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 June 28, 2003

___     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 August 15, 2003 the Issuer had 5,743,667  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:

Item 1.        Condensed Balance Sheets - June 28, 2003
                  (Unaudited) and December 28, 2002 (Audited)                 3

               Condensed Statements of Income -
                  (Unaudited) - Thirteen and Twenty-six
                  week periods ended June 28, 2003 and June 29, 2002          4

               Condensed Statements of Cash Flows -
                  (Unaudited) - Twenty-six week periods
                  ended June 28, 2003 and June 29, 2002                       5

               Notes to Condensed Financial Statements -(Unaudited)           6

Item 2.        Management's Discussion and Analysis of
                  Financial Condition and Results of Operations              10


Item 3         Controls and Procedures                                       14


Part II - Other Information:

Item 2.        Legal Proceedings                                             15

Item 4.        Submission of Matters to a Vote of Shareholders               15

Item 6.        Exhibits and Reports on Form 8-K                              16

               Signatures                                                    17


                                       2


<PAGE>


                         PART I - FINANCIAL INFORMATION
Item 1.
                               TOFUTTI BRANDS INC.
                            Condensed Balance Sheets
                      (000's omitted except for share data)

                                                       June 28,     December 28,
                                                         2003           2002
                                                      (Unaudited)     (Audited)
                                                      -----------     ---------
Assets

Current assets:
    Cash and equivalents                                 $2,346          $2,234
    Accounts receivable (net of allowance
      for doubtful accounts of $373 and
      $340, respectively)                                 1,531           1,369
    Inventories                                             740             814
    Prepaid expenses                                          3              15
    Deferred income taxes                                   364             485
                                                           ----             ---
          Total current assets                            4,984           4,917

Other assets                                                264             216
                                                           ----             ---
          Total assets                                   $5,248          $5,133
                                                         ======          ======

Liabilities and Stockholders' Equity

Current liabilities:
    Accounts payable and accrued expenses                  $550            $ 75
    Accrued compensation                                     --             375
    Income taxes payable                                     20              82
                                                            ---             ---
          Total current liabilities                         570             532

Commitments and contingencies

Stockholders' equity:
    Preferred stock-par value $.01 per share; 100,000        --              --
        shares authorized; none issued
    Common stock-par value $.01 per share;                   57              59
        15,000,000 shares authorized; 5,715,167
        and 5,878,567 shares issued and
        outstanding at June 28, 2003 and
        December 28, 2002, respectively
    Additional paid-in capital                            1,626           2,081
    Accumulated earnings                                  2,995           2,461
                                                         ------           -----
          Total stockholders' equity                      4,678           4,601
                                                         ------           -----
          Total liabilities and stockholders' equity     $5,248          $5,133
                                                         ======          ======

            See accompanying notes to condensed financial statements.

                                       3

<PAGE>


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


<TABLE>
<CAPTION>
                                        Thirteen         Thirteen        Twenty-six       Twenty-six
                                       weeks ended     weeks ended      weeks ended       weeks ended
                                      June 28, 2003   June 29, 2002    June 28, 2003     June 29, 2002
                                      -------------   -------------    -------------     -------------
<S>                                       <C>             <C>              <C>              <C>
Net sales                                 $5,080          $5,111           $9,594           $8,824
Cost of sales                              3,424           3,426            6,349            5,799
                                           -----           -----            -----            -----
        Gross profit                       1,656           1,685            3,245            3,025
                                           -----           -----            -----            -----

Operating expenses:
   Selling                                   500             530              983              937
   Marketing                                 195              85              376              173
   Research and development                  111              84              243              200
   General and administrative                402             346              737              657
                                             ---             ---              ---              ---
                                           1,208           1,045            2,339            1,967
                                           -----           -----            -----            -----

Operating income                             448             640              906            1,058

Interest income                                3               6                5               13
                                            ----            ----             ----              ---
Income before income taxes                   451             646              911            1,071

Income taxes                                 186             272              377              441
                                             ---             ---              ---              ---

Net income                                  $265            $374             $534             $630
                                            ====            ====             ====             ====

Weighted average common shares
  outstanding:
        Basic                              5,719           6,093            5,775            6,079
                                           =====           =====            =====            =====
        Diluted                            6,696           7,101            6,745            7,021
                                           =====           =====            =====            =====

Net income per share:
        Basic                              $0.05           $0.06             $0.09           $0.10
                                           =====           =====             =====           =====
        Diluted                            $0.04           $0.05             $0.08           $0.09
                                           =====           =====             =====           =====

</TABLE>


            See accompanying notes to condensed financial statements.

                                       4

<PAGE>


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



                                                     Twenty-six      Twenty-six
                                                       weeks           weeks
                                                       ended           ended
                                                   June 28, 2003   June 29, 2002
                                                   -------------   -------------

Cash flows from operating activities, net                $617          $(239)

Cash flows from investing activities                      (48)           116

Cash flows from financing activities, net                (457)          (420)
                                                        -----          -----
        Net change in cash and equivalents                112           (543)

Cash and equivalents at beginning of period             2,234          2,329
                                                        -----          -----

Cash and equivalents at end of period                   2,346          1,786
                                                        =====          =====

Supplemental disclosures of cash flow information:
     Cash paid during the period for:
        Taxes                                            $318           $472
                                                         ====           ====



            See accompanying notes to condensed financial statements.

                                        5
<PAGE>


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


Note 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.

Note 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
          accounting  principles  generally  accepted  in the  United  States of
          America  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, 2002
          included in the Company's  Annual Report on Form 10-KSB filed with the
          Securities and Exchange Commission.  The results of operations for the
          twenty-six  week  period  ended  June  28,  2003  are not  necessarily
          indicative of the results to be expected for the full year.

          The  Company  operates  on a fiscal  year which  ends on the  Saturday
          closest to December 31.

Note 3:   Inventories

          The composition of inventories is as follows:

                                          June 28, 2003        December 28, 2002
                                          -------------        -----------------

          Finished products                   $387                     $576
          Raw materials and packaging          353                      238
                                               ---                      ---
                                              $740                     $814
                                              ====                     ====

                                       6

<PAGE>


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


Note 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.

Note 5:   Market Risk

          We invest our excess cash,  should there be any, in bank  certificates
          of deposit,  high rated money market funds and repurchase  agreements.
          The bank  certificates  of deposit  are usually for a term of not more
          than six months nor more than $100 per account.

Note 6:   Earnings Per Share

          Basic  earnings  per common  share has been  computed by dividing  net
          income by the weighted  average  number of common shares  outstanding.
          Diluted  earnings per common  share has been  computed by dividing net
          income by the weighted  average  number of common  shares  outstanding
          including dilutive effects of stock options.


                                       7

<PAGE>


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


        The following table sets forth the computation of basic and diluted
        earnings per share:
<TABLE>
<CAPTION>
                                                     Thirteen         Thirteen       Twenty-six       Twenty-six
                                                       Weeks           Weeks            Weeks            Weeks
                                                       Ended           Ended            Ended            Ended
                                                   June 28, 2003   June 29, 2002    June 28, 2003    June 29, 2002
                                                   -------------   -------------    -------------    -------------
<S>                                                    <C>             <C>             <C>              <C>
Numerator
   Net income-basic . . . . . . . . . . . . . .         $265            $374             $534            $630
                                                        ====            ====             ====            ====
   Net income-diluted . . . . . . . . . . . . .         $265            $374             $534            $630
                                                        ====            ====             ====            ====
Denominator
   Denominator for basic earnings per share
       Weighted average shares  . . . . . . . .        5,719           6,093            5,775           6,079
                                                       -----           -----            -----           -----

Effect of dilutive securities
        Stock options . . . . . . . . . . . . .          977           1,008              970             942
                                                         ---           -----              ---             ---

   Denominator for diluted earnings per share          6,696           7,101            6,745           7,021
                                                       -----           -----            -----           -----
   Earnings per share
        Basic . . . . . . . . . . . . . . . . .        $0.05           $0.06             $0.09          $0.10
                                                       =====           =====             =====          =====
        Diluted . . . . . . . . . . . . . . . .        $0.04           $0.05             $0.08          $0.09
                                                       =====           =====             =====          =====
</TABLE>



Note 7: Stock-Based Compensation

        The Company follows the intrinsic method of Accounting Principles Board
        Opinion No. 25, "Accounting for Stock Issued to Employees" (APB 25) and
        related interpretations in accounting for its employee stock options
        because, as discussed below, Financial Accounting Standards Board
        Statement No. 123, "Accounting for Stock-Based Compensation" (FAS 123)
        requires use of option valuation models that were not developed for use
        in valuing employee stock options. FAS 123 permits a company to elect to
        follow the intrinsic method of APB 25 rather than the alternative fair
        value accounting provided under FAS 123, but requires pro forma net
        income and earnings per share disclosures as well as various other
        disclosures not required under APB 25 for companies following APB 25.
        The Company has adopted the disclosure provisions required under
        Financial Accounting Standards Board Statement No. 148, "Accounting for
        Stock-Based Compensation - Transition and Disclosure" (FAS 148). Under
        APB 25, because the exercise price of the Company's stock options equals
        the market price of the underlying stock on the date of grant, no
        compensation expense was recognized.

                                       8
<PAGE>



                               TOFUTTI BRANDS INC.
               Notes to Condensed Financial Statements (continued)
                                   (Unaudited)
                    (in thousands, except per share figures)

        Pro forma information regarding net income and earnings per share is
        required by FAS 123 and FAS 148, and has been determined as if the
        Company had accounted for its employee stock options under the fair
        value method of that Statement. No options were granted during the
        thirteen and twenty-six weeks ended June 28, 2003 and the thirteen and
        twenty-six weeks ended June 29, 2002.

        For purposes of pro forma disclosures, the estimated fair value of
        options is amortized to expense over the options' vesting period. The
        Company's pro forma information follows:

<TABLE>
<CAPTION>
                                                   Thirteen weeks ended      Twenty-six weeks ended
                                                     June 28,  June 29,       June 28,      June 29,
                                                   --------------------      -----------------------
                                                    2003         2002          2003           2002
                                                    ----         ----          ----           ----
<S>                                                <C>          <C>           <C>            <C>
Net income, as reported                             $265         $374          $534           $630

Stock-based employee compensation expense under
 fair value method, net of related tax effects        --           --            --             --
                                                   -----         ----          ----           ----

Pro forma net income                                $265         $374          $534           $630
                                                    ====         ====          ====           ====

Earnings per share:
        Basic, as reported                         $0.05        $0.06         $0.09          $0.10
                                                   =====        =====         =====          =====
        Basic, pro forma                           $0.05        $0.06         $0.09          $0.10
                                                   =====        =====         =====          =====
        Diluted, as reported                       $0.04        $0.05         $0.08          $0.09
                                                   =====        =====         =====          =====
        Diluted, pro forma                         $0.04        $0.05         $0.08          $0.09
                                                   =====        =====         =====          =====
</TABLE>

Note 8: Contingent Liability

        The Company was recently served with a complaint by a candy
        manufacturer. The plaintiff has alleged that the Company breached its
        obligations in connection with the sale of certain candy bars
        manufactured by the manufacturer that were to be distributed by the
        Company within the United States and is seeking damages in the amount of
        $313,351, plus interest. The Company has counterclaimed, asserting among
        other things, that the manufacturer breached its obligations to the
        Company and caused damages to the Company. The litigation is in its
        early stages and no discovery has been conducted. The Company intends to
        vigorously defend this action and oppose all relief sought while seeking
        compensation on its counterclaims.


                                       9
<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 our 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 and oral statements made on our behalf by our 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 our current views with respect to future events and financial results.
These include statements regarding our earnings, projected growth and forecasts,
and similar matters which are not historical facts. We remind 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 our
behalf should be considered in light of these factors.

We have attempted to identify additional significant uncertainties and other
factors affecting forward-looking statements in the "Risk Factors" contained in
our Annual Report on Form 10-KSB for the fiscal year ended December 28, 2002. We
will provide copies of our Form 10-KSB to stockholders free of charge upon
receipt of a written request submitted to our Secretary at Tofutti Brands Inc.,
50 Jackson Drive, Cranford, New Jersey 07016. Stockholders may also obtain
copies of the Form 10-KSB 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.

Critical Accounting Policies

Our financial statements have been prepared in accordance with accounting
principles generally accepted in the United States. The preparation of these
financial statements requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and the disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period. The
policies discussed below are considered by management to be critical to an
understanding of our financial statements because their application places the
most significant demands on management's judgment, with financial reporting
results relying on estimation about the effect of matters that are inherently
uncertain. Specific risks for these critical accounting policies are described
in the following paragraphs. For all of these policies, management cautions that
future events rarely develop exactly as forecast, and the best estimates
routinely require adjustment.

                                       10

<PAGE>




Revenue Recognition. Our revenue recognition policy is significant because our
revenue is a key component of our results of operations. Revenue is recognized
when goods are shipped from production facilities or outside warehouses.

Allowance for Doubtful Accounts. We maintain an allowance for doubtful accounts
for estimated losses resulting from the inability of our customers to make
required payments. Based on historical information, we believe that our
allowance is adequate. Changes in general economic, business and market
conditions could result in an impairment in the ability of our customers to make
their required payments; therefore, the allowance for doubtful accounts is
reviewed monthly and changes to the allowance are updated based on actual
collection experience. We use a combination of percentage of sales, specific
account identification and the aging of accounts receivable to establish an
allowance for losses on accounts receivable.

Allowance for Inventory Obsolescence. We maintain an allowance for inventory
obsolescence for losses resulting from inventory items becoming unsaleable due
to loss of specific customers or changes in customers' requirements. Based on
historical and projected sales information, we believe our allowance is
adequate. However, changes in general economic, business and market conditions
could cause our customers' purchasing requirements to change. These changes
could affect our inventory saleability; therefore, the allowance for inventory
obsolescence is reviewed regularly and changes to the allowance are updated as
new information is received.

Valuation Allowance for Deferred Tax Assets. The carrying value of deferred tax
assets assumes that we will be able to generate sufficient future taxable income
to realize the deferred tax assets based on estimates and assumptions. If these
estimates and assumptions change in the future, we may be required to record a
valuation allowance against deferred tax assets which could result in additional
income tax expense.

Results of Operations

Thirteen  Weeks Ended June 28, 2003 Compared with Thirteen  Weeks Ended June 29,
2002
--------------------------------------------------------------------------------

Net sales for the thirteen weeks ended June 28, 2003 were $5,080,000 compared to
$5,111,000 for the thirteen weeks ended June 29, 2002. Our gross profit for the
current quarter decreased by $29,000 and our gross profit percentage remained
unchanged at 33% for both thirteen week periods.

We anticipate a continuing increase in sales for the balance of the current
fiscal year due to the introduction of new products and expanded distribution.
Such increase is dependent upon market acceptance of these products, for which
no assurance can be given. In addition, we are continuing to make a major
commitment to obtain additional shelf space for our products in large chain
supermarkets. Competition for this space is intense and obtaining it will
require us to increase spending for additional introductory allowances for the
placement of these products. These costs will have a continuing negative impact
on net dollar sales and our gross profit percentage as we expense these costs as
incurred against sales and not over the expected life of these authorizations.

Our cost of sales during the quarter continued to be adversely impacted by
significant industry-

                                       11

<PAGE>


wide price increases in paper and plastic packaging and raw materials, which
increased our cost of good sold. We expect these costs to remain at their
current high level for the foreseeable future. In particular, historically
stable commodities such as oils, cocoa, vanilla and other flavors have recently
experienced significant increases over the previous twelve months. In some
cases, these increases have been in excess of 100%. Finally, there have been
significant increases in co-packer fees. To offset these cost increases, we have
instituted a series of price increases that will take effect beginning in the
third quarter of this fiscal year. These increases should help our company to
return to its historical gross margins and improve our overall profitability.

Selling expenses decreased by 6% to $500,000 for the current fiscal quarter
compared with $530,000 for the comparable period in 2002. This decrease in the
2003 period was due primarily to lower freight and commission expenses generated
by the constant level of sales.

Marketing expenses increased by $110,000 to $195,000 in the fiscal 2003 period
due principally to increases in artwork and plates for new products ($17,000),
point of sale material ($6,000), and promotions ($80,000). We believe that sales
promotional activity with our customers is the most cost effective way to
increase sales.

Research and development costs, which consist principally of salary expenses,
increased to $111,000 for the thirteen weeks ended June 28, 2003 compared to
$84,000 for the comparable period in 2002. This increase was mainly attributable
to increased costs for payroll, lab supplies and equipment repairs.

General and administrative expenses increased to $402,000 for the current
quarter compared with $346,000 for the comparable period in 2002 due primarily
to an increase in payroll costs ($30,000), travel and entertainment expenses
($24,000) and computer costs ($5,000).

Interest income was $3,000 for the current fiscal quarter as compared with
$6,000 for the comparable period in 2002. The decrease was primarily
attributable to lower prevailing interest rates in 2003.

Twenty-Six  Weeks Ended June 28, 2003 Compared with Twenty-Six  Weeks Ended June
29, 2002
--------------------------------------------------------------------------------

Net sales for the twenty-six weeks ended June 28, 2003 were $9,594,000, an
increase of $770,000, or 9%, from the sales level realized for the twenty-six
weeks ended June 28, 2002. As a result of the increase in sales, our gross
profit for the current period increased by $220,000, and our gross profit
percentage remained unchanged at 34% for both twenty-six week periods.

Our cost of sales during the twenty-six week period continued to be adversely
impacted by significant industry-wide price increases in paper and plastic
packaging and raw materials, which increased our cost of goods sold. We expect
these costs to remain at their current high level for the foreseeable future. In
particular, historically stable commodities such as oils, cocoa, vanilla and
other flavors have recently experienced significant increases over the previous
twelve months. In some cases, these increases have been in excess of 100%.
Finally, there have been significant increases in co-packer fees. To offset
these cost increases, we have instituted a series of price increases that will
take effect beginning in the third quarter of this fiscal year. These increases
should help our company to return to its historical gross margins and improve
our


                                       12

<PAGE>


overall profitability.

Selling expenses increased 5% to $983,000 for the twenty-six weeks ended June
28, 2003 compared to $937,000 for the twenty-six weeks ended June 29, 2002. This
increase in the 2003 period was due primarily to higher freight and commission
expenses generated by the higher level of sales for the twenty-six weeks period.

Marketing expenses increased by $203,000 to $376,000 in the fiscal 2003 period
due principally to increases in artwork and plates for new products ($36,000),
point of sale material ($31,000), and promotions ($130,000). The company's
policy is to expense packaging artwork and design costs as incurred as opposed
to the expected life of the package. We believe that sales promotional activity
with our customers is the most cost effective way to increase sales.

Research and development costs, which consist principally of salary expenses,
increased to $243,000 for the twenty-six weeks ended June 28, 2003 compared to
$200,000 for the comparable period in 2002. This increase was mainly
attributable to increased costs for payroll, lab supplies and equipment repairs.

General and administrative expenses increased to $737,000 for the current period
compared with $657,000 for the comparable period in 2002 due primarily to an
increase in salary and related payroll tax and fringe benefit expenses, travel
and entertainment expenses and computers costs.

Interest income was $5,000 for the current fiscal quarter as compared with
$13,000 for the comparable period in 2002. The decrease was primarily
attributable to lower prevailing interest rates in 2003.

Income before income tax decreased by $160,000 to $911,000 for the twenty-six
weeks ended June 28, 2003 compared to the twenty-six weeks ended June 29, 2002
resulting in a decrease in income tax expense of $64,000.

Liquidity and Capital Resources

As of June 28, 2003, we had approximately $2.35 million in cash and equivalents
and our working capital was approximately $4.4 million. Inventories decreased by
$74,000, reflecting an improvement in inventory turn. The increase in accounts
receivable at June 28, 2003 was primarily the result of greater sales recorded
in the six months of 2003 compared to the end of fiscal year 2002. Our cash flow
from operating activities was $617,000 for the six months ended June 28, 2003.
Net cash used in investing activities of $48,000 for the six months ended June
28, 2003 reflect recent improvements to our Cranford facility. Net cash used in
financing activities was $457,000 for the six months ended June 28, 2003, which
funds were primarily used for stock repurchases.

On September 18, 2000, our Board of Directors authorized the repurchase of
250,000 shares of our common stock at prevailing market prices. This program was
increased subsequently, with the latest increase authorized by our Board of
Directors in April 2003, increasing the repurchase program to one million
shares. From December 29, 2002 through June 28, 2003 we purchased an 195,400
shares at a cost of $505,000, bringing our total purchases to 821,400 shares at
a total

                                       13

<PAGE>


cost of $1,955,000 or $2.38 per share.

Our capital requirements are dependent on many factors, including market
acceptance of our products, as well as our marketing and sales activities. We
anticipate that our cash resources will be used primarily to fund our operating
activities, as well as for stock repurchases. We do not presently have any
material capital commitments and contemplate no material capital expenditures in
the foreseeable future. We believe that we have sufficient funds to complete the
stock repurchase program as currently authorized and to fund our operations
during the remainder of 2003 from our current resources.

Inflation and Seasonality

We do not believe that our operating results have been materially affected by
inflation during the preceding two years. There can be no assurance, however,
that our operating results will not be affected by inflation in the future. Our
business is subject to seasonal variations with increased sales in the second
and third quarters of the fiscal year. We expect to continue to experience
relatively higher sales in the second and third quarters, and relatively lower
sales in the fourth and first quarters, as a result of reduced sales of
non-dairy frozen desserts during those periods.

Market Risk

We invest our excess cash, should there be any, in bank certificates of deposit
and the highest rated money market funds. The bank certificate of deposits are
usually for a term of not more than six months and never for more than $100,000
per account.

Item 3.   Controls and Procedures
          -----------------------

Based on their evaluations, as of the end of the period covered by this
Quarterly Report on Form 10-QSB, our principal executive officer and principal
financial officer have concluded that the company's disclosure controls and
procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities and
Exchange Act of 1934 (the "Exchange Act")) are effective in timely alerting them
to material information required to be included in our periodic Securities and
Exchange Commission filings. There have been no changes in the company's
internal control over financial reporting during the second fiscal quarter of
2003 that have materially affected, or are reasonably likely to materially
affect, the company's internal control over financial reporting including any
corrective actions with regard to significant deficiencies and material
weaknesses.

                                       14


<PAGE>


                           PART II - OTHER INFORMATION

                               TOFUTTI BRANDS INC.


Item 2.   Legal Proceedings
          -----------------

Our company was recently served with a complaint by a candy manufacturer. The
plaintiff has alleged that we breached our obligations in connection with the
sale of certain candy bars manufactured by the manufacturer that were to be
distributed by us within the United States and is seeking damages in the amount
of $313,351, plus interest. We have counterclaimed, asserting among other
things, that the manufacturer breached its obligations to us and caused us
damages. The litigation is in its early stages and no discovery has been
conducted. We intend to vigorously defend this action and oppose all relief
sought while seeking compensation on its counterclaims.

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

               During the thirteen week period ended June 28, 2003, we held our
               Annual Meeting of Shareholders.

               At the meeting, held on June 4, 2003, our shareholders voted for:

               1.     The election of the following directors to hold office for
                      a term until their successors are duly elected and
                      qualified at the Company's 2003 Annual Meeting of
                      Shareholders.

                                            For           Against      Abstained
                                            ---           -------      ---------
               David Mintz               5,331,612         33,859          -
               Aron Forem                5,332,212         33,259          -
               Reuben Rapoport           5,331,712         33,759          -
               Franklyn Snitow           5,332,212         33,259          -
               Jeremy Wiesen             5,332,212         33,259          -

               2.     The ratification of the appointment of Wiss & Company LLP
                      to examine the Company's accounts for 2003.

                                            For           Against      Abstained
                                            ---           -------      ---------
                                         5,343,203         13,010         9,258



                                       15



<PAGE>


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.

31.1           Certification  by Chief Executive Officer Pursuant Section 302(a)
               of the Sarbanes-Oxley Act of 2002.

31.2           Certification by Chief Financial Officer Pursuant to Section
               302(a) of the Sarbanes-Oxley Act of 2002.

32.1           Certification  by  Chief  Executive  Officer  Pursuant  to
               Section  906 of the Sarbanes-Oxley Act of 2002.


32.2           Certification   by  Chief  Financial   Officer  Pursuant
               Section  906  of  the Sarbanes-Oxley Act of 2002.

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

*        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) filed May 28, 1999 and hereby incorporated by reference
         thereto.

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

        None.

                                       16



<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 and Chief Executive Officer



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


Date: August 18, 2003

                                       17