IRT HOLDING CORP
10-Q, 1998-12-30
TESTING LABORATORIES
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 FFoorrmm 10Q
          .

          .    UNITED STATES
          .    SECURITIES AND EXCHANGE COMMISSION
          .    Washington, DC 20549
          .
          .[ X ]    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
          THE
          .         SECURITIES EXCHANGE ACT OF 1934 FOR THE  SIX MONTHS  
                    ENDED: NOVEMBER 30, 1998.
          .
          .    OR
          .
          .[ ]      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
          THE       SECURITIES ACT OF 1934 FOR
          .
          .
          .Commission file number  33-1534-D
          .
          .
          .                      IRT HOLDING CORPORATION
               (Exact name of registrant as specified in its charter)
          .
          .
          .           Delaware                            22-3253496
          (State or other jurisdiction of              (I.R.S. Employer
          .incorporation or organization)              Identification No.)
          .
          .
          .272 South White Horse Pike, Berlin, NJ         08009
          .(Address of principal executive offices)    (Zip Code)
          .
          .
          .      1-800-448-8199
          .    (Telephone number)
          .
          .
          .         Indicate by check mark whether the registrant (1) had 
               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 such shorter periods 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
          .
          .
          .         Indicate the number of shares outstanding of each of
                    the issuer's classes of common stock, as of the latest 
                    practicable date.
          .
          .
          .             Class                     Outstanding at 11/30/98
          .(Common Stock, $.001 par value)                63,605,465





          .         IRT HOLDING CORPORATION AND SUBSIDIARIES
          .
          .
          .    INDEX
          .
          .
          .PART I.   FINANCIAL INFORMATION
          .
          .Item 1.  Financial Statements (unaudited)
          .
           Balance Sheet November 30, 1998
          .Statements of Operations-Six months ended November 30, 1998
          .Statements of Cash Flows-Six months ended November 30, 1998
          .Notes to Financial Statements- November 30, 1998
          .
          .
          .
          .PART II.  OTHER INFORMATION
          .
          .Item 1.  Legal proceedings
          .Item 2.  Changes in Securities
          .Item 3.  Defaults Upon Senior Securities
          .Item 4.  Submission of Matters to a Vote of Security Holders
          .Item 5.  Other Information
          .Item 6.  Exhibits and Reports on Form 8-K
          .
          .
          .
          .
          .
          .
          .
          .
          .
          .
          .


 .    IRT HOLDING CORPORATION AND SUBSIDIARIES

          .    NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
          .
          .NOTE 1.  BASIS OF PRESENTATION
          .
          .    The Company's financial statements are unaudited.  In the
          opinion of management, all adjustments, which include normal
          recurring adjustments necessary to present fairly the financial
          position, results of operation and changes in financial position
          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 disclosure 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 and notes thereto are
          included in the Company's Form 10-K for the most recent fiscal
          year.
          .
          .NOTE 2.  CAPITAL STOCK
          .
          .    The Company issued the following shares during the first 
               Six months of Fiscal 1998:
          .
          .         A total of 3,471,750 shares of common stock were issued 
               in the amount of $146,200.00.
          .
          .         Total shares in the distribution: 63,605,465
          .
          .
          .NOTE 3.  CHANGES IN STOCKHOLDERS' EQUITY
          .
          .              Common Stock             Add'l            Retained
          .          Number of                    Paid-In          Earnings
          .          Shares          Amount       Capital          (Deficit)
          .
          .
BALANCES,
May 31, 1998          60,133,715    $22,675   $6,873,918       ($6,714,316)
         
Additions/Adjustments  3,471,750       (85)      146,285             86,648  

Loss for the period                                            (   364,775)

Nov. 31, 1998         63,605,465     $22,590   $7,020,203       ($6,992,443)
          .
          .

          .To date, the Company has never paid a dividend and does not
           anticipate paying a dividend in the foreseeable future.
          .
          .
          .Part II. OTHER INFORMATION
          .
          .
          .Item 1.  Legal Proceedings
          .
          .    NONE
          .
          .
          .Item 2.  Changes in Securities
          .
          .    The Board of Directors approved a two share distribution for
          each of the Immuno Response Technology, Inc. Shares outstanding
          for the pre-merger (L'Autrec, Inc.) Shareholders of Immuno
          Response Technology, Inc.  The Board of Directors effected this
          distribution to equalize the per share price for each of its
          Regulation D505 offerings.
          .
          .
          .Item 3.  Defaults Upon Senior Securities
          .
          .    NONE
          .
          .
          .Item 4.  Submission of Matters to the Vote of Shareholders
          .
          .    NONE
          .
          .
          .Item 5.  Other Information
          .
          .    NONE
          .
          .
          .Item 6.  Exhibits and Reports on Form 8-K
          .
          .    NONE
          .
          .
          .    SIGNATURES
          .
          .    Pursuant to the requirements of the Securities Act of 1934,
          the registrant has duly caused this report to be signed on its
          behalf by the undersigned thereunto duly authorized.
          .
          .
          .
          .
          .                             George H. Young, President and
          .                             Chairman of the Board of Directors
          .
          .
          .
          .Date:
          .
                       IRT HOLDING CORPORATION AND SUBSIDIARIES
                                  CONSOLIDATED BALANCE SHEETS 

                                           ASSETS
                                        NOVEMBER 30,1998

          CURRENT ASSETS

          CASH                                          $ (7,974)
          ACCOUNTS RECEIVABLE, NET OF
          ALLOWANCE FOR DOUBTFUL ACCOUNTS
          OF $34,000                                       66,541
          INVENTORY                                        15,000
          NOTES RECEIVABLE                                  2,208
                                                           -------
          TOTAL CURRENT ASSETS                          $  75,775
                                                           -------
          EQUIPMENT & IMPROVEMENTS
          LABORATORY EQUIPMENT                             236,175
          OFFICE EQUIPMENT                                 119,232
          FURNITURE AND FIXTURES                            27,362
                                                           -------
                                                           382,769
          LESS ACCUMULATED DEPRECIATION                   (369,324)
                                                          ---------
                                                        $   13,445
                                                          ---------
          OTHER ASSETS
          RECEIVABLE FROM LITIGATION                       500,000
          OTHER ASSETS                                      23,354
                                                           -------
                                                           523,354
                                                           -------
                                                        $  612,574
                                                           =======

                        LIABILITIES AND STOCKHOLDERS' EQUITY

          CURRENT LIABILITIES
          ACCOUNTS PAYABLE AND                      
          ACCRUED EXPENSES                          $     121,408
          ACCRUED PAYROLL TAXES PAYABLE
          AND RELATED COSTS                               373,975
          NOTES PAYABLE                                    77,847
                                                          -------
          TOTAL CURRENT LIABILITIES                 $     573,230
                                                          -------

          STOCKHOLDERS' EQUITY (DEFICIT)
          COMMON STOCK                                     22,590
          ADDITIONAL PAID-IN CAPITAL                    7,020,203
          ACCUMULATED DEFICIT                          (6,992,443)
                                                       -----------
                                                           50,350

          LESS TREASURY STOCK, AT COST
          (20,000 SHARES)                                 (10,000)
          LESS SUBSCRIPTION RECEIVABLE                     (1,006)
                                                        ----------
                                                           39,344
                                                        ----------
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY            $      612,574
                                                        ==========

          UNAUDITED - FOR INTERNAL USE ONLY



                      IRT HOLDING CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                      FOR THE SIX MONTHS ENDED NOVEMBER 30, 1998
       
             REVENUE
             NET LABORATORY REVENUE                      $      87,190
             NET EXTRACT REVENUE                                26,661
                                                               -------
             TOTAL REVENUE                                     113,851
                                                               -------
             OPERATING EXPENSES
             COST OF SALES                                     141,007
             SELLING AND PROMOTIONAL EXPENSES                  119,693
             GENERAL AND ADMINISTRATIVE EXPENSES               215,447
             DEPRECIATION                                        2,625
                                                               -------
                                                         $     478,772
                                                               -------
             OPERATING LOSS                                  (364,921)

             OTHER INCOME (EXPENSE)                               146
                                                              --------
             NET INCOME (LOSS)                           $   (364,775)
                                                              ========
             NET INCOME (LOSS) PER SHARE                 $      (0.01)
                                                              ========
             WEIGHTED AVERAGE SHARES OUTSTANDING            63,605,465
                                                            ==========

                            UNAUDITED - FOR INTERNAL USE ONLY           


                    IRT HOLDING CORPORATION AND SUBSIDIARIES
                    STATEMENT OF CASH FLOW
                    FOR THE SIX MONTHS ENDED NOVEMBER 30, 1998

CASH FLOWS FROM OPERATING ACTIVITIES
NET INCOME                                                 $  (364,775)
ADJUSTMENTS TO RECONCILE NET INCOME
TO NET CASH PROVIDED BY OPERATING ACTIVITIES
ACCUMULATED DEPRECIATION                                       2,625
ACCOUNTS RECEIVABLE                                           (6,078)
NOTES RECEIVABLE                                              (2,208)
ACCOUNTS PAYABLE                                              (1,250)
FEDERAL WITHHOLDING TAXES                                     27,001
STATE WITHHOLDING TAXES                                       10,913
NOTES PAYABLE - CURRENT                                       77,847
                                                            ---------
TOTAL ADJUSTMENTS                                            108,850
                                                            ---------
NET CASH PROVIDED BY OPERATION                              (255,925)         

CASH FLOWS FROM INVESTING ACTIVITIES
USED FOR:
                                                                  0   
                                                              --------
NET CASH USED FOR INVESTING                                       0   
                                                              --------
CASH FLOWS FROM FINANCING ACTIVITIES
PROCEEDS FROM:
ADDITIONAL PAID IN CAPITAL                                     146,200
                                                              --------
NET CASH USED IN FINANCING                                     146,200
                                                              --------
NET INCREASE (DECREASE) IN CASH                               (109,725)
                                                              ========

SUMMARY
CASH BALANCE AT END OF PERIOD                                   7,974
ADJUSTED CASH BALANCE AT BEGINNING OF PERIOD                 (101,751)
                                                             ---------
NET INCREASE (DECREASE) IN CASH                              (109,725)
                                                             =========

                   UNAUDITED - FOR MANAGEMENT PURPOSES ONLY



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