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      March 29, 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
   -----     -----


<PAGE>




               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 March 29,1997

<PAGE>




                 PART I.  FINANCIAL INFORMATION

Item 1.      Financial Statements

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

<CAPTION>
                                           March 29,            December 28,
                                             1997                   1996
                                         -------------          ------------

<S>                                      <C>                    <C>

             ASSETS

CURRENT ASSETS:
 Cash                                    $     358,076          $    372,687
 Accounts receivable - trade, net            6,619,777             6,924,656
 Inventories                                 3,753,349             4,497,699
 Deferred income taxes                         386,271               386,271
 Prepaid expenses and other
  current assets                               258,396                91,042
                                         -------------          ------------

          Total Current Assets              11,375,869            12,272,355
                                         -------------          ------------

PROPERTY, PLANT AND EQUIPMENT -
 AT COST:
 Land                                          280,827               280,827
 Buildings                                   3,969,677             4,112,608
 Delivery equipment                            159,549               347,242
 Plant and refrigeration equipment           1,652,191             4,170,355
 Office equipment                              691,394               699,019
 Leasehold improvements                              0                 6,062
                                         -------------          ------------

                                             6,753,638             9,616,113

 Less - accumulated depreciation             3,784,214             6,047,739
                                         -------------          ------------

                                             2,969,424             3,568,374
                                         -------------          ------------

OTHER ASSETS                                   118,526                91,557
                                         -------------          ------------

                                         $  14,463,819          $ 15,932,286
                                         =============          ============



<PAGE>



LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
 Current portion of long-term debt       $     533,333          $    533,333
 Accounts payable                            1,971,537             1,631,114
 Income taxes payable                          532,901               446,775
 Accrued salaries, commissions and
  bonuses                                       48,448               140,617
 Other accrued liabilities                     137,405                60,540
                                         -------------          ------------

         Total Current Liabilities           3,223,624             2,812,379

LONG-TERM DEBT - less current portion        3,081,667             5,065,000
                                         -------------          ------------

         Total Liabilities                   6,305,291             7,877,379
                                         -------------          ------------

STOCKHOLDERS' EQUITY:
 Common stock - $1 par value;
  authorized 2,000,000 shares, issued
  and outstanding 998,052 shares at
  March 29, 1997 and December 28, 1996         998,052               998,052
 Additional paid-in capital                  2,812,171             2,812,171
 Retained earnings                           4,348,305             4,244,684
                                         -------------          ------------

         Total Stockholders' Equity          8,158,528             8,054,907
                                         -------------          ------------

                                         $  14,463,819          $ 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>
                                             THREE MONTHS ENDED
                                    ------------------------------------

                                      March 29,               March 30,
                                        1997                    1996
                                    -------------           -------------
<S>                                 <C>                     <C>

NET SALES                           $  18,692,236           $  15,979,850

COST OF GOODS SOLD                     15,509,759              13,315,109
                                    -------------           -------------

GROSS PROFIT                            3,182,477               2,664,741
                                    -------------           -------------

SELLING, GENERAL AND ADMINISTRATIVE
 EXPENSES                               2,881,229               2,552,971

INTEREST EXPENSE                           71,579                 100,625
                                    -------------           -------------

                                        2,952,808               2,653,596
                                    -------------           -------------

INCOME BEFORE INCOME TAXES                229,669                  11,145

INCOME TAX EXPENSE                         86,126                   4,179
                                    -------------           -------------

NET INCOME                          $     143,543           $       6,966
                                    =============           =============

NUMBER OF SHARES USED IN COMPUTING
 EARNINGS PER SHARE                       998,052               1,001,894
                                    =============           =============

EARNINGS PER SHARE                  $         .14           $         .01
                                    =============           =============

CASH DIVIDENDS PER SHARE            $         .04           $         .04
                                    =============           =============

<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>

                                                  THREE MONTHS ENDED
                                          -----------------------------------

                                           March 29,               March 30,
                                             1997                    1996
                                         -------------           ------------

<S>                                      <C>                     <C>
Cash flows from operating activities:
 Net income                              $    143,543            $     6,966
 Adjustments to reconcile net income
  to net cash provided by
  (used for) operations:
  Depreciation                                 80,841                107,055
  Loss on sale of property, plant
   and equipment                                5,498                      0

(Increase) decrease in assets:
 Accounts receivable, net                     304,879               (613,576)
 Inventories                                  744,350               (165,638)
 Prepaid expenses and other current
  assets                                     (167,354)               (27,967)
 Other assets                                 (26,969)               255,658

Increase (decrease) in liabilities:
 Accounts payable                             340,423                585,325
 Income taxes payable                          86,126                 78,182
 Accrued salaries, commissions and
  bonuses                                     (92,169)               (30,273)
 Accrued employee group insurance                   0               (153,400)
 Other accrued liabilities                     76,865                162,737
                                         -------------           ------------

                                            1,496,033                205,069
                                         -------------           ------------

Cash flows from investing activities:
 Additions to property, plant and
  equipment                                  (102,115)              (118,548)
 Proceeds from sale of property,
  plant and equipment                         614,726                      0
                                         -------------           ------------

                                              512,611               (118,548)
                                         -------------           ------------

Cash flows from financing activities:
 Changes in long-term debt, including
  current portion                          (1,983,333)              (248,334)
 Acquisition of treasury stock                      0                 (6,888)
 Cash dividends                               (39,922)               (40,101)
                                         -------------           ------------

                                           (2,023,255)              (295,323)
                                         -------------           ------------

Net decrease in cash                          (14,611)              (208,802)
Cash at beginning of period                   372,687                513,319
                                         -------------           ------------

Cash at end of period                    $    358,076            $   304,517
                                         =============           ============
<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 March 29,
1997 and  December 28, 1996,  results of  operations  for the three months ended
March 29, 1997 and March 30,  1996,  and cash flows for the three  months  ended
March 29, 1997 and March 30,  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,  subsequent to the end of the first quarter, 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  Company  expects  to  realize  a small net  pretax  gain from this
transaction.

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  $71,579 and $100,625 for the three months ended
March 29, 1997 and March 30, 1996, respectively.

Income taxes  resulted in cash payments of $100 for the three months ended March
29, 1997 and a net refund of $166,900 for the three months ended March 30, 1996.


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


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

     Sales for the quarter  ended  March 29,  1997 were $18.7  million or 16.97%
higher than sales for the prior year's  first  quarter of $16.0  million.  Sales
under a contract  with the United  States  Department of Defense of $3.2 million
account for the increase.

     The  Company's  gross profit  margin  (gross  profit as a percentage of net
sales)  increased  slightly  from 16.68% in the quarter  ended March 30, 1996 to
17.03% for the quarter ended March 29, 1997.

     The Company's selling, general and administrative expenses,  expressed as a
percentage of net sales,  decreased  from 15.98% in the first quarter of 1996 to
15.42% in 1997. The


<PAGE>



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 March 29, 1997 decreased to 0.38% of
sales  compared  to 0.63% of sales  for the  first  quarter  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 $86,000 for the quarter ended March 29,1997 compared
to $4,000 for the corresponding period of 1996.

     The Company reported net income of $144,000 or $.14 per share for the first
quarter of 1997  compared to net income of $7,000 or $.01 per share in the first
quarter of 1996.


Liquidity
---------

         The  Company  uses  a  number  of  liquidity  indicators  for  internal
evaluation purposes. Certain of these measures as of March 29, 1997 and December
28,1996 are set forth below:

                                      March 29,     December 28,
                                        1997            1996
                                    ------------    ------------

  Total Debt to Total Debt Plus
     Stockholders' Equity                .31             .41

  Current Assets to Current
     Liabilities                        3.53            4.36

  Inventory Turnover (The
     Annualized Cost of Goods
     Sold to Ending Inventory)         16.53           15.00


         The decreases in total debt to total debt plus stockholders' equity and
current  assets to current  liabilities  and the increase in inventory  turnover
relate  to the sale of the  barbecue  and chili  business  which  resulted  in a
reduction in inventory.  Additionally,  proceeds of the sale were used to reduce
long-term debt.

         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,  subsequent  to the end of the first  quarter,  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  Company  expects  to  realize  a small net  pretax  gain from this
transaction.


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

         The  Company's  debt  financing  at March 29,  1997,  consisted  of the
following:

         A $7,500,000  revolving bank note at prime. The prime rate at March 29,
1997 was  8.50%.  The note is due three  years  after the annual  renewal  date,
currently  July,  1998,  subject to annual  renewal.  As of March 29, 1997,  the
Company had borrowed  $1,465,000  against this credit line and had $6,035,000 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 March 29, 1997,  the Company
had fully utilized the Industrial  Revenue Bond and the outstanding  balance was
$700,000.

         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 March  29,  1997,  the
outstanding balance was


<PAGE>



$1,450,000.  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.



                     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
------      -----------

10(h)(1).   Asset  Purchase  Agreement  dated as of March  18,  1997,  among the
            Company, Bruce R. Biddle and Levis E. Cothran, or their assigns (the
            "Buyer"),  Vernon W. Mules, and Steve Houfek,  pursuant to which the
            Company  agreed to sell to the Buyer the assets  connected  with the
            manufacture of the Company's delicatessen-style meat products.

10(h)(2).   Product  Supply  Agreement  dated as of April 14, 1997,  between the
            Company and Coddle Roasted Meats, Inc. ("Coddle"), pursuant to which
            the Company  agreed to purchase  from Coddle's its  requirements  of
            delicatessen-style meat products for a period of five years.

10(h)(3).   Trademark License Agreement dated as of April 14, 1997,  between the
            Company and Coddle,  pursuant to which the Company granted a license
            to Coddle to use the Company's  registered  Doughtie's  trademark in
            connection    with   the    manufacture    and   sale   of   certain
            delicatessen-style meat products.


27.         Financial Data Schedule.

     (b)   Reports on Form 8-K
           --------------------

     The Company filed no reports on Form 8-K during the quarter ended March 29,
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.
                               -----------------------------------------
May 13, 1997                By:   Marion S. Whitfield, Jr.
                                       (Signature)

                                     Senior Vice President
                                     (Principal Financial and
                                     Accounting Officer)