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 29, 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 November 9, 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 - September 29, 2007
           (Unaudited) and December 30, 2006                                 3

         Condensed Statements of Income -
            Thirteen and Thirty-nine Week Periods
           ended September 29, 2007 and September 30, 2006  (Unaudited)      4

         Condensed Statements of Cash Flows -
           Thirteen and Thirty-nine Week Periods
           ended September 29, 2007 and September 30, 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                                                  17

Item 6.  Exhibits                                                           17

         Signatures                                                         19

                                        2

<PAGE>





                         PART I - FINANCIAL INFORMATION

Item 1.     Financial Statements

                               TOFUTTI BRANDS INC.
                            Condensed Balance Sheets
                    (in thousands, except for share amounts)

<TABLE>
<CAPTION>
                                                         September 29,          December 30,
                                                             2007                   2006
                                                         -------------          ------------
                                                          (unaudited)
<S>                                                        <C>                    <C>
Assets
Current assets:
      Cash and cash equivalents                            $1,045                 $  289
      Accounts receivable, net of allowance for
         doubtful accounts of
         $298 and $243, respectively                        2,653                  2,084
      Inventories                                           1,440                  2,992
      Prepaid expenses and other receivables                   10                      2
      Deferred income taxes                                   578                    558
                                                              ---                    ---
        Total current assets                                5,726                  5,925

Fixed assets (net of accumulated depreciation
  of $23 and $19)                                              25                     29
Other assets                                                   16                     16
                                                               --                     --
                                                           $5,767                 $5,970
                                                           ======                 ======

Liabilities and Stockholders' Equity
Current liabilities:
      Accounts payable                                       $369                   $711
      Accrued expenses                                        172                    277
      Accrued officers' compensation                          200                    500
      Income taxes payable                                    517                    472
                                                              ---                    ---
        Total current liabilities                           1,258                  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 September 29,
        2007 and 5,433,467 shares at December 30, 2006         57                     54
    Additional paid-in capital                                222                     56
      Retained earnings                                     4,230                  3,900
                                                            -----                  -----
        Total stockholders' equity                          4,509                  4,010
                                                            -----                  -----
        Total liabilities and stockholders' equity         $5,767                 $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           Thirty-nine          Thirty-nine
                                                 weeks ended         weeks ended         weeks ended          weeks ended
                                               Sept. 29, 2007      Sept. 30, 2006      Sept. 29, 2007       Sept. 30, 2006
                                               --------------      --------------      --------------       --------------
<S>                                               <C>                 <C>                  <C>                  <C>
Net sales                                         $ 4,616             $ 4,948              $14,258              $15,110
Cost of sales                                       3,395               3,442                9,940               10,757
                                                  -------             -------              -------              -------
         Gross profit                               1,221               1,506                4,318                4,353
                                                  -------             -------              -------              -------

Operating expenses:
    Selling and warehouse                             354                 385                1,207                1,119
    Marketing                                          88                  90                  275                  443
    Research and development                          124                 129                  367                  347
    Stock compensation expense-G & A                   --                  --                  288                   --
    General and administrative                        453                 465                1,379                1,389
                                                  -------             -------              -------              -------
                                                    1,019               1,069                3,516                3,298
                                                  -------             -------              -------              -------

Income before income taxes                            202                 437                  802                1,055

Income taxes                                           75                 150                  322                  401
                                                  -------             -------              -------              -------

Net income                                        $   127             $   287              $   480              $   654
                                                  =======             =======              =======              =======

Weighted average common shares
  outstanding:
         Basic                                      5,653               5,433                5,609                5,434
                                                  =======             =======              =======              =======
         Diluted                                    5,919               5,987                5,877                5,993
                                                  =======             =======              =======              =======

Net income per common share:
         Basic                                    $  0.02             $  0.05              $  0.09              $  0.12
                                                  =======             =======              =======              =======
         Diluted                                  $  0.02             $  0.05              $  0.08              $  0.11
                                                  =======             =======              =======              =======

</TABLE>


            See accompanying notes to condensed financial statements.

                                       4

<PAGE>


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


<TABLE>
<CAPTION>
                                                                Thirty-nine            Thirty-nine
                                                                   weeks                  weeks
                                                                   ended                  ended
                                                             September 29, 2007     September 30, 2006
                                                             ------------------     ------------------

<S>                                                             <C>                    <C>
   Net cash provided by (used in) operating activities          $   587                $  (884)

   Net cash provided by (used in) financing activities              169                   (348)
                                                                -------                -------
          Net change in cash and cash equivalents                   756                 (1,232)

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

   Cash and cash equivalents at end of period                    $1,045                 $   24
                                                                 ======                 ======

   Supplemental cash flow information:
                 Income taxes paid                               $  442                 $  436
                                                                 ======                 ======
</TABLE>








            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 thirty-nine week periods ended
         September 29, 2007 are not necessarily indicative of the results to be
         expected for the full year or any other future period.

         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 nine month
         period ended September 29, 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 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.

Note 4:  Inventories

         The composition of inventories is as follows:

                                                   September 29,   December 30,
                                                       2007            2006
                                                   -------------   ------------

                 Finished products                    $1,092          $2,100
                 Raw materials and packaging             348             892
                                                      ------          ------
                                                      $1,440          $2,992
                                                      ======          ======


                                       6

<PAGE>


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

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 2004 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 5,919 shares and 5,987 shares for the thirteen weeks
         ended September 29, 2007 and September 30, 2006, respectively, and were
         5,877 shares and 5,993 shares for the thirty-nine weeks ended September
         29, 2007 and September 30, 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 antidulitive shares for the thirteen and thirty-nine weeks
         ended September 29, 2007 and September 30, 2006 was 30 shares and 46
         shares, respectively, because their exercise price was greater then the
         average market price of the common 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>
                                                    Thirteen            Thirteen          Thirty-nine        Thirty-nine
                                                      Weeks              Weeks               Weeks              Weeks
                                                      Ended              Ended               Ended              Ended
                                                 Sept. 29, 2007      Sept. 30, 2006     Sept. 29, 2007      Sept. 30, 2006
                                                 --------------      --------------     --------------      --------------
      <S>                                             <C>                <C>                 <C>                <C>
      Numerator
          Net income-basic.....................       $ 127              $ 287               $ 480              $ 654
                                                      =====              =====               =====              =====
          Net income-diluted...................       $ 127              $ 287               $ 480              $ 654
                                                      =====              =====               =====              =====
      Denominator
          Denominator for basic earnings per
             share weighted average shares ....       5,653              5,433               5,609              5,434
          Effect of dilutive securities stock
             options...........................         266                554                 268                559
                                                      -----              -----               -----              -----
          Denominator for diluted earnings
             per share.........................       5,919              5,987               5,877              5,993
                                                      -----              -----               -----              =====
          Earnings per common share
          Basic................................       $0.02              $0.05               $0.09              $0.12
                                                      =====              =====               =====              =====
          Diluted..............................       $0.02              $0.05               $0.08              $0.11
                                                      =====              =====               =====              =====
</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 thirty-nine weeks ended September 29, 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 shares underlying the 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.

                                        8


<PAGE>

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


         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 $752 at September 29, 2007.

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. If the line of credit is drawn upon, the underlying
         promissory note becomes due and payable in consecutive monthly payments
         of accrued interest only, commencing, 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 were required to secure 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. During the third quarter of 2007,
we continued to expand our ice cream novelty production at Ice Cream
Specialties. We are also looking for additional frozen dessert manufacturing
facilities so that we will have the capacity to support our future production
needs.

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

                                       10
<PAGE>


customers for freight expense, it is included as a reduction to our freight out
expense in cost of sales. The amount of freight expense charged to customers has
not been material to date.

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 September 29, 2007
Compared with Thirteen Weeks Ended September 30, 2006
-----------------------------------------------------

Net sales for the thirteen weeks ended September 29, 2007 were $4.6 million, a
decrease of $332,000, or 7%, from the sales level realized for the thirteen
weeks ended September 30, 2006. The decline in sales was caused by the closure
of our former ice cream novelty manufacturing facility in May and the disruption
caused by 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 and third quarters until later in the third and fourth quarters 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
recapture the postponed third quarter sales in the fourth 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 third
quarter periods. As part of our move to new production facilities, we eliminated
a number of marginally profitable frozen dessert novelties and other products,
which also reduced our sales for the period.

Our gross profit in the current period decreased by $285,000 to $3.4 million,
reflecting the lower level of sales. Our gross profit percentage for the period
ending September 29, 2007 was 26%, compared to 30% for the period ending
September 30, 2006. The decrease in our gross profit percentage for the period
ended September 29, 2007 was caused by on-going start-up production costs in our
new frozen dessert novelty facility. We expect these start-up costs will decline
in the fourth quarter and anticipate an improvement in our gross profit and
gross profit percentage in the fourth quarter. Freight out expense, a
significant part of our cost of sales, decreased by $57,000, or 14%, to $337,000
for the thirteen weeks ended September 29, 2007 compared with $394,000 for the
thirteen weeks ended September 30, 2006. The decline in freight out expense
reflects our decrease in sales, lower fuel surcharges, the more advantageous
location of our new manufacturing facilities and the assumption of delivery
obligations by some of our customers. Freight out expense can fluctuate from one
reporting period to another due to the volatility of fuel oil prices.

                                       11

<PAGE>

Selling and warehouse expenses decreased by 8% to $354,000 for the current
fiscal quarter compared with $385,000 for the comparable period in 2006. This
decrease is due primarily to a decrease in outside warehouse expense of $13,000
and commissions of $33,000. 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, which 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.

Marketing expenses decreased slightly by $2,000 to $88,000 in the fiscal 2007
period. Reductions in artwork and plates expense of $16,000 and television and
radio advertising expense of $22,000 were offset by an increase in promotion
expense of $27,000.

Research and development costs, which consist principally of salary expenses and
laboratory costs, decreased slightly to $124,000 for the thirteen weeks ended
September 29, 2007 compared to $129,000 for the comparable period in 2006 due to
a reduction in lab costs and supplies.

General and administrative expenses decreased slightly to $453,000 for the
current quarter compared with $465,000 for the comparable period in 2006.

The decrease in income tax expense in the third quarter of 2007 to $75,000 from
$150,000 in the third quarter of 2006 reflects a decrease in operating income in
2007. The effective tax rate was relatively consistent in both periods, 37% for
the current period as compared to 34% for the 2006 period.

Thirty-Nine Weeks Ended September 29, 2007
Compared with Thirty-Nine Weeks Ended September 30, 2006
--------------------------------------------------------

Net sales for the thirty-nine weeks ended September 29, 2007 were $14.3 million,
a decrease of $852,000 or 6%, from the sales level realized for the thirty-nine
weeks ended September 30, 2006. The decline in sales was caused by the closure
of our former ice cream novelty manufacturing facility in May and the disruption
caused by 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 and third quarters until later in the third and fourth quarters of
2007 and to allocate existing inventory of novelty products among all our
customers, further negatively impacting our sales for the period. As part of our
move to new production facilities, we eliminated a number of marginally
profitable frozen dessert novelties and other products, which also reduced our
sales for the period.

Our gross profit in the current period decreased slightly by $35,000, or 1%, to
$4.3 million. Our gross profit percentage increased to 30% for the period ending
September 29, 2007 compared to 29% for the period ending September 30, 2006. The
increase in our gross profit percentage for the period ended September 29, 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, 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 $244,000, or 20%, to $1.0
million for the thirty-nine weeks ended September 29, 2007 compared with $1.2
million for the thirty-nine weeks ended September 30, 2006. The decline in
freight out expense reflects our decrease in sales, lower fuel surcharges, the
more advantageous location of our new manufacturing facilities and the
assumption of delivery obligations by some of our customers. Freight out expense
can fluctuate from one reporting period to another due to the volatility of fuel
oil prices.

Selling and warehouse expenses increased by 8% to $1.2 million for the current
thirty-nine week period compared with $1.1 million for the comparable period in
2006. This increase was due primarily to increases in outside warehouse rental
expense of $68,000 resulting from the large finished goods inventory we were
required to maintain for most of the period, and an increase of $40,000 in
travel and entertainment expense, partially offset by a decrease in commission
expense of $33,000 due to the lower level of sales. 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

                                       12

<PAGE>

Specialties, who assumed the obligation of purchasing and warehousing the
materials needed for their production of our novelty products.

Marketing expenses decreased by $168,000 to $275,000 in the current thirty-nine
week period due principally to decreases in expenses for magazine advertising of
$25,000, television and radio advertising of $76,000 and artwork and plates of
$76,000, which was partially offset by an increase in promotion expense of
$14,000.

Research and development costs, which consist principally of salary expenses and
laboratory costs, increased to $367,000 for the thirty-nine weeks ended
September 29, 2007 compared to $347,000 for the comparable period in 2006. This
increase was mainly attributable to an increase in payroll expense for the fixed
employee base.

Stock compensation expense was $288,000 for the thirty-nine weeks ended
September 29, 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 thirty-nine weeks ended September 29, 2007, which expense is
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 decreased to $1,379,000 for the current
thirty-nine week period compared with $1,389,000 for the comparable period in
2006. Increases in payroll costs of $12,000 and data processing of $33,000 were
offset by reductions in travel and entertainment expense of $25,000, postage
expense of $10,000 and general insurance expense of $16,000.

The decrease in income tax expense in the 2007 thirty-nine week period to
$322,000 from $401,000 in the 2006 thirty-nine week period reflecting the lower
operating profit in 2007. The effective tax rate was relatively consistent in
both periods, with a rate of 40% for the 2007 period as compared to a rate of
38% for the 2006 period.

Liquidity and Capital Resources

As of September 29, 2007, we had approximately $1.0 million in cash and
equivalents and our working capital was approximately $4.4 million. Because we
are now purchasing fewer of the ingredients and less of the packaging used in
the production of our frozen dessert products, our working capital began to
improve in the third quarter, as our cash position increased from $289,000 at
December 30, 2006 to approximately $1.0 million at September 29, 2007. In order
to ensure that we would be able to meet requirements, we established a $1.0
million 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:

<TABLE>
<CAPTION>
                                        Thirty-nine Weeks              Thirty-nine Weeks
                                     ended September 29, 2007       ended September 30, 2006
                                  ------------------------------ ------------------------------
<S>                                            <C>                           <C>
Net cash provided by  (used in)
operating activities...........                $587                          $(844)
Net cash provided by  (used in)
financing activities...........                 169                           (348)
                                                ---                           -----
Net change in cash
  and cash equivalents.........                $756                        $(1,232)
                                               ====                        ========
</TABLE>

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. For the thirty-nine weeks ended September 29,
2007, our net cash flows from

                                       13

<PAGE>

financing activities solely 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.

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 September 29, 2007, we did not have any material contractual obligations
or commercial commitments.

Recent Accounting Pronouncements

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 17, 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.

                                       14

<PAGE>

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. The following updates those risks described
in the Form 10-KSB.

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. We are currently looking for
additional manufacturing facilities to have the capacity necessary to support
our future production needs.

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:

        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


                                       15

<PAGE>


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

            None.

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.


                                       17

<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.


                                       18


<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: November 13, 2007


                                       19