 28,
1999.




SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.


Dated: April 5, 1999               NoFire Technologies, Inc.


                                   By:  /s/ Sam Oolie
                                        Sam Oolie
                                        Chairman and Chief
                                        Executive Officer



                                     Page 13