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