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

                                  FORM 10-QSB/A
                                 Amendment No. 1

X    Quarterly  report under Section 13 or 15(d) of the Securities  Exchange Act
     of 1934 for the quarterly period ended October 2, 1999

___  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 October 22, 1999 the Issuer had 6,299,567 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 - October 2, 1999
           (Unaudited) and December 26, 1998                                3

         Condensed Statements of Operations -
            (Unaudited) - Thirteen and forty
            week periods ended October 2, 1999 and
            thirteen and thirty-nine week periods ended
            September 26, 1998                                              4

         Condensed  Statements of Cash Flows (Unaudited) -
            Forty week period ended October 2, 1999 and
            thirty-nine  week period ended September 26, 1998               5

         Notes to Condensed Financial Statements -
           (Unaudited)                                                     6-7

         Management's Discussion and Analysis of
            Financial Condition and Results of
            Operations                                                    8-12


Part II - Other Information:

         Item 4.  Submission of Matters to a Vote
                      of Shareholders                                      13

         Item 6.  Exhibits and Reports on Form 8-K                         13

         Signatures                                                        14



                                        2

<PAGE>



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

<TABLE>
<CAPTION>
                                                          October 2,             December 26,
                                                             1999                     1998
                                                             ----                     ----
<S>                                                        <C>                      <C>
Assets

Current assets:
   Cash and cash equivalents                               $1,408                      407
   Accounts receivable (net of allowance
      for doubtful accounts of
      $178 in 1999 and $120 in 1998)                        1,493                      985
    Inventories (Note 3)                                      636                      613
    Prepaid expenses                                            9                       13
    Deferred income taxes (Note 4)                             --                      335
                                                           ------                    -----
                        Total current assets                3,546                    2,353

Deferred income taxes (Note 4)                                131                      180

Other assets                                                  119                      119
                                                           ------                   ------

                        Total assets                       $3,796                    2,652
                                                           ======                    =====

Liabilities and Stockholders' Equity

Current liabilities:
   Notes payable - current portion                         $   21                       19
   Accounts payable                                           225                       85
   Accrued expenses                                           314                      240
   Income taxes payable (Note 4)                              129                       19
                                                             ----                    -----
                        Total current liabilities             689                      363

Note payable                                                   13                       29
                                                               --                    -----
                        Total liabilities                     702                      392

Stockholders' equity:
   Preferred stock                                             --                       --
   Common stock                                                63                       62
   Paid-in capital                                          3,714                    3,631
   Accumulated deficit                                       (683)                  (1,433)
                                                            -----                   ------

         Total stockholders' equity                         3,094                    2,260
                                                           ------                   ------

         Total liabilities and stockholders' equity        $3,796                    2,652
                                                           ======                    =====
</TABLE>

            See accompanying notes to condensed financial statements.



                                        3

<PAGE>



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



<TABLE>
<CAPTION>
                                                  Thirteen           Thirteen               Forty               Thirty-nine
                                                   weeks              weeks                 weeks                  weeks
                                                   ended              ended                 ended                  ended
                                                  10/2/99            9/26/98               10/2/99                9/26/98
                                                  -------            -------               -------                -------

<S>                                                <C>                 <C>                   <C>                   <C>
Net sales                                          $3,252              2,634                 9,326                 6,709
Cost of sales                                       2,029              1,728                 5,945                 4,356
                                                    -----              -----                ------                 -----
     Gross profit                                   1,223                906                 3,381                 2,353
                                                    -----             ------                 -----                 -----

Operating expenses:
  Selling                                             358                324                 1,020                   829
  Marketing and sales promotion                        42                 64                   146                   163
  Research and development                             99                 85                   268                   249
  General and administrative                          215                191                   699                   651
                                                     ----                ---                  ----                   ---

                                                      714                664                 2,133                 1,892
                                                     ----                ---                ------                 -----

     Operating income                                 509                242                 1,248                   461

Interest expense (income)                              (4)                 2                    --                     8
     Income before income taxes                       513                240                 1,248                   453

Income taxes (benefit)                                203                (32)                  497                   (10)
                                                      ---                ---                 -----                  ----

Net income                                           $310                272                   751                   463
                                                     ====               ====                 =====                  ====

Net income per share:
     Basic                                           $.05                .04                   .12                   .07
     Diluted                                         $.04                .04                   .10                   .07

Weighted average number of shares
  outstanding:
     Basic                                          6,296              6,184                 6,228                 6,184
     Diluted                                        7,738              6,544                 7,378                 6,659


</TABLE>



            See accompanying notes to condensed financial statements.



                                        4

<PAGE>



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

                                                      Forty         Thirty-nine
                                                      weeks           weeks
                                                      ended           ended
                                                     10/2/99         9/26/98
                                                     -------         -------

Cash flows from operating
  activities, net                                    $  996            116

Cash flows from investing activities                     --             --


Cash flows from financing activities                      5             --
                                                      -----           ----
     Net increase in cash and
       cash equivalents                               1,001            116

Cash and cash equivalents
  at beginning of period                                407             54
                                                      -----           ----

Cash and cash equivalents
  at end of period                                   $1,408            170
                                                     ======           ====

Supplemental  disclosures of cash flow
  information:
Cash paid during the period for:
          Interest                                   $    4              7
          Income taxes                                   --             --














            See accompanying notes to condensed financial statements.



                                        5

<PAGE>



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

(1)  Description of Business

     Tofutti Brands Inc. ("Tofutti" or the "Company") is engaged in one business
     segment,  the  development,  production  and marketing of non-dairy  frozen
     desserts and other food products.

(2)  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 26, 1998 included
     in the Company's Annual Report on Form 10-KSB filed with the Securities and
     Exchange  Commission.  The results of operations  for the forty week period
     ended October 2, 1999 are not  necessarily  indicative of the results to be
     expected for the full year.

     The Company's  fiscal year is usually the fifty-two  week period which ends
     on the last  Saturday in  December.  The 1999 fiscal year is a  fifty-three
     week year which ends on January 1, 2000. The Company has included the extra
     week in the 1999 fiscal year in the first quarter,  resulting in a fourteen
     week quarter, which ended on April 3, 1999.

     Certain  reclassifications  have been made to the December 26, 1998 balance
     sheet to conform to the October 2, 1999 presentation.

(3)  Inventories

     The composition of inventories is as follows:

                                                    October 2,       Dec. 26,
                                                      1999            1998
                                                      ----            ----
          Raw materials and packaging
            supplies                                  $204            382
          Finished goods                               432            231
                                                      ----            ---
                                                      $636            613
                                                      ====            ===





                                        6

<PAGE>



(4)  Income Taxes

     Income  taxes are  accounted  for under  the  asset and  liability  method.
     Deferred  tax  assets and  liabilities  are  recognized  for the future tax
     consequences  attributable to differences  between the financial  statement
     carrying  amounts of existing assets and  liabilities and their  respective
     tax bases and operating  loss and tax credit carry  forwards.  Deferred tax
     assets and  liabilities  are measured  using enacted tax rates  expected to
     apply to taxable income in the years in which those  temporary  differences
     are expected to be recovered or settled.  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.



                                        7

<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. In addition, difficulties in
completing  remediation  of the year 2000 issues by the  Company's  customers or
suppliers may have a material  adverse affect on the Company and its operations.
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.

The Company has attempted to identify additional  significant  uncertainties and
other factors affecting forward-looking statements in Exhibit 99 incorporated by
reference to this Quarterly Report  ("Additional  Information  Regarding Forward
Looking  Statements").  The  Company  will  provide  copies  of  Exhibit  99  to
stockholders  free of charge upon receipt of a written request  submitted to the
Company's  Secretary at Tofutti  Brands Inc., 50 Jackson  Drive,  Cranford,  New
Jersey  07016.  Stockholders  may also obtain copies of Exhibit 99 for a nominal
charge  from  the  Public  Reference  Section  of the  Securities  and  Exchange
Commission  at  450  Fifth  Street,  N.W.,  Washington,  D.C.  20549  or at  the
Commission's website: http://www.sec.gov.

Results of Operations

Thirteen  Weeks  Ended  October  2, 1999  Compared  with  Thirteen  Weeks  Ended
September 26, 1998

The Company's fiscal year is usually the fifty-two week period which ends on the
last Saturday in December. The 1999 fiscal year is a fifty-three week year which
ends on January 1, 2000. The



                                        8

<PAGE>



Company  included  the extra week in the 1999 fiscal year in its first  quarter,
resulting in a fourteen week quarter, which ended on April 3, 1999.

Net sales for the  thirteen  weeks  ended  October 2, 1999 were  $3,252,000,  an
increase of $618,000 or 23% from the sales level realized for the thirteen weeks
ended September 26, 1998. In the 1999 period, sales of non-dairy frozen desserts
increased by  $426,000,  while food product  sales  increased by $192,000.  As a
result of the  increase in sales,  the  Company's  gross  profit for the current
quarter increased by $317,000,  and its gross profit percentage increased to 38%
compared  to 34% for the same period last year.  Due to the  increased  expenses
associated with the  introduction  of new products,  the Company did not achieve
its historical gross margins of approximately 40% during this period and expects
that its gross  margins  during the  remainder of 1999 and the beginning of 2000
will continue to be affected by these introductory expenses.

The  Company  anticipates  that sales  during the fourth  quarter of the current
fiscal year and the first  quarter of 2000 will  continue to improve  over prior
comparable  periods  due  to  the  introduction  of new  products  and  expanded
distribution.  Such  increases  are  dependent  upon market  acceptance of these
products, for which no assurance can be given.

Selling  expenses  increased to $358,000 for the current fiscal quarter compared
with $324,000 for the comparable period in 1998. This increase was due primarily
to higher outside warehouse rental,  freight and commission  expenses associated
with the  higher  sales  level  in 1999 and an  increase  in trade  show  costs.
Marketing  and sales  promotion  decreased  to $42,000 in the 1999  period  from
$64,000 in 1998 due  primarily  to a decrease in spending for artwork and plates
for new product package designs and a decrease in point-of-sale materials.

Research and development  costs,  which consist  principally of salary expenses,
increased to $99,000 for the thirteen  weeks ended  October 2, 1999  compared to
$85,000  for the  comparable  1998  period.  The  increase  consisted  mainly of
start-up  costs  incurred at new  co-packing  facilities,  including  additional
kosher supervision costs, during the third quarter of 1999.

General and  administrative  expenses  increased  slightly  to $215,000  for the
current  period  compared with $191,000 for the  comparable  period in 1998, due
primarily to an increase in payroll costs.

The  Company's tax year ends on July 31st,  its former  fiscal year.  Due to the
timing  difference  between the end of the fiscal and tax year, the Company,  on
its  quarterly  and year end  reports,  must make  estimates as to its state and
federal tax liabilities.

To the extent the Company generates income for financial reporting purposes,  it
will be required to provide for  federal  and state tax  expense.  Although  the
Company  began  paying  state  income  taxes in 1999,  the  Company  will not be
required to pay federal  income tax until such time as it utilizes its remaining
federal net  operating  loss  carryforwards  and tax credits,  which the Company
anticipates  will occur for tax year ending July 31, 2000.  Accordingly,  income
tax expense for the thirteen week



                                        9

<PAGE>



period ended  October 2, 1999 was $203,000  compared to an income tax benefit of
$32,000 for the comparable period in 1998.

Forty  Weeks  Ended  October  2, 1999  Compared  with  Thirty-Nine  Weeks  Ended
September 26, 1998

Net sales for the forty weeks ended October 2, 1999 were $9,326,000, an increase
of $2,617,000  or 39% from the sales level  realized for the  thirty-nine  weeks
ended September 26, 1998. In the 1999 period sales of non-dairy  frozen desserts
increased by $1,789,000,  while food product sales  increased by $828,000.  As a
result of the  increase in sales,  the  Company's  gross  profit for the current
period  increased by  $1,028,000,  while its gross profit  percentage  increased
slightly to 36%, compared to 35% for the same period last year.

Selling  expenses  increased by $191,000 to  $1,029,000  for the current  fiscal
period compared with $829,000 for the comparable period last year. This increase
was due primarily to higher  outside  warehouse  rental,  freight and commission
expenses associated with the higher sales level in 1999 and an increase in trade
show  costs.  Marketing  and sales  promotion  expenses  decreased  slightly  to
$146,000  from  $163,000 in 1998.  The Company is not  currently  engaged in any
major marketing programs.

Research and development  costs,  which consist  principally of salary expenses,
increased  slightly  to  $268,000  for the forty  weeks  ended  October  2, 1999
compared to $249,000 for the comparable 1998 period.

General and administrative expenses increased to $699,000 for the current period
compared with $651,000 for the  comparable  period in 1998,  due primarily to an
increase in payroll costs.

Income tax expense for the forty week period ended  October 2, 1999 was $497,000
compared to an income tax benefit of $10,000 for the comparable period in 1998.


Liquidity and Capital Resources

The Company's  working capital increased by $867,000 to $2,857,000 at October 2,
1999, from  $1,990,000 at December 26, 1998.  Accounts  receivable  increased to
$1,493,000  at October 2, 1999,  an increase of $508,000 from December 26, 1998,
reflecting  the  Company's  significantly  higher sales.  Inventories  increased
slightly by $23,000,  reflecting a net  reduction in raw material and  packaging
inventories versus an increase in finished goods inventory.

Prepaid expenses  decreased slightly from $13,000 at December 26, 1998 to $9,000
at October 2, 1999.  Current  deferred  taxes  decreased  by $335,000 to $0 from
December 26, 1998,  reflecting the current year's expense  provision for federal
income taxes.  Non-current deferred income taxes declined to $131,000 at October
2, 1999 from  $180,000  at  December  26,  1998,  while  other  assets  remained
unchanged.




                                       10

<PAGE>



Accounts  payable  increased  by $140,000  to  $225,000 at October 2, 1999,  and
accrued  liabilities  increased from December 26, 1998 by $74,000 to $314,000 at
October 2, 1999,  reflecting  the  higher  sales  level.  Income  taxes  payable
increased  by  $110,000  from  December  26, 1998 to $129,000 at October 2, 1999
reflecting the current year's provision for state income taxes.

The Company's paid in capital increased by $83,000 at October 2, 1999 due to the
exercise of stock options during the fiscal period.

The  Company  does not  presently  have any  material  capital  commitments  and
contemplates no material  capital  expenditures in the foreseeable  future.  The
Company  believes it will be able to fund its operations for the balance of 1999
and for fiscal year 2000 from its current resources.

The Year 2000 Issue

The Company has  completed a  comprehensive  review of its  computer  systems to
identify  the systems  that could be affected  by the Year 2000  ("Y2K")  issue.
Substantially  all of the Company's  manufacturing  is performed by  third-party
co-packers, and the Company's financial systems are PC-based purchased software.
Consequently,  management  presently  believes  that  due to the  lack  of  date
sensitive computer systems and applications currently in use, the Y2K issue will
not pose significant operational problems for the Company's computer systems.

In addition,  the Company has contacted its major  suppliers and vendors seeking
information about their internal  compliance  efforts.  Upon review, the Company
believes that most of its major  suppliers and co-packers  will be Y2K compliant
and  any  non-compliance  by  its  suppliers  and  co-packers  will  not  have a
significant adverse effect upon the Company's operations.

Therefore,  the  Company  to date  has not nor does it  expect  to  develop  any
contingency  plans relating to the Y2K issue.  Costs of addressing the Y2K issue
have not been material to date and, based on  information  gathered to date from
the  Company  and its  vendors,  are not  currently  expected to have a material
adverse  impact on the Company's  financial  position,  results of operations or
cash flows. However, the Company could be subject to risks should the Company or
a third party vendor or service  provider be unable to resolve issues related to
the Y2K.


Other Matters

In June 1997,  the  Financial  Accounting  Standards  Board (the "FASB")  issued
Statement of Financial  Accounting Standards ("SFAS") No. 131, "Disclosure about
Segments  of an  Enterprise  and Related  Information"  ("SFAS  131").  SFAS 131
establishes standards for the way public business enterprises report information
about operating segments in annual financial  statements and requires that those
enterprises  report selected  information about operating  segments in financial
reports issued to shareholders.  It also  establishes  standards for disclosures
about products and services,  geographic areas and major customers.  SFAS 131 is
effective for financial statements for



                                       11

<PAGE>



fiscal years beginning after December 15, 1997. Financial statement  disclosures
for prior periods are required to be restated.  The adoption of SFAS 131 has had
no impact on the Company's  results of  operations,  financial  position or cash
flows. The Company operates in one business segment, the development, production
and  marketing  of  TOFUTTI  brand  non-dairy  frozen  desserts  and other  food
products.  Management does not receive, nor does the Company generate,  discrete
financial  operating  results  for any  portion of the  business  other than for
product sales.



                                       12

<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 Registrant's Amended 1993 Stock Option Plan.

27              Financial Data Schedule (filed via EDGAR only).

99 ****         Additional Information Regarding Forward-Looking Statements.

(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  Registrant's  Form  S-8  (Registration  No.
     333-79567) and hereby incorporated by reference thereto.

**** Filed as an  exhibit to the  Registrant's  Form  10-QSB  for the  quarterly
     period ended July 3, 1999.




                                       13

<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 amended 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: October 28, 1999



                                       14

<PAGE>


                                  EXHIBIT INDEX



Exhibit
-------

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

3.1.1**     March 1986 Amendment to Certificate of Incorporation.

3.2*        By-laws of the Registrant.

4.1***      Copy of the Registrant's Amended 1993 Stock Option Plan.

27          Financial Data Schedule (filed via EDGAR only).

99 ****     Additional Information Regarding Forward-Looking Statements.

________________

*    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  Registrant's  Form  S-8  (Registration  No.
     333-48605)  filed  March 25,  1998 and  hereby  incorporated  by  reference
     thereto.

**** Filed as an  exhibit to the  Registrant's  Form  10-QSB  for the  quarterly
     period ended July 3, 1999.