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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM 10-Q

              [X] Quarterly Report Pursuant to Section 13 or 15(d)
                     of the Securities Exchange Act of 1934
                 for the Thirty-nine Weeks Ended June 24, 2001

              [ ] Transition Report Pursuant to Section 13 or 15(d)
                                     of the
                        Securities Exchange Act of 1934
              for the transition period from _________ to_________
                        Commission file number 333-24939

                              THE FONDA GROUP, INC.
             (Exact name of registrant as specified in its charter)

          Delaware                                          13-3220732
(State or other jurisdiction of                           (IRS Employer
incorporation or organization)                          Identification No.)

2920 North Main Street, Oshkosh, Wisconsin                    54901
  (Address of principal executive offices)                  (Zip Code)

        Registrant's telephone number, including area code: 920/235-9330


     Indicate  by check mark  whether the  registrant  (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  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 [   ]


        The number of shares outstanding of the Registrant's common stock
                              as of July 20, 2001:
                   Common Stock, $0.01 par value - 100 shares


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<PAGE>
                         PART I - FINANCIAL INFORMATION

Item 1.       FINANCIAL STATEMENTS

                              THE FONDA GROUP, INC.
                           CONSOLIDATED BALANCE SHEETS
                        (In thousands, except share data)


<TABLE>
<CAPTION>
                                                                         (Unaudited)
                                                                           June 24,       September 24,
                                                                             2001             2000
                                                                        -------------   -----------------
<S>                                                                     <C>             <C>

                                     Assets
Current assets:
  Cash and cash equivalents                                               $   2,172         $   1,413
  Receivables, less allowances of $1,819 and $1,459,                         48,249            50,927
    respectively
  Inventories                                                                53,715            63,145
  Deferred income taxes                                                       7,644             8,044
  Refundable income taxes                                                       298               298
  Spare parts                                                                 2,584             2,523
  Other current assets                                                        7,620             6,328
                                                                          ----------        ----------
    Total current assets                                                    122,282           132,678

Property, plant and equipment, net                                           51,257            49,280

Goodwill, net                                                                20,630            18,373
Due from SF Holdings                                                         17,939            18,441
Other assets                                                                  9,922            11,604
                                                                          ----------        ----------

    Total assets                                                          $ 222,030         $ 230,376
                                                                          ==========        ==========

                      Liabilities and Shareholder's Equity
Current liabilities:
  Accounts payable                                                        $  10,815         $  15,679
  Accrued payroll and related costs                                          11,026            10,469
  Other current liabilities                                                  21,964            21,203
  Current portion of long-term debt                                          30,998            41,425
                                                                          ----------        ----------
    Total current liabilities                                                74,803            88,776

Deferred income taxes                                                         4,484             5,043
Long-term debt                                                              123,659           120,453
Other liabilities                                                             1,175             1,212
                                                                          ----------        ----------

    Total liabilities                                                       204,121           215,484
                                                                          ----------        ----------

Commitments and contingencies  (See Notes)

Shareholder's equity:
  Common stock - par value $.01 per share; 1,000 shares
    authorized; 100 shares issued and outstanding                                 -                 -
  Additional paid-in capital                                                  1,060             1,022
  Retained earnings                                                          16,874            13,895
  Accumulated other comprehensive loss                                          (25)              (25)
                                                                          ----------        ----------
    Total shareholder's equity                                               17,909            14,892
                                                                          ----------        ----------

    Total liabilities and shareholder's equity                            $ 222,030         $ 230,376
                                                                          ==========        ==========
</TABLE>


          See accompanying Notes to Consolidated Financial Statements.

                                       2
<PAGE>
                              THE FONDA GROUP, INC.
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)
                                 (In thousands)


<TABLE>
<CAPTION>
                                                         For the            For the            For the             For the
                                                         Thirteen           Thirteen         Thirty-nine         Thirty-nine
                                                        weeks ended        weeks ended       weeks ended         weeks ended
                                                         June 24,           June 25,           June 24,            June 25,
                                                           2001               2000               2001                2000
                                                      ---------------     ---------------    ---------------     ---------------
<S>                                                   <C>                 <C>                <C>                 <C>
Net sales                                                $ 88,387           $ 89,702          $ 268,326           $ 265,339
Cost of sales                                              71,275             72,730            218,157             215,545
                                                         ---------          ---------         ----------          ----------

  Gross profit                                             17,112             16,972             50,169              49,794

Selling, general and administrative expenses               10,118             12,203             33,571              36,497
Restructuring expense                                         407                500                407                 500
Other income, net                                            (253)               (48)              (450)               (272)
                                                         ---------          ---------         ----------          ----------

  Operating income                                          6,840              4,317             16,641              13,069

Interest expense, net of interest income of $-,
  $25, $- and $244, respectively                            3,778              3,837             11,631              11,990
                                                         ---------          ---------         ----------          ----------

  Income before income tax expense                          3,062                480              5,010               1,079

Income tax expense                                          1,192                182              2,031                 416
                                                         ---------          ---------         ----------          ----------

  Net income                                             $  1,870           $    298          $   2,979           $     663
                                                         =========          =========         ==========          ==========
</TABLE>



          See accompanying Notes to Consolidated Financial Statements.

                                       3
<PAGE>
                              THE FONDA GROUP, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)
                                 (In thousands)


<TABLE>
<CAPTION>
                                                                       For the            For the
                                                                     Thirty-nine        Thirty-nine
                                                                     weeks ended        weeks ended
                                                                       June 24,           June 25,
                                                                        2001               2000
                                                                   ----------------   ---------------
<S>                                                                <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES

  Net income                                                           $ 2,979            $   663
  Adjustments to reconcile net income to net cash provided by
  operating activities:
    Depreciation and amortization                                        5,075              5,458
    Deferred income tax benefit                                           (159)              (131)
    Loss on sale of assets                                                  45                 66
  Changes in operating assets and liabilities (net of business
  acquisition):
    Receivables                                                          3,367               (531)
    Inventories                                                         11,616              1,596
    Accounts payable and accrued expenses                               (5,540)             3,480
    Other, net                                                             487              2,270
                                                                       --------           --------
    Net cash provided by operating activities                           17,870             12,871
                                                                       --------           --------

CASH FLOWS FROM INVESTING ACTIVITIES

  Additions to property, plant and equipment                            (3,843)            (2,167)
  Payment for business acquisition                                      (6,656)                 -
  Due to/from SF Holdings                                                  502            (32,758)
  Proceeds from sale of property, plant and equipment                      107              1,398
                                                                       --------           --------
    Net cash used in investing activities                               (9,890)           (33,527)
                                                                       --------           --------

CASH FLOWS FROM FINANCING ACTIVITIES

  Net (repayments) borrowings under revolving credit  facilities       (10,877)            22,208
  Borrowing for business acquisition                                     5,000                  -
  Net repayments of other debt                                          (1,344)              (390)
                                                                       --------           --------
    Net cash (used in) provided by financing activities                 (7,221)            21,818
                                                                       --------           --------

NET INCREASE IN CASH AND CASH EQUIVALENTS                                  759              1,162

CASH AND CASH EQUIVALENTS, beginning of period                           1,413                624
                                                                       --------           --------

CASH AND CASH EQUIVALENTS, end of period                               $ 2,172            $ 1,786
                                                                       ========           ========


SUPPLEMENTAL CASH FLOW DISCLOSURES:

    Interest paid                                                      $ 8,852            $ 9,095
                                                                       ========           ========

    Income taxes paid (refunded)                                       $   243            $  (329)
                                                                       ========           ========
</TABLE>


          See accompanying Notes to Consolidated Financial Statements.

                                       4
<PAGE>
                              THE FONDA GROUP, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)


(1)  BASIS OF PRESENTATION

     The information  included in the foregoing interim financial  statements of
The Fonda Group,  Inc.  (the  "Company")  are  unaudited  but, in the opinion of
management,  include  all  adjustments  (consisting  only  of  normal  recurring
adjustments  and  accruals)  which the Company  considers  necessary  for a fair
presentation of the operating results for these periods. Results for the interim
periods are not  necessarily  indicative  of results for the entire year.  These
condensed financial  statements should be read in conjunction with the Company's
financial  statements and notes thereto  included in the Company's annual report
on Form 10-K for the fiscal year ended September 24, 2000.  Certain prior period
amounts have been  reclassified to conform to current period  presentation.  The
Company is a wholly-owned subsidiary of SF Holdings Group, Inc. ("SF Holdings").


(2)  RECENTLY ISSUED ACCOUNTING STANDARDS

     In June 1998, the Financial  Accounting Standards Board issued Statement of
Financial  Accounting  Standard  ("SFAS")  No. 133,  Accounting  for  Derivative
Instruments and Hedging  Activities as amended by SFAS No. 137 and SFAS No. 138.
SFAS No. 133  establishes  accounting  and reporting  standards  for  derivative
instruments and requires that an entity  recognize all derivatives at fair value
in the balance sheet. The adoption of SFAS No. 133 did not have an impact on the
consolidated financial statements.

     In December  1999,  the  Securities  and Exchange  Commission  issued Staff
Accounting   Bulletin  ("SAB")  No.  101,   Revenue   Recognition  in  Financial
Statements.  SAB No. 101  establishes  accounting  and  reporting  standards for
revenue  recognition and requires that an entity not recognize  revenue until it
is realized or realizable and earned. The adoption of SAB No.101 did not have an
impact on the consolidated financial statements.


(3)  INVENTORIES

     The components of inventories are as follows (in thousands):

                                        (Unaudited)
                                         June 24,          September 24,
                                           2001                2000
                                      --------------     -----------------

Raw materials and supplies              $   15,340          $   19,723
Finished products                           37,977              42,732
Work in progress                               398                 690
                                        ----------          ----------
  Total inventories                     $   53,715          $   63,145
                                        ==========          ==========


(4)  RELATED PARTY TRANSACTIONS

     All of the below referenced  affiliates are under the common control of the
Company's Chief Executive Officer or a director of the Company.

     During the  thirty-nine  weeks ending June 24, 2001,  the Company sold $7.6
million of paper plates to  Sweetheart  Holdings  Inc.  ("Sweetheart")  and $3.7
million of scrap paper to Fibre Marketing, LLC ("Fibre Marketing").  Included in
receivables as of June 24, 2001 are (i) $1.3 million due from

                                       5
<PAGE>
Sweetheart,  (ii) $1.3 million due from Fibre  Marketing  and (iii) $0.7 million
due from SF Holdings. Other sales to affiliates,  if any, during the thirty-nine
weeks ending June 24, 2001 were not significant.

     During the  thirty-nine  weeks ending June 25, 2000,  the Company sold $8.3
million of paper plates and $0.1 million of equipment rental and shared services
to Sweetheart  and $5.2 million of scrap paper to Fibre  Marketing.  Included in
receivables as of June 25, 2000 was (i) $1.6 million due from  Sweetheart,  (ii)
$1.0  million  due from  Fibre  Marketing  and (iii)  $0.2  million  due from SF
Holdings. Other sales to affiliates, if any, during the thirty-nine weeks ending
June 25, 2000 were not significant.

     During the  thirty-nine  weeks ending June 24, 2001, the Company  purchased
(i) $16.3 million of paper cups from  Sweetheart (ii) $1.0 million of corrugated
containers  from Box USA  Holdings,  Inc.  ("Box USA") and (iii) $0.4 million of
travel services from Emerald Lady, Inc. Included in accounts payable, as of June
24, 2001, was $3.0 million due to Sweetheart.  Other purchases from  affiliates,
if any, during the thirty-nine weeks ending June 24, 2001 were not significant.

     During the  thirty-nine  weeks ending June 25, 2000, the Company  purchased
(i) $10.8 million of paper cups from Sweetheart, (ii) $1.3 million of corrugated
containers  from Box USA and (iii) $0.4 million of travel  services from Emerald
Lady, Inc. Included in accounts  payable,  as of June 25, 2000, was $1.5 million
due  to  Sweetheart.  Other  purchases  from  affiliates,  if  any,  during  the
thirty-nine weeks ending June 25, 2000 were not significant.

     In Fiscal 1998,  the Company  entered  into an  agreement  with SF Holdings
whereby the Company acquired for $7.0 million  substantially all of SF Holding's
rights under a Management  Services Agreement dated August 31, 1993, as amended,
and pursuant to which the Company has the right, subject to the direction of the
board of directors of Sweetheart,  to manage Sweetheart's day-to-day operations.
In  consideration  of the  Company's  performance  of  services,  the Company is
entitled  to receive  management  fees of $0.7  million,  $0.9  million and $1.1
million in the first, second and third years, respectively, and $1.6 million per
year for the remaining term of the Management  Services  Agreement.  The Company
believes that the terms of such  agreement are at least as favorable as those it
could  otherwise have obtained from unrelated  third parties and were negotiated
on an arm's length basis.  The $7.0 million  payment is included in other assets
and is being amortized over the term of such  agreement.  Management fee income,
net of amortization  was $0.5 million for the thirty-nine  weeks ending June 24,
2001 and $0.3 million for the thirty-nine weeks ending June 25, 2000.

     The Company leases a building in Jacksonville,  Florida from Dennis Mehiel,
the Company's Chief Executive Officer, on terms the Company believes are no less
favorable  than  could be  obtained  from  independent  third  parties  and were
negotiated on an arm's length basis.  Annual  payments  under the lease are $0.2
million  plus  annual  increases  based on changes in the  Consumer  Price Index
("CPI")  through  December 31, 2014.  In  addition,  Mr.  Mehiel can require the
Company to  purchase  the  facility  for $1.5  million,  subject to a  CPI-based
escalation,  until July 31, 2006.  In Fiscal 1998,  the Company  terminated  its
operations at this facility and is currently  subleasing the entire  facility to
an unrelated third party. Rent expense, net of sublease income on the portion of
the premises subleased, is not significant.

     During the thirty-nine  weeks ended June 25, 2000, the Company sold certain
paper cup machines to  Sweetheart  at a fair market value of $1.3  million.  The
excess of the proceeds  from the sale over the  Company's net book value of such
equipment  was  recorded  as a credit  to equity  of $1.0  million.  Independent
appraisals were obtained to determine the fairness of the sale price.

                                       6
<PAGE>
(5)  BUSINESS ACQUISITION

     On September 25, 2000, pursuant to an asset purchase agreement dated August
9, 2000 (the "Springprint  Agreement"),  the Company purchased substantially all
of the property,  plant and equipment,  intangibles  and net working  capital of
Springprint Medallion,  a division of Marcal Paper Mills, Inc.  ("Springprint").
In addition,  pursuant to the Springprint Agreement, the Company has assumed the
liabilities  and  obligations of Springprint  arising under  contracts or leases
that are  either  assets  purchased  by the  Company  or a part of the  accounts
payable.  The aggregate  purchase  price for the assets and working  capital was
$6.7 million, paid in cash. The Springprint acquisition has resulted in goodwill
of $3.2  million;  which is  being  amortized  over 20  years.  The  Springprint
acquisition  has been  accounted  for under the purchase  method and the results
have been included in the  consolidated  statements of operations since the date
of acquisition.


(6)  SF HOLDINGS STOCK COMPENSATION PLAN

     During  the  thirty-nine  weeks  ended  June 24,  2001,  SF  Holdings,  the
Company's  parent,  granted  options to purchase  shares of its common  stock to
certain employees of the Company. The options vest over a period of three years.
Certain of the  exercise  prices of the options were below the fair market value
of SF  Holding's  common  stock at the date of the  grant.  During  the  vesting
period,  this  $0.1  million  discount  is being  amortized  by the  Company  as
compensation  expense and credited to additional  paid-in capital.  Amortization
expense  relating to SF Holding's  stock options was $38,000 for the thirty-nine
weeks ended June 24, 2001.


(7)  RESTRUCTURING EXPENSE

     During the thirty-nine weeks ended June 24, 2001, the Company established a
restructuring  reserve of $0.4 million in conjunction with the  consolidation of
the Creative  Expression  Group,  Inc.'s  ("CEG"),  an affiliate of the Company,
administrative  offices in  Indianapolis,  Indiana with The Fonda Group,  Inc.'s
administrative  offices  in  Oshkosh,   Wisconsin.  This  closing  includes  the
elimination of approximately 40 positions.

     During the thirty-nine weeks ended June 25, 2000, the Company established a
restructuring  reserve of $0.5 million in  conjunction  with the  November  2000
closing of a manufacturing  facility in Maspeth, New York. This closing included
the elimination of approximately 130 positions.


Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
         AND RESULTS OF OPERATION

     Forward-looking  statements in this filing, including those in the Notes to
Consolidated  Financial  Statements,  are  made  pursuant  to  the  safe  harbor
provisions  of the  Private  Securities  Litigation  Reform  Act of  1995.  Such
forward-looking  statements  are subject to risks and  uncertainties  and actual
results could differ materially.  Such risks and uncertainties  include, but are
not limited to, general  economic and business  conditions,  competitive  market
pricing,  increases in raw material costs,  energy costs and other manufacturing
costs,  fluctuations in demand for the Company's  products,  potential equipment
malfunctions  and  pending  litigation.  For  additional  information,  see  the
Company's annual report on Form 10-K for the most recent fiscal year.

                                       7
<PAGE>
General

     The Company, a wholly-owned  subsidiary of SF Holdings,  is a converter and
marketer of disposable paper foodservice  products. On December 3, 1999, CEG, an
affiliate of the Company in the disposable party goods products business, became
an 87% owned  subsidiary  of SF Holdings  pursuant  to a merger.  On December 6,
1999, pursuant to an asset purchase agreement entered into on November 21, 1999,
the Company  purchased  the  intangible  assets of CEG,  including  domestic and
foreign trademarks,  patents, copyrights, and customer lists for $16 million. In
addition,  pursuant to the CEG Asset Purchase Agreement the Company subsequently
purchased  certain  inventory  and  acquired  other CEG  assets  for cash and in
exchange for outstanding  trade payables owed to the Company by CEG. As a result
of  this  transaction,   the  Company  markets,   manufactures  and  distributes
disposable party goods products directly to the specialty (party) channel of the
Company's  consumer  market.  The  companies  are  under  common  control,   and
therefore,  the  transaction  has  been  accounted  for in a manner  similar  to
pooling-of-interests. CEG's net assets and liabilities that were not acquired by
the Company  pursuant to the CEG Asset  Purchase  Agreement  were acquired by SF
Holdings and have been classified as "Due to/from SF Holdings".

     On September 25, 2000, pursuant to the Springprint  Agreement,  the Company
purchased  substantially all of the property,  plant and equipment,  intangibles
and net working  capital of  Springprint  Medallion,  a division of Marcal Paper
Mills, Inc. In addition,  pursuant to the Springprint Agreement, the Company has
assumed the liabilities  and obligations of Springprint  arising under contracts
or leases  that are  either  assets  purchased  by the  Company or a part of the
accounts  payable.  The  aggregate  purchase  price for the assets  and  working
capital was $6.7 million.


Thirteen Weeks Ended June 24, 2001 Compared to Thirteen Weeks Ended
June 25, 2000 (Unaudited)

     Net  sales  decreased  $1.3  million,  or 1.4%,  to $88.4  million  for the
thirteen  weeks ending June 24, 2001  compared to $89.7 million for the thirteen
weeks ending June 25, 2000, reflecting a 2.7% increase in average realized sales
price partially offset by a 4.1% decrease in sales volume. Net sales to consumer
foodservice  customers decreased 7.9%, resulting from a 0.8% increase in average
realized  sales  price and an  decrease  in sales  volume of 8.7%.  Net sales to
consumer  foodservice  customers  was  negatively  impacted by more  competitive
market  conditions  and the  Company's  decision  to  reduce  sales  to  certain
customers   experiencing   deteriorating   credit   conditions.   Net  sales  to
institutional  foodservice  customers  increased  8.4%,  resulting  from  a 0.5%
increase in average  realized  sales price and a 7.9%  increase in sales volume.
This  increase  in  institutional  foodservice  customers  volumes is  primarily
attributed to the Springprint acquisition.

     Gross profit  increased  $0.1  million,  or 0.6%,  to $17.1 million for the
thirteen  weeks ending June 24, 2001  compared to $17.0 million for the thirteen
weeks ending June 25, 2000. As a percentage of net sales, gross profit increased
from 18.9% for the thirteen weeks ending June 25, 2000 to 19.4% for the thirteen
weeks ending June 24, 2001.  Gross profit for the thirteen weeks ending June 24,
2001 was positively  affected by increased selling prices,  which were partially
offset by higher raw material and energy costs.

     Selling,  general and administrative  expenses  decreased $2.1 million,  or
17.2%,  to $10.1 million for the thirteen weeks ending June 24, 2001 compared to
$12.2 million for the thirteen  weeks ending June 25, 2000 primarily as a result
of a  decrease  in the  workforce  resulting  from the CEG  consolidation  and a
reduction in selling expenses.

                                       8
<PAGE>
     Restructuring  expenses  decreased $0.1 million,  or 20.0%, to $0.4 million
for the  thirteen  weeks  ending June 24, 2001  compared to $0.5 million for the
thirteen weeks ending June 25, 2000. In the thirteen weeks ending June 24, 2001,
the  Company   recorded  a  $0.4  million   reserve  in  conjunction   with  the
consolidation of the CEG administrative office. In the thirteen weeks ended June
25, 2000,  the Company  established a  restructuring  reserve of $0.5 million in
conjunction with the closing of a manufacturing facility in Maspeth, New York.

     Other (income),  net increased $0.2 million,  or 200.0%,  to income of $0.3
million for the thirteen  weeks ending June 24, 2001  compared to income of $0.1
million  for the  thirteen  weeks  ending  June 25,  2000 due to an  increase in
management fee income.

     Operating income increased $2.5 million,  or 58.1%, to $6.8 million for the
thirteen  weeks  ending June 24, 2001  compared to $4.3 million for the thirteen
weeks ending June 25, 2000 due to the reasons discussed above.

     Interest  expense,  net of interest income was flat at $3.8 million for the
thirteen weeks ending June 24, 2001 and the thirteen weeks ending June 25, 2000.

     Income tax expense  increased $1.0 million,  or 500.0%, to $1.2 million for
the  thirteen  weeks  ending  June 24,  2001  compared  to $0.2  million for the
thirteen  weeks  ending  June 25,  2000 as a result  of  increased  income.  The
effective rate for the thirteen weeks ending June 24, 2001 was 38.9% and for the
thirteen weeks ending June 25, 2000 was 37.9%.

     Net income  increased  $1.6  million,  or 533.3%,  to $1.9  million for the
thirteen  weeks  ending June 24, 2001  compared to $0.3 million for the thirteen
weeks ending June 25, 2000, due to the reasons stated above.

Thirty-nine Weeks Ended June 24, 2001 Compared to Thirty-nine Weeks Ended
June 25, 2000 (Unaudited)

     Net sales  increased  $3.0  million,  or 1.1%,  to $268.3  million  for the
thirty-nine  weeks  ending  June 24,  2001  compared  to $265.3  million for the
thirty-nine  weeks ending June 25, 2000,  reflecting a 5.7%  increase in average
realized sales price  partially  offset by a 4.6% decrease in sales volume.  Net
sales to consumer  foodservice  customers decreased 7.2%,  resulting from a 4.4%
increase in average  realized sales price,  offset by a decrease in sales volume
of 11.6%. Net sales to consumer foodservice customers was negatively impacted by
more competitive market conditions and the Company's decision to reduce sales to
certain customers experiencing deteriorating credit conditions, offset partially
by a  more  favorable  product  mix.  Net  sales  to  institutional  foodservice
customers  increased  14.4%,  resulting from a 0.4% increase in average realized
sales price,  combined with a 14.0%  increase in sales volume.  This increase in
institutional  foodservice  customers  volumes is  primarily  attributed  to the
Springprint acquisition.

     Gross profit  increased  $0.4  million,  or 0.8%,  to $50.2 million for the
thirty-nine  weeks  ending  June 24,  2001  compared  to $49.8  million  for the
thirty-nine  weeks ending June 25, 2000.  As a  percentage  of net sales,  gross
profit  decreased from 18.8% for the  thirty-nine  weeks ending June 25, 2000 to
18.7% for the  thirty-nine  weeks  ending June 24,  2001.  Gross  profit for the
thirty-nine  weeks  ending June 24, 2001 was  positively  affected by  increased
selling  prices,  which was  entirely  offset by higher raw  material and energy
costs.

     Selling,  general and administrative  expenses  decreased $2.9 million,  or
7.9%, to $33.6 million for the  thirty-nine  weeks ending June 24, 2001 compared
to $36.5 million for the thirty-nine weeks
                                       9
<PAGE>
ending  June 25,  2000  primarily  as a result of a  decrease  in the  workforce
resulting from the CEG consolidation and a reduction in selling expenses.

     Restructuring  expenses  decreased $0.1 million,  or 20.0%, to $0.4 million
for the thirty-nine  weeks ending June 24, 2001 compared to $0.5 million for the
thirty-nine weeks ending June 25, 2000. In the thirty-nine weeks ending June 24,
2001, the Company  recorded a reserve in conjunction  with the  consolidation of
the CEG administrative office. In the thirty-nine weeks ended June 25, 2000, the
Company established a restructuring  reserve of $0.5 million in conjunction with
the closing of a manufacturing facility in Maspeth, New York.

     Other (income),  net increased $0.2 million,  or 66.7%, to $0.5 million for
the  thirty-nine  weeks  ending June 24, 2001  compared to $0.3  million for the
thirty-nine  weeks  ending June 25, 2000 due to an  increase in  management  fee
income.

     Operating income increased $3.5 million, or 26.7%, to $16.6 million for the
thirty-nine  weeks  ending  June 24,  2001  compared  to $13.1  million  for the
thirty-nine weeks ending June 25, 2000 due to the reasons discussed above.

     Interest expense,  net of interest income decreased $0.4 million,  or 3.3%,
to $11.6  million for the  thirty-nine  weeks  ending June 24, 2001  compared to
$12.0  million  for  the  thirty-nine  weeks  ending  June  25,  2000.  For  the
thirty-nine  weeks ending June 24, 2001,  the Company  realized  lower  interest
expense due primarily to lower average interest rates.

     Income tax expense  increased $1.6 million,  or 400.0%, to $2.0 million for
the  thirty-nine  weeks  ending June 24, 2001  compared to $0.4  million for the
thirty-nine  weeks  ending  June 25,  2000 as a result  of  higher  income.  The
effective rate for the thirty-nine  weeks ending June 24, 2001 was 40.5% and for
the thirty-nine weeks ending June 25, 2000 was 38.6%.

     Net income  increased  $2.3  million,  or 328.6%,  to $3.0  million for the
thirty-nine  weeks  ending  June  24,  2001  compared  to $0.7  million  for the
thirty-nine weeks ending June 25, 2000, due to the reasons stated above.


Liquidity And Capital Resources

         Historically, the Company has relied on cash flow from operations, the
sale of assets and borrowing under its credit facility to finance its working
capital requirements and capital expenditures. The Company expects to continue
this method of funding for its 2001 capital expenditures.

     Net cash provided by operating  activities  increased $5.0 million to $17.9
million in the thirty-nine  weeks ending June 24, 2001 compared to $12.9 million
in the thirty-nine weeks ending June 25, 2000. This increase is primarily due to
a decrease in  receivables as a result of better  collections  and a decrease in
inventory as a result of improved inventory management.

     Capital  expenditures  for the  thirty-nine  weeks ended June 24, 2001 were
$3.8 million compared to $2.2 million for the thirty-nine  weeks ending June 25,
2000.  Capital  expenditures  in the  thirty-nine  weeks  ending  June 24,  2001
included  $2.8  million  for new  production  equipment  and  $1.0  million  for
renovations and conversions.

     The  Company  has  a $55  million  revolving  credit  facility  subject  to
borrowing base  limitations.  The credit facility is  collateralized by eligible
accounts receivable,  inventories,  and certain general intangibles.  The credit
facility  matures on September 30, 2001.  Borrowings are available at the bank's
prime rate plus 0.25% or at LIBOR plus 2.25% at the election of the Company.  At
June 24, 2001, $29.8 million was

                                       10
<PAGE>
outstanding and $25.2 million was the maximum  remaining advance available based
upon eligible  collateral.  Although the Company intends to refinance this debt,
there  can be no  assurances  that  the  Company  will be able  to  obtain  such
refinancing on terms and conditions acceptable to the Company.

     In addition to the revolving credit facility, the Company's credit facility
also includes a term loan of $5 million of which $4.3 million was outstanding at
June 24, 2001.  This amount is payable in equal monthly installments through the
maturity  date of  September  30,  2001.  Borrowings  under  the term  loan bear
interest, at the Company's election, equal to the bank's prime rate plus 0.5% or
LIBOR plus 2.5%. The proceeds from this term loan were used to partially finance
the purchase of Springprint.

     Pursuant to the terms of the instruments  governing the indebtedness of the
Company,  the Company is subject to certain  affirmative and negative  covenants
customarily contained in agreements of this type, including, without limitations
covenants   that  restrict,   subject  to  specified   exceptions  (i)  mergers,
consolidations,  asset sales or changes in capital  structure,  (ii) creation or
acquisition  of  subsidiaries,  (iii) purchase or redemption of capital stock or
declaration or payment of dividends or distributions on such capital stock, (iv)
incurrence of additional indebtedness,  (v) investment activities, (vi) granting
or  incurrence  of liens to  secure  other  indebtedness,  (vii)  prepayment  or
modification of the terms of subordinated  indebtedness,  and (viii) engaging in
transactions with affiliates.  In addition,  such debt instruments  restrict the
Company's  ability to pay dividends or make other  distributions to SF Holdings.
The  credit  facility  also  requires  that  certain  financial   covenants  are
satisfied.

     Management  believes  that cash  generated  by  operations,  combined  with
amounts  available under the Company's  credit  facility,  will be sufficient to
meet the Company's  working  capital and capital  expenditure  needs in the next
twelve months.

     The Company is contemplating  various strategic options which may include a
restructuring of its business debt and capital structure, including, among other
things, the public sale or private placement of debt or equity securities of the
Company or its subsidiaries,  joint venture  transactions,  new borrowings,  the
refinancing of the Company's  existing debt agreements,  open market  purchases,
tender offers or exchange offers of the Company's outstanding securities.  There
can be no assurances that any of these strategic options will be consummated.


Item 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

         NONE


                           PART II - OTHER INFORMATION


Item 6.  EXHIBITS AND REPORTS ON FORM 8-K

         (a) Reports on Form 8-K:

         No reports on Form 8-K were filed during the thirty-nine weeks
         ended June 24, 2001

                                       11
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                                   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, its duly authorized officer and principal financial officer.



                             THE FONDA GROUP, INC.
                             (registrant)
Date:  July 20, 2001         By:  /s/ Hans H. Heinsen
       -------------              -------------------
                             Hans H. Heinsen
                             Senior Vice President -
                             Chief Financial Officer and Treasurer

                            (Principal Financial and Accounting Officer and Duly
                             Authorized Officer)