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

                                   FORM 10-QSB

[ X ]    Quarterly  report under Section 13 or 15(d) of the Securities  Exchange
         Act of 1934 for the quarterly period ended September 28, 1996

[   ]    Transition report under Section 13 or 15(d) of the Exchange Act for
         the transition period from _______  to  ________

Commission file number:  1-9009


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

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


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

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


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

Check whether the issuer:  (1) filed all reports required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports),  and (2) has been
subject to such filing requirements for the past 90 days.

Yes  X  No
    ---    ---
                      APPLICABLE ONLY TO CORPORATE ISSUERS

         As of November 8, 1996 the Issuer had 6,053,567 shares of Common Stock,
par value $.01, outstanding

         Transitional Small Business Disclosure Format (check one):

                                       Yes      No  X
                                           ---     ---


                                        
<PAGE>



                               TOFUTTI BRANDS INC.

                                      INDEX


                                                                           Page

Part I - Financial Information:

         Condensed Balance Sheets - September 28, 1996
           (Unaudited) and December 30, 1995 (Audited)                       3

         Condensed  Statements  of  Operations - (Unaudited) - Thirteen
           and  thirty-nine  week periods ended  September 28, 1996 and
           thirteen and thirty-nine week periods ended
           September 30, 1995                                                4

         Condensed Statements of Cash Flows - (Unaudited) - Thirty-nine
           week period ended September 28, 1996 and thirty-nine week
           period ended September 30, 1995                                   5

         Notes to Condensed Financial Statements -
           (Unaudited)                                                       6

         Management's Discussion and Analysis of
           Financial Condition and Results of
           Operations                                                       7-9


Part II - Other Information:

         Item 4.    Submission of Matters to a Vote
                     of Shareholders                                         10
 
         Item 6.    Exhibits and Reports on Form 8-K                         10

         Signatures                                                          11



                                        2

<PAGE>


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


                                                  September 28,     December 30,
                                                      1996             1995
                                                  (Unaudited)        (Audited)
                                                  -----------        ---------
     Assets
Current assets:
  Cash and cash equivalents                       $      5                12
  Accounts receivable (net of reserve of
    $289 in 1996 and $242 in 1995)                   1,167             1,006
  Inventories                                          289               196
  Prepaid expenses                                       8                11
                                                    ------             -----
             Total current assets                    1,469             1,225

Deferred taxes                                         264               264
Other assets                                            56                56
                                                    ------             -----
             Total assets                         $  1,789             1,545
                                                    ======             =====

    Liabilities and Stockholders' Equity
Current liabilities:
  Legal settlement payable - current portion      $     13                13
  Accounts payable                                     577               364
  Accrued liabilities                                   97               186
                                                    ------             -----
              Total current liabilities                687               563

Long-term debt - legal settlement                       71                81
                                                    ------             -----
              Total liabilities                        758               644
Stockholders' equity:
  Preferred stock                                       -                 -
  Common stock                                          61                61
  Paid-in capital                                    3,503             3,503
  Retained (deficit)                                (2,533)           (2,663)
                                                    ------            ------
    Total stockholders' equity                       1,031               901
                                                    ------            ------

    Total liabilities and stockholders'
      equity                                      $  1,789             1,545
                                                    ======            ======






              See accompanying notes to condensed financial statements.



                                        3

<PAGE>



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


<CAPTION>
                                                                                     Thirty-           Thirty-
                                              Thirteen            Thirteen           nine              nine
                                              weeks               weeks              weeks             weeks
                                              ended               ended              ended             ended
                                              9/28/96             9/30/95            9/28/96           9/30/95
                                              -------             -------            -------           -------

<S>                                           <C>                  <C>                <C>               <C>  
Net sales                                     $ 1,656              1,334              4,430             3,844
Cost of sales                                   1,094                806              2,803             2,285
                                                -----              -----              -----             -----

     Gross profit                                 562                528              1,627             1,559
                                                -----              -----              -----             -----

Operating expenses:
  Selling                                         222                186                620               586
  Marketing and sales promotion                    52                 99                167               256
  Research and development                         47                 40                146               122
  General and administrative                      183                166                553               495
                                                -----              -----              -----             -----

                                                  504                491              1,486             1,459
                                                -----              -----              -----             -----

     Operating income                              58                 37                141               100

Interest expense                                    3                  3                  9                 9
                                                -----              -----              -----             -----
     Income before income
       tax expense                                 55                 34                132                91

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

Net income                                    $    55                 34                131                90

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

Weighted average number of
shares outstanding                              6,065              6,086              6,065             6,086
                                                =====              =====              =====             =====

<FN>

          See  accompanying  notes to  condensed financial statements.

</FN>
</TABLE>



                                        4

<PAGE>



                               TOFUTTI BRANDS INC.

                       Condensed Statements of Cash Flows

                                   (Unaudited)

                                 (000's omitted)


                                                   Thirty-              Thirty-
                                                   nine                 nine
                                                   weeks                weeks
                                                   ended                ended
                                                   9/28/96              9/30/95
                                                   -------              -------

Cash flows from operating
  activities, net                                  $   7                  (12)

Cash flows from investing activities                   -                   -

Cash flows from financing activities                   -                   10
                                                     ----                ----
     Net increase (decrease) in
       cash and cash equivalents                       7                   (2)

Cash at beginning of period                           12                    7
                                                     ----                ----

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

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

          Income taxes                                 1                    1









       See accompanying notes to condensed financial statements.



                                        5

<PAGE>



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

(1)      Basis of Presentation

         The  accompanying  financial  information  is  unaudited,  but,  in the
         opinion of  management,  reflects all  adjustments  (which include only
         normally  recurring   adjustments)  necessary  to  present  fairly  the
         Company's financial position,  operating results and cash flows for the
         periods  presented.   Certain  information  and  footnote   disclosures
         normally included in financial  statements  prepared in accordance with
         generally accepted accounting principles have been condensed or omitted
         pursuant to the rules and  regulations  of the  Securities and Exchange
         Commission.  The financial  information  should be read in  conjunction
         with the audited  financial  statements  and notes thereto for the year
         ended December 30, 1995 included in the Company's Annual Report on Form
         10-KSB filed with the Securities and Exchange  Commission.  The results
         of operations for the thirty-nine  week period ended September 28, 1996
         are not  necessarily  indicative  of the results to be expected for the
         full year.

(2)      Inventories

         The composition of inventories is as follows:

                                                    Sept. 28,        Dec. 30,
                                                       1996            1995
                                                     ------           ------
             Raw materials and packaging
               supplies                              $  90              108
             Finished goods                            199               88
                                                     -----             ----
                                                     $ 289              196
                                                     =====             ====



                                        6

<PAGE>



                               TOFUTTI BRANDS INC.

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


         The  following  is  management's  discussion  and  analysis  of certain
significant  factors which have affected the  Company's  financial  position and
operating  results  during the periods  included in the  accompanying  condensed
financial  statements.  The discussion and analysis  contains trend analysis and
other forward- looking  statements.  Actual results could differ materially from
those projected in the forward-looking  statements as a result of changes in the
economy,  changes in the Company's product sales mix and other factors which may
be beyond the Company's control.

Results of Operations

Thirteen Weeks Ended September 28, 1996 Compared with Thirteen
Weeks Ended September 30, 1995

         Net  sales  for the  thirteen  weeks  ended  September  28,  1996  were
$1,656,000,  an increase of $322,000,  or 24% from the sales level  realized for
the thirteen weeks ended  September 30, 1995. The Company's  frozen dessert line
(principally  novelty items) and food product line both showed  increases during
this period.  The Company's  gross profit for the current  quarter  increased by
$34,000,  while its gross  profit  percentage  decreased to 34% from 40% for the
same period last year. The decrease in the gross profit percentage was due to an
increase in novelty and food product sales during the 1996 period. The Company's
gross profit on novelties and food products is less than on pints.  The decrease
was also due to special  allowances  used to introduce  the Company's new pasta,
cookie and frozen novelty lines.

         The  Company  anticipates  that sales will  increase  during the fourth
quarter of the current fiscal year as compared to the comparable 1995 period due
to the introduction of new products and expanded distribution.  This increase is
dependent upon market  acceptance of these products,  for which no assurance can
be given.

         Selling  expenses  increased to $222,000 for the current fiscal quarter
compared with $186,000 for the  comparable  period last year, due to an increase
in freight,  commission,  bad debt and food show expenses  related to the higher
sales level. Marketing and sales promotion expenses decreased to $52,000 in 1996

                                        7

<PAGE>

from  $99,000  in 1995.  This decrease  was due  principally  to a  reduction in
promotions, magazine and newspaper advertising in the 1996 period.

         Research and  development  expenses were $47,000 for the thirteen weeks
ended September 28, 1996,  compared with $40,000 for the comparable 1995 period,
reflecting an increase in related research and development costs incurred in the
development of the Company's new products.

         General  and  administrative  expenses  were  $183,000  for the current
quarter  compared with $166,000 for the  comparable  period in 1995,  reflecting
increased  building  maintenance  costs,  office expense,  professional fees and
outside services.  Most of these increases were directly related to the increase
in sales volume.

         The Company's  imputed  interest expense was unchanged for the thirteen
weeks ended September 28, 1996 compared with the comparable period in 1995.


Thirty-nine Weeks Ended September 28, 1996 Compared with Thirty-
nine Weeks Ended September 30, 1995

         Net sales for the  thirty-nine  weeks  ended  September  28,  1996 were
$4,430,000,  an increase of $586,000,  or 15% from the sales level  realized for
the  thirty-nine  weeks ended  September 30, 1995. The Company's  frozen dessert
line  (principally  novelty  items) and food product line both showed  increases
during this period.  The Company's gross profit for the current period increased
by $68,000,  while its gross profit  percentage  decreased to 37% as compared to
41% for the same period last year.  The decrease in the gross profit  percentage
was due to an increase in novelty and food product sales during the 1996 period.
The Company's gross profit on novelties and food products is less than on pints.
The decrease was also due to special  allowances used to introduce the Company's
new pasta, cookie and frozen novelty lines.

         Selling  expenses  increased to $620,000 for the current  fiscal period
compared  with  $586,000 for the  comparable  period last year.  The increase in
freight, commission,  warehouse, bad debt and food show expenses associated with
the increased sales level was partially  offset by a reduction in payroll costs.
Marketing and sales  promotion  expenses  decreased to $167,000 from $256,000 in
1995. This decrease was due  principally to a reduction in promotions,  magazine
and newspaper advertising in the 1996 period.




                                        8

<PAGE>



         Research and  development  expenses were  $146,000 for the  thirty-nine
weeks ended September 28, 1996, compared with $122,000 for the comparable period
last year,  reflecting  an increase in related  research and  development  costs
incurred in the development of the Company's new products.

         General  and  administrative  expenses  were  $553,000  for the current
period  compared with  $495,000 for the  comparable  period in 1995,  reflecting
increased  building  maintenance  costs,  office expense,  professional fees and
outside services.  Most of these increases were directly related to the increase
in sales volume.

         The Company's  imputed interest expense was unchanged at $9,000 for the
thirty-nine weeks ended September 28, 1996.


Liquidity and Capital Resources

         The  Company's  working  capital was $782,000 at September 28, 1996, an
increase of $120,000 from December 30, 1995.  Accounts  receivable  increased to
$1,167,000  at September  28, 1996,  an increase of $161,000  from  December 30,
1995.  This  increase was  attributable  to the  increase in sales.  Inventories
increased by $93,000 due  principally to an increase in finished goods inventory
reflecting the higher sales level and new product introductions.

         Prepaid  expenses  decreased  slightly by $3,000 to $8,000 at September
28, 1996.  Deferred taxes and other assets were unchanged from December 30, 1995
at $264,000 and $56,000, respectively.

         Accounts  payable  increased by $213,000 to $577,000 at  September  28,
1996, reflecting the higher sales level and increase in inventory, while accrued
liabilities  declined  from December 30, 1995 by $89,000 to $97,000 at September
28, 1996.

         As a result of the Company's  inability to secure additional  financing
or  equity  capital,  it has not had  sufficient  funds to fully  implement  the
marketing of its new  products.  This has hindered the Company in its efforts to
increase the sales of its products. The Company continues to fund its operations
from  current   resources.   Based  on  recent  sales  trends  and  the  planned
introduction  of new products in the fourth  quarter of this year, and the first
quarter of 1997, the Company  believes that its revenues may improve in 1996 and
that such  improvement  in sales shall continue into 1997.  Management  believes
that it will have  sufficient  financial  resources to continue  its  operations
through the coming year.

         The Company does not have any material capital commitments.



                                        9

<PAGE>



                           PART II - OTHER INFORMATION

                               TOFUTTI BRANDS INC.


Item 4.       Submission of Matters to a Vote of Shareholders

              None.


Item 6.      Exhibits and Reports on Form 8-K

(a)      Exhibits

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

3.1.1**      March 1986 Amendment to Certificate of Incorporation

3.2*         By-laws

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

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

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

         None

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

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

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

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



                                       10

<PAGE>


                                   SIGNATURES

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

                                      TOFUTTI BRANDS INC.
                                           (Registrant)



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



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

Date:  November 12, 1996



                                       11

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