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       September 28, 1996
                           -------------------------------------
                              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 - 998,052 shares as of November 6,
1996.



                  PART I.  FINANCIAL INFORMATION

Item 1.      FINANCIAL STATEMENTS
<TABLE>
                 DOUGHTIE'S FOODS, INC. AND SUBSIDIARIES
               CONSOLIDATED BALANCE SHEETS (Unaudited)

<CAPTION>
                                         September 28,          December 30,
                                             1996                  1995          
        
                                         _____________          ____________

<S>                                     <C>                     <C>

             ASSETS

CURRENT ASSETS:
 Cash                                    $     145,303          $    513,319
 Accounts receivable, net:
  Trade                                      7,741,427             5,758,536
  Officers and employees                             0                 3,323
 Inventories                                 5,118,427             4,849,104
 Deferred income taxes                         193,339               193,339
 Prepaid expenses and other 
  current assets                               273,131               246,679
                                         _____________          ____________    

    Total Current Assets                    13,471,627            11,564,300
                                         _____________          ____________


PROPERTY, PLANT AND EQUIPMENT -
 AT COST:
 Land                                          280,827               280,827
 Buildings                                   4,112,609             4,290,986
 Delivery equipment                            347,242               375,408
 Plant and refrigeration equipment           4,054,054             3,869,561
 Office equipment                              699,019               695,034
 Leasehold improvements                          6,062                     0
                                         _____________          ____________

                                             9,499,813             9,511,816  

 Less - accumulated depreciation             5,913,217             5,823,208
                                         _____________          ____________

                                             3,586,596             3,688,608
                                         _____________          ____________

OTHER ASSETS                                    92,140               833,169
                                         _____________          ____________

                                         $  17,150,363          $ 16,086,077
                                         _____________          ____________ 
                                         _____________          ____________




LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
 Current portion of long-term debt       $     533,333          $    133,333
 Accounts payable                            1,829,910             1,547,107
 Income taxes payable                          363,398                     0
 Accrued salaries, commissions and      
  bonuses                                      127,392                76,706
 Accrued employee group insurance                  126               174,026
 Other accrued liabilities                     258,606               113,580
                                         _____________          ____________

      Total Current Liabilities              3,112,765             2,044,752

LONG-TERM DEBT - less current portion        6,338,334             6,688,334

DEFERRED INCOME TAXES                           49,931                49,931
                                         _____________          ____________
 
      Total Liabilities                      9,501,030             8,783,017
                                         _____________          ____________

STOCKHOLDERS' EQUITY:
 Common stock - $1 par value;
  authorized 2,000,000 shares, issued
  and outstanding 998,052 shares at 
  September 28, 1996 and 1,002,527 
  shares at December 30, 1995                  998,052             1,002,527 
 Additional paid-in capital                  2,812,171             2,823,597
 Retained earnings                           3,839,110             3,476,936
                                         _____________          ____________
      Total Stockholders' Equity             7,649,333             7,303,060
                                         _____________          ____________

                                         $  17,150,363          $ 16,086,077
                                         _____________          ____________
                                         _____________          ____________

See Notes to Consolidated Financial Statements.

</TABLE>

<PAGE>
<TABLE>
                 DOUGHTIE'S FOODS, INC. AND SUBSIDIARIES
            CONSOLIDATED STATEMENTS OF INCOME (Unaudited) 


<CAPTION>
                                           QUARTERS ENDED                         NINE MONTHS ENDED  
                          
                             _____________________________________      ___________________________________  
            
                              September 28,           September 30,       September 28,       September 30,       
                                  1996                    1995                1996                1995  
                             _____________           _____________       _____________        _____________

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

NET SALES                    $  22,017,932           $  21,273,919       $  60,455,566        $  58,697,877

COST OF GOODS SOLD              18,589,077              17,867,469          50,441,247           48,594,098
                             _____________           _____________       _____________        _____________

GROSS PROFIT                     3,428,855               3,406,450          10,014,319           10,103,779
                             _____________           _____________       _____________        _____________

SELLING, GENERAL AND 
 ADMINISTRATIVE EXPENSES         3,202,315               3,384,705           8,881,075           10,169,557

INTEREST EXPENSE                   127,490                 124,493             361,524              342,429
                             _____________           _____________       _____________        _____________
                                 3,329,805               3,509,198           9,242,599           10,511,986
                             _____________           _____________       _____________        _____________
 
INCOME (LOSS) BEFORE
 INCOME TAXES                       99,050                (102,748)            771,720             (408,207)

INCOME TAX EXPENSE                  37,144                  19,100             289,395               13,500
                             _____________           _____________       _____________        _____________
 
NET INCOME (LOSS)            $      61,906           $    (121,848)      $     482,325        $    (421,707)
                             _____________           _____________       _____________        _____________ 
                             _____________           _____________       _____________        _____________

NUMBER OF SHARES USED IN
 COMPUTING EARNINGS PER 
 SHARE                           1,000,627               1,008,518           1,000,956            1,008,518
                             _____________           _____________       _____________        _____________
                             _____________           _____________       _____________        _____________

EARNINGS (LOSS) PER SHARE    $         .06           $        (.12)      $         .48        $        (.42)
                             _____________           _____________       _____________        _____________
                             _____________           _____________       _____________        _____________

CASH DIVIDENDS PER SHARE     $         .04           $         .04       $         .12        $         .12
                             _____________           _____________       _____________        _____________
                             _____________           _____________       _____________        _____________
 
See Notes to Consolidated Financial Statements.

</TABLE>

<TABLE>

                 DOUGHTIE'S FOODS, INC. AND SUBSIDIARIES
           CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

<CAPTION>
                                                    NINE MONTHS ENDED
                                          _____________________________________
           
                                          September 28,            September 30,
                                              1996                     1995
                                          _____________            ____________

<S>                                       <C>                      <C>
Cash flows from operating activities:
 Net income (loss)                        $    482,325             $  (421,707)
 Adjustments to reconcile net income
  (loss) to net cash provided by 
  (used for) operations:
  Depreciation                                 334,923                 490,907
  Gain on sale of property,
   plant and equipment                            (700)               (133,130)

(Increase) decrease in assets:
 Accounts receivable, net                   (1,979,568)                332,176
 Inventories                                  (269,323)               (699,533) 
 Prepaid expenses and other current
  assets                                       (26,452)               (258,934)
 Other assets                                  741,029              (1,023,597)

Increase (decrease) in liabilities:
 Accounts payable                              282,803                (241,977)
 Income taxes payable                          363,398                (399,504)
 Accrued salaries, commissions and
  bonuses                                       50,686                 (81,924)
 Accrued employee group insurance             (173,900)                 11,371
 Other accrued liabilities                     145,026                 312,561
                                          _____________            ____________

                                               (49,753)             (2,113,291) 
                                          _____________            ____________

Cash flows from investing activities:
 Additions to property, plant and
  equipment                                   (232,911)               (435,465)
 Proceeds from sale of property, 
  plant and equipment                              700                 139,458 
                                          _____________            ____________

                                              (232,211)               (296,007)
                                          _____________            ____________

Cash flows from financing activities:
 Changes in long-term debt, including
  current portion                               50,000               2,170,000
 Acquisition of treasury stock                 (15,901)                (12,000)
 Cash dividends                               (120,151)               (120,902)
                                          _____________            ____________

                                               (86,052)              2,037,098
                                          _____________            ____________

Net decrease in cash                          (368,016)               (372,200)
Cash at beginning of period                    513,319               1,361,207
                                          _____________            ____________

Cash at end of period                     $    145,303             $   989,007
                                          _____________            ____________
                                          _____________            ____________

See Notes to Consolidated Financial Statements.

</TABLE>



                 DOUGHTIE'S FOODS, INC. AND SUBSIDIARIES
          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 September 28, 1996 and December
30,1995, results of operations  for the quarters ended September
28, 1996 and September 30, 1995 and the nine months ended
September 28, 1996 and September 30, 1995, and cash flows for the
nine months ended September 28, 1996 and September 30, 1995.  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 July 20, 1995, the Company sold certain properties located in
Carrol County, Maryland.  The gross sale price was $165,000, with
net cash proceeds of $135,610.  The cash was used to reduce the
Company's long-term debt. The net pretax gain on the sale was
$130,055.

On September 3, 1995, the Company sold substantially all of the
assets of the Home Food Service operation to Value Added Food
Services, Inc., a Maryland corporation (VAFS) and ceased
operations in the consumer portion of its business due to
unprofitability. Vernon W. Mules, Chairman of the Board of the
Company, and his wife, are the principal stockholders of VAFS. 
All finance receivables, inventory, delivery equipment,
processing equipment and office equipment were sold. The total
sale price was $1,154,173 with a $115,417 cash down payment and
the balance of $1,038,756 in the form of a note secured by the
assets sold and personal guarantee of the Chairman. The note is
due in twelve monthly payments beginning September 3, 1996. 
Interest is due monthly at the prime rate of the Company's bank. 
The assets were sold  primarily at net book value, except for
finance receivables which were discounted by 10%.  The net pretax
loss on the sale, including abandoned assets and other
write-offs, was $96,498.

During the fourth quarter of 1995, the Company incurred a
$763,000 pretax charge primarily to reduce the carrying value of
fixed assets and inventories of its TWB Gourmet Foods, Inc. 70%
joint venture to estimated net realizable value and to provide
for other costs to exit the business. TWB has incurred net
operating losses since inception in the fourth quarter of 1994;
the 1995 net operating loss approximated $1,390,000 including the
$763,000 charge. On September 6, 1996, the Company sold certain
assets of TWB and discontinued manufacturing of the associated
gourmet food products. The terms of the sale were a $30,000 cash
down payment, $20,000 assigned accounts receivable and $136,829
of free trade credit from the buyer for a total sale price of
$186,829.  No gain or loss was recognized as a result of this
sales transaction.

On August 28, 1996, the Company merged its Dutterer's of
Manchester Corporation subsidiary into TWB Gourmet Foods, Inc. in
order to streamline operations.

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 $127,490 and $124,493 for the
quarters ended September 28, 1996 and September 30, 1995 and
$361,524 and $342,429 for the nine months ended September 28,
1996 and September 30, 1995, respectively.

Cash paid for income taxes was $0 and $5,676 for the quarters
ended September 28, 1996 and September 30, 1995 and a net refund
of $166,900 and cash payments of $456,676 for the nine months 
ended September 28, 1996 and September 30, 1995, respectively.



Item 2.      MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL    
                  CONDITION AND RESULTS OF OPERATIONS

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

     Sales for the quarter ended September 28, 1996 were $22.0
million or 3.50% higher than sales for the prior year's third
quarter of $21.3 million. Sales for the nine months ended
September 28, 1996 were $60.5 million or 2.99% higher than sales
of $58.7 million for the prior year's first nine months.  Sales
under a contract with the United States Department of Defense of
$6.1 million more than offset a decrease in sales of $2.0 million
resulting from the sale of the consumer operation in the third
quarter of 1995.   

     The Company's gross profit margin (gross profit as a
percentage of net sales) decreased from 16.01% in the quarter
ended September 30, 1995, to 15.57% for the quarter ended
September 28, 1996.  The gross profit margin for the nine months
decreased from 17.21% in 1995 to 16.56% in 1996.  The elimination
of the consumer division with its higher mark-up was the primary
cause of this decline.

     The Company's selling, general and administrative expenses,
expressed as a percentage of net sales decreased from 15.91% for
the third quarter of 1995 to 14.54% for the quarter ended
September 28, 1996 and decreased from 17.33% for the first nine
months of 1995 to 14.69% for the nine months ended September 28,
1996.  The sale of the consumer operation was the primary 
cause of the decline. The remainder of the decline was due to a
$312,000 decrease in health and commercial insurance.

     Interest expense for the quarter ended September 28, 1996
decreased to .58% of sales compared to .59% of sales for the
third quarter of 1995 and increased to .60% of sales for the nine
months ended September 28, 1996 compared to .58% of sales for the
first nine months of 1995. 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 $289,395 for the nine months ended
September 28, 1996 compared to an income tax expense of $13,500
for the corresponding period of 1995.  The lower effective tax
rate in 1995 resulted from the non-recognition of tax benefits
for the net operating loss of a subsidiary that is not a member
of the controlled group for income tax purposes.

     The Company reported net income of $482,325 or $.48 per
share for the first nine months of 1996 compared to a net loss of
$421,707 or $.42 per share in the first nine months of 1995.
Losses incurred by TWB Gourmet Foods, Inc. accounted for $.44 of
the 1995 per share net loss.  TWB incurred no loss or income in
1996 due to the $763,000 pretax charge established in the fourth
quarter of 1995.



Liquidity
---------

         The Company uses a number of liquidity indicators for internal
evaluation purposes. Certain of these measures as of September 28, 1996 and
December 30, 1995 are set forth below:

<TABLE>
<CAPTION>
                                                        September 28,         December 30, 
     
                                                            1996                 1995
                                                        ____________          ____________ 
 

<S>                                                     <C>                   <C>
Total Debt to Total Debt Plus Stockholders' Equity              .47                   .48

Current Assets to Current Liabilities                          4.33                  5.66

Inventory Turnover (The Annualized Cost of Goods
  Sold to Ending Inventory)                                   13.14                 12.99

</TABLE>

     The decrease in the current assets to current liabilities 
ratio was caused by the increase in inventory and debt that were
required to service a sales contract with the United States
Department of Defense. 

     On July 20, 1995, the Company sold certain properties
located in Carrol County, Maryland. The gross sale price was
$165,000, with net cash proceeds of $135,610.  The cash was used
to reduce the Company's long-term debt. The net pretax gain on
the sale was $130,055.

     On September 3, 1995, the Company sold substantially all of
the assets of the Home Food Service operation to Value Added Food
Services, Inc., a Maryland corporation ("VAFS"), and ceased
operations in the consumer portion of its business due to
unprofitability.  Vernon W. Mules, Chairman of the Board of the
Company, and his wife are the principal stockholders of VAFS. 
All finance receivables, inventory, delivery equipment,
processing equipment and office equipment were sold.  The total
sale price was $1,154,173 with a $115,417 cash down payment and
the balance of $1,038,756 in the form of a note, which is secured
by the assets sold and the personal guarantee of the Chairman.
The note is due in twelve monthly payments beginning September 3,
1996.  Interest is due monthly at the prime rate of the Company's
bank.  The assets were sold primarily at net book value, except
for finance receivables which were discounted by 10%.  The net
pretax loss on the sale, including abandoned assets and other
write-offs, was $96,498.

     During the fourth quarter of 1995, the Company incurred a
$763,000 pretax charge primarily to reduce the carrying value of
fixed assets and inventories of its TWB Gourmet Foods, Inc. 70%
joint venture to estimated net realizable value and to provide
for other costs to exit the business. TWB has incurred net
operating losses since inception in the fourth quarter of 1994; 
the 1995 net operating loss approximated $1,390,000 including the
$763,000 charge.  On September 6, 1996, the Company sold certain
assets of TWB and discontinued manufacturing of the associated
gourmet food products. The terms of the sale were a $30,000 cash
down payment, $20,000 assigned accounts receivable and $136,829
of free trade credit from the buyer for a total sale price of
$186,829.  No gain or loss was recognized as a result of this
sales transaction.

     On August 28, 1996, the Company merged its Dutterer's of
Manchester Corporation subsidiary into TWB Gourmet Foods, Inc. in
order to streamline operations.

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

     The Company's debt financing at September 28, 1996,
consisted of the following:

     A $7,500,000 revolving bank note at prime.  The prime rate
at September 28, 1996 was 8.25%.  The note is due three years
after the annual renewal date, currently July, 1998, subject to
annual renewal.  As of September 28, 1996, the Company had
borrowed $4,455,000 against this credit line and had $3,045,000
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 September 28, 1996, the Company had fully utilized
the Industrial Revenue Bond and the outstanding balance was
$766,667. 

     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
September 28, 1996, the outstanding balance was $1,650,000.  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.  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.





                     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 any of its subsidiaries 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)   Exhibits

           2(a)(1).  Articles of Merger (with attached Plan of
Merger) Merging Dutterer's of Manchester Corporation (a Maryland
corporation) and TWB Gourmet Foods, Inc. (a Virginia
corporation), filed with the Virginia State Corporation
Commission on August 28, 1996.

           2(a)(2).  Articles of Merger Merging Dutterer's of
Manchester Corporation Into TWB Gourmet Foods, Inc., filed with
the Maryland State Department of Assessments and Taxation on
August 27, 1996.

           10(g).  Asset Purchase Agreement dated as of September
6, 1996 by and among Loetitia Adam St. James and Chris L. St.
James, TWB Gourmet Foods, Inc. (TWB), CP Specialty Foods, Inc.
(CP), and Doughtie's Foods, Inc., pursuant to which TWB sold
certain assets to CP.

           27.  Financial Data Schedule.

     (b)   Reports on Form 8-K

     The Company filed no reports on Form 8-K during the quarter
ended September 28, 1996.




     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.

Date: November 12, 1996

                              DOUGHTIE'S FOODS, INC.

                              By: /s/ Marion S. Whitfield, Jr.
                              --------------------------------
                              Marion S. Whitfield, Jr.
                              Senior Vice President               
                              (Principal Financial and            
                              Accounting Officer)



                              EXHIBIT INDEX
                                    
                                    
                                    
Exhibit
Number       Description
2(a)(1).  Articles of Merger (with attached Plan of
          Merger) Merging Dutterer's of Manchester Corporation (a Maryland
          corporation) and TWB Gourmet Foods, Inc. (a Virginia
          corporation), filed with the Virginia State Corporation
          Commission on August 28, 1996.

2(a)(2).  Articles of Merger Merging Dutterer's of
          Manchester Corporation Into TWB Gourmet Foods, Inc., filed with
          the Maryland State Department of Assessments and Taxation on
          August 27, 1996.

10(g).    Asset Purchase Agreement dated as of September
          6, 1996 by and among Loetitia Adam St. James and Chris L. St.
          James, TWB Gourmet Foods, Inc. (TWB), CP Specialty Foods, Inc.
          (CP), and Doughtie's Foods, Inc., pursuant to which TWB sold
          certain assets to CP.

27.       Financial Data Schedule.