FORM 10-K/A

                     SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549
                  UNDER REPORT UNDER SECTION 13 or 15(d) OF 
                   THE SECURITIES AND EXCHANGE ACT OF 1934

For the Fiscal Year Ended: June 30, 1996      Commission File No. 
                                                  2-78287-NY

                              FOOD CONCEPTS, INC.
              exact name of registrant as specified in its charter

          NEVADA                                         13-3124057
    (State or other jurisdiction of                   (I.R.S. Employer 
     incorporation or organization)                  Identification No.)

                               6601 Lyons Road
                                 Suite C-12
                        Coconut Creek, Florida 33073
                   address of principal executive office

    Registrant's telephone number, including area code:    (954) 420-0882

Indicate by check mark whether the registrant has filed all annual, quarterly 
and other reports required to be filed with the Commission within the past 
ninety days and in addition, has filed the most recent annual report required 
to be filed.
Yes      x          No                

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

Indicate by check marks whether the registrant has filed all documents and 
reports required to be filed by Sections 2, 13 or 15(d) of the Securities 
Exchange Act of 1934 subsequent to the distribution of securities under a plan 
confirmed by a court.
Yes                  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 $.0001 par value,                   3,894,744
     (Title of Class)              (Shares outstanding at June 30, 1996)
<PAGE>

Item 1.  BUSINESS

General

     Food Concepts, Inc., the Company, formerly known as Granite, Ltd. and 
then Savon Coffee, Inc. was incorporated under the law of the State of Nevada 
on June 16, 1982.  

     The Company was founded to provide gourmet and specialty coffees to 
consumers.  Food Concepts is a roaster, packer and seller of roasted coffees 
and produces over 70 flavored coffees.  It distributes it's products through 
sales representatives advertising specialty companies and the United States 
Army.  In addition, the Company sells orders obtained directly from customers 
such as restaurants, coffee houses and retailers.  

     The Company has approximately 700 accounts and a market that is very 
diversified.  Two customers account for more than 10 percent of the Company's 
present revenues.  They are Christmas Tree Shop and Anron Coffee and Tea, 
Inc.  

     The Company purchases its coffee beans through coffee importers and 
agents.  The principal sources for such raw materials are South America, 
Central America and Africa as well as any other areas where coffee beans are 
grown and exported.  It is the Company's opinion that sources of raw materials 
while their prices do fluctuate are plentiful on the world market.  The 
Company faces a great deal of competition within this area especially over the 
last three years due to the immense growth of the coffee market of wholesale 
and retail.  

     The Company however has been able to compete successfully by offering 
very competitive prices and service to its customers.  

     The Company presently employs seven individuals, two in management, one 
clerical and four warehouse personnel.  The Company considers their labor 
relations to be excellent and none of the persons presently employed are 
represented by organized labor.  

     Food Concepts owns the registered intellectual property right charters 
listed as follows:

     "Coffee Lovers Six Pack" (registered mark number 151,553,926, said mark 
having been registered with United States Patent Office and the mark was 
issued on August 29, 1989 and is valid for 20 years).

     "Coffee Lovers Coffee" (registered mark number 1,673566 registered in the 
United States Patent Office and issued on January 28, 1992 and valid for 10 year
s).  
<PAGE>
     The above marks have been registered in applicable states where 
necessary.   


Item 2. PROPERTIES

     The Company presently leases 6800 square feet of warehouse and office 
space at 6601 Lyons Road, Suite C-12, Coconut Creek, Florida 33073.  The term 
of said lease is for five years and two months commencing the 12th day of 
February, 1996.  The rent for the first 26 months is fixed and the remaining 
36 months is subject to a formula which is provided in the lease.  Included 
within the warehouse facilities are coffee roasters and packaging equipment to 
prepackage and customize the packaging seventy flavored coffees.  


Item 3. LEGAL PROCEEDINGS

     Coffee House Holding Company has filed a law suit against Savon Coffee in 
the amount of $7,524 plus a percentage of gross profit for not fulfilling an 
agreement to purchase coffee exclusively from Coffee House Holding. This 
action was instituted against Savon Coffee, Inc. on March 16, 1994 in the 
Supreme Court of the State of New York, County of Kings, for not fulfilling an 
agreement to purchase coffee exclusively from Coffee Holding Company. The 
Company expects to be successful in this matter.

     On July 3, 1996, the Company commenced an action in the Circuit Court of 
the Seventeenth Judicial Circuit in and for Broward County, Florida bearing 
docket number 96-09431-11 entitled Food Concepts, Inc. vs. Lasorda's Dug Out, 
Inc., a Florida corporation, et al.  The Company is seeking damages in the 
amount of $200,000 resulting from the non payment of outstanding loans and 
other payments assigned to the Company under the rights of an oral contract.  
The Company expects to be successful in this matter.


Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

     Not Applicable.


                            PART II

Item 5.     MARKET FOR THE COMPANY'S COMMON STOCK AND RELATED STOCKHOLDER 
MATTERS

     On October 25, 1995 Granite, Ltd. the predecessor of Food Concepts, Inc. 
acquired all of the outstanding stock of Savon Coffee, Inc. for 20,000,000 
shares of Granite common stock $.0001 par value which was subsequently reverse 
split one for ten leaving 2,000,000 shares $.001 par value which then 
constituted approximately 85.6 percent of the corporation Granite reserved or 
issued outstanding securities in consideration for the conveyance of all 
shares of Savon stock which then constituted 100 percent of Savon's authorized 
issued and outstanding securities.  In conjunction therewith the Certificate 
of Incorporation of Granite was amended affecting a one for ten reverse split 
of the corporations common stock $.0001 par value (converting the 50,000,000 
shares then authorized into 5,000,000 shares, $.001 par value, and the 
3,327,300 then outstanding into 332,700 shares, $.0001 par value, followed by 
an increase in the resulting authorized capitalization of Granite from 
5,000,000 shares, $.0001 par value to 20,000,000, $0001 par value.  Subsequent 
thereto the name of the Company was changed from Granite, Ltd. to Savon 
Coffee, Inc. a Nevada corporation and said Savon subsequently had its name 
changed to Food Concepts, Inc. a Nevada corporation on March 26, 1996.  The 
common stock and warrants are traded in the over the counter market on a 
National Association of Security Dealers Automatic Quotation System (NASDAQ).  
There is no other established market for the Company's securities.  The 
following table sets forth the range of high and low bid prices for the 
Company's common stock as quoted by NASDAQ.  These quotations set forth below 
represent prices between dealers in securities and do not reflect retail 
markups, markdowns, or commissions and do not necessarily represent actual 
transactions.  

                                       SHARES OVER THE COUNTER

                                        BID               OFFER

Quarter Ending                          High 1 cent       1 cent
June 30, 1995                           Low 1 cent        1 cent

Quarter Ending                          High 1 cent       1 cent
October 31, 1995                        Low 1 cent        1 cent

Quarter Ending                          High $1.00        $1.125
February 28, 1996                       Low 75 cents      $1.00

Quarter Ending                          High .968 cents    .9375 cents
June 30, 1996                           Low .85 cents      .83 cents

Number of Shareholders  -   374
Dividends               -   None

     As of June 30, 1996 there were in excess of 350 shareholders (based on 
the number of shareholders of record and an approximation of the number of 
beneficial owners of common stock).  Holders of common stock are entitled to 
dividends when, as, and if declared by the Board of Directors out of funds 
legally available therefore.  The Company has not paid any cash dividends on 
its common stock and, for the immediate future, intends to retain earnings, if 
any, to finance development and expansion of its business.  Future dividends 
policy is subject to the discretion of the Board of Directors.
<PAGE>

ITEM 6.  SELECTED FINANCIAL DATA

Operating Income                         $(74,896.00)
Income from Continuing Operations        $(74,896.00)
Total Income                             $(95,482.00)
Loss per Share                           $     (.041)
Total Assets                             $340,332.00
Current Liabilities                      $198,523.00
Long Term Obligations                    $       -0-
Dividends                                $       -0-



ITEM 7.   MANAGEMENTS DISCUSSIONS AND ANALYSIS OF FINANCIAL CONDITION AS A 
RESULT OF OPERATIONS.

Liquidity and capital resources

OPERATIONS.  The operating entities of the company, Savon Coffee, Inc. and 
Palm Beach Coffee, Inc., represents 100 percent of the total revenue of the 
Company with Savon contributing 80 percent and Palm Beach 20 percent.  The 
cost of operating both companies is similar and neither one results in any 
disparate expense to the Company.  The Company, Food Concepts, Inc., which 
evolved from Savon Coffee, Inc. was originally founded by its now president 
and vice president Herbert Glaubman and Francis Resnick respectively in August 
of 1986.  The Company was originally located at 5197 Northwest 15th Street, 
Margate, Florida.  The Company has maintained various locations from August 
1986 through 1993 during which time the Company was a development stage 
enterprise funded primarily by the founders.  On October 27, 1995 the Company 
by virtue of a reorganization agreement wherein Granite, Ltd., a publically 
traded Nevada corporation, acquired Savon Coffee, Inc. which subsequently 
changed its name to Food Concepts, Inc. became a public company trading its 
stock on the OTC bulletin board.

     The Company does not presently have any specific plan or arrangement for 
alternate financing and there is no assurance that any will be available to 
the Company.  The Company is presently indebted to the First Union Bank in the 
approximate amount of $14,000.  Said note is secured by the inventory and 
equipment of the Company.  The Company does not now have any specific need to 
arrange for additional credit lines.

     Due to the nature of the Company's business, a large amount of inventory 
is necessary.  The Company presently roasts and ships approximately 70 
different types of flavored coffees.  This in and of itself necessitates a 
large inventory.  In addition, substantial inventory is also necessary as the 
Company is dependent upon foreign growers for coffee beans.  Management sees 
no detriment to the maintaining of a large inventory as it pertains to their 
cash flow and working capital.  

ACQUISITIONS

     On October 27, 1995, the Company acquired all of the issued and 
outstanding common stock of Savon Coffee, Inc. whose principal business 
consists of manufacture and direct sales distributing of Gourmet Coffee, for 
20,000,000 shares (pre-split) of common stock.

     On January 1, 1996, the Company acquired all of the issued and 
outstanding common stock of Palm Beach Gourmet Coffee, Inc., whose principal 
business is direct sales of Gourmet Coffee, in exchange for 50,000 shares of 
common stock of the Company.


ITEM 8. SELECTED FINANCIAL DATA

         See Item 14 herein.


Item 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND 
FINANCIAL DISCLOSURE

             Not applicable.

<PAGE>

                                PART III

Item 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE COMPANY

Directors and Executive Officers

     Directors of the Company hold office until the next annual meeting of 
Stockholders (which is expected to be held in July, 1997) and until their 
successors have been elected and shall qualify or until their death, 
resignation or removal from office. The officers of the Company are elected by 
the Board of Directors at the first meeting after each annual meeting of the 
Company's Stockholders, and hold office until their successors are chosen and 
qualified, or until their death, resignation or removal from office. The 
directors and officers of the Company are as follows:

NAME                              TITLE

Herbert Glaubman
Director since October 1995       Director, President and CEO

Francis Glaubman
Director since October 1995       Director and Secretary

Harold Strulowitz
Director since March 1996         Director

     The following information is provided with respect to the directors.

HERBERT GLAUBMAN
Age 66                            Founder of the Company

FRANCIS GLAUBMAN
Age 52                            Co-founder of the Company

HAROLD STRULOWITZ
Age 53                            Certified public account and president
                                  of Palm Beach Gourmet

     Officer-Directors do not presently receive compensation for serving on 
the Board. At present, there are no pension, profit sharing or other forms of 
deferred compensation presently available to any employee of the Company. 





Item     11.     EXECUTIVE COMPENSATION

     The following table sets forth the aggregate cash compensation paid by 
the Company during the fiscal year ended June 30, 1996 to all executive 
officers of the Company as a group and to all executive officers of the 
Company each of whose total cash compensation exceeded $60,000.00 for services 
in all capacities.

Name of Individual            Capacities in            Cash
or Group                      which served             Compensation
                                                                         
Herbert Glaubman              President and CEO        $-0-

Francis Glaubman              Vice President and 
                              Secretary                $55,000.00

All executive officers
as a group including
individuals named above 
(2 persons) 
$55,000.00

     All executive officers are not covered by the Company's major medical 
insurance and disability plans. The officers of the Company presently have use 
of an automobile leased by the Company.


Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

     The following table sets forth the number and percentage, as of June 30, 
1996 of the company's Common Shares owned of record and/or beneficially by 
each person owning more than 5% of such Common Shares, by each Director who 
owns any shares of the Company and by all officers and directors as a group.

Name                   Percentage Owned            Number of Shares Owned

Herbert Glaubman           48.784%                       1,900,000


Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     None.

<PAGE>
                                  PART IV


Item 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K

     I. Financial Statements and Schedules

     Report of Independent Certified Public Accountants.

     Consolidated Financial Statements:

     Balance Sheets
     Statements of Operations
     Statements of Changes in Stockholders Equity 
     Statements of Cash Flow
     Notes to Financial Statements
<PAGE>
                               FOOD CONCEPTS, INC.
                                AND SUBSIDIARIES

                          AUDITED FINANCIAL STATEMENTS

                              JUNE 30, 1996 AND 1995
<PAGE>

                             Joel Baum & Company, P.A.
                           Certified Public Accountant
                       1515 University Drive  - Suite 209
                           Coral Springs, Florida 33071


INDEPENDENT AUDITORS' REPORT


To the Board of Directors and Stockholders of
     Food Concepts, Inc. and Subsidiaries


We have audited the accompanying consolidated balance sheets of Food Concepts, 
Inc and Subsidiaries as of June 30, 1996 and 1995 and the related consolidated 
statements of operations, stockholders' equity (deficiency) and cash flows for 
the year ended June 30, 1996 and six months ended June 30, 1995.  We have also 
audited the accompanying consolidated statements of operations, stockholders' 
equity (deficiency) and cash flows for the years ended December 31, 1994 and 
1993.  These consolidated financial statements are the responsibility of the 
Company's management.  Our responsibility is to express an opinion on these 
consolidated financial statements based on our audit.

We conducted our audits in accordance with generally accepted auditing 
standards.  Those standards require that we plan and perform the audit to 
obtain reasonable assurance about whether the financial statements are free of 
material misstatement.  An audit includes examining, on a test basis, evidence 
supporting the amounts and disclosures in the financial statements.  An audit 
also includes assessing the accounting principles used and significant 
estimates made by management, as well as evaluating the overall financial 
statement presentation.  We believe that our audit provides a reasonable basis 
for our opinion.

In our opinion, the financial statements referred to above present fairly, in 
all material respects the financial position of Food Concepts, Inc. and 
Subsidiaries as of June 30, 1996 and 1995,  and the results of its operations 
and cash flows for the year ended June 30, 1996, the six months June 30, 1995, 
and the years ended December 31, 1994 and 1993 in conformity with generally 
accepted accounting principles.




/s/ Joel Baum

Coral Springs, Florida
September 1, 1996

<PAGE>
                      FOOD CONCEPTS, INC. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEET
                             JUNE 30, 1996 and 1995

                                                    1996       1995 

ASSETS

Current Assets
     Cash and Cash Equivalents (overdraft)     $  (11,201)     $  (9,747)
     Accounts Receivable (Note 3)                 127,387         83,082 
     Inventory (Notes 1 and 3)                    180,946         67,987 
     Prepaid Expenses                                 375            375 
          Total Current Assets                    297,507        141,697 

Property, Plant & Equipment (Notes 2 and 3)
 (Net of Accumulated Depreciation of
  $26,720 and $16,751)                             36,666         25,070 

Other Assets
Refundable Deposits                                 6,660          6,135 
     
          Total Assets                         $  340,833      $ 172,902 

LIABILITIES & SHAREHOLDERS' EQUITY (DEFICIENCY)

Current Liabilities
     Accounts Payable                          $  134,988      $  52,873 
     Accrued Expenses                              11,743         45,418 
     Notes Payable - Short-Term (Note 3)           59,611        119,558 
          Total Current Liabilities               206,342        217,849 

Long-Term Liabilities
     Loan Payable Affiliated Company                - 0 -         79,774 
     Loan Payable Officer                           - 0 -         39,600 

          Total Long-Term Liabilities               - 0 -        119,374 
          Total Liabilities                       206,342        337,223 

Shareholders' Equity
     Common Stock - $.001 par value;
      authorized 20,000,000; issued and
      outstanding - 3,894,744 shares at
      June 30, 1996, 333,000 at June 30, 1995       3,895            333 

     Additional Paid-In-Capital                   895,219        455,810 

     Accumulated Deficit                         (764,623)      (620,464)

          Total Shareholders' Equity 
              (Deficiency)                        134,491       (164,321)
          Total Liabilities & Shareholders'
                Equity (Deficiency)             $ 340,833      $ 172,902 

         See Accompanying Notes to Consolidated Financial Statements.
<PAGE>
                 FOOD CONCEPTS, INC. AND SUBSIDIARIES
                 CONSOLIDATED STATEMENT OF OPERATIONS
                    FOR THE PERIODS INDICATED BELOW
               
                                           SIX MONTHS        YEARS ENDED 
                         YEAR ENDED        ENDED             DECEMBER 31,   
                         JUNE 30, 1996     JUNE 30, 1995     1994     1993



Sales                    $  745,671        $ 320,780      $ 464,466  $ 488,553 

Cost of Sales               363,061          205,294        217,368    267,720 

Gross Profit                382,610          115,486        247,098    220,833 

Operating Expenses:
     Selling, General
      and Administrative    457,506          150,679        261,646    188,837 

Income (Loss) Before
 Interest Expense           (74,896)         (35,193)       (14,548)    31,996 

Interest Expense             20,586            6,974         21,278     12,091 

Income (Loss) Before 
   Income Taxes             (95,482)         (42,167)       (35,826)    19,905 

Provision for Income
   Taxes (Note 1)             - 0 -             - 0 -          - 0-      - 0 - 

Net Income (Loss)         $ (95,482)        $ (42,167)    $ (35,826)  $ 19,905 

Income (Loss) Per 
    Common Share (Note 1)     (.041)            (.127)        (.108)      .060 

Weighted Average Common Shares
 Outstanding (Note 1)      2,308,900           333,000       333,000   333,000 

           See Accompanying Notes to Consolidated Financial Statements.
<PAGE>
                       FOOD CONCEPTS, INC. AND SUBSIDIARIES
           CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY (DEFICIENCY)
        FOR THE YEAR ENDED JUNE 30, 1996, SIX MONTHS ENDED JUNE 30, 1995
                    AND YEARS ENDED DECEMBER 31, 1994 AND 1993

                                     ADDITIONAL     
                         COMMON      PAID-IN      ACCUMULATED
                          STOCK      CAPITAL      DEFICIT  
Balance January 1, 1993     333      $455,810     $(515,996)

Net Income December 31,
    1993                  - 0 -         - 0 -        19,905 
Dividends                 - 0 -         - 0 -       (43,680)
  Balance December 31,
    1993                    333       455,810      (539,771)

Net Loss December 31,
    1994                  - 0 -         - 0 -       (35,826)
  Balance December 31,
    1994                    333       455,810      (575,597)

Net Loss June 30, 1995    - 0 -         - 0 -       (42,167)
Dividends                 - 0 -         - 0 -        (2,700)
  Balance June 30, 1995     333       455,810      (620,464)

Additional Stock Issued
 For Acquisition of
 Subsidiary 
 October 27, 1995         1,900         - 0 -          - 0 - 

Additional Stock Issued
 for Acquisition of
 Subsidiary
 January 1, 1996             50         - 0 -        (48,677)

Additional Stock Issued
 for S-8 Offering
 January 4, 1996            600         - 0 -           - 0 - 

Additional Stock Issued
 for S-8 Offering
 May 2, 1996                900         - 0 -           - 0 - 

Additional Stock Issued
 For Shareholders'
 Contribution               112       439,409           - 0 - 

Net Loss June 30, 1996    - 0 -         - 0 -        (95,482)

  Balance June 30, 1996   3,895      $895,219     $ (764,623)


          See Accompanying Notes to Consolidated Financial Statements.
<PAGE>
                     FOOD CONCEPTS, INC. AND SUBSIDIARIES
                     CONSOLIDATED STATEMENT OF CASH FLOWS
                       FOR THE PERIODS INDICATED BELOW
               
                                                                SIX MONTHS  
                                               YEAR ENDED       ENDED    
                                               JUNE 30,1996     JUNE 30, 1995
 
Cash Flows From Operations:
     Net Income (Loss)                            $ (95,482)  $ (42,167)

Adjustments to Reconcile Net Income To
 Net Cash Used for Operating Activities:

     Depreciation                                     9,876       1,495 
     Excess Liabilities over Assets of
      Acquired Subsidiary                           (48,584)       - 0 - 

 Changes in Assets and Liabilities:
     (Increase) Decrease in Prepaid Expenses          - 0 -         (375)
     (Increase) Decrease in Accounts Receivable     (44,305)     (15,492)
     (Increase) Decrease in Inventory              (112,959)       5,620 
     (Increase) Decrease in Other Assets               (525)        (250)
     Increase (Decrease) in Accounts Payable         82,115       27,761 
     Increase (Decrease) in Accrued Expenses        (33,675)       7,649 
     Increase (Decrease) in Notes Payable           (59,947)     (16,520)
          Net Cash (Used in) Operations            (303,486)     (32,279)

Cash Flows From Investing Activities:
     Purchase of Property, Plant & Equipment        (21,565)       - 0 - 
     Issuance of Common Stock                         3,562        - 0 - 
     Additional Paid-In Capital generated as a
      result of issuance of Common Stock            439,409        - 0 - 

          Net Cash Provided By 
              Investing Activities                  421,406        - 0 - 

Cash Flows from Financing Activities:
     Dividends Paid to Stockholders                   - 0 -      (2,700)
     Increase (Decrease) in Loan Payable
      Affiliated Company                            (79,774)      79,774 
     Increase (Decrease) in Officer Loans
      Payable                                       (39,600)     (50,379)

          Net Cash Provided by (Used in)
           Financing Activities                    (119,374)      26,695 

Net Increase (Decrease) in Cash                      (1,454)      (5,584)

Cash (Overdraft) - Beginning of Period               (9,747)      (4,163)

Cash (Overdraft) - End of Period                  $ (11,201)   $  (9,747)


        See Accompanying Notes to Consolidated Financial Statements.
<PAGE>
                    FOOD CONCEPTS, INC. AND SUBSIDIARIES
                    CONSOLIDATED STATEMENT OF CASH FLOWS
                FOR THE YEARS ENDED DECEMBER 31, 1994 AND 1993

                         
                              
                                                       1994         1993  

Cash Flows From Operations:
     Net Income (Loss)                         $   (35,826)     $  19,905 

Adjustments to Reconcile Net Income To
 Net Cash Used for Operating Activities:

     Depreciation                                    5,903          6,403 
     
Changes in Assets and Liabilities:
     Decrease (Increase) in Accounts
      Receivable                                    19,275        (34,967)
     Decrease in Inventory                         (18,447)       (16,261)
     Decrease (Increase) in Receivable
      from Affiliate                                  (250)         - 0 - 
     Decrease (Increase) in Deposits                  - 0 -        (5,605)
     Decrease (Increase) in Prepaid Expenses          - 0 -           999 
     Increase (Decrease) in Accounts
       Payable and Accrued Expenses                  (7,080)       12,265 
     Increase in Advances Payable 
      to Factor                                      45,450        64,820 
     Increase in Current Portion
      of Bank Note                                    7,000         5,470 

Net Cash Provided By Operating
 Activities                                          16,025        53,029 

Cash Flows From Investing Activities:
     Acquisition of Property, Plant
      and Equipment                                   - 0 -         (500)
     
Cash Flows Used for Financing Activities:
     (Decrease) in Loan Payable
      to Affiliated Company                         (23,629)        (951)
     Increase in Officer Loans Payable                8,434         - 0 - 
     Dividends Paid to Stockholders                   - 0 -      (43,680)
     (Decrease) in Long-Term Note                    (7,374)      (6,674)

Net Cash Used in Financing Activities               (22,569)     (51,305)

Net Increase (Decrease) in Cash                      (6,544)       1,224 

Cash - Beginning of Year                              2,381        1,157 

Cash (Overdraft) - End of Year                    $  (4,163)    $  2,381 

        See Accompanying Notes to Consolidated Financial Statements.
<PAGE>
                    FOOD CONCEPTS, INC AND SUBSIDIARIES
                 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         JUNE 30, 1996 AND 1995



NOTE 1 -BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

A.    Organization and Business
Food Concepts, Inc. was organized under the laws of the State of Nevada on 
June 16, 1982.  On October 27, 1995 the Company reorganized and acquired Savon 
Coffee, Inc. as a wholly owned subsidiary. On January 1, 1996, the Company 
acquired Palm Beach Gourmet Coffee, Inc. as a wholly owned subsidiary.  The 
principal business of the Company is direct sales distributing of Gourmet 
Coffee, offering more than seventy coffee blends as well as gift coffee 
packages, private label coffee and special coffee roasting services.

B.     Significant Accounting Policies

Basis of Accounting
The Company policy is to prepare its financial statements using the accrual 
basis of accounting in accordance with generally accepted accounting 
principles.

Use of Estimates
The preparation of financial statements in conformity with generally accepted 
accounting principles requires management to make estimates and assumptions 
that affect the reported amounts of assets and liabilities and disclosures of 
contingent assets and liabilities at the date of the financial statements and 
the reported amounts of revenues and expenses during the period.  Actual 
results could differ from those estimates.

Cash and Cash Equivalents
Cash and cash equivalents include cash on hand, cash in banks, and any highly 
liquid investments with a maturity of three months or less at the time of 
purchase.

The Company and its Subsidiaries maintain cash and cash equivalent balances at 
several financial institutions which are insured by the Federal Deposit 
Insurance Corporation up to $100,000.  At June 30, 1996 and 1995 there is no 
concentration of credit risk from uninsured bank balances.

Inventory
Inventory is valued at the lower of cost or market determined by the weighted 
average method.  At June 30, 1996 and 1995, the Company's inventory is largely 
held in various coffee blends, flavorings and supplies, approximately as 
follows:
  
                                         1996         1995 

               Raw Materials         $134,225     $ 57,789
               Finished Goods          46,721       10,198
                    Total            $180,946     $ 67,987
<PAGE>
                      FOOD CONCEPTS, INC AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         JUNE 30, 1996 AND 1995

NOTE 1 -BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Con't)

Property, Equipment and Depreciation
Property and equipment are recorded at cost.  The Company charges expenditures 
for additions or major replacements to the asset accounts.  The Company 
provides for depreciation using the straight-line method over the estimated 
useful lives of the assets (5-10 years).

Income Taxes
In February 1992, the Financial Accounting Standards Board issued Statement on 
Financial Accounting Standards 109 of "Accounting for Income Taxes."  Under 
Statement 109, deferred tax assets and liabilities are recognized for the 
estimated future tax consequences attributable to differences between the 
financial statement carrying amounts of existing assets and liabilities and 
their respective tax basis.

Deferred tax assets and liabilities are measured using enacted tax 
rates in effect for the year in which those temporary differences are expected 
to be recovered or settled.  Under Statement 109, the effect on deferred tax 
assets and liabilities of a change in tax rates is recognized in income in the 
period that includes the enactment date.

Net Income (Loss) Per Common Share
Net income (loss) per common share is computed by dividing net  income (loss) 
by the weighted average number of common shares outstanding during the 
period.  For the year ended June 30, 1996 and six months ended June 30, 1995, 
the Company's weighted average common shares outstanding were 2,308,900 and 
333,000 respectively.  For the years ended December 31, 1994 and 1993 the 
Company's weighted average common shares outstanding were 333,000.

NOTE 2 -PROPERTY, PLANT AND EQUIPMENT
                                                   1996               1995  
Consists of the Following:
                   Equipment                  $  55,118           $ 40,012 
                   Office Furniture and
                     Equipment                    1,235              - 0 - 
                   Leasehold Improvements         7,033              1,809 

                        Total                    63,386             41,821 

                   Less:  Accumulated 
                       Depreciation             (26,720)           (16,751)
                                              $  36,666           $ 25,070 

Depreciation expense for the year ended June 30, 1996 and six months ended 
June 30, 1995 amounted to $9,876 and $1,495, respectively.
<PAGE>
                      FOOD CONCEPTS, INC AND SUBSIDIARIES
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           JUNE 30, 1996 AND 1995

NOTE 3 -     NOTES PAYABLE
                                                      1996            1995  
               Note due to First Union
                  secured by inventory & equipment    $ 21,608        $ 21,808
               Loan factor                              38,003          97,750
                  Total Notes Payable                 $ 59,611        $119,558

NOTE 4 -MAJOR CUSTOMERS

Major customer sales are presented in tabular form as follows:

   Period Ended            Christmas Tree Shop        Anron Coffee & Tea, Inc.
   June 30, 1996           $208,800       28%         $186,400         25%    
   June 30, 1995           $ 86,600       27%         $ 38,500         12%    

NOTE 5 -LEGAL PROCEEDINGS

Coffee Holding Company, Inc. has filed a lawsuit against Savon Coffee, Inc. in 
the amount of $7,524  plus a percentage of gross profit  in the amount of 18% 
for the period from January 1993 to August, 1993.  This action was instituted 
against Savon Coffee, Inc. on March 16, 1994 in the Supreme Court of the State 
of New York, County of Kings, for not fulfilling an agreement to purchase 
coffee exclusively from Coffee Holding Company. 

On July 3, 1996 the Company commenced an action in the Circuit Court of the 
Seventeenth Judicial Circuit in and for Broward County, Florida bearing docket 
number 96-09431-11 entitled Food Concepts, Inc. vs Lasorda's Dug Out, Inc., a 
Florida corporation, et al.  The Company is seeking damages in the amount of 
$200,000 resulting from the non payment of outstanding loans and other 
payments assigned to the Company under the rights of an oral contract.

NOTE 6 -ACQUISITIONS

A.On October 27, 1995, the Company acquired all of the issued and outstanding 
common stock of Savon Coffee, Inc.,  whose principal business consists of 
manufacture and direct sales distributing of Gourmet Coffee, for 20,000,000 
shares (pre-split) of common stock (85.6% of the Company's shares).  This 
business combination has been treated as a reverse acquisition that was 
accounted for as a recapitalization of Savon Coffee, Inc. using purchase 
method accounting.

B.On January 1, 1996, the Company acquired all of the issued and 
outstanding common stock of Palm Beach Gourmet Coffee, Inc., whose principal 
business is direct sales of Gourmet Coffee, in exchange for 50,000 shares of 
common stock of the Company.  The acquisition was accounted for under the 
purchase method of accounting.  Under the purchase method of accounting the 
acquired company's activity is included in the financial statements from the 
date of acquisition.
<PAGE>
                      FOOD CONCEPTS, INC AND SUBSIDIARIES
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           JUNE 30, 1996 AND 1995


NOTE 7 -LEASING ARRANGEMENTS

Operating Lease

The Company conducts it operation from facilities that are leased under a five 
year lease ending April 30, 2001.  The lease calls for monthly rent payments 
starting in February, 1996 of $2,692.00 per month plus a pro-rata share of 
real property taxes.  The Company also has various leases with various 
expiration dates.

Future Minimum Lease Payments

Future minimum lease payments for operating leases at June 30, 1996 are:

Year Ended                          Operating
 June 30                            Leases 
 
   1997                             $ 47,841
   1998                               50,391
   1999                               45,663
   2000                               41,789
   2001                               30,758

    Total Minimum Payments          $216,442

NOTE 8 -COMMITMENTS AND CONTINGENCIES

A Subsidiary of the Company has incurred approximately $5,210 plus interest 
and penalties of unpaid payroll tax liabilities to the Internal Revenue 
Service.  A payment plan of $500 per month has been worked out with the 
government on the satisfaction of this outstanding liability.  It is to begin 
September 15, 1996.

NOTE 9 -DEFERRED INCOME TAXES

As discussed in Note 1, the Company has applied the provision of Statement 
109.  The significant components of deferred income tax benefit arising from 
net operating loss carry forwards of approximately $149,000 is as follows at 
June 30, 1996:

Deferred Tax Benefit              $  37,250 
Valuation Allowance                 (37,250)
                                  $   - 0 - 

The valuation allowance has been estimated at 100%.


<PAGE>
                  FOOD CONCEPTS, INC AND SUBSIDIARIES
               NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                          JUNE 30, 1996 AND 1995



NOTE 10-SUPPLEMENTAL CASH FLOW INFORMATION

                                                Six Months
                              Year Ended           Ended  
                             June 30, 1996     June 30, 1995

             Taxes Paid          $  - 0 -           $ - 0 -

             Interest Paid       $ 20,586           $ 6,974


<PAGE>
II. Reports on Form 8-K:

     One report on Form 8-K was filed during the second quarter of the fiscal 
year covered by this report.

<PAGE> 
                                  SIGNATURES

     Pursuant to the requirements of Section 13 or 15(d) of the Securities 
Exchange Act of 1934, the Company has duly caused this report to be signed on 
its behalf by the undersigned thereunto duly authorized.

FOOD CONCEPTS, INC.FOOD CONCEPTS, INC.



BY:/s/ Francis Glaubman            BY:/s/ Herbert Glaubman
   FRANCIS GLAUBMAN                   HERBERT GLAUBMAN
   Vice President                     President

Dated: July 10, 1997               Dated: July 10, 1997