SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB
(Mark One)

[X]  QUARTERLY  REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES  EXCHANGE ACT
     OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1999.


[ ]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
     OF 1934 FOR THE TRANSITION PERIOD FROM ______________ TO ________________


                          Commission File No. 333-22997

                           ORGANIC FOOD PRODUCTS, INC.
                           ---------------------------
        (Exact name of small business issuer as specified in its Charter)

             California                                    94-3076294
             ----------                                    ----------
(State or other jurisdiction of incorporation   (I.R.S. Employer Identification
or organization)                                              Number)

550 Monterey Road, Suite B
Morgan Hill, California                                       95037
------------------------                                      -----
(Address of principal executive offices)                   (Zip Code)

                                 (408) 782-1133
                            -------------------------
                            Issuer's telephone number

Check whether the registrant  (1) has 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 ISSUERS INVOLVED IN BANKRUPTCY

Check whether the  registrant  filed all  documents  and reports  required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the  distribution  of
securities under a plan conformed by court. Yes [ ] No [ ]

                      APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: Common Stock, no par value, 7,275,688
shares as of March 31, 1999.

Transitional Small Business Disclosure Format: Yes [  ]  No [ X ]


<PAGE>


PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS
----------------------------

                           ORGANIC FOOD PRODUCTS, INC.
                                 BALANCE SHEETS

                                     ASSETS
                                                                    (Unaudited)
                                                                     March 31,
                                                                       1999
                                                                    -----------

Current Assets:
   Accounts receivable, net                                           1,010,695
   Inventory, net                                                     1,942,362
   Prepaid expenses                                                     173,250
   Related party receivable                                              77,346
                                                                    -----------

          Total Current Assets                                        3,203,653
                                                                    -----------
Property and Equipment:
   Computer software                                                     58,218
   Leasehold improvements                                               185,269
   Machinery and equipment                                            1,094,628
   Office equipment                                                      53,257
   Printing plates                                                       62,193
   Vehicles                                                              19,542
                                                                    -----------
                                                                      1,473,107
   Less: accumulated depreciation                                      (264,812)
                                                                    -----------

                                                                      1,208,295
                                                                    -----------

        Total Assets                                                $ 4,411,948
                                                                    ===========



                   The Accompanying Notes are an Integral Part
                           of the Financial Statements


<PAGE>


                           ORGANIC FOOD PRODUCTS, INC.
                           BALANCE SHEETS (Continued)
                      LIABILITIES AND SHAREHOLDERS' EQUITY

                                                                    (Unaudited)
                                                                     March 31,
                                                                        1999
                                                                    -----------
   Current Liabilities:

   Notes and capitalized leases
     payable - current portion                                      $ 1,318,683
   Notes payable - related parties -
     current portion                                                    497,238
   Accounts payable and accrued expenses -
     related parties                                                    378,750
   Accounts payable and accrued expenses                              1,794,752
   Accrued wages and taxes                                              155,899
   Accrued commissions                                                   49,682
                                                                    -----------

          Total Current Liabilities                                   4,195,004
                                                                    -----------

Capital lease obligations - long-term
     portion                                                              9,580
                                                                    -----------

Shareholders' Equity:
   Common stock                                                       9,851,687
   Accumulated deficit                                               (9,644,323)
                                                                    -----------

          Total Shareholders' Equity                                    207,364
                                                                    -----------

       Total Liabilities and Shareholders' Equity                   $ 4,411,948
                                                                    ===========


                   The Accompanying Notes are an Integral Part
                           of the Financial Statements


<PAGE>
<TABLE>
<CAPTION>

                                 ORGANIC FOOD PRODUCTS, INC.
                                  STATEMENTS OF OPERATIONS


                                           (Unaudited)                    (Unaudited)
                                        Nine Months Ended             Three Months Ended
                                     March 31,      March 31,       March 31,     March 31,
                                       1999            1998           1999          1998
                                    -----------    -----------    -----------    -----------

<S>                                 <C>            <C>            <C>            <C>
Revenues                            $ 8,015,326    $ 8,207,704    $ 2,530,396    $ 2,568,043

Cost of Goods Sold                    6,984,684      6,054,441      2,129,807      1,972,338
                                    -----------    -----------    -----------    -----------

Gross Profit                          1,030,642      2,153,263        400,589        595,705
                                    -----------    -----------    -----------    -----------

Sales and Marketing Expenses          2,058,958      2,232,404        643,210        656,839

Write-off of Goodwill                 1,019,921           --             --             --

General & Administrative Expenses     1,386,972        771,956        263,569        311,047
                                    -----------    -----------    -----------    -----------
                                      4,526,312      3,004,360        906,779        967,886
                                    -----------    -----------    -----------    -----------

Loss from Operations                 (3,495,670)      (851,097)      (506,190)      (372,181)

Interest Expense, Net                  (140,124)       (56,902)       (72,801)       (19,881)

Other Expense, Net                      (94,508)       (55,805)          (150)       (24,839)
                                    -----------    -----------    -----------    -----------
Income (Loss) before Provision       (3,669,841)      (963,804)      (579,141)      (416,901)
for Income Taxes

Provision for Income Tax Benefit           --          240,948           --          104,222
                                    -----------    -----------    -----------    -----------


Net Income (Loss)                   $(3,669,841)   $  (722,856)   $  (579,141)   $  (312,679)
                                    ===========    ===========    ===========    ===========

Basic and Diluted Loss per share    $      (.50)   $      (.12)   $      (.08)   $      (.05)
                                    ===========    ===========    ===========    ===========

Weighted Average Number
of Shares Outstanding                 7,275,668      6,196,064      7,275,668      6,692,916
                                    ===========    ===========    ===========    ===========




                         The Accompanying Notes are an Integral Part
                                 of the Financial Statements
</TABLE>

<PAGE>


                           ORGANIC FOOD PRODUCTS, INC.
                            STATEMENTS OF CASH FLOWS

                                                             (Unaudited)
                                                         Nine Months Ended
                                                      March 31,      March 31,
                                                         1999          1998
                                                     -----------    -----------
Increase (Decrease) in Cash:

 Net cash used by operating
 activities                                          $  (201,413)   $(2,260,753)
                                                     -----------    -----------

Cash flows for investing activities:
    Purchase of fixed assets                            (111,178)      (421,322)
    Advances to or on behalf of shareholders             (27,346)       (63,000)
    Cash received from sale of fixed assets                 --             --
                                                     -----------    -----------

      Net cash used by investing activities             (138,524)      (484,322)
                                                     -----------    -----------

Cash flows from financing activities:
    Repayment of capital lease and notes payable         (22,921)    (2,098,523)
    Repayment of notes payable - related parties            --       (1,555,966)
    Proceeds from notes payable                             --        1,378,563
    Proceeds from issuance of stock                         --        4,958,277
    Proceeds from line of credit                       3,765,363           --
    Repayments on line of credit                      (3,444,090)          --
                                                     -----------    -----------

      Net cash provided by financing activities          298,352      2,682,351
                                                     -----------    -----------

Decrease in cash                                         (41,585)       (62,724)

Cash at beginning of period                               41,585         62,925
                                                     -----------    -----------

Cash at end of period                                $      --      $       201
                                                     ===========    ===========



                   The Accompanying Notes are an Integral Part
                           of the Financial Statements

<PAGE>


                           ORGANIC FOOD PRODUCTS, INC.
                          NOTES TO FINANCIAL STATEMENTS

1.   Interim Financial Statements:

     The  unaudited  interim  financial   statements   include  all  adjustments
     (consisting  of  normal  recurring  accruals)  which,  in  the  opinion  of
     management,  are  necessary in order to make the financial  statements  not
     misleading.  Operating  results for the nine and three month  periods ended
     March 31, 1999 are not  necessarily  indicative  of the results that may be
     expected  for the  entire  year  ending  June  30,  1999.  These  financial
     statements have been prepared in accordance with the  instructions for Form
     10-QSB  and  do not  contain  certain  information  required  by  generally
     accepted  accounting  principles.   These  statements  should  be  read  in
     conjunction  with financial  statements  and notes thereto  included in the
     Company's Form 10-KSB for the year ended June 30, 1998.

2.   Initial Public Offering:

     During the nine months  ended March 31,  1998,  the Company  completed  its
     initial public offering of 1,495,000 shares of no par value common stock at
     a price of $4.00  per  share  receiving  gross  proceeds  of  approximately
     $6,000,000.  The  Company  issued  130,000  warrants to an  underwriter  in
     connection with its initial public  offering.  The warrants are exercisable
     at a price of $4.80 per share,  and expire  approximately  two and one-half
     (2.5) years from the date of the August 1997 offering.

3.   Related Party Transactions

     During the nine and three month periods  ended March 31, 1999,  the Company
     recorded  payables to Global Natural Brands totaling $380,000 and $371,000,
     respectively.  However,  certain of these  amounts are in dispute,  and may
     have offset by amounts owed to the Company by Global Natural Brands.  These
     related  party  transactions  included  expenses  for  management  fees and
     personal expenses. Global Natural Brands, a shareholder of the Company, was
     a management  group retained by the Company from April 1998 through October
     1998 to oversee daily operations.

4.   Acquisition of Sunny Farms

     In February, 1998, OFPI acquired the natural fruit juice and water bottling
     operations  of Sunny  Farms  Corporation  for a total of  $971,171  in cash
     (including  costs of acquisition)  and assumption of debt, and the issuance
     of Common Stock of the Company valued at $1,700,000.  The  transaction  was
     accounted for as a purchase.  Of the total purchase price,  $850,000 of the
     Common Stock portion was  contingent  upon certain  performance  conditions
     over the first year after acquisition and, accordingly, was not recorded at
     the date of purchase.

     The  $963,822  excess  of the  remaining  purchase  price  over  identified
     inventory and fixed assets of  approximately  $857,000 was accounted for as
     goodwill,   along  with  $156,867  subsequently  recorded  to  reflect  the
     contingent  shares  actually earned during the year after the purchase (See
     Note 5). In December  1998,  the  unamortized  balance of the  goodwill was
     written off as  management  determined  the carrying  amounts  could not be
     recovered.

5.   Non-Cash Transactions

     During the nine and three month periods  ended March 31, 1999,  the Company
     reclassed  $37,322  previously  held in accounts  payable to notes  payable
     related  parties.  Additionally,  goodwill  in the amount of  $156,867  was
     recorded to reflect the estimated  value of escrowed shares of common stock
     which will be released and recorded as issued in 1999. The number of common
     stock to be released is currently  under  review and will be recorded  when
     mutually agreed to by both parties involved.

6.   Subsequent Event

     On May  14,  1999,  the  Company  and  Spectrum  Naturals,  Inc.,  and  its
     affiliate,   Spectrum  Commodities,   ("SNI")  entered  into  a  definitive
     agreement to merge the  companies  in a stock  exchange.  In addition,  the
     Company entered into a definitive  agreement to acquire all the outstanding
     shares of  Organic  Ingredients,  Inc.  Under the terms of the  anticipated
     merger, which will be accounted for as a reverse acquisition purchase,  SNI
     will  receive  approximately  75% of the post  merger  Common  Stock of the
     Company, subject to certain adjustments. The merger and related acquisition
     are  subject  to  shareholder  approvals.  The  completion  dates  for  the
     transactions are dependent upon regulatory approvals and preparation of the
     related  proxy.  In the  interim,  the Company and SNI have entered into an
     advisory services agreement until the merger is completed.

<PAGE>


Item 2: Management's Discussion and Analysis
--------------------------------------------

Results of  Operations  for the nine and three  months  ended March 31, 1999 and
nine and three months ended March 31, 1998
--------------------------------------------------------------------------------

Net Results

Organic Food Products,  Inc. (OFPI or the "Company") reported a net loss for the
nine  and  three  months  ended  March  31,  1999  of  $3,670,000  and  $579,000
respectively,  compared  to net losses of  $723,000  and  $313,000  for the same
periods from the prior year.  This loss for the nine months ended March 31, 1999
is partially attributed to the write-off of the goodwill for Sunny Farms of $1.0
million and Global Natural Brand  management  fees and expenses.  Higher organic
tomato  prices  from  prior  year  and  increased  cost of  goods  due to  plant
inefficiencies  resulted in operating losses in the nine and three months period
of fiscal 1999.

Revenues

Revenues  decreased $192,000 or 2.3% for the nine months and $38,000 or 1.5% for
the three  months  ended March 31,  1999,  compared to the same periods from the
prior  fiscal year.  The decrease in the  year-to-date  and  quarterly  revenues
resulted  from a reduction in club stores sales and a decrease in overall  pasta
sauce product sales due to competitive  pressures  within the product  category.
The  decrease in pasta sauce  sales was  partially  offset by the sales of juice
products as a result of the Sunny Farms acquisition in February 1998.

Cost of Goods Sold

The Company's cost of goods sold increased as a percentage of sales for the nine
and three months ended March 31, 1999,  reaching  87.1% and 84.2%  respectively,
compared  to 73.8% and  76.8% for the same  periods  from the  prior  year.  The
increase in the year-to-date and quarterly  expense resulted from organic tomato
price increases over the previous fiscal periods,  manufacturing  inefficiencies
in the production facility and production of low margin juice products in 1998.

Sales and Marketing Expenses

The Company's sales and marketing expense decreased as a percentage of sales for
the nine and three  months  ended  March 31,  1999,  reaching  25.7% and  25.4%,
respectively,  compared to 27.2% and 25.6% for the same  periods  from the prior
year.  The  decrease  in the  year-to-date  and  quarterly  expense  reflected a
reduction in fixed selling  costs,  partially  off-set by higher  manufacturers'
charge-backs  and other  promotional  programs.  The  reduction in fixed selling
expenses was essentially  offset by higher  promotional  cost in the three month
period.

General and Administrative Expenses

The Company's  general and  administrative  expense as a percentage of sales for
the nine months ended March 31, 1999 was 17.3% and 10.4%, respectively, compared
to 9.4% and 12.1% for the same periods from the prior year.  The  percentage and
dollars  increase  in  the  year-to-date   expense  resulted  from  charges  for
management  service fees from Global  Natural  Brands and increases in legal and
accounting services. The quarterly expense percentage and dollars decreased from
the same  period  prior year  reflecting  a  reduction  in  salaries  and wages,
partially offset by increased professional fees.

Net Interest Expense

The  Company's net interest  expense  increased as a percentage of sales for the
nine  and  three  months  ended  March  31,  1999,   reaching   1.7%  and  2.9%,
respectively,  compared to .7% and .8% for the same periods from the prior year.
The increase in the year-to-date  and quarterly  expense resulted from increased
usage of the Company's  line-of-credit facility to fund operating losses and the
higher interest rate charged by FINOVA Capital versus Wells Fargo Bank.

<PAGE>


Year 2000 Compliance

Organic Food Products Inc.,  uses computer  software that may be impacted by the
year 2000 problem,  and also relies upon vendors of equipment and services whose
products  may be  impacted by the year 2000  problem.  The  Company's  year 2000
compliance  issues  include:  1) the  equipment  it  uses  in its  manufacturing
process;  2) the  hardware  and  third-party  software  it  uses  for  corporate
administration;  3) the  services of  third-party  providers  it  purchases  for
certain   professional   services;   and  4)  the  external   services  such  as
telecommunications  and electrical  power. The Company has initiated a plan that
will attempt to identify all computer hardware and software, plant equipment and
services upon which it relies that may be impacted.  After identification of any
problem areas, the Company will verify whether or not those products or services
are year 2000 compliant.  The plan includes  contacting those vendors or service
providers to determine  their  compliance  or plans to become  compliant  before
December 31, 1999.  It is the intent of the Company to complete  this process by
December 31, 1999.

The Company uses various pieces of equipment in its  manufacturing  process that
may contain computer chips that could be affected by the year 2000 problem.  The
Company has started,  but not  completed,  a program to identify which pieces of
equipment could be affected and how the affected equipment could be updated.

The Company's  corporate  administrative  and operating  systems are exclusively
PC-based  using a  commercially  available  software  package.  The  Company has
received  written  confirmation  from  the  legal  department  of  the  software
developer confirming that it is year 2000 compliant.

The Company uses outside service providers for the processing and administration
of its payroll, 401(k) retirement plan and insurance benefit programs.  Although
a survey of these service providers has not been completed, the Company believes
that these providers will have year 2000-compliant systems.

The Company has not deferred any information  technology projects to date due to
the need to assess or ensure year 2000  compliance of its systems,  and does not
anticipate that any other information technology projects will be delayed in the
future due to the year 2000 problem.

For the reasons mentioned herein,  the Company does not anticipate an incomplete
or untimely  resolution  of the year 2000  problem.  Although the total costs of
compliance have not been completely  assessed,  management does not believe they
will be material in nature. As previously mentioned, the Company believes it has
or will  achieve  timely year 2000  compliance  in advance of December 31, 1999.
With  respect  to  external  companies  that  provide   telecommunications   and
electrical  power,  the  Company  is less  certain  about  the  impact  of their
non-compliance  regarding  the year  2000  problem.  Clearly,  the loss of these
services  would create a major  disruption of the Company's  normal  operations.
Given this scenario, the Company would be required to obtain these services from
other  sources.  The cost of switching to other  utility  providers has not been
assessed.

Issues  similar to these also face the  Company's  customers  and  vendors.  The
Company  has not yet  completed  an  assessment  of year 2000  readiness  of its
customers  and  vendors.  However,  based on initial  discussions  with  certain
customers and vendors,  management does not currently believe that business with
those  customers  and vendors will be  significantly  disrupted by the year 2000
problem.

<PAGE>


Seasonality

Historically,  the  Company  has  experienced  little  seasonal  fluctuation  in
revenues.  The Company occasionally  contracts for certain product purchases for
the entire year at harvest  time,  or at planting  time, to secure raw materials
throughout  the year.  These  purchases take place annually from early spring to
mid-summer,  and are  effected to reduce the risk of price  swings due to demand
fluctuations.  These  annual  purchases  can create  overages  and  shortages in
inventory.

Liquidity and Capital Resources

As of March 31, 1999, the Company's cash position was limited. The Company has a
$3,000,000  revolving  line of credit and a $500,000  equipment  line. The funds
available  to the  Company are based upon  discounted  accounts  receivable  and
inventory.  Thus, the Company has only been able to borrow  approximately 44% or
$1,319,000 of the $3,000,000  revolving  line of credit,  much of which has been
used to repay prior debt  commitments.  The operating  losses over the past nine
months have  significantly  reduced  working  capital and  availability of funds
under the Company's line of credit.  Without the infusion of additional  capital
resources,  management  is uncertain  the Company will have  sufficient  cash to
support  future  business  operations.  To  remedy  this  situation,  management
implemented a cost reduction  program,  reducing cash  expenditures  in the most
recent quarter, and has explored various options to generate additional cash.

On May 14, 1999,  the Company and Spectrum  Naturals,  Inc.,  and its affiliate,
Spectrum  Commodities,  ("SNI") entered into a definitive agreement to merge the
companies  in a stock  exchange  to be  accounted  for as a reverse  acquisition
purchase.  In  addition,  the Company  entered  into a  definitive  agreement to
acquire  all the  outstanding  shares of Organic  Ingredients,  Inc.  Funding to
finance the merged  companies has been obtained and is believed to be sufficient
to meet the merged company's cash needs. The merger and related  acquisition are
subject to shareholder approvals.  The completion dates for the transactions are
dependent upon regulatory  approvals and preparation of related proxy materials.
In the  interim,  the  Company  has taken  steps to reduce  expenditures  and is
exploring various options to generate additional cash.

Business Risks and Uncertainties

The  Company's  future  results  of  operations  and the  other  forward-looking
statements contained in this document,  in particular the statements  concerning
plant efficiencies and capacities,  capital spending,  research and development,
competition,  marketing  and  manufacturing  operations  and  other  information
provided herein, involve a number of risks and uncertainties. In addition to the
factors discussed above, among the other factors that could cause actual results
to differ  materially are general  business  conditions and the general economy;
competitors' pricing and marketing efforts; availability of third-party material
products at reasonable prices; risk of nonpayment of accounts receivable;  risks
of  inventory  obsolescence  due to shifts in market  demand;  timing of product
introductions;  litigation  involving  product  liabilities and consumer issues;
attracting and retaining qualified management; ability of the management team to
overcome problems associated with changes in management; and litigation filed by
Global  Natural  Brands  due to the  termination  of their  management  services
agreement.

New Applicable Accounting Pronouncements

Effective  July 1, 1998,  the Company  adopted the  Provisions  of  Statement of
Financial Accounting Standards (SFAS) No. 130, Reporting  Comprehensive  Income.
SFAS 130, which establishes standards for reporting and display of comprehensive
income and its components in the entity's financial statements. The objective of
SFAS 130 is to report a measure of all  changes  in the equity of an  enterprise
that  result  from  transactions  and  other  economic  events  of  the  period.
Comprehensive  income is the total of net income and all other non-owner changes
in equity.  SFAS 130 does not address issues of  recognition or measurement  for
comprehensive  income and its components  and,  therefore,  had no impact on the
financial  condition  or results  of the  Company  upon  adoption.  The  Company
currently  has  no  transactions   that  would  be  classified  as  elements  of
comprehensive income not reported in the Statement of Operations.

<PAGE>


Effective July 1, 1998, the Company also adopted the provisions of SFAS No. 131,
Disclosures  about  Segments  of an  Enterprise  and Related  Information.  This
Statement  requires  reporting of financial and  descriptive  information  about
reportable   operating  segments.   Operating  segments  are  components  of  an
enterprise  about which  separate  financial  information  is available  that is
evaluated  regularly by the chief  operating  decision  maker in deciding how to
allocate  resources  and in  assessing  performance.  The  Company  believes  it
operates in only one business segment,  production and distribution of processed
organic  foods,  and has  already  substantially  complied  with any  additional
disclosure  requirements.  SFAS 131 does not address  issues of  recognition  or
measurement  in the basic  financial  statements,  and thus had no impact on the
Company's financial condition or results of operation upon adoption.

Related Party Transactions

During the nine month period ended March 31, 1999,  Global Natural Brands billed
the Company $380,290.  However,  certain of these amounts are in dispute and may
be offset by amounts owed to the Company by Gobal Natural Brands.  These related
party  transactions  include  expenses for  personal  expenses.  Global  Natural
Brands,  a shareholder  of the Company,  was a management  group retained by the
Company  through  October  1998 to  oversee  daily  operations.  The  management
services  agreement  with Global  Natural  Brands was  terminated on October 26,
1998.  Please see Item 1, Legal Proceedings of this report and Form 8-K filed on
October 29, 1998 for additional information.

                           PART II - OTHER INFORMATION

Item 1. Legal Proceedings
-------------------------

     Litigation

     On October  26,  1998,  the  Company  terminated  the  Management  Services
Agreement between it and Global Natural Brands,  Ltd.  ("Global").  On that same
day, Global, James F. Swallow, David J. O'Gorman, J. Bradley Barbeau, and Ronald
Balsbaugh (the "Global Group"),  employees of Global,  filed a complaint against
the Company, Charles Dyer, John Battendieri,  Charles Bonner, and Kenneth Steel,
as directors of the Company,  in the Santa Clara County Superior Court, Case No.
CV777541. The complaint includes claims for damages for breach of the Management
Services  Agreement between the Company and Global in the amount of $306,032.08,
plus other  unspecified  amounts,  unpaid wages, and injunctive relief to enjoin
the  Company  from  terminating  the  Management   Services  Agreement  and  the
employment of the Global Group and from refusing to pay Global and Global Group.
On  October  26,  1998,  the  Court  denied  Global's  and  the  Global  Group's
application for a temporary restraining order. On November 23, 1998, the Company
requested  mediation  under the Management  Services  Agreement.  On December 1,
1998, the Court denied  Global's and the Global  Group's motion for  preliminary
injunction.  On January 5, 1999, the Court denied  Global's  application  for an
attachment.  Global has also requested binding  arbitration under the Management
Services  Agreement.  The Company  intends to defend itself  vigorously in these
actions.

<PAGE>


Item 2. Changes in Securities
-----------------------------

     None.

Item 3. Defaults Upon Senior Securities
---------------------------------------

     None.

Item 4. Submission of Matters to a Vote of Security Holders
-----------------------------------------------------------

     None.

Item 5. Other Information
-------------------------

     Charles Dyer  resigned  from the Board of Directors as of November 30, 1998
     to devote more time to his personal business. The seat remains vacant.

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

     None





SIGNATURES

     Pursuant to the  requirements  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.

Date: May 19, 1999

                                        ORGANIC FOODS PRODUCTS, INC.



                                        By:  /s/  Richard R. Bacigalupi
                                             -----------------------------------
                                                  Richard R. Bacigalupi
                                                  Chief Financial Officer