SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB


                                   (Mark One)
  [X] Quarterly report under Section 13 or 15(d) of the Securities Exchange Act
             of 1934 for the quarterly period ended June 30, 1999.

   [ ] Transition report under Section 13 or 15(d) of the Securities Exchange
                Act of 1934 for the transition period from to .


                        Commission file number: 001-14973


                              ATR INDUSTRIES, INC.
        (Exact name of small business issuer as specified in its charter)





               Nevada                             13-3422912
          ---------------                    -------------------
   (State or other jurisdiction of     (I.R.S. Employer Identification No.)
   incorporation or organization)




   4614 North University Drive, Ft. Lauderdale, Florida            33351
   ------------------------------------------------------------------------
    (Address of principal executive office)                     (Zip Code)


                                 (954) 572-4023
                           --------------------------
                           (Issuer's telephone number)


         Check whether the issuer: (1) filed all reports required to be filed by
Section 13 or 15(d) of the  Exchange  Act 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 XX                    No


         The number of outstanding  shares of the issuer's common stock,  $0.001
par value (the only class of voting stock), as of August 16, 1999 was 12,816,604


<PAGE>



                                TABLE OF CONTENTS

                                     PART I

ITEM 1.  FINANCIAL STATEMENTS..................................................3

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS.................................10


                                     PART II

ITEM 1.  LEGAL PROCEEDINGS....................................................11

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.....................................12

SIGNATURES....................................................................12













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                                        2

<PAGE>



ITEM 1.           FINANCIAL STATEMENTS

         As used herein,  the term "Company"  refers to ATR Industries,  Inc., a
Nevada  corporation,  and its  subsidiaries  and  predecessors  unless otherwise
indicated.  Consolidated,  unaudited,  condensed  interim  financial  statements
including a balance  sheet for the Company as of the quarter ended June 30, 1999
and  statements  of  operations,  and  statements  of cash flows for the interim
period up to the date of such  balance  sheet and the  comparable  period of the
preceding year are attached hereto as Pages F-1 through F-8 and are incorporated
herein by this reference.










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                                        3

<PAGE>



ITEM 1.       FINANCIAL STATEMENTS

INDEX TO FINANCIAL STATEMENTS
                                                                            PAGE

Consolidated Unaudited Condensed Balance Sheet June 30, 1999 ................F-2

Consolidated Unaudited Condensed Statements of Operations
   June 30, 1999 and 1998....................................................F-3

Consolidated Unaudited Condensed Statements of Cash Flows
  June 30,1999 and 1998......................................................F-4

Consolidated Unaudited Condensed Statement of Shareholders' Equity
  June 30, 1999 .............................................................F-5

Notes to Consolidated Unaudited Condensed Financial Statements
  June 30, 1999..............................................................F-6







       See notes to consolidated unaudited condensed financial statements.

                                       F-1

<PAGE>



                           CONSOLIDATED BALANCE SHEETS
                       ATR INDUSTRIES, INC. & SUBSIDIARIES
                     As of June 30, 1999 & December 31, 1998


ASSETS                                                         (Unaudited)
                                                             June 30, 1999
CURRENT ASSETS
Cash                                                             $       85,790
Recoverable income taxes                                                    ---
Accounts receivable                                                       5,045
Interest receivable                                                      17,197
Prepaid rent                                                              4,339
Prepaid opening expenses                                                  7,375
                                                                 ---------------
         TOTAL CURRENT ASSETS                                            119,746

PROPERTY AND EQUIPMENT
Furniture                                                                 4,215
Leasehold improvements                                                    2,000
Equipment                                                                23,631
 Accumulated depreciation                                               (26,994)
                                                                 ---------------
  NET PROPERTY AND EQUIPMENT                                              2,852

OTHER ASSETS
Deposits                                                                  1,700
Deferred taxes                                                            4,071
                                                                 ---------------
         TOTAL OTHER ASSETS                                               5,771

                  TOTAL ASSETS                                    $     128,369
                                                                 ===============













       See notes to consolidated unaudited condensed financial statements.

                                       F-2

<PAGE>



                                      CONSOLIDATED BALANCE SHEETS (CONTINUED)
                                        ATR INDUSTRIES, INC. & SUBSIDIARIES



LIABILITIES AND STOCKHOLDERS' EQUITY(DEFICIT)
                                                                    (Unaudited)
                                                                June 30, 1999

CURRENT LIABILITIES
Accounts payable and accrued expenses                                 $   4,930
Excess of outstanding checks over
         bank balance                                                        -
Shareholder loans payable                                                 3,748
Current portion of capitalized
lease obligation                                                          2,402
                                                                      ----------
         TOTAL CURRENT LIABILITIES                                       11,080
                                                                      ----------

LONG-TERM DEBT
Capitalized lease obligation                                              6,035

STOCKHOLDERS' EQUITY(DEFICIT)
Common stock                                                              9,344
($.001, par value,100,000,000
authorized- 9,343,399 issued
and outstanding)
Common stock subscribed($.001,
par value, 3,473,205 subscribed
at $.22 per share)                                                        3,473
Preferred stock (50 million
authorized- zero issued and
outstanding)                                                                 -
Common stock subscriptions
receivable                                                             (764,105)
Additional Paid-in-Capital                                              947,566
Retained deficit                                                        (85,024)
                                                                       ---------

TOTAL STOCKHOLDERS'EQUITY(DEFICIT)                                      111,254
                                                                       ---------
                                                                      $ 128,369







       See notes to consolidated unaudited condensed financial statements.

                                       F-3

<PAGE>


<TABLE>
<CAPTION>
                                 CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
                                        ATR INDUSTRIES, INC. & SUBSIDIARIES
                              For the Three and Six Months Ended June 30, 1999 & 1998

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

REVENUE
 Sales                                     $    106,390         $   107,203      $    232,476      $    223,367
 Cost of Labor                                  (59,834)            (66,937)         (129,814)         (133,656)
                                           ------------          -----------      -----------      -------------
GROSS PROFIT                                     46,556              40,266           102,662            89,711

EXPENSES
 Advertising                               $     24,435         $    13,390      $     41,954      $     30,891
 Auto Expenses                                    1,272               1,494             1,272             1,494
 Contract Labor                                     395                  -              2,298
 Depreciation                                       650                 160             1,300             1,300
 Dues & Fees                                        100               1,150             2,100             1,250
 Employee Benefits                                  534               4,006             1,573             4,306
Employee Leasing                                 23,524              15,728            30,452            29,149

 Equipment Leasing                                  516                  -              1,442             1,276
 Interest Expense                                   260                 290               621               580
 Miscellaneous Expense                              100                 100               234               117
 Office Expenses                                  6,353               2,560            10,096             2,767
 Professional Fees                                8,400                  -             20,524                 -
 Public Trading                                   5,480                 194             7,800             1,200
 Rent                                             4,642               4,521            10,946             8,406
 Supplies                                         4,626                 248             5,034               467
 Taxes & Licenses                                    70                 150               195               214
 Telephone                                        2,211               1,391             5,873             4,629
 Utilities                                          155                 214               594               331
                                            -----------          ----------        ----------        ------------

  TOTAL EXPENSES                                83,328               45,990           142,009             90,675
                                            -----------          ----------        -----------       ------------

  OPERATING LOSS                                36,772                5,725            39,347               964
   Interest Income                                 -                    -              17,197                 -
   Deferred Tax Benefit                          6,000                1,400             3,671               400
                                           ------------------    ------------      -----------       ------------

  NET LOSS                             $        30,772         $      4,325      $     18,479      $        564

Net Loss Per Share-
Basic and fully diluted $                         **                   N/A       $        **                N/A
                                           ============          ===========        ==========       ============
Weighted Average Shares                     12,816,604                 N/A         11,767,175               N/A
</TABLE>


** Less than $ 0.01

           See notes to consolidated  unaudited condensed financial statements.

                                            F-4

<PAGE>


<TABLE>
<CAPTION>
                                 CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
                                        ATR INDUSTRIES, INC. & SUBSIDIARIES
                                   For the Six Months Ended June 30, 1999 & 1998

                                                                                         Six Months Ended
                                                                                              June 30
                                                                                    -------------------------------
                                                                                             Unaudited
                                                                                       1999                  1998
                                                                                      -------              --------
<S>                                                                             <C>                     <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net Loss                                                                       $   (18,479)            $  (564)
  Adjustments to reconcile net loss
  to net cash provided by(used in)operating
  activities:
         Depreciation                                                                  1,300               1,300
         Deferred income taxes                                                        (3,671)                400
         (Increase) decrease in operating assets:
          Accounts receivable                                                         (4,545)                699
          Interest receivable                                                        (17,197)                  -
          Prepaid rent                                                                (4,339)                  -
          Prepaid opening expenses                                                    (7,375)                  -
         Increase (decrease) in operating liabilities:
          Accounts payable & accrued expenses                                        ( 7,060)              1,140
                                                                                  -----------           ---------

                  NET CASH PROVIDED BY(USED IN)
                  OPERATING ACTIVITIES                                               (61,366)              2,975
                                                                                  -----------           ---------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Common stock issuances                                                             193,095                  -
  Common stock adjustment                                                               -                   (317)
  Principal repayments under capital lease                                            (1,250)             (1,191)
  Shareholder loans receipts(repayments)                                             (37,487)              1,200
  Excess of outstanding checks over
         bank balance                                                                (11,366)             (3,154)
                                                                                  -----------           ---------


         NET CASH PROVIDED BY
         (USED IN) FINANCING ACTIVITIES                                               142,992             (3,462)
                                                                                  ------------          ----------
         NET INCREASE(DECREASE) IN CASH
         AND CASH EQUIVALENTS                                                    $     81,626           $   (487)

Cash and cash equivalents,
beginning of period                                                              $      4,164           $    801
                                                                                  -----------           ----------
                  CASH AND CASH EQUIVALENTS
                  END OF PERIOD                                                  $     85,790           $    314
                                                                                  ===========           ==========


Supplementary cash flow disclosure:
                  Cash paid for interest                                         $        621           $    580
                                                                                  ===========           =========

</TABLE>

                        See notes to consolidated  unaudited condensed financial
statements.

                                                        F-5

<PAGE>




                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                       ATR INDUSTRIES, INC. & SUBSIDIARIES
                            June 30, 1999 (UNAUDITED)


ITEM 1.

1 - BASIS OF PRESENTATION

The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial  information  and  pursuant  to  the  rules  and  regulations  of  the
Securities and Exchange Commission.  Accordingly, they do not include all of the
information and footnotes required by generally accepted  accounting  principles
for complete financial statements.

In the opinion of management,  the unaudited  condensed  consolidated  financial
statements contain all adjustments  consisting only of normal recurring accruals
considered  necessary to present fairly the Company's financial position at June
30, 1999,  the results of  operations  for the three and six month periods ended
June 30,1999 and 1998, and cash flows for the six months ended June 30, 1999 and
1998.  The  results  for the period  ended June 30,  1999,  are not  necessarily
indicative  of the  results to be  expected  for the entire  fiscal  year ending
December 31, 1999.

2 - EARNINGS (LOSS) PER SHARE
<TABLE>
<CAPTION>

The following represents the calculation of earnings (loss) per share:
                                                           Three                                 Six
                                                       Months Ended                          Months Ended
BASIC    & FULLY DILUTED*                   June 30, 1999   June 30, 1998          June 30, 1999   June 30,1998
<S>                                         <C>            <C>                    <C>             <C>
---------------------
Net Loss                                     $     30,772    $      4,325          $      18,479       $       564

Less- preferred stock dividends                      -               -                     -                     -
                                             ------------   -------------          -------------         -----------
Net Loss                                     $     30,772    $      4,325          $      18,479       $       564

Weighted average number
Of common shares                               12,816,604           N/A            $  11,767,175               N/A
                                             ------------   -------------           -------------        -----------
Basic    & Fully Diluted
loss per share                               $       **             N/A            $      **                   N/A
                                             ============   ==============          =============        ===========
</TABLE>


*  The Company had no common stock equivalents during the periods presented
** Less than $0.01




                        See notes to consolidated  unaudited condensed financial
statements.

                                                        F-6

<PAGE>



ITEM 2.           MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

With the exception of historical facts stated herein,  the matters  discussed in
this  report  are  "forward   looking"   statements   that  involve   risks  and
uncertainties  that  could  cause  actual  results  to  differ  materially  from
projected  results.  Such  "forward  looking"  statements  include,  but are not
necessarily  limited  to,  statements  regarding  anticipated  levels  of future
revenues and earnings from operations of the Company. Readers of this report are
cautioned not to put undue reliance on "forward  looking"  statements which are,
by their nature,  uncertain as reliable  indicators of future  performance.  The
Company  disclaims any intent or obligation  to publicly  update these  "forward
looking" statements,  whether as a result of new information,  future events, or
otherwise.

General

The Company operates Cleaning Express USA, Inc, a wholly owned subsidiary, which
offers  residential  cleaning  services,   carpet  cleaning  and  other  related
services. Third quarter plans for Cleaning Express USA, Inc. include the opening
of a new location in the city of Miami, Florida to reach a much greater share of
the South Florida  cleaning  market.  This  expansion  will allow the company to
offer cleaning and related  services to an additional  estimated 5,000 customers
in the Miami area.  Total costs to complete the new  location  are  estimated at
$24,400.  During the second quarter of 1999, the Company began  construction  of
BeautyMax.Com,  a virtual  online  superstore  for cosmetics and related  beauty
products.  BeautyMax.Com  is  planned  to open in October of 1999 and will offer
thousands of varieties of designer brand cosmetics.  The company plans to launch
an online advertising campaign to promote the new site during the third quarter.
The Company has prepaid rent and prepaid opening  expenses of $4,339 and $7,375,
respectively,  relating to the  BeautyMax.Com  project as of June 30, 1999.  The
Company will continue to build for the future by  re-directing  resources to the
development of BeautyMax.Com.  Based on current  research,  management feels the
greatest growth potential lies within its e-commerce  operations.  Plans to open
the BeautyMax.Com corporate headquarters in Ft. Lauderdale are scheduled for the
third quarter.

Results of Operations

Revenues were $106,390 for the three months ended June 30, 1999 versus  $107,203
for the three  months  ended June 30,  1998,  a decrease  of less than 1%.  This
decrease is primarily attributable to seasonal fluctuations in demand within the
South Florida cleaning  market.  The Company incurred a net loss from operations
of $30,772 for the three months  ended June 30,1999  versus a net loss of $4,325
for the same  period  ended  June 30,  1998.  The  increase  in the net loss was
attributable to additional personnel expense, professional fees, and advertising
expenses,  which  increased  $7,796,  $8,400,  and  $11,045,  respectively.  The
increase  in  advertising  and  personnel  expenses  was  primarily  due  to the
Company's  preparation  and  development  of  BeautyMax.Com.   The  increase  in
professional  fees was due to the Company  obtaining  trading  status on the OTC
Bulletin  Board.  Average  selling  prices  and gross  margins  remained  fairly
constant.

Liquidity and Capital Resources

On June 30,  1999,  the  Company  had cash of  $85,790  and  working  capital of
$108,666. This compares with cash of $314 and working capital deficit of $30,407
at June 30,  1998.  The  increase  in working  capital  was due to a decrease in
accounts  and  shareholder  loans  payable,  offset by an  increase  in interest
receivable and an increase in cash from proceeds of common stock.  Net cash used
in operating activities was $61,366 for the six

                                        4

<PAGE>



month ended June 30, 1999 as compared with cash provided by operating activities
of $2,975 for the  period  ended  June 30,  1998.  Cash  provided  by  financing
activities  totaled  $142,992 for the six months ended June 30, 1999 as compared
with cash used in financing  activities  of $3,462 for the six months ended June
30, 1998.  The increase in cash provided by financing  activities  was primarily
due to the  issuance of the  Company's  common stock during the first six months
ended June 30, 1999 as described below.

The Company  received  $193,095  from the  issuance of 877,705  shares of common
stock which it intends to use to fund the new Miami  office  opening of Cleaning
Express  USA,  Inc.  and for  expenses  relating  to the  grand  opening  of the
BeautyMax.Com online cosmetic superstore. Based on current levels of operations,
the Company is able to satisfy its cash requirements for the next twelve months.
The Company has subscribed to issue 3,473,205  additional shares of common stock
during the third quarter for $764,105. The subscription agreement for additional
shares was made with an unrelated investors. The subscription agreement provides
for the  additional  shares to be purchased at $.22 and is secured by promissory
notes which bear annual interest rates of 8%. Partial proceeds of cash from this
additional  stock issuance will be used during the  construction and advertising
of BeautyMax.Com. Construction and advertising cost are estimated at $15,500 and
$1,100, respectively for the quarter ending September 30, 1999.

IMPACT OF THE YEAR 2000 ISSUE

The Year 2000 Issue is the result of computer  programs  being written using two
digits rather than four to define the applicable year. Any of the Company's,  or
its  suppliers'  and  customers'  computer  programs  that  have  date-sensitive
software  may  recognize a date using "00" as the year 1900 rather than the year
2000.  This  could  result  in  system  failures  or   miscalculations   causing
disruptions of operations  including,  among other things, a temporary inability
to process  transactions,  send invoices,  or engage in similar normal  business
activities.

The Company plans to upgrade a few personal  computer  systems  during the third
quarter at an estimated  cost of $4,600.  The Company has not yet identified any
other Year 2000 problem but will continue to monitor the issue.

The Company has initiated formal  communications  with significant  suppliers to
determine the extent to which those third  parties'  failure to remedy their own
Year 2000 Issues would materially  effect the Company and its  subsidiaries.  In
the event that the Company receives indications from its suppliers that the Year
2000 Issue may materially effect their ability to conduct business,  the Company
will seek  contingency  plans such as finding  other  vendors that are Year 2000
compliant or increase its inventory of supplies or parts in an attempt to ensure
smooth operations until such vendor can remedy the problem.  The Company has not
received  any  indication  from  its  suppliers  that the Year  2000  Issue  may
materially effect their ability to conduct business.


PART II. OTHER INFORMATION

Item 1. Legal Proceedings

None.

Item 2. Changes in Securities

None.

                                        5

<PAGE>



Item 3. Defaults Upon Senior Securities

None.

Item 4. Submission of Matters to a Vote of Security Holders

None.

Item 5. Other Information

None.

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

(a)      Exhibits Exhibits required to be attached by Item 601 of Regulation S-B
         are listed in the Index to Exhibits on page 10 of this Form 10-QSB, and
         are incorporated herein by this reference.

(b) Reports on Form 8-K. No reports were filed on Form 8-K during the quarter.









                                        6

<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.

                                                            ATR INDUSTRIES, INC.



                               August 16, 1999          __/s/___________________
                                                       Edward A. Roth, President
                                                (Acting Chief Financial Officer)



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