U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

X    Quarterly  report under Section 13 or 15(d) of the Securities  Exchange Act
     of 1934 for the quarterly period ended September 27, 1997

__   Transition  report  under  Section 13 or 15(d) of the  Exchange Act for the
     transition period from ___ to ___

Commission file number:  1-9009


                               Tofutti Brands Inc.
                               -------------------
        (Exact Name of Small Business Issuer as Specified in Its Charter)

            Delaware                                          13-3094658
            --------                                          ----------
   (State of Incorporation)                                (I.R.S. Employer
                                                           Identification No.)


                  50 Jackson Drive, Cranford, New Jersey 07016
                  --------------------------------------------
                    (Address of Principal Executive Offices)

                                 (908) 272-2400
                                 --------------
                (Issuer's Telephone Number, Including Area Code)


              --------------------------------------------------- 
              (Former Name, Former Address and Former Fiscal Year,
                          if Changed Since Last Report)

Check whether the issuer:  (1) filed all reports required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 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

     As of November 7, 1997 the Issuer had 6,183,567 shares of Common Stock, par
value $.01, outstanding

     Transitional Small Business Disclosure Format (check one):

                                    Yes __ No X



                                          

<PAGE>



                               TOFUTTI BRANDS INC.

                                      INDEX


                                                                            Page
                                                                            ----

Part I - Financial Information:

                  Condensed Balance Sheets - September 27, 1997
                    (Unaudited) and December 28, 1996 (Audited)               3

                  Condensed Statements of Operations -
                    (Unaudited) - Thirteen and thirty-nine
                    week periods ended September 27, 1997 and
                    thirteen and thirty-nine week periods ended
                    September 28, 1996                                        4

                  Condensed  Statements of Cash Flows - 
                    (Unaudited) - Thirty-nine week period 
                    ended  September 27, 1997 and  thirty-nine
                    week period ended September 28, 1996                      5

                  Notes to Condensed Financial Statements -
                    (Unaudited)                                               6

                  Management's Discussion and Analysis of
                    Financial Condition and Results of
                    Operation                                               7-10


Part II - Other Information:

                  Item 4.  Submission of Matters to a Vote
                             of Shareholders                                  11

                  Item 6.  Exhibits and Reports on Form 8-K                   11

                  Signatures                                                  12



                                        2

<PAGE>



                               TOFUTTI BRANDS INC.
                            Condensed Balance Sheets
                                 (000's omitted)

<TABLE>
<CAPTION>
                                                           September 27,              December 28,
                                                               1997                      1996
                                                           (Unaudited)                 (Audited)
                                                           -----------                 ---------
<S>                                                           <C>                       <C>
     Assets

Current assets:
  Cash and cash equivalents                                   $   68                    $   11
  Accounts receivable (net of reserve of
    $358 in 1997 and $295 in 1996)                             1,334                       977
  Inventories (Note 2)                                           494                       351
  Prepaid expenses                                                15                        10
                                                               -----                     -----
             Total current assets                              1,911                     1,349

Deferred taxes                                                   311                       311

Other assets                                                      76                        76
                                                               -----                     -----

             Total assets                                     $2,298                    $1,736
                                                               =====                     =====

     Liabilities and Stockholders' Equity

Current liabilities:
  Legal settlement payable - current portion                  $   15                     $  15
  Accounts payable                                               642                       504
  Accrued liabilities                                            148                       115
                                                                ----                     -----

              Total current liabilities                          805                       634

Long-term debt - legal settlement                                 56                        66
                                                               -----                     -----
              Total liabilities                                  861                       700

Stockholders' equity:
  Preferred stock                                                  -                         -
  Common stock                                                    62                        61
  Paid-in capital                                              3,589                     3,503
  Retained (deficit)                                          (2,214)                   (2,528)
                                                              ------                    ------

    Total stockholders' equity                                 1,437                     1,036
                                                              ------                    ------

    Total liabilities and stockholders'
      equity                                                  $2,298                    $1,736
                                                              ======                    ======
</TABLE>

            See accompanying notes to condensed financial statements.



                                        3

<PAGE>



                               TOFUTTI BRANDS INC.
                        Condensed Statement of Operations
                                   (Unaudited)
                                 (000's omitted)



<TABLE>
<CAPTION>
                                                                                          Thirty-               Thirty-
                                               Thirteen           Thirteen                  nine                  nine
                                                  weeks              weeks                 weeks                 weeks
                                                  ended              ended                 ended                 ended
                                                9/27/97            9/28/96                9/27/97               9/28/96
                                                -------            -------                -------               -------

<S>                                              <C>                 <C>                   <C>                   <C>  
Net sales                                        $1,921              1,656                 5,458                 4,430
Cost of sales                                     1,283              1,094                 3,587                 2,803
                                                  -----             ------                ------                ------
          Gross profit                              638                562                 1,871                 1,627
                                                   ----             ------                ------                ------

Operating expenses:
  Selling                                           227                222                   629                   620
  Marketing and sales promotion                      26                 52                   121                   167
  Research and development                           71                 47                   184                   146
  General and administrative                        211                183                   613                   553
                                                  -----            -------                ------                ------

                                                    535                504                 1,547                 1,486
                                                  -----             ------                ------                ------

     Operating income                               103                 58                   324                   141

Interest expense                                      3                  3                     8                     9
                                                  -----             ------                ------                ------
     Income before income
       tax expense                                  100                 55                   316                   132

Income tax expense                                    -                  -                     1                     1
                                                 ------             ------                 -----                ------

Net income                                        $ 100                 55                   315                   131

Net income per share                              $ .02                .01                   .05                   .02
                                                  =====             ======                 =====                 =====

Weighted average number of
  shares outstanding                              6,184              6,065                 6,184                 6,065
                                                 ======             ======                ======                ======

</TABLE>





            See accompanying notes to condensed financial statements.



                                        4

<PAGE>



                               TOFUTTI BRANDS INC.
                       Condensed Statements of Cash Flows
                                   (Unaudited
                                 (000's omitted)

                                                 Thirty-nine         Thirty-nine
                                                   weeks                weeks
                                                   ended                ended
                                                  9/27/97             9/28/96
                                                  -------             -------

Cash flows from operating
  activities, net                                 $(23)                  7

Cash flows from investing activities                 -                   -

Cash flows from financing activities                86                   -
                                                   ----                ---
     Net increase in cash
       and cash equivalents                         63                   7

Cash at beginning of period                          5                  12
                                                   ----                ---

Cash at end of period                             $ 68                   5
                                                   ===                 ===

Supplemental  disclosures of cash flow 
  information:
  Cash paid during the period for:
          Interest                                $  8                   9
          Income taxes                               1                   1













            See accompanying notes to condensed financial statements.



                                        5

<PAGE>



                               TOFUTTI BRANDS INC.
                     Notes to Condensed Financial Statements
                                   (Unaudited)
                                 (000's omitted)

(1)  Basis of Presentation

     The accompanying financial information is unaudited, but, in the opinion of
     management, reflects all adjustments (which include only normally recurring
     adjustments)  necessary to present fairly the Company's financial position,
     operating  results  and  cash  flows  for the  periods  presented.  Certain
     information  and  footnote   disclosures  normally  included  in  financial
     statements  prepared  in  accordance  with  generally  accepted  accounting
     principles  have  been  condensed  or  omitted  pursuant  to the  rules and
     regulations  of the  Securities  and  Exchange  Commission.  The  financial
     information  should  be read in  conjunction  with  the  audited  financial
     statements  and notes thereto for the year ended December 28, 1996 included
     in the Company's Annual Report on Form 10-KSB filed with the Securities and
     Exchange  Commission.  The results of operations for the  thirty-nine  week
     period  ended  September  27, 1997 are not  necessarily  indicative  of the
     results to be expected for the full year.

(2)  Inventories

     The composition of inventories is as follows:

                                              Sept. 27,        Dec. 28,
                                                1997            1996
                                                ----            ----
   Raw materials and packaging
     supplies                                  $ 169             262
   Finished goods                                325              89
                                               -----            ----
                                               $ 494             351
                                               =====            ====



                                        6

<PAGE>



                               TOFUTTI BRANDS INC.

                Management's Discussion and Analysis of Financial
                       Condition and Results of Operations


The following is  management's  discussion  and analysis of certain  significant
factors  which have  affected the  Company's  financial  position and  operating
results  during the periods  included in the  accompanying  condensed  financial
statements.

The discussion and analysis which follows in this Quarterly  Report and in other
reports and documents of the Company and oral  statements  made on behalf of the
Company by its  management  and  others may  contain  trend  analysis  and other
forward-looking  statements  within the meaning of Section 21E of the Securities
Exchange Act of 1934 which reflect the  Company's  current views with respect to
future events and financial  results.  These  include  statements  regarding the
Company's  earnings,  projected growth and forecasts,  and similar matters which
are not historical facts. The Company reminds  stockholders that forward-looking
statements  are merely  predictions  and  therefore  are  inherently  subject to
uncertainties  and other  factors  which could cause the actual future events or
results  to  differ  materially  from  those  described  in the  forward-looking
statements.  These uncertainties and other factors include,  among other things,
business conditions and growth in the food industry and general economies,  both
domestic and  international;  lower than expected  customer orders;  competitive
factors;   changes  in  product  mix  or  distribution  channels;  and  resource
constraints   encountered  in  developing  new  products.   The  forward-looking
statements contained in this Quarterly Report and made elsewhere by or on behalf
of the Company should be considered in light of these factors.

Results of Operations

Thirteen Weeks Ended September 27, 1997 Compared with Thirteen
Weeks Ended September 28, 1996

Net sales for the thirteen weeks ended  September 27, 1997 were  $1,921,000,  an
increase of $265,000 or 16% from the sales level realized for the thirteen weeks
ended September 28, 1996. The Company's frozen dessert line (principally novelty
items) and food  product  line both showed  increases  during this  period.  The
Company's gross profit for the current quarter  increased by $76,000,  while its
gross  profit  percentage  decreased  to 33% compared to 34% for the same period
last year. The decrease in the



                                       7

<PAGE>



gross profit percentage was due to an increase in novelty and food product sales
during  the 1997  period.  The  Company's  gross  profit on  novelties  and food
products is less than on pints. The decrease was also due to special  allowances
used to introduce the Company's new pasta, cookie and frozen novelty lines.

The Company  anticipates  that sales will increase  during the fourth quarter of
the current  fiscal year as  compared to the  comparable  1996 period due to the
introduction  of new  products  and  expanded  distribution.  This  increase  is
dependent upon market  acceptance of these products,  for which no assurance can
be given.

Selling  expenses  increased to $227,000 for the current fiscal quarter compared
with  $222,000  for the  comparable  period last year.  The increase in freight,
commission,  warehouse and bad debt expenses associated with the increased sales
level was partially offset by a reduction in payroll costs.  Marketing and sales
promotion expenses decreased to $26,000 in the 1997 period from $52,000 in 1996.
This decrease was due  principally to a reduction in promotions and magazine and
newspaper advertising in the 1997 period.

Research  and  development  costs were  $71,000  for the  thirteen  weeks  ended
September  27, 1997  compared  with  $47,000  for the  comparable  1996  period,
reflecting an increase in related research and development costs incurred in the
development of the Company's new products.

General  and  administrative  expenses  were  $211,000  for the  current  period
compared with $183,000 for the comparable period in 1996,  reflecting  increased
building  maintenance  costs,  office  expense,  professional  fees and  outside
services. Most of these increases were directly related to the increase in sales
volume.

The Company's  imputed  interest  expense was  unchanged for the current  fiscal
quarter compared with the comparable period in 1996.

Thirty-nine Weeks Ended September 27, 1997 Compared with Thirty-
nine Weeks Ended September 28, 1996

Net sales for the thirty-nine weeks ended September 27, 1997 were $5,458,000, an
increase of $1,028,000, or 23% from the sales level realized for the thirty-nine
weeks ended September 28, 1996. The Company's  frozen dessert line  (principally
novelty items) and food product line both showed  increases  during this period.
The Company's gross profit for the current period  increased by $244,000,  while
its gross profit percentage decreased to 34% as



                                        8

<PAGE>



compared to 37% for the same period last year.  The decrease in the gross profit
percentage  was due to an increase in novelty and food product  sales during the
1997 period.  The Company's  gross profit on novelties and food products is less
than on pints. The decrease was also due to special allowances used to introduce
the Company's new pasta, cookie and frozen novelty lines.

Selling  expenses  increased to $629,000 for the current fiscal period  compared
with  $620,000  for the  comparable  period last year.  The increase in freight,
commission,  warehouse and bad debt expenses associated with the increased sales
level was partially offset by a reduction in payroll costs.  Marketing and sales
promotion  expenses  decreased to $121,000 from $167,000 in 1996.  This decrease
was due  principally  to a reduction in  promotions  and magazine and  newspaper
advertising in the 1997 period.

Research and development  expenses were $184,000 for the thirty-nine weeks ended
September 27, 1997,  compared with $146,000 for the comparable period last year,
reflecting an increase in related research and development costs incurred in the
development of the Company's new products.

General  and  administrative  expenses  were  $613,000  for the  current  period
compared with $553,000 for the comparable period in 1996,  reflecting  increased
building  maintenance  costs,  office  expense,  professional  fees and  outside
services. Most of these increases were directly related to the increase in sales
volume.

The Company's  imputed  interest  expense was $8,000 for the  thirty-nine  weeks
ended September 27, 1997 compared with $9,000 for the comparable period in 1996.

Liquidity and Capital Resources

The Company's  working capital was $1,106,000 at September 27, 1997, an increase
of $391,000 from December 28, 1996. Accounts receivable  increased to $1,334,000
at September  27, 1997,  an increase of $324,000  from  December 28, 1996.  This
increase was  attributable  to the increase in sales.  Inventories  increased by
$143,000 due principally to an increase in finished goods inventory,  reflecting
the higher sales level and new product introductions.

Prepaid expenses  increased slightly by $5,000 to $15,000 at September 27, 1997.
Deferred  taxes and other  assets  were  unchanged  from  December  28,  1996 at
$311,000 and $76,000, respectively.




                                        9

<PAGE>



Accounts  payable  and accrued  liabilities  increased  by $138,000  and $33,000
respectively  at September  27, 1997,  reflecting  the higher sales level and an
increase in inventory.

As a result of the Company's inability to secure sufficient additional financing
or equity capital,  it has not had enough funds to fully implement the marketing
of its new  products.  This has  hindered the Company in its efforts to increase
the sales of its products.  The Company  continues to fund its  operations  from
current resources.  Based on recent sales trends and the planned introduction of
new products in the fourth  quarter of this year and the first half of 1998, the
Company  believes  that its revenues  may improve in the fourth  quarter of this
year and that such  improvement  in sales is sustainable  into 1998.  Management
believes  that it will have  sufficient  financial  resources  to  continue  its
operations through the coming fiscal year.

The Company does not have any material capital commitments.



                                       10

<PAGE>



                           PART II - OTHER INFORMATION

                               TOFUTTI BRANDS INC.


Item 4.  Submission of Matters to a Vote of Shareholders

         None

Item 6.  Exhibits and Reports on Form 8-K

(a)  Exhibits
 
3.1*       Certificate of Incorporation, as amended through February
           1986.

3.1.1**    March 1986 Amendment to Certificate of Incorporation

3.2*       By-laws

4.1***     Copy of the Company's 1993 Stock Option Plan

10.1****   Copy of Legal Settlement between the Company and the NEMP
           Corporation

27         Financial Data Schedule

(b)  Reports on Form 8-K filed during the last quarter of the period  covered by
     this report:

         None

________________
*          Filed as an exhibit to the Registrant's Form 10-K for the fiscal year
           ended July 31, 1985 and hereby incorporated by reference thereto.

**         Filed as an exhibit to the Registrant's Form 10-K for the fiscal year
           ended August 2, 1986 and hereby incorporated by reference thereto.

***        Filed as an exhibit to the Company's  Form 10-KSB for the fiscal year
           ended January 1, 1994 and hereby incorporated by reference thereto.

****       Filed as an exhibit to the Registrant's Form 10-K for the fiscal year
           ended December 28, 1991 and hereby incorporated by reference thereto.



                                       11

<PAGE>



                                   SIGNATURES

Pursuant to the  requirements of Section 13 or 15(d) 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.

                                             TOFUTTI BRANDS INC.
                                                 (Registrant)



                                              /s/David Mintz
                                              --------------
                                                 David Mintz
                                                 President



                                               /s/Steven Kass
                                               --------------
                                                  Steven Kass
                                              Chief Financial Officer

Date: November 11, 1997



                                       12

<PAGE>


                                  EXHIBIT INDEX


Exhibit No.                         Description

3.1*       Certificate of Incorporation, as amended through February
           1986.

3.1.1**    March 1986 Amendment to Certificate of Incorporation

3.2*       By-laws

4.1***     Copy of the Company's 1993 Stock Option Plan

10.1****   Copy of Legal Settlement between the Company and the NEMP
           Corporation

27         Financial Data Schedule

___________
*          Filed as an exhibit to the Registrant's Form 10-K for the fiscal year
           ended July 31, 1985 and hereby incorporated by reference thereto.

**         Filed as an exhibit to the Registrant's Form 10-K for the fiscal year
           ended August 2, 1986 and hereby incorporated by reference thereto.

***        Filed as an exhibit to the Company's  Form 10-KSB for the fiscal year
           ended January 1, 1994 and hereby incorporated by reference thereto.

****       Filed as an exhibit to the Registrant's Form 10-K for the fiscal year
           ended December 28, 1991 and hereby incorporated by reference thereto.