FORM 10-Q

               SECURITIES AND EXCHANGE COMMISSION

                    Washington, D. C. 2O549

(Mark One)

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

For the quarterly period ended    June 28, 1997
                               --------------------

                              OR

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

For the transition period from                  to
                               ----------------    ----------------

Commission file number   0-7166
                      ----------------


                      DOUGHTIE'S FOODS, INC.
     (Exact name of Registrant as specified in its charter)


             VIRGINIA                                     54-0903892
  (State or other jurisdiction of                      (I.R.S. employer
   incorporation or organization)                   identification number)


          2410 WESLEY STREET, PORTSMOUTH, VIRGINIA 23707
             (Address of principal executive offices)

                            (757) 393-6007
         (Registrant's telephone number, including area code)

        ---------------------------------------------------------
         (Former name, former address and former fiscal year,
                    if changed since last report)


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  X    No
   -----     -----


               APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date.

Common Stock, $1 par value - 996,727 shares as of August 6, 1997.

<PAGE>


                  PART I.  FINANCIAL INFORMATION

Item 1.      Financial Statements

<TABLE>
                DOUGHTIE'S FOODS, INC. AND SUBSIDIARY
               CONSOLIDATED BALANCE SHEETS (Unaudited) <F1>

<CAPTION>
                                           June 28,             December 28,
                                             1997                   1996
                                         -------------          ------------

<S>                                      <C>                    <C>

             ASSETS

CURRENT ASSETS:
 Cash                                    $     211,675          $    372,687
 Accounts receivable trade, net              7,244,977             6,924,656
 Inventories                                 4,754,443             4,497,699
 Deferred income taxes                         386,271               386,271
 Prepaid expenses and other
  current assets                               274,736                91,042
                                         -------------          ------------

          Total Current Assets              12,872,102            12,272,355
                                         -------------          ------------

PROPERTY, PLANT AND EQUIPMENT -
 AT COST:
 Land                                          280,827               280,827
 Buildings                                   3,599,585             4,112,608
 Delivery equipment                            183,866               347,242
 Plant and refrigeration equipment           1,662,587             4,170,355
 Office equipment                              679,142               699,019
 Leasehold improvements                              0                 6,062
                                         -------------          ------------

                                             6,406,007             9,616,113

 Less - accumulated depreciation             3,747,684             6,047,739
                                         -------------          ------------

                                             2,658,323             3,568,374
                                         -------------          ------------

OTHER ASSETS                                   118,214                91,557
                                         -------------          ------------

                                         $  15,648,639          $ 15,932,286
                                         -------------          ------------
                                         -------------          ------------

<PAGE>

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
 Current portion of long-term debt       $     533,333          $    533,333
 Accounts payable                            3,050,063             1,631,114
 Income taxes payable                          662,874               446,775
 Accrued salaries, commissions and
  bonuses                                       37,621               140,617
 Other accrued liabilities                     129,268                60,540
                                         -------------          ------------

         Total Current Liabilities           4,413,159             2,812,379

LONG-TERM DEBT - less current portion        2,781,711             5,065,000
                                         -------------          ------------

         Total Liabilities                   7,194,870             7,877,379
                                         -------------          ------------

STOCKHOLDERS' EQUITY:
 Common stock - $1 par value;
  authorized 2,000,000 shares, issued
  and outstanding 996,727 shares at
  June 28, 1997 and 998,052 shares at
  December 28, 1996                            996,727               998,052
 Additional paid-in capital                  2,807,037             2,812,171
 Retained earnings                           4,650,005             4,244,684
                                         -------------          ------------

         Total Stockholders' Equity          8,453,769             8,054,907
                                         -------------          ------------

                                         $  15,648,639          $ 15,932,286
                                         -------------          ------------
                                         -------------          ------------

<FN>
<F1>
See Notes to Consolidated Financial Statements.
</FN>
</TABLE>
<PAGE>

<TABLE>

                DOUGHTIE'S FOODS, INC. AND SUBSIDIARY
            CONSOLIDATED STATEMENTS OF INCOME (Unaudited) <F1>

<CAPTION>
                                              QUARTERS ENDED                            SIX MONTHS ENDED
                                    ------------------------------------         -----------------------------------

                                      June 28,                June 29,              June 28,                June 29,
                                        1997                    1996                  1997                    1996
                                    -------------           ------------         -------------          ------------

<S>                                 <C>                     <C>                  <C>                   <C>

NET SALES                           $  21,683,108           $  22,457,784        $  40,375,344          $ 38,437,634

COST OF GOODS SOLD                     18,095,855              18,537,061           33,605,614            31,852,170
                                    -------------           -------------        -------------          ------------

GROSS PROFIT                            3,587,253               3,920,723            6,769,730             6,585,464
                                    -------------           -------------        -------------          ------------

SELLING, GENERAL AND ADMINISTRATIVE
 EXPENSES                               2,996,840               3,125,789            5,878,068             5,678,760

INTEREST EXPENSE                           43,819                 133,409              115,398               234,034
                                    -------------           -------------        -------------          ------------

                                        3,040,659               3,259,198            5,993,466             5,912,794
                                    -------------           -------------        -------------          ------------

INCOME BEFORE INCOME TAXES                546,594                 661,525              776,264               672,670

INCOME TAX EXPENSE                        204,972                 248,072              291,099               252,251
                                    -------------           -------------        -------------          ------------

NET INCOME                          $     341,622           $     413,453        $     485,165          $    420,419
                                    -------------           -------------        -------------          ------------
                                    -------------           -------------        -------------          ------------

NUMBER OF SHARES USED IN COMPUTING
 EARNINGS PER SHARE                       998,052               1,000,627              998,052             1,000,956
                                    -------------           -------------        -------------          ------------
                                    -------------           -------------        -------------          ------------

EARNINGS PER SHARE                  $         .35           $         .41        $         .49          $        .42
                                    -------------           -------------        -------------          ------------
                                    -------------           -------------        -------------          ------------

CASH DIVIDENDS PER SHARE            $         .04           $         .04        $         .08          $        .08
                                    -------------           -------------        -------------          ------------
                                    -------------           -------------        -------------          ------------

<FN>
<F1>
See Notes to Consolidated Financial Statements.
</FN>
</TABLE>
<PAGE>
<TABLE>

                 DOUGHTIE'S FOODS, INC. AND SUBSIDIARY
           CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) <F1>

<CAPTION>
                                                     SIX MONTHS ENDED
                                         ------------------------------------

                                           June 28,                 June 29,
                                             1997                     1996
                                         -------------           ------------

<S>                                      <C>                     <C>
Cash flows from operating activities:
 Net income                              $    485,165            $   420,419
 Adjustments to reconcile net income
   to net cash provided by
  (used for) operations:
  Depreciation                                141,656                218,652
  Loss (gain) on sale of property,
   plant and equipment                          5,408                   (200)

(Increase) decrease in assets:
 Accounts receivable, net                    (320,321)            (1,453,839)
 Inventories                                 (256,744)            (1,012,046)
 Prepaid expenses and other current
  assets                                     (183,694)               (85,152)
 Other assets                                 (26,657)               236,941

Increase (decrease) in liabilities:
 Accounts payable                           1,418,949                (69,528)
 Income taxes payable                         216,099                326,254
 Accrued salaries, commissions and
  bonuses                                    (102,996)               (30,931)
 Accrued employee group insurance                   0               (173,276)
 Other accrued liabilities                     68,728                188,775
                                         -------------           ------------

                                            1,445,593             (1,433,931)
                                         -------------           ------------

Cash flows from investing activities:
 Additions to property, plant and
  equipment                                  (161,771)              (210,420)
 Proceeds from sale of property,
  plant and equipment                         924,758                    200
                                         -------------           ------------

                                              762,987               (210,220)
                                         -------------           ------------

Cash flows from financing activities:
 Changes in long-term debt, including
  current portion                          (2,283,289)             1,768,333
 Acquisition of treasury stock                 (6,459)                (6,888)
 Cash dividends                               (79,844)               (80,126)
                                         -------------           ------------

                                           (2,369,592)             1,681,319
                                         -------------           ------------

Net increase (decrease) in cash              (161,012)                37,168
Cash at beginning of period                   372,687                513,319
                                         -------------           ------------

Cash at end of period                    $    211,675            $   550,487
                                         -------------           ------------
                                         -------------           ------------


<FN>
<F1>
See Notes to Consolidated Financial Statements.
</FN>
</TABLE>
<PAGE>

                 DOUGHTIE'S FOODS, INC. AND SUBSIDIARY

          NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)


NOTE 1
------

The consolidated  financial statements include the accounts of Doughtie's Foods,
Inc. (the "Company") and its wholly-owned subsidiary.  All material intercompany
accounts and transactions have been eliminated in consolidation.

Although  the  accompanying  financial  statements  are  unaudited,   management
believes that they contain all adjustments  (consisting only of normal recurring
accruals) necessary to present fairly the financial position as of June 28, 1997
and December 28, 1996,  results of  operations  for the quarters  ended June 28,
1997 and June 29, 1996 and the six months  ended June 28, 1997 and June 29, 1996
and cash flows for the six months  ended June 28,  1997 and June 29,  1996.  The
results of operations for the periods cited above are not necessarily indicative
of the results to be expected for the full year.

NOTE 2
------

On  February  28,  1997,  the  Company  sold  the  assets  of its  manufacturing
division's  barbecue  and chili  business  for  approximately  $840,000 in cash.
Barbecue and chili sales accounted for less than 5% of  consolidated  1996 sales
volume. The net pretax gain on the sale was approximately $50,000.

On April 14, 1997, the Company sold the assets of its  manufacturing  division's
deli meats  business for  approximately  $486,000.  The terms of the sale were a
$286,000  cash down  payment  with the  $200,000  balance in the form of secured
notes to be paid prior to April 15,  1998.  Deli meat sales  accounted  for less
than 5% of consolidated 1996 sales volume.
The net pretax gain on the sale was approximately $140,000.


NOTE 3
------

Inventories are stated at the lower of last-in, first-out (LIFO) cost or market.
Because  inventory  valuations  under  the LIFO  method  are  based on an annual
determination,  estimates  must be made at interim  dates of year-end  costs and
levels of inventories.  The possibility of variations between estimated year-end
costs  and  levels of LIFO  inventories  and the  actual  year-end  amounts  may
materially  affect the results of operations as finally  determined for the full
year.

NOTE 4
------

Cash paid for interest  totaled $43,819 and $133,409 for the quarters ended June
28, 1997 and June 29, 1996 and  $115,398  and  $234,034 for the six months ended
June 28, 1997 and June 29,1996, respectively.

Income taxes  resulted in a cash payment of $72,900 and a net refund of $166,900
for the  quarters  ended June 28, 1997 and June 29,  1996 and a cash  payment of
$73,000 and a net refund of $166,900  for the six months ended June 28, 1997 and
June 29, 1996, respectively.

<PAGE>

Item 2.      Management's Discussion and Analysis of Financial
             Condition and Results of Operations

Results of Operations
---------------------

     Sales for the quarter  ended June 28, 1997 were $21.7 million or 3.4% lower
than sales for the prior year's second quarter of $22.5  million.  Sales for the
six months  ended June 28, 1997 were $40.4  million or 5.0% higher than sales of
$38.4 million for the prior year's first six months. Sales under a contract with
the United States Department of Defense increased from $3.0 million in the first
six months of 1996 to $6.8 million for the six months ended June 28, 1997.  This
increase was offset by a reduction in sales caused by the sales of the Company's
manufacturing operations.

     The  Company's  gross profit  margin  (gross  profit as a percentage of net
sales)  decreased  from 17.46% in the quarter ended June 29, 1996, to 16.54% for
the quarter  ended June 28,  1997.  The gross  profit  margin for the six months
decreased  from 17.13% in 1996 to 16.77% in 1997.  The slight  decline is due to
sales made to the Department of Defense at a lower gross profit margin.

     The Company's selling, general and administrative expenses,  expressed as a
percentage of net sales  decreased from 13.92% for the second quarter of 1996 to
13.82% for the  quarter  ended June 28, 1997 and  decreased  from 14.77% for the
first six months of 1996 to 14.56% for the six months ended June 28,  1997.  The
slight decrease was a result of the increase in sales from the military contract
without a corresponding increase in selling, general and administrative expense.

     Interest  expense for the quarter ended June 28, 1997  decreased to .20% of
sales  compared to .59% of sales for the second quarter of 1996 and decreased to
 .29% of sales for the six months  ended June 28, 1997  compared to .61% of sales
for the first six months of 1996.  Decreased  borrowing  levels was the cause of
the decreased  expense.  As the interest on the Company's debt is prime related,
interest  expense  will  increase  or decrease in  subsequent  periods  based on
fluctuations in the prime rate and the borrowing levels of the Company.

     Income tax  expense  was  $291,100  for the six months  ended June 28, 1997
compared to  $252,300  for the  corresponding  period of 1996.  The  increase in
income tax expense relates to increased earnings,  as the effective tax rate was
unchanged.

     The Company reported net income of $485,200 or $.49 per share for the first
six months of 1997  compared  to net income of $420,400 or $.42 per share in the
first six months of 1996.

Liquidity
---------

     The Company uses a number of liquidity  indicators for internal  evaluation
purposes. Certain of these measures as of June 28, 1997 and December 28,1996 are
set forth below:

                                      June 28,       December 28,
                                        1997            1996
                                    ------------    ------------

  Total Debt to Total Debt Plus
     Stockholders' Equity                .28             .41

  Current Assets to Current
     Liabilities                        2.92            4.36

  Inventory Turnover (The
     Annualized Cost of Goods
     Sold to Ending Inventory)         14.14           15.00


     The decrease in total debt to total debt plus stockholders'  equity relates
to the sales of the manufacturing operations, the proceeds of which were used to
reduce long-term debt. The decrease in current assets to current liabilities was
a result of an  increase  in  accounts  payable  due to  changes  in terms  with
vendors.  The  decrease  in  inventory  turnover  was caused by an  increase  in
inventory purchased in anticipation of increased sales in the third quarter.

     On February  28,  1997,  the Company  sold the assets of its  manufacturing
division's  barbecue  and chili  business  for  approximately  $840,000 in cash.
Barbecue and chili sales accounted for less than 5% of  consolidated  1996 sales
volume. The net pretax gain on the sale was approximately $50,000.

     On April  14,  1997,  the  Company  sold the  assets  of its  manufacturing
division's deli meats business for approximately $486,000. The terms of the sale
were a  $286,000  cash down  payment  with the  $200,000  balance in the form of
secured notes to be paid prior to April 15, 1998.  Deli meat sales accounted for
less than 5% of consolidated 1996 sales volume.  The net pretax gain on the sale
was approximately $140,000.

Capital Resources
-----------------

     The Company's debt financing at June 28, 1997, consisted of the following:

     A $7,500,000  revolving bank note at prime. The prime rate at June 28, 1997
was 8.50%. The note is due three years after the annual renewal date,  currently
July,  1998,  subject to annual  renewal.  As of June 28, 1997,  the Company had
borrowed  $1,298,377  against this credit line and had  $6,201,623 of additional
borrowing capacity.

     A  $2,000,000  Industrial  Revenue  Bond  from a bank  for the  purpose  of
expanding the Company's plant and office  facilities in Portsmouth,  Virginia at
an annual interest rate of 91.50% of prime. As of June 28, 1997, the Company had
fully  utilized  the  Industrial  Revenue Bond and the  outstanding  balance was
$666,667.

     A $1,750,000  bank term loan at prime plus 0.50%.  The loan is to be repaid
in quarterly  installments  of $100,000.  As of June 28, 1997,  the  outstanding
balance was $1,350,000.  The funds were used to finance the increased  inventory
and accounts  receivable  required to service a one-year contract awarded to the
Company in January 1996 by the United  States  Department  of Defense to furnish
food items to various military installations. The contract contains three yearly
renewal  options and was  renewed  for 1997.  The United  States  Department  of
Defense had estimated annual sales volume to be approximately $19 million. Based
on actual sales volume to date, estimated annual sales volume should approximate
$12 million.

     While the Company does not  anticipate  a material  increase in its capital
requirements in the near future, such an increase, if it occurs, is likely to be
met through additional long-term debt financing.



<PAGE>
                     PART II.  OTHER INFORMATION

Item 1.      Legal Proceedings

     There are no  material  pending  legal  proceedings,  other  than  ordinary
routine  litigation  incidental  to the  business,  to which the  Company or its
subsidiary is a party or to which any of their property is the subject.


Item 2.      Changes in Securities

     Not applicable.

Item 3.      Defaults upon Senior Securities

     Not applicable.

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

     Not applicable.

Item 5.      Other Information

     Not applicable.

Item 6.      Exhibits and Reports on Form 8-K

     (a)   List of Exhibits

Exhibit
Number        Description
-------       -----------

27.           Financial Data Schedule.

     (b)   Reports on Form 8-K

     The Company  filed no reports on Form 8-K during the quarter ended June 28,
1997.

<PAGE>



     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.

                               DOUGHTIE'S FOODS, INC.



                                /s/ Marion S. Whitfield, Jr.
                               -----------------------------------------
August 8, 1997                  By:   Marion S. Whitfield, Jr
                                        (Signature)

                                     Senior Vice President
                                     (Principal Financial and
                                     Accounting Officer)