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

                                   FORM 10-QSB

X    Quarterly  report under Section 13 or 15(d) of the Securities  Exchange Act
     of 1934 for the quarterly period ended June 28, 1997

__   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 July 25, 1997 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 - June 28, 1997
                 (Unaudited) and December 28, 1996 (Audited)                3

               Condensed Statements of Operations -
                 (Unaudited) - Thirteen and twenty-six
                 week periods ended June 28, 1997 and
                 thirteen and twenty-six week periods ended
                 June 29, 1996                                              4

               Condensed  Statements of Cash Flows -
                 (Unaudited) - Twenty-six week period 
                 ended June 28, 1997 and twenty-six week period
                 ended June 29, 1996                                        5

               Notes to Condensed Financial Statements -
                 (Unaudited)                                                6

               Management's Discussion and Analysis of
                 Financial Condition and Results of
                 Operation                                                 7-10


Part II - Other Information:

               Item 4.  Submission of Matters to a Vote
                          of Shareholders                                   11

               Item 6.  Exhibits and Reports on Form 8-K                    12

               Signatures                                                   13



                                        2

<PAGE>



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


                                                    June 28,        December 28,
                                                      1997             1996
                                                  (Unaudited)        (Audited)
                                                  -----------        ---------

     Assets

Current assets:
  Cash and cash equivalents                            $   19             11
  Accounts receivable (net of reserve of          
    $337 in 1997 and $295 in 1996)                      1,269            977
  Inventories (Note 2)                                    430            351
  Prepaid expenses                                         10             10
                                                        -----          -----
             Total current assets                       1,728          1,349

Deferred taxes                                            311            311

Other assets                                               76             76
                                                        -----          -----

             Total assets                              $2,115          1,736
                                                        =====          =====

     Liabilities and Stockholders' Equity

Current liabilities:
  Legal settlement payable - current portion           $   16             15
  Accounts payable                                        669            504
  Accrued liabilities                                     122            115
                                                         ----          -----

              Total current liabilities                   807            634

Long-term debt - legal settlement                          57             66
                                                        -----          -----
              Total liabilities                           864            700

Stockholders' equity:
  Preferred stock                                           -              -
  Common stock                                             61             61
  Paid-in capital                                       3,503          3,503
  Retained (deficit)                                   (2,313)        (2,528)
                                                        ------        ------

    Total stockholders' equity                          1,251          1,036
                                                        -----          -----

    Total liabilities and stockholders'
      equity                                           $2,115          1,736
                                                       ======         ======

            See accompanying notes to condensed financial statements.



                                        3

<PAGE>



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

<TABLE>
<CAPTION>

                                         Thirteen           Thirteen            Twenty-Six            Twenty-Six
                                          weeks              weeks                weeks                 weeks
                                          ended              ended                ended                 ended
                                         6/28/97            6/29/96              6/28/97               6/29/96
                                         -------            -------              -------               -------
<S>                                      <C>                 <C>                   <C>                   <C>  
Net sales                                $2,013              1,679                 3,537                 2,774
Cost of sales                             1,332              1,055                 2,304                 1,709
                                          -----             ------                ------                ------
          Gross profit                      681                624                 1,233                 1,065
                                           ----             ------                ------                ------

Operating expenses:
  Selling                                   229                238                   402                   398
  Marketing and sales promotion              51                 73                    95                   115
  Research and development                   55                 57                   113                    99
  General and administrative                232                190                   402                   370
                                          -----             ------                ------                ------

                                            567                558                 1,012                   982
                                          -----             ------                ------                ------

     Operating income                       114                 66                   221                    83

Interest expense                              1                  3                     5                     7
                                          -----             ------                ------                ------
     Income before income
       tax expense                          113                 63                   216                    76

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

Net income                               $  113                 63                   216                    75

Net income per share                     $  .02                .01                   .04                   .01
                                         ======             ======                ======                ======

Weighted average number of
  shares outstanding                      6,054              6,065                 6,054                 6,065
                                         ======             ======                ======                ======

</TABLE>





            See accompanying notes to condensed financial statements.



                                        4

<PAGE>



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

                                               Twenty-six          Twenty-six
                                                 weeks               weeks
                                                 ended               ended
                                                6/28/97             6/29/96
                                                -------             -------

Cash flows from operating
  activities, net                              $  8                   86

Cash flows from investing activities              -                    -

Cash flows from financing activities              -                    -
                                                ---                  ---
     Net increase in cash
       and cash equivalents                       8                   86

Cash at beginning of period                      11                   12
                                                ---                 ----

Cash at end of period                          $ 19                   98
                                               ====                 ====

Supplemental  disclosures of cash flow
  information:  Cash paid during the period   
  for:
          Interest                             $  5                    7
          Income Taxes                            -                    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 28, 1996 included
     in the Company's Annual Report on Form 10-KSB filed with the Securities and
     Exchange  Commission.  The results of operations  for the  twenty-six  week
     period ended June 28, 1997 are not necessarily indicative of the results to
     be expected for the full year.

(2)  Inventories

     The composition of inventories is as follows:

                                                   June 28,       Dec. 28,
                                                    1997            1996
                                                    ----            ----
        Raw materials and packaging
          supplies                                 $ 147             262
        Finished goods                               283              89
                                                   -----            ----
                                                   $ 430             351
                                                   =====            ====



                                        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 which follows in this Quarterly  Report and in other
reports and documents of the Company and oral  statements  made on behalf of the
Company by its  management  and  others may  contain  trend  analysis  and other
forward-looking  statements  within the meaning of Section 21E of the Securities
Exchange Act of 1934 which reflect the  Company's  current views with respect to
future events and financial  results.  These  include  statements  regarding the
Company's  earnings,  projected growth and forecasts,  and similar matters which
are not historical facts. The Company reminds  stockholders that forward-looking
statements  are merely  predictions  and  therefore  are  inherently  subject to
uncertainties  and other  factors  which could cause the actual future events or
results  to  differ  materially  from  those  described  in the  forward-looking
statements.  These uncertainties and other factors include,  among other things,
business conditions and growth in the food industry and general economies,  both
domestic and  international;  lower than expected  customer orders;  competitive
factors;   changes  in  product  mix  or  distribution  channels;  and  resource
constraints   encountered  in  developing  new  products.   The  forward-looking
statements contained in this Quarterly Report and made elsewhere by or on behalf
of the Company should be considered in light of these factors.

Results of Operations

Thirteen Weeks Ended June 28, 1997 Compared with Thirteen Weeks
Ended June 29, 1996

Net sales for the thirteen weeks ended June 28, 1997 were $2,013,000 an increase
of $334,000 or 20% from the sales level  realized for the  thirteen  weeks ended
June 29, 1996. 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 $57,000,  while its gross  profit
percentage  decreased to 34% compared to 37% for the same period last year.  The
decrease in the gross profit percentage



                                        7

<PAGE>



was due to an increase in novelty and food product sales during the 1997 period.
The Company's gross profit on novelties and food products is less than on pints.
Also,  the  Company's  gross profit  percentage  was  adversely  affected by the
introductory promotional costs associated with its new products.

The Company  anticipates  a  continuing  increase in sales  during the third and
fourth  quarters  of the  current  fiscal  year due to the  introduction  of new
products and expanded  distribution.  Such  increases are dependent  upon market
acceptance of these products,  for which no assurance can be given.  The Company
expects its gross profit percentage to continue to be adversely  affected by the
introduction of its new products.

Selling expenses  decreased  slightly to $229,000 for the current fiscal quarter
compared with $238,000 for the  comparable  period in 1996.  Marketing and sales
promotion  decreased  to $51,000  in the 1997  period  from  $73,000 in the 1996
period. The Company is not currently engaged in any major marketing programs.

Research and development  costs  decreased  slightly to $55,000 for the thirteen
weeks ended June 28, 1997  compared  to $57,000 for the  comparable  period last
year.

General  and  administrative  expenses  were  $232,000  for the  current  period
compared with $190,000 for the comparable period in 1996,  reflecting  increased
professional   fees  and  outside   services,   specifically   increased  Kosher
certification  costs. These costs have risen substantially due to the engagement
of additional manufacturing facilities to make the Company's new products. These
facilities require increased inspection services.

The Company's imputed interest expense was $1,000 for the current fiscal quarter
compared to $3,000 last year.


Twenty-Six Weeks Ended June 28, 1997 Compared with Twenty-Six Weeks
Ended June 29, 1996

Net sales for the  twenty-six  weeks  ended June 28,  1997 were  $3,537,000,  an
increase of $763,000,  or 28% from the sales level  realized for the  twenty-six
weeks ended June 29,  1996.  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 $168,000,  while
its gross  profit  percentage  decreased  to 35% as compared to 38% for the same
period last year. The decrease in the



                                        8

<PAGE>



gross profit percentage was due to an increase in novelty and food product sales
during  the 1997  period.  The  Company's  gross  profit on  novelties  and food
products is less than on pints.  Also, the Company's gross profit percentage was
adversely affected by the introductory promotional costs associated with its new
products.

Selling  expenses  remained  constant at $402,000 for the current  fiscal period
compared with $398,000 for the comparable period last year.  Marketing and sales
promotion  expenses  decreased to $95,000 from $115,000 in 1996.  The Company is
not currently engaged in any major marketing programs.

Research and development  expenses were $113,000 for the twenty-six  weeks ended
June 28,  1997,  compared  with  $99,000  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  $402,000  for the  current  period
compared  with  $370,000  for the  comparable  period  in 1996,  the bulk of the
increase was incurred in the second quarter due to higher  professional fees and
outside service expenses.

The Company's imputed interest expense was $5,000 for the twenty-six weeks ended
June 28, 1997 compared with $7,000 for the twenty-six weeks ended June 29, 1996.

Liquidity and Capital Resources

The  Company's  working  capital was $921,000 at June 28,  1997,  an increase of
$206,000 from December 28, 1996. Accounts receivable  increased to $1,269,000 at
June 28, 1997, an increase of $292,000 from  December 28, 1996,  reflecting  the
significantly  higher  sales  level.   Inventories   increased  by  $79,000  due
principally  to an increase in finished goods  inventory,  reflecting the higher
sales level and new product introductions.

Prepaid expenses  remained  unchanged at $10,000 for both periods Deferred taxes
and other assets were  unchanged from December 28, 1996 at $311,000 and $76,000,
respectively.

Accounts payable increased by $165,000 to $669,000 at June 28, 1997,  reflecting
the higher  sales level and increase in  inventory,  while  accrued  liabilities
increased from December 28, 1996 by $7,000 to $122,000 at June 28, 1997.




                                        9

<PAGE>



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 its  results  for the  first two  quarters  of 1997 and the
planned  introduction  of new products in the third and fourth  quarters of this
year,  the Company  believes that its revenues will improve in 1997.  Management
believes  that it will have  sufficient  financial  resources  to  continue  its
operations through the coming year.



                                       10

<PAGE>



                           PART II - OTHER INFORMATION

                               TOFUTTI BRANDS INC.


Item 4.  Submission of Matters to a Vote of Shareholders

     During the thirteen  week period ended June 28, 1997,  the Company held its
     Annual Meeting of Shareholders.

     At the meeting, held on May 29, 1997, the Company's 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
          1996 Annual Meeting of Shareholders


                        For             Against       Abstained         Unvoted
                        ---             -------       ---------         -------
David Mintz          5,031,602           35,488           -                -
Bernard Koster       5,038,142           28,948           -                -
Reuben Rapoport      5,038,142           28,948           -                -
Franklin Snitow      5,038,142          114,738           -                -

     2.   The  ratification  of the  appointment of KPMG Peat Marwick to examine
          the Company's accounts for 1997.


                        For             Against       Abstained         Unvoted
                        ---             -------       ---------         -------
                     5,039,975            8,265         18,850             -




                                       11

<PAGE>



Item 6.  Exhibits and Reports on Form 8-K

(a) Exhibits

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

3.1.1**   March 1986 Amendment to Certificate of Incorporation

3.2*      By-laws

4.1***    Copy of the 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.



                                       12

<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: August 11, 1997



                                       13