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 30, 2007

[ ]     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)

                  ---------------------------------------------
              (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 13, 2007 the Issuer had 5,653,467 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.   Financial Statements

          Condensed Balance Sheets - June 30, 2007
            (Unaudited) and December 30, 2006                                 3

          Condensed Statements of Income -
             Thirteen and Twenty-Six Week Periods
            ended June 30, 2007 and July 1, 2006  (Unaudited)                 4

          Condensed Statements of Cash Flows -
            Thirteen and Twenty-Six Week Periods
            ended June 30, 2007 and July 1, 2006 (Unaudited)                  5

          Notes to Condensed Financial Statements                             6

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

Item 3A.  Controls and Procedures                                            15

Part II - Other Information:

Item 1.   Legal Proceedings                                                  17

Item 2.   Unregistered Sales of Equity Securities and Use of Proceeds        17

Item 3.   Defaults Upon Senior Securities                                    17

Item 4.   Submission of Matters to a Vote of Shareholders                    17

Item 5.   Other Information                                                  18

Item 6.   Exhibits                                                           18

          Signatures                                                         20

                                        2

<PAGE>


                         PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

                               TOFUTTI BRANDS INC.
                            Condensed Balance Sheets
                                 (in thousands)

<TABLE>
<CAPTION>
                                                                           June 30,      December 30,
                                                                            2007            2006
                                                                            ----            ----
                                                                        (unaudited)
<S>                                                                        <C>               <C>
Assets
Current assets:
      Cash and cash equivalents                                            $  799            $  289
      Accounts receivable, net of allowance for doubtful accounts of
         $273 and $243, respectively                                        2,054             2,084
      Inventories                                                           1,872             2,992
      Prepaid expenses and other receivables                                  332                 2
      Deferred income taxes                                                   558               558
                                                                           ------            ------
        Total current assets                                                5,615             5,925
                                                                           ------            ------

Fixed assets (net of accumulated amortization of $22 and $19)                  27                29
Other assets                                                                   16                16
                                                                           ------            ------
                                                                           $5,658            $5,970
                                                                           ======            ======

Liabilities and Stockholders' Equity
Current liabilities:
      Accounts payable                                                     $  617            $  711
      Accrued expenses                                                         70               277
      Accrued officers' compensation                                          125               500
      Income taxes payable                                                    464               472
                                                                           ------            ------
        Total current liabilities                                           1,276             1,960
                                                                           ------            ------


Stockholders' equity:
    Preferred stock - par value $.01 per share; authorized 100,000
        shares, none issued                                                    --                --
    Common stock - par value $.01 per share; authorized 15,000,000
        shares, issued and outstanding 5,653,467 shares at June 30, 2007
        and 5,433,467 shares at December 30, 2006                              57                54
    Additional paid-in capital                                                222                56
      Retained earnings                                                     4,103             3,900
                                                                           ------            ------
        Total stockholders' equity                                          4,382             4,010
                                                                           ------            ------
        Total liabilities and stockholders' equity                         $5,658            $5,970
                                                                           ======            ======
</TABLE>

            See accompanying notes to condensed financial statements.

                                       3

<PAGE>





                              TOFUTTI BRANDS, INC.
                         Condensed Statements of Income
                                   (Unaudited)
                    (in thousands, except per share figures)
<TABLE>
<CAPTION>
                                        Thirteen           Thirteen         Twenty-six         Twenty-six
                                       weeks ended        weeks ended       weeks ended        weeks ended
                                      June 30, 2007      July 1, 2006      June 30, 2007      July 1, 2006
                                      -------------      ------------      -------------      ------------
<S>                                     <C>                <C>                <C>                <C>
Net sales                               $ 4,796            $ 5,575            $ 9,642            $10,162
Cost of sales                             3,395              4,022              6,545              7,415
                                        -------            -------            -------            -------
         Gross profit                     1,401              1,553              3,097              2,747
                                        -------            -------            -------            -------

Operating expenses:
    Selling and warehouse                   413                357                853                709
    Marketing                                95                185                187                353
    Research and development                126                110                243                219
    Stock compensation expense- G & A        --                 --                288                 --
    General and administrative              392                415                926                849
                                        -------            -------            -------            -------
                                          1,026              1,067              2,497              2,130
                                        -------            -------            -------            -------

Income before income taxes                  375                486                600                617

Income taxes                                150                190                247                251
                                        -------            -------            -------            -------

Net income                              $   225            $   296            $   353            $   366
                                        =======            =======            =======            -------

Weighted average common
  shares outstanding:
         Basic                            5,653              5,418              5,591              5,435
                                        =======            =======            =======            =======
         Diluted                          5,920              5,972              5,858              5,993
                                        =======            =======            =======            =======

Net income per share:
         Basic                          $  0.04            $  0.05            $  0.06            $  0.07
                                        =======            =======            =======            =======
         Diluted                        $  0.04            $  0.05            $  0.06            $  0.06
                                        =======            =======            =======            =======

</TABLE>


            See accompanying notes to condensed financial statements.

                                        4

<PAGE>





                               TOFUTTI BRANDS INC.
                       Condensed Statements of Cash Flows
                                   (Unaudited)
                                 (in thousands)


                                                   Twenty-six        Twenty-six
                                                      weeks             weeks
                                                      ended             ended
                                                  June 30, 2007     July 1, 2006
                                                  -------------     ------------

Cash flows from operating activities, net          $   341           $  (557)

Cash flows from financing activities, net              169                38
                                                   -------           -------

       Net change in cash and cash equivalents         510              (519)

Cash and cash equivalents at beginning of period       289             1,256
                                                   -------           -------

Cash and cash equivalents at end of period         $   799           $   737
                                                   =======           =======

Supplemental cash flow information:
              Income taxes paid                    $   400           $   111
                                                   =======           =======











            See accompanying notes to condensed financial statements.

                                       5

<PAGE>

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

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 condensed
         balance sheet amounts as of December 30, 2006 have been derived from
         our audited financial statements for the year ended December 30, 2006.
         The financial information should be read in conjunction with the
         audited financial statements and notes thereto for the year ended
         December 30, 2006 included in the Company's Annual Report on Form
         10-KSB filed with the Securities and Exchange Commission. The results
         of operations for the thirteen and twenty-six week periods ended June
         30, 2007 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 31st.

         There were no changes in our accounting policies during the period
         ended June 30, 2007 from those in effect at December 30, 2006, except
         for the adoption of FIN 48 - see Note 5.

Note 3:  Recent Accounting Pronouncements

         In September 2006, the FASB issued SFAS No. 157, "Fair Value
         Measurements," or SFAS 157. Among other requirements, SFAS 157 defines
         fair value and establishes a framework for measuring fair value and
         also expands disclosure about the use of fair value to measure assets
         and liabilities. SFAS 157 is effective beginning the first fiscal year
         that begins after November 15, 2006. Accordingly, the Company adopted
         SFAS 157 on December 31, 2006. The adoption of SFAS 157 did not have
         any effect on the Company's financial position and results of
         operations.

         In February 2007, FASB Statement No. 159, "Fair Value Option for
         Financial Assets and Financial Liabilities," was issued. This
         Statement, effective for financial statements issued for fiscal years
         beginning after November 15, 2007, and interim periods within those
         fiscal years, permits entities to choose to measure many financial
         instruments and certain other items at fair value. The objective of
         this Statement is to improve financial reporting by providing entities
         with the opportunity to mitigate volatility in reported earnings caused
         by measuring related assets and liabilities differently without having
         to apply complex hedge accounting provisions. The Company does not
         believe that it will have a material impact on the Company's results of
         operations and financial condition.




                                       6

<PAGE>

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

Note 4:  Inventories

         The composition of inventories is as follows:

                                                       June 30,   December 30,
                                                         2007         2006
                                                         ----         ----

                    Finished products                   $1,301       $2,100
                    Raw materials and packaging            571          892
                                                        ------       ------
                                                        $1,872       $2,992
                                                        ======       ======

Note 5:  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.

         In July 2006, the FASB issued FASB Interpretation No. 48, or FIN 48,
         "Accounting for Uncertainty in Income Taxes - an interpretation of FASB
         Statement No. 109," which prescribes comprehensive guidelines for
         recognizing, measuring, presenting and disclosing in the financial
         statements tax positions taken or expected to be taken on tax returns.
         FIN 48 was adopted by the Company on December 31, 2006. The Company
         assessed the impact of adopting FIN 48 on its financial position and
         its impact was calculated to be approximately $150, which was recorded
         as an adjustment to the Company's December 31, 2006 retained earnings,
         in accordance with the transitional rules of FIN 48. The amount
         provided for primarily relates to the impact of the timing of deducting
         certain expenses on the Company's corporate income tax return. The
         Company has tax returns potentially subject to audit by the Internal
         Revenue Service for the years 2003 through 2006.

Note 6:  Market Risk

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

Note 7: 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. Dilutive shares were
         approximately 267 shares and 554 shares for the thirteen weeks ended
         June 30, 2007 and July 1, 2006, respectively, and were 267 shares 558
         shares for the twenty-six weeks ended June 30, 2007 and July 1, 2006,
         respectively. Certain stock options were excluded from the 2007 and
         2006 calculations of diluted earnings per common share because their
         effect was anti-dilutive. The total number of such shares for the
         thirteen and twenty-six weeks ended June 30, 2007 and July 1, 2006 was
         30 shares.



                                        7


<PAGE>

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


         The following table sets forth the computation of basic and diluted
earnings per common share:

<TABLE>
<CAPTION>
                                                                  Thirteen         Thirteen     Twenty-six       Twenty-six
                                                                    Weeks            Weeks         Weeks            Weeks
                                                                    Ended            Ended         Ended            Ended
                                                                June 30, 2007     July 1, 2006  June 30, 2007    July 1, 2006
                                                                -------------     ------------  -------------    ------------
            <S>                                                    <C>               <C>            <C>              <C>
            Numerator
                Net income-basic.............................       $225               $296          $353             $366
                                                                    ====               ----          ====             ----
                Net income-diluted...........................       $225               $296          $353             $366
                                                                    ====               ----          ====             ----
            Denominator
                Denominator for basic earnings per share
                   weighted average shares ..................      5,653              5,418         5,591            5,435
                Effect of dilutive securities stock options..        267                554           267              558
                                                                   -----              -----         -----            -----
                Denominator for diluted earnings per share...      5,920              5,972         5,858            5,993
                                                                   -----              -----         -----            -----

                Earnings per share
                Basic........................................      $0.04              $0.05         $0.06            $0.07
                                                                   =====              =====         =====            =====
                Diluted......................................      $0.04              $0.05         $0.06            $0.06
                                                                   =====              =====         =====            =====
</TABLE>

Note 8: Stock-Based Compensation

         The Company follows SFAS No. 123R, "Share-Based Payment," which
         requires all companies to measure and recognize compensation expense at
         fair value for all stock-based payments to employees and directors.
         SFAS No. 123R is being applied on the modified prospective basis.

         Under the modified prospective approach, SFAS No. 123R applies to new
         grants of options and awards of stock as well as to grants of options
         that were outstanding on January 1, 2006 and that may subsequently be
         repurchased, cancelled or materially modified. Under the modified
         prospective approach, compensation cost includes compensation cost
         recognized for all share-based payments granted prior to, but not yet
         vested on, January 1, 2006, based on fair value as of the prior
         grant-date and estimated in accordance with the provisions of SFAS No.
         123R.

         SFAS 123R also requires companies to calculate an initial "pool" of
         excess tax benefits available at the adoption date to absorb any tax
         deficiencies that may be recognized under SFAS 123R. The pool includes
         the net excess tax benefits that would have been recognized if the
         Company had adopted SFAS 123R for recognition purposes on its effective
         date.

         During the twenty-six weeks ended June 30, 2007, the Company purchased
         options to acquire 175 shares of common stock from an officer at a net
         cost of $288. The expense was calculated as the difference between the
         market price of the Company's common stock on the date of the
         transaction (less an agreed 25% discount), minus the option exercise
         price, multiplied by the 175 options. For financial reporting and
         income tax purposes, the $288 is considered additional compensation.

         The officer used some of the cash received to exercise other options to
         acquire 220 shares at the stated terms of the option grant (with a
         weighted average exercise price of $0.76 per share), resulting in
         proceeds to the Company of $169.

         As a result of these transactions, there are 456 options remaining
         outstanding under the Company's stock option plan with a weighted
         average exercise price of approximately $1.26. Substantially all of
         such options are fully vested and have an intrinsic value of
         approximately $771 at June 30, 2007.

                                        8


<PAGE>

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

Note 9: Line of Credit

         The Company established a $1,000 line of credit with Wachovia Bank in
         April 2006, which was renewed for an additional year effective April
         30, 2007. As of the date of this report, the Company has not used the
         line of credit. The Note is due and payable in consecutive monthly
         payments of accrued interest only, commencing when the line of credit
         is drawn upon, and continuing on the same day of each month thereafter
         until fully paid. The line of credit may be used to finance working
         capital of the Company and interest on the unpaid balance shall accrue
         at Wachovia's Prime Rate. The line of credit is secured by all of the
         personal property of the registrant including, without limitation, all
         accounts, equipment, accessions, inventory, chattel paper, instruments,
         investment property, documents, letter-of-credit rights, deposit
         accounts, and general intangibles, wherever located.

                                        9


<PAGE>

                               TOFUTTI BRANDS INC.

Item 2. 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 financial statements.

The discussion and analysis which follows in this Quarterly Report and in other
reports and documents and in 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 in the food industry
and general economic conditions, 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.

Transfer of Production Facilities

Due to the closure of our main frozen dessert manufacturing facility by its
owner in July 2005, we continued to focus our efforts during 2006 in securing
new production facilities that offered us the same quality, cost and ability to
manufacture the same variety of products that we had at our previous principal
production facility. During the transition, we had to shift facilities more than
once, and ultimately, in August 2005 we moved all our frozen dessert
manufacturing to Ellsworth Ice Cream in Saratoga Springs, New York. Although
Ellsworth was able to manufacture all our frozen dessert products to our
technical specifications and customer demand, we became increasingly concerned
about Ellsworth's financial situation. We continued to look for alternative
production sources for our frozen dessert pints, Tofutti Cuties and stick
novelties. During the fourth quarter of 2006, we moved our frozen dessert pint
production to Leiby's Dairy in Tamaqua, Pennsylvania. In May 2007 Ellsworth
unexpectedly and without warning ceased manufacturing. Within four weeks we
moved our ice cream novelty manufacturing to Ice Cream Specialties in Lafayette,
Indiana.

Critical Accounting Policies

Our financial statements have been prepared in accordance with accounting
principles generally accepted in the United States of America. 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.

Revenue Recognition. We recognize revenue when goods are shipped from our
production facilities or outside warehouses and the following four criteria have
been met: (i) the product has been shipped and we have no significant remaining
obligations; (ii) persuasive evidence of an arrangement exists; (iii) the price
to the buyer is fixed or determinable; and (iv) collection is probable.
 We record as deductions against sales all trade discounts and allowances that
occur in the ordinary course of business, when the sale occurs. To the extent we
charge our customers for freight expense, it is included in revenues. The amount
of freight expense charged to customers has not been material to date.

                                       10



<PAGE>
Accounts Receivable. The majority of our accounts receivables are due from
distributors (domestic and international) and retailers. Credit is extended
based on evaluation of a customers' financial condition and, generally,
collateral is not required. Accounts receivable are most often due within 30 to
90 days and are stated at amounts due from customers net of an allowance for
doubtful accounts. Accounts outstanding longer than the contractual payment
terms are considered past due. We determine whether an allowance is necessary by
considering a number of factors, including the length of time trade accounts
receivable are past due, our previous loss history, the customer's current
ability to pay its obligation, and the condition of the general economy and the
industry as a whole. We write-off accounts receivable when they become
uncollectible, and payments subsequently received on such receivables are
credited to the allowance for doubtful accounts. We do not accrue interest on
accounts receivable past due.

Allowance for Inventory Obsolescence. We are required to state our inventories
at the lower of cost or market price. We maintain an allowance for inventory
obsolescence for losses resulting from inventory items becoming unsaleable due
to expiration of product shelf life, 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 ability to sell our
inventory; therefore, the allowance for inventory obsolescence is reviewed
regularly and changes to the allowance are updated as new information is
received.

Recoverability of 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 30, 2007 COMPARED  WITH THIRTEEN  WEEKS ENDED JULY 1,
2006

Net sales for the thirteen weeks ended June 30, 2007 were $4.8 million, a
decrease of $779,000, or 14%, from the sales level realized for the thirteen
weeks ended July 1, 2006. The decline in sales was caused by the closure of our
former ice cream novelty manufacturing facility in May prior to our relocating
that production site to another facility. This required us to postpone the
shipment of certain large orders that would have been shipped in the second
quarter until the third quarter of 2007 and to allocate existing inventory of
novelty products among all our customers, further negatively impacting our sales
for the period. We expect to recoup these lost sales in the third quarter, based
on our belief that our new production facilities will be able to produce our
products at our required quantity and quality levels. Sales of our other
products remained relatively consistent with their sales levels in our prior
second quarter periods. As part of our move to new production facilities, we
eliminated a number of marginally profitable frozen dessert novelties, which
also reduced our sales for the period.

Our gross profit in the current period decreased by $152,000 to $1.4 million
reflecting, the lower level of sales. Our gross profit percentage for the period
ending June 30, 2007 was 29%, compared to 28% for the period ending July 1,
2006. The increase in our gross profit percentage for the period ended June 30,
2007 was a result of price increases instituted in 2006 being fully in place
during 2007, a reduction in costs of goods sold due to our ongoing efforts to
reduce operating costs, and because our frozen dessert co-packers have gained
experience in producing our products, thereby increasing our yields. These gains
were substantially offset by significant industry-wide increases to certain key
ingredients and packaging, and the costs associated moving our production from
Ellsworth Ice Cream to Ice Cream Specialties in the middle of the second quarter
of 2007. Freight out expense, a significant part of our cost of sales, decreased
by $134,000, or 31%, to $303,000 for the thirteen weeks ended June 30, 2007
compared with $437,000 for the thirteen weeks ended July 1, 2006. The decline in
freight out expense reflects lower fuel surcharges, the more advantageous
location of our new manufacturing facilities and the assumption of delivery
obligations by some of our customers.

Selling and warehouse expenses increased by 16% to $413,000 for the current
fiscal quarter compared with $357,000 for the comparable period in 2006. This
increase is due primarily to an increase in outside warehouse expense of $50,000
resulting from the large finished goods inventory we were required to maintain
for most of the quarter. We began to decrease our inventories of materials and
finished goods in the latter part of the second quarter

                                       11

<PAGE>


as we moved our novelty product production to Ice Cream Specialties, which
assumed the obligation of purchasing and warehousing the materials needed for
their production of our novelty products. This includes the purchase of
approximately $300,000 of inventory by Ice Cream Specialties from us during the
second quarter as reflected in "prepaid expenses and other receivables" in the
accompanying balance sheet. We expect our outside warehouse expense to decline
over the remainder of the fiscal year.

Marketing expenses decreased by $90,000 to $95,000 in the fiscal 2007 period due
principally to a decrease in expenses for television and radio advertising of
$33,000, artwork and plates of $32,000 and magazine and newspaper advertising of
$15,000.

Research and development costs, which consist principally of salary expenses and
laboratory costs, increased to $126,000 for the thirteen weeks ended June 30,
2007 compared to $110,000 for the comparable period in 2006. This increase was
primarily due to an increase in payroll expense.

General and administrative expenses decreased to $392,000 for the current
quarter compared with $415,000 for the comparable period in 2006 due primarily
to a decrease in professional fees and outside services of $30,000.

The decrease in income tax expense in the second quarter of 2007 to $150,000
from $190,000 in the second quarter of 2006 reflects a decrease in operating
income in 2007. The effective tax rate was relatively consistent in both
periods, 40% for the current period as compared to 39% for the 2006 period.

TWENTY-SIX  WEEKS ENDED JUNE 30, 2007 COMPARED WITH TWENTY-SIX  WEEKS ENDED JULY
1, 2006

Net sales for the twenty-six weeks ended June 30, 2007 were $9.6 million, a
decrease of $520,000 or 5%, from the sales level realized for the twenty-six
weeks ended July 1, 2006. The decline in sales was caused by the closure of our
former ice cream novelty manufacturing facility in May prior to our relocating
that production site to another facility. This required us to postpone the
shipment of certain large orders that would have been shipped in the second
quarter until the third quarter of 2007 and to allocate existing inventory of
novelty products among all our customers, further negatively impacting our sales
for the period. We expect to recoup these lost sales in the third quarter, based
on our belief that our new production facilities will be able to produce our
products at our required quantity and quality levels. Sales of our other
products remain consistent with their sales levels in our prior second quarter
periods. As part of our move to new production facilities, we eliminated a
number of marginally profitable frozen dessert novelties, which also reduced our
sales for the period.

Our gross profit in the current period increased by $350,000, or 13%, to $3.1
million. Our gross profit percentage increased to 32% for the period ending June
30, 2007 compared to 27% for the period ending July 1, 2006. The increase in our
gross profit percentage for the period ended June 30, 2007 was a result of price
increases instituted in 2006 being fully in place during2007, a reduction in
costs of goods sold due to our ongoing efforts to reduce operating costs, and
because our frozen dessert co-packers have gained experience in producing our
products, thereby increasing our yields. These gains were substantially offset
by significant industry-wide increases to certain key ingredients and packaging,
increased costs of petroleum based products and the costs associated moving our
production from Ellsworth Ice Cream to Ice Cream Specialties in the middle of
the second quarter of 2007. Freight out expense, a significant part of our cost
of sales, decreased by $187,000, or 22%, to $663,000 for the twenty-six weeks
ended June 30, 2007 compared with $850,000 for the twenty-six weeks ended July
1, 2006. The decline in freight out expense reflects lower fuel surcharges, the
more advantageous location of our new manufacturing facilities and the
assumption of delivery obligations by some of our customers.

Selling and warehouse expenses increased by 20% to $853,000 for the current
twenty-six week period compared with $709,000 for the comparable period in 2006.
This increase was due primarily to increases in outside warehouse rental expense
of $80,000 resulting from the large finished goods inventory we were required to
maintain for most of the period, payroll expense of $26,000, and an increase of
$32,000 in travel and entertainment expense. We began to decrease our
inventories of materials and finished goods in the latter part of the second
quarter as we moved our novelty product production to Ice Cream Specialties, who
assumed the obligation of purchasing and warehousing the materials needed for
their production of our novelty products. We expect our outside warehouse
expense to decline over the remainder of the fiscal year.


                                       12

<PAGE>

Marketing expenses decreased by $166,000 to $187,000 in the current twenty-six
week period due principally to decreases in expenses for magazine advertising of
$22,000, point of sale materials of $60,000, promotions of $13,000, and
television and radio advertising of $53,000.

Research and development costs, which consist principally of salary expenses and
laboratory costs, increased to $243,000 for the twenty-six weeks ended June 30,
2007 compared to $219,000 for the comparable period in 2006. This increase was
mainly attributable to an increase in payroll expense.

Stock compensation expense was $288,000 for the twenty-six weeks ended June 30,
2007. In February, we purchased 175,000 stock options from an officer at a net
cost of $288,000. The expense was calculated as the difference between the
market price of our common stock on the date of the transaction (less an agreed
25% discount), minus the option exercise price, multiplied by the 175,000
options. For financial reporting and income tax purposes, the $288,000 is
considered additional compensation. The officer used the cash received to
exercise options to acquire 220,000 shares at the stated terms of the option
grant (with a weighted average exercise price of $0.76 per share), resulting in
proceeds to the Company of $169,000. Stock compensation expense was $13,000 for
the twenty-six weeks ended June 30, 2007, related to our adoption of SFAS 123R
on December 31, 2006. The $13,000 represents the compensation cost recognized
for all share-based payments granted prior to, but not yet vested on, December
31, 2006.

General and administrative expenses increased to $920,000 for the current
twenty-six week period compared with $849,000 for the comparable period in 2006
due primarily to an increase in payroll costs of $94,000.

The decrease in income tax expense in the 2007 twenty-six week period to
$247,000 from $251,000 in the 2006 twenty-six week period reflects the slightly
lower operating profit in 2007. The effective tax rate was relatively consistent
in both periods.

Liquidity and Capital Resources

As of June 30, 2007, we had approximately $799,000 in cash and equivalents and
our working capital was approximately $4.3 million. Because we are now
purchasing less of the ingredients and packaging used in the production of our
frozen dessert products, our working capital and cash and cash equivalents began
to improve in the second quarter, as our cash position increased from $289,000
at December 30 ,2007 to approximately $799,000 at June 30, 2007. In order to
ensure that we would be able to meet our working capital requirements, we
established a $1,000,000 line of credit with Wachovia Bank in April 2006, which
was renewed for an additional year effective April 30, 2007. As of the date of
this report, we have not used the line of credit.

The following table summarizes our cash flows for the periods presented:

                                        Twenty-six Weeks     Twenty-six Weeks
                                       ended June 30, 2007   ended July 1, 2006
                                       -------------------   ------------------
Net cash flows from operating
  activities...................            $341,000            $(557,000)
Net cash from
  financing activities.........             169,000               38,000
                                            -------               ------
Net change in cash
  and cash equivalents.........            $799,000            $(519,000)


Our positive net cash flows from operating activities was the result of our
profits for the period including the non-cash compensation charge to an officer
in repurchasing certain stock options, offset by reduction in our payable and
accrued officers' compensation. Our net cash flows from financing activities
represents the proceeds from the exercise of stock options.

We believe that we will be able to fund our operations during the next twelve
months with cash generated from operations and from borrowings, if necessary, on
our line of credit. We believe that these sources will be sufficient to meet our
operating and capital requirements during the next twelve months.

                                       13

<PAGE>

Our Board of Directors first instituted a share repurchase program in September
2000 which has to date authorized the repurchase of 1,500,000 shares of our
common stock at prevailing market prices. To date we have repurchased 1,342,100
shares with a total cost of $4,171,000, or an average price of $3.11 per share.
We have made no stock purchases since January 20, 2006.

On February 26, 2007, our Board of Directors authorized us to enter into a
transaction with Steven Kass, our Chief Financial Officer, whereby Mr. Kass
surrendered 175,000 of his stock options that were expiring that month, in
consideration for a purchase price of $2.3325 per share, reflecting a 25%
discount from the $3.11 closing price of the Common Stock on February 26, 2007.
After subtracting the underlying $.6875 per share exercise price of the options,
this resulted in a net buyback price to our company of $1.645 per share, or
$287,875. Concurrently, Mr. Kass exercised 150,000 options that were expiring on
February 27, 2007 at an exercise price of $.6875 per share ($103,125) and 70,000
options that were expiring on July 30, 2007 at an exercise price of $.9375 per
share ($65,625) (consistent with the original terms of the grants), for a
combined total purchase cost of $168,750, resulting in a net payment to Mr. Kass
of $119,125.

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 minimal seasonal variations with slightly increased sales
historically in the second and third quarters of the fiscal year. We expect to
continue to experience slightly higher sales in the second and third quarters,
and slightly lower sales in the fourth and first quarters, as a result of
reduced sales of nondairy frozen desserts during those periods.

Market Risk

We invest our excess cash, should there be any, in highly rated money market
funds which are subject to changes in short-term interest rates.

Off-balance Sheet Arrangements

None.

Contractual Obligations

As of June 30, 2007, we did not have any material contractual obligations or
commercial commitments.

                                       14

<PAGE>

Recent Accounting Pronouncements

In September 2006, the FASB issued SFAS No. 157, "Fair Value Measurements," or
SFAS 157. Among other requirements, SFAS 157 defines fair value and establishes
a framework for measuring fair value and also expands disclosure about the use
of fair value to measure assets and liabilities. SFAS 157 is effective beginning
the first fiscal year that begins after November 15, 2006. Accordingly, we
adopted SFAS 157 on December 31, 2006. The adoption of SFAS 157 did not have any
effect on our financial position and results of operations.

In February 2007, FASB Statement No. 159, "Fair Value Option for Financial
Assets and Financial Liabilities," was issued. This Statement, effective for
financial statements issued for fiscal years beginning after November 15, 2007,
and interim periods within those fiscal years, permits entities to choose to
measure many financial instruments and certain other items at fair value. The
objective of this Statement is to improve financial reporting by providing
entities with the opportunity to mitigate volatility in reported earnings caused
by measuring related assets and liabilities differently without having to apply
complex hedge accounting provisions. We do not believe that it will have a
material impact on our results of operations and financial condition.

Risk Factors

Investing in our common stock involves a high degree of risk and uncertainty.
You should carefully consider the risks and uncertainties described below in
addition to the risk factors section contained in our Annual Report on Form
10-KSB for the year ended December 30, 2006 before investing in our common
stock. If any of the risks described in our Annual Report actually occurs, our
business, prospects, financial condition and results of operations could be
harmed. In that case, the value of our common stock could decline, and you could
lose all or part of your investment.

Dependence on Key Suppliers. We do not produce any of our own products. During
the years ended December 30, 2006 and December 31, 2005, we purchased
approximately 19% and 5% of our finished goods, respectively, from Ellsworth Ice
Cream Company, our frozen dessert co-packer. In May 2007, Ellsworth
unexpectedly, and without warning, ceased manufacturing. Within four weeks we
moved our ice cream novelty manufacturing to Ice Cream Specialties in Lafayette,
Indiana. There can be no assurance that Ice Cream Specialties will be able to
meet our quantity and quality requirements and its failure to do so may
negatively impact our revenues and profitability.

Item 3A. Controls and Procedures

Our management, including our chief executive officer and chief financial
officer, evaluated the effectiveness of our disclosure controls and procedures
(as defined in Exchange Act Rule 13a-15(e)) as of the end of the period covered
by this quarterly report on Form 10-QSB. Based upon that evaluation, our chief
executive officer and chief financial officer have concluded that the several of
the weaknesses relating to the effectiveness of our disclosure controls and
procedures which were previously identified in "Controls and Procedures"
included in Item 8A of our Amended Annual Report on Form 10-KSB for the year
ended December 30, 2006 have been remediated, but that several weaknesses have
not yet been remediated.

On March 26, 2007, our independent registered accounting firm, Amper, Politziner
& Mattia, P.C., or AP&M, preliminarily informed us and our Audit Committee that
they had discovered conditions which they deemed to be material weaknesses in
our internal controls (as defined by standards established by the Public Company
Accounting Oversight Board) principally resulting from the increased volumes of
transactions necessitated when we were forced to change our co-packers, and the
change in the processing environment from obtaining finished inventory from a
turnkey supplier to an environment of having to purchase raw materials,
packaging and processing from a variety of vendors. Most of these factors were
resolved in the last two quarters due to changes in our product manufacturing
model. Our chief executive officer and principal financial officer believe that
of the material weaknesses identified by AP& M, the following two weaknesses
have not been remediated as of yet:

                                       15

<PAGE>


     o    a lack of sufficient resources and an insufficient level of monitoring
          and oversight,  which may restrict our ability to gather,  analyze and
          report information  relative to the financial statement and income tax
          assertions in a timely manner.

     o    The limited size of the accounting  department  makes it impracticable
          to achieve an optimum separation of duties.

We believe that the change in our business methodology arising from the use of
new contract manufacturers that have assumed the responsibility to purchase and
warehouse the raw materials necessary for the production of our products will
significantly reduce the scope of our administrative functions and will result
in a reduced level of resources that are required to gather, analyze and report
information in a timely manner relative to the financial statement and income
tax assertions. We intend to reassess our needs in light of this change, and if
required we will increase the staffing level of our accounting department and
intend to remediate these issues as soon as practicable.

In accord with SEC requirements, our chief executive officer and principal
financial officer each have confirmed that, during the most recent fiscal
quarter and since the date of the Controls Evaluation to the date of this Annual
Report, there have been no significant changes in Internal Controls or in other
factors that have materially affected, or are reasonably likely to materially
affect, our Internal Controls, including any corrective actions with regard to
significant deficiencies and material weaknesses.

Our chief executive officer and principal financial officer also concluded that
our Disclosure Controls are currently not sufficiently effective to ensure that
information required to be disclosed in the reports that we file or submit under
the Exchange Act is accumulated and communicated to our management, including
our chief executive officer and principal financial officer, to allow timely
decisions regarding required disclosures. The primary reason for such
deficiencies is the need to engage additional accounting personnel because of
the change in our business model. We intend to take action to hire additional
staff and develop adequate policies and procedures with the enhanced staff to
ensure that adequate Disclosure Controls are in place to allow for effective and
timely management and reporting.

Changes in Internal Controls over Financial Reporting

There were no changes to our internal control over financial reporting that
occurred during the period covered by this quarterly report on Form 10-QSB that
have materially affected, or are reasonably likely to materially affect, our
internal control over financial reporting.

Compliance with Section 404 of Sarbanes-Oxley Act

Pursuant to Section 404 of the Sarbanes-Oxley Act of 2002 (the Act), beginning
with our Annual Report on Form 10-KSB for our 2007 fiscal year, we will be
required to furnish a report by our management on our internal control over
financial reporting. This report will contain, among other matters, an
assessment of the effectiveness of our internal control over financial reporting
as of the end of our fiscal year, including a statement as to whether or not our
internal control over financial reporting is effective. This assessment must
include disclosure of any material weaknesses in our internal control over
financial reporting identified by management. If we identify one or more
material weaknesses in our internal control over financial reporting, we will be
unable to assert our internal control over financial reporting is effective.

Management acknowledges its responsibility for internal controls over financial
reporting and seeks to continually improve those controls. In order to achieve
compliance with Section 404 of the Act within the prescribed period, we will
proceed with our performance of system and process documentation and the
evaluation needed to comply with Section 404, which is both costly and
challenging.



                                       16

<PAGE>


                           PART II - OTHER INFORMATION

                               TOFUTTI BRANDS INC.

Item 1. Legal Proceedings

     We are not a party to any material litigation.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

     None.

Item 3. Default Upon Senior Securities

     None.

Item 4. Submission of Matters to a Vote of Shareholders

     During the thirteen  week period  ended June 30,  2007,  we held our Annual
Meeting of Shareholders.

     At the meeting, held on June 7, 2007, 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 2008 Annual Meeting of Shareholders.

                                                                  Percentage
                                            For        Withheld      For
                                            ---        --------      ---
                  David Mintz           5,090,528       80,461       90%
                  Aron Forem            5,095,493       75,496       90%
                  Philip Gotthelf       5,094,243       76,746       90%
                  Reuben Rapoport       5,092,978       78,011       90%
                  Franklyn Snitow       5,095,393       78,596       90%

          2.   The ratification of the selection of Amper,  Politziner & Mattia,
               P.C. as the Company's  independent  registered  public accounting
               firm for the fiscal year ending December 29, 2007.

                                                                    Percentage
                    For             Against           Abstained         For
                    ---             -------           ---------         ---
                  5,150,004          12,424             8,560           91%


                                       17



<PAGE>


Item 5. Other Information

     None.

Item 6. Exhibits

(a)  Exhibits

3.1           Certificate of Incorporation, as amended through February 1986.(1)

3.1.1         March 1986 Amendment to Certificate of Incorporation.(2)

3.1.2         June 1993 Amendment to Certificate of Incorporation.(3)

3.2           By-laws.(1)

4.1           Copy of the Registrant's Amended 1993 Stock Option Plan.(4)

4.2           Tofutti Brands Inc. 2004 Non-Employee Directors' Stock Option
              Plan.(5)

10.1          Form of Loan Agreement between the Registrant and Wachovia Bank,
              N. A.(6)

10.2          Form of Promissory Note between the Registrant and Wachovia Bank,
              N. A.(6)

10.3          Form of Security Agreement between the Registrant and Wachovia
              Bank, N. A.(6)

31.1          Certification by Chief Executive Officer pursuant to Rule
              13a-14(a) and Rule 15d-14(a) of the Securities  Exchange Act,
              as amended.

31.2          Certification by Chief Financial Officer pursuant to Rule
              13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act,
              as amended.

32.1          Certification by Chief Executive Officer Pursuant to 18 U.S.C.
              Section 1350, As Adopted Pursuant to Section 906 of the
              Sarbanes-Oxley Act of 2002.

32.2          Certification by Chief Financial Officer Pursuant to 18 U.S.C.
              Section 1350, As Adopted Pursuant to Section 906 of the
              Sarbanes-Oxley Act of 2002.

                                       18


<PAGE>


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

(1)  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.

(2)  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.

(3)  Filed as an exhibit to the  Registrant's  Form  10-KSB for the fiscal  year
     ended January 1, 2005 and hereby incorporated by reference thereto.

(4)  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.

(5)  Filed as Appendix B to the Registrant's Schedule 14A filed May 10, 2004 and
     hereby incorporated by reference thereto.

(6)  Filed as an exhibit to the  Registrant's  Form 8-K  bearing a cover date of
     April 13, 2006 and hereby incorporated by reference thereto.



                                       19

<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 Accounting and Financial Officer

Date: August 14, 2007


                                       20