`UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D. C. 20549




                                    FORM 10-Q

(Mark one)
[ X ]       QUARTERLY  REPORT  PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
            EXCHANGE ACT OF 1934

            For the  quarterly period ended September 30, 2001

                                       Or

[   ]       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 0-19824

                      Nutrition Management Services Company
             (Exact name of registrant as specified in its charter)

      Pennsylvania                                               23-2095332
--------------------------------------------------------------------------------
  (State or other jurisdiction of                           (I.R.S. Employer
  incorporation or organization)                            Identification No.)

      Box 725, Kimberton Road, Kimberton, PA                         19442
--------------------------------------------------------------------------------
  (Address of principal executive offices)                         (Zip Code)

Registrant's telephone number, including area code    (610) 935-2050
                                                   -----------------------------

                                       N/A
--------------------------------------------------------------------------------
Former name, former address and former fiscal year, if change since last report.

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  report),  and  (2)  has  been  subject  to such  filing
requirements for the past 90 days Yes /X/  No / /.

2,747,000  Shares of Registrant's  Class A Common Stock,  with no par value, and
100,000  shares of  Registrant's  Class B Common Stock,  with no par value,  are
outstanding as of November 9, 2001.







                                TABLE OF CONTENTS


Part I.     Financial Information                                       Page No.
            ---------------------                                       --------

            Consolidated Balance Sheets of
            September 30, 2001 (unaudited) and June 30, 2001             2 - 3

            Consolidated Statements of Operations for the Three
            Months Ended September 30, 2001 (unaudited) and
            2000 (unaudited)                                               4

            Consolidated Statements of Cash Flows for the Three
            Months Ended September 30, 2001 (unaudited) and
            2000 (unaudited)                                               5

            Notes to Financial Statements                                6 - 7

            Management's Discussion and Analysis of Financial Condition
            and Results of Operations                                    8 - 10

Part II.    Other Information                                              11

            Signatures                                                     12


                                      - 1 -






                      NUTRITION MANAGEMENT SERVICES COMPANY

                           CONSOLIDATED BALANCE SHEETS

                                     ASSETS


                                                                      September 30,    June 30,
                                                                         2001            2001
                                                                         ----            ----
                                                                      (unaudited)


Current assets:
   Cash and cash equivalents                                          $   438,156   $   451,875
   Accounts receivable, net of allowance for doubtful
      accounts of $1,400,586 and 1,175,596, respectively                6,660,866     6,424,629
   Accrued Income                                                          65,810       177,967
   Deferred income taxes                                                  636,617       636,617
   Inventory                                                              238,823       232,869
   Prepaid and other                                                      375,354       417,009
                                                                      -----------   -----------
Total current assets                                                    8,415,626     8,340,966
                                                                      -----------   -----------

Property and equipment, net                                             8,998,529     9,127,742
                                                                      -----------   -----------

Construction in Progress                                                     --            --
                                                                      -----------   -----------
Other assets:
   Investment in contracts                                                240,000       280,000
   Advances to employees                                                  484,763       328,988
   Deferred income taxes                                                  192,269       192,269
   Bond issue costs                                                       221,021       224,562
   Deferred costs and other assets                                         10,021        10,020
                                                                      -----------   -----------
Total other assets                                                      1,148,074     1,035,839
                                                                      -----------   -----------
                                                                      $18,562,229   $18,504,547
                                                                      ===========   ===========


            See Notes to Unaudited Consolidated Financial Statements

                                     - 2 -






                      NUTRITION MANAGEMENT SERVICES COMPANY

                           CONSOLIDATED BALANCE SHEETS

                      LIABILITIES AND STOCKHOLDERS' EQUITY

                                                                              September 30,         June 30,
                                                                                   2001              2001
                                                                                   ----              -----
                                                                                (unaudited)


Current liabilities:
     Current portion of long-term debt                                         $    186,814    $    186,813
     Accounts payable                                                             4,155,117       4,537,741
     Accrued expenses                                                               398,626         341,286
     Accrued payroll and related expenses                                           296,437         273,217
     Other                                                                          119,286         125,960
                                                                               ------------    ------------
Total current liabilities                                                         5,156,280       5,465,017
                                                                               ------------    ------------

Long-Term liabilities:
    Long-term debt, net of current portion                                        6,011,914       5,386,120
    Long-term note payable                                                          982,881       1,067,128
                                                                               ------------    ------------
    Total long-term liabilities                                                   6,994,795       6,453,248
                                                                               ------------    ------------


Stockholders' equity:
    Undesignated preferred stock - no par, 2,000,000 shares authorized, none
            issued or outstanding                                                      --              --

     Common stock:
     Class A - no par, 10,000,000 shares authorized; 3,000,000 issued
             2,747,000 and 2,747,000 outstanding, respectively                    3,801,926       3,801,926
     Class B - no par, 100,000 shares authorized, issued and outstanding                 48              48
     Retained earnings                                                            3,108,743       3,283,871
                                                                               ------------    ------------
                                                                                  6,910,717       7,085,845


     Less:  treasury stock (Class A common: 253,000 and 253,000
       shares, respectively) - at cost                                             (499,563)       (499,563)

Total stockholders' equity                                                        6,411,154       6,586,282
                                                                               ------------    ------------
                                                                               $ 18,562,229    $ 18,504,547
                                                                               ============    ============


            See Notes to Unaudited Consolidated Financial Statements


                                      - 3 -





                      NUTRITION MANAGEMENT SERVICES COMPANY

                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)

                                                Three months ended
                                                   September 30,
                                                2001           2000
                                                ----           ----


Food Service Revenue                       $  7,422,218    $ 12,192,563

Cost of Operations
     Payroll and related expenses             2,394,289       3,755,366
     Other costs of operations                3,433,335       6,455,074
                                           ------------    ------------
          Cost of operations                  5,827,624      10,210,440
                                           ------------    ------------

Gross Profit                                  1,594,594       1,982,123
                                           ------------    ------------

Expenses
     General and administrative expenses      1,214,849       1,563,123
     Depreciation and amortization              210,448         156,272
      Provision for doubtful accounts           225,000         180,000
                                           ------------    ------------
           Expenses                           1,650,297       1,899,395
                                           ------------    ------------

Income/(Loss) from operations                   (55,703)         82,728
                                              ---------    ------------

Other income (expense)
     Other                                      (23,323)          6,115
     Interest income                              3,143          12,160
     Interest expense                           (99,252)       (144,591)
                                              ---------    -------------
            Other income (expense) - net       (119,432)       (126,316)
                                              ---------    ------------

Loss before income taxes                       (175,135)        (43,588)
                                              ---------    ------------
Provision for income taxes                         --            23,334
                                              ---------    ------------

Net loss                                       ($175,135)  ($    66,922)
                                              ==========   ============

Net loss per share - basic and diluted         ($   0.06)  ($      0.02)
                                              ==========   ============

Weighted average number of shares              2,847,000      2,847,000
                                              ==========   ============


            See Notes to Unaudited Consolidated Financial Statements

                                      - 4 -



                      NUTRITION MANAGEMENT SERVICES COMPANY
                      CONSOLIDATED STATEMENT OF CASH FLOWS
                                   (Unaudited)

                                                                         Three Months-Ended
                                                                            September 30,
                                                                          2001           2000
                                                                          ----           ----
Operating activities:
Net loss                                                              ($  175,135)   ($   66,922)
Adjustments to reconcile net loss to net cash provided by (used in)
operating activities:
     Depreciation and amortization                                        210,448        146,039
     Provision for bad debts                                              225,000        180,000
     Amortization of deferred gain                                              0         (6,591)
     Amortization of bond costs                                             3,641          3,642
Changes in assets and liabilities:
     Accounts receivable                                                 (461,237)    (1,301,081)
     Accrued Income                                                       112,157        153,413
     Inventory and other                                                   35,701        113,295
     Accounts payable                                                    (382,625)       709,700
     Accrued expenses                                                      41,048        114,198
     Accrued payroll and related expenses                                  23,220         24,312
     Accrued professional                                                  13,179         (8,824)
     Accrued incomes taxes                                                  3,113         26,173
     Other                                                                 33,236         41,750
                                                                      -----------    -----------
Net cash (used in)/provided by operating activities                      (318,254)       129,104
                                                                      -----------    -----------

Investing activities:
     (Advances)/Repayment to employees                                   (155,776)       (21,957)
     Purchase of property and equipment, (net)                            (81,236)       (51,445)
     Deferred costs                                                             0              0
                                                                      -----------    -----------
Net cash used in investing activities                                    (237,012)       (73,402)
                                                                      -----------    -----------

Financing activities:
     Repayments of long-term debt                                        (125,000)    (1,150,000)
     Repayments of long-term note payable                                 (84,247)       (84,294)
     Repayments of term loan                                              (15,206)       (13,964)
     Proceeds from line of credit                                         766,000        700,000
                                                                      -----------    -----------
Net cash provided by/(used in) financing activities                       541,547       (584,258)
                                                                      -----------    -----------

  Net decrease in cash                                                    (13,719)      (492,556)
                                                                      -----------    -----------

Cash and cash equivalents - beginning of period                           451,875      1,134,720

Cash and cash equivalents - end of period                             $   438,156    $   642,164
                                                                      ===========    ===========

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
CASH PAID DURING THE PERIOD FOR:
     Interest                                                         $   100,485    $    90,721
     Income taxes                                                     $         0    $       200


            See Notes to Unaudited Consolidated Financial Statements
                                      - 5 -





                      NUTRITION MANAGEMENT SERVICES COMPANY

              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

                                SEPTEMBER 30,2001

1.          BASIS OF PRESENTATION

            The accompanying  unaudited  consolidated  financial statements were
            prepared in accordance with generally accepted accounting principles
            for interim financial information for quarterly reports on Form 10-Q
            and, therefore,  do not include all of the information and footnotes
            required by generally  accepted  accounting  principles for complete
            financial statements.  However, all adjustments that, in the opinion
            of management are necessary for fair  presentation  of the financial
            statements,  have been  included.  The results of operations for the
            interim  periods  presented  are not  necessarily  indicative of the
            results that may be expected for the entire  fiscal year ending June
            30, 2002.  The  financial  information  presented  should be read in
            conjunction with the Company's financial  statements that were filed
            under Form 10-K.

2.          EARNINGS PER COMMON SHARE

            Earnings per common share amounts are based on the  weighted-average
            number of shares of common stock outstanding  during the three-month
            period  ending  September  30,  2001 and  2000.  Stock  options  and
            warrants did not impact  earnings per share each period as they were
            anti-dilutive.

3.          LITIGATION

            On February 7, 2001,  Nutrition  Management  Services  Company filed
            suit  against a major client in the Court of Common Pleas of Chester
            County, Pennsylvania.  In the lawsuit, Nutrition Management Services
            Company claims that the client failed to pay $2.4 million on account
            of services Nutrition Management Services Company rendered, and that
            the client  should be required  to  reimburse  Nutrition  Management
            Services Company for over $400,000 in start up expenses, in addition
            to other claims.

            In  addition  to the  litigation  described  above,  the  Company is
            exposed  to  asserted  and  unasserted  claims.  In the  opinion  of
            management, the resolution of these matters will not have a material
            adverse  effect on the  Company's  financial  position,  results  of
            operations or cash flows.


                                      - 6 -




                      NUTRITION MANAGEMENT SERVICES COMPANY

        NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

                               SEPTEMBER 30, 2001

4.          BUSINESS SEGMENTS

The Company follows the disclosure provisions of SFAS No. 131, DISCLOSURES ABOUT
SEGMENTS OF AN ENTERPRISE  AND RELATED  INFORMATION.  This  management  approach
focuses on internal  financial  information that is used by management to assess
performance  and to  make  operating  decisions.  SFAS  No.  131  also  requires
disclosures about products, services, geographic areas, and major customers. The
adoption of SFAS No. 131 had no effect on the Company's results of operations or
financial position.

The  Company's  reportable  segments  are (1) food  service  management  and (2)
training and conference  center.  The Company reports segment  performance on an
after tax basis.  Deferred  taxes are not allocated to segments.  The management
accounting  policies  and  processes  utilized in  compiling  segment  financial
information  are highly  subjective and, unlike  financial  accounting,  are not
based on  authoritative  guidance  similar to  accounting  principals  generally
accepted in the United States of America. As a result,  reported segment results
are not  necessarily  comparable  with  similar  information  reported  by other
similar companies.

                                                                 Food Service            Training and
                                                                  Management             Conference Center        Total
                                                                  ----------             -----------------        -----
         For the quarter ended Sept. 30, 2001:
           Food service revenue                                  $7,335,314              $   86,904            $7,422,218
           Depreciation and amortization                             84,454                 125,993               210,448
           Income (loss) from operations                            265,404                (321,103)              (55,702)
           Interest income                                            3,143                       0                 3,143
           Interest expense                                         (45,280)                (53,972)              (99,252)
           Income (loss) before taxes (benefit)                     220,599                (395,734)             (175,135)
           Net income (loss)                                        220,599                (395,734)             (175,135)
           Total assets                                           9,638,925               8,923,305            18,562,229
           Capital expenditures                                      81,236                       0                81,236


                                                                 Food Service          Training and
                                                                  Management           ConferenceCenter           Total
         For the quarter ended Sept. 30, 2000:
           Food service revenue                                  $12,010,657             $  181,906            $12,192,563
           Depreciation and amortization                              32,083                124,189                156,272
           Income (loss) from operations                             370,981               (288,254)                82,728
           Interest income                                            12,160                      0                 12,160
           Interest expense                                          (84,084)               (60,507)              (144,591)
           Income (loss) before taxes (benefit)                      305,173                (348,761)              (43,588)
           Net income (loss)                                         281,839                (348,761)              (66,922)
           Total assets                                           11,095,473               9,356,919            20,452,392
           Capital expenditures                                       51,445                       0                51,445



                                      - 7 -






           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                            AND RESULTS OF OPERATIONS

            The following  discussion and analysis should be read in conjunction
with the financial statements and notes thereto.

RESULTS OF OPERATIONS

            Revenues for the quarter ended September 30, 2001 were $7,422,218, a
decrease of  $4,770,345  or 39.13%  compared to revenues of  $12,192,563  in the
corresponding  quarter  last  year.  This  decrease  is a  result  of  cancelled
contracts during the period offset by growth within existing contracts.

            Cost of operations  provided for the current quarter was $5,827,624,
compared to  $10,210,440  for similar  expenses in the same period last year,  a
decrease of $4,382,816 or 42.92%. This decrease in costs of services provided is
due to lower revenues during the period offset by inflationary  price, wage, and
expense increases.

            Gross  Profit for the current  quarter was  $1,594,594,  compared to
$1,982,123 for the same period last year, a decrease of $387,529 or 19.55%. This
decrease is due to lower  revenues in the period.  As a  percentage  of revenue,
gross profit increased from 16.26% to 21.48%.

            General and administrative  expenses for the quarter were $1,214,849
or 16.37% of revenue,  compared to  $1,563,123 or 12.82% of revenue for the same
quarter last year, a decrease of $348,274 or 22.28%.  The decrease is the result
of certain cost cutting measures implemented by the Company.

            Provision  for  doubtful  accounts  for  the  quarter  was  $225,000
compared to $180,000 for the  corresponding  quarter last year. This increase of
$45,000 is  attributable  to an increase in business  activities and a change in
contractual relationships.

            Interest expense for the three-month period totaled $99,252 compared
to $144,591 for the same period last year. The decrease in interest expense is a
result of repayment in borrowings as well as a reduction in interest rates.

            For the reasons  stated above,  net loss after taxes for the quarter
ended  September  30,  2001  was  ($175,135)   compared  to  ($66,922)  for  the
corresponding  quarter last year. Net loss per share for the current quarter was
($0.06)  compared  to net loss per share of ($0.02)  for the same  quarter  last
year.


                                      - 8 -






LIQUIDITY AND CAPITAL RESOURCES

            At September 30, 2001 the Company had working capital of $3,259,396.

            OPERATING  ACTIVITIES.  Cash used in operations for the three months
ended  September  30,  2001  was  $318,254  compared  to  $129,104  provided  by
operations for the three months ended  September 30, 2000. A decrease in current
liabilities  and  noncash  items of  $142,983  offset by an increase in accounts
receivable  of $461,237  was  primarily  responsible  for the current  quarter's
activity.

            INVESTING ACTIVITIES. Investing activities consumed $237,012 in cash
in the current  quarter  compared to $73,402 in cash consumed in the same period
last year.

            FINANCING ACTIVITIES.  Current quarter financing activities provided
$541,547 in cash  compared  to  $584,258  consumed in the same period last year.
Proceeds  of $766,000  offset by  repayment  of long term debt of $224,453  were
responsible for the current quarter's activity.

            CAPITAL  RESOURCES.  In February  2001,  the Company  refinanced its
outstanding  indebtedness.  These credit facilities include a $4,000,000 line of
credit and  letters of credit  for  $878,379  and  $2,258,404  guaranteeing  two
industrial  revenue bond issues.  The new loan agreement requires the Company to
maintain  certain  financial  covenants.  The  Company is  current  with all its
obligations  to its  bank  and on its  bonds  and is in  compliance  with  their
financial convenants.

            A substantial  portion of the Company's  revenues are dependent upon
the payment of its fees by customer  healthcare  facilities,  that, in turn, are
dependent  upon  third-party  payers  such as state  governments,  Medicare  and
Medicaid. Delays in payment by third-party payers,  particularly state and local
governments, may lead to delays in the collection of accounts receivable.

            The Company has no material  commitments  for capital  expenditures,
including the Collegeville Inn &  Conference  Center,  and believes that its
cash from operations,  existing  balances,  and available credit  facilities are
adequate  for the  fiscal  year  June  30,  2002 to  satisfy  the  needs  of its
operations.


                                      - 9 -






FORWARD LOOKING STATEMENTS

This form 10-Q contains forward-looking statements within the meaning of Section
27A of the  Securities Act of 1933, as amended and Section 21E of the Securities
Exchange  Act of 1934,  as amended,  that are intended to be covered by the safe
harbors  created  thereby.  Investors  are  cautioned  that all  forward-looking
statements  involve risks and uncertainty,  including  without  limitation,  the
adequacy of the Company's cash from operations,  existing balances and available
credit line.  Although the Company believes that the assumptions  underlying the
forward-looking   statements  contained  herein  are  reasonable,   any  of  the
assumptions could be inaccurate,  and therefore,  there can be no assurance that
the  forward-looking  statements  included  in this Form  10-Q will  prove to be
accurate. In light of significant  uncertainties inherent in the forward-looking
statements  included  herein,  the inclusion of such  information  should not be
regarded  as a  representation  by the  Company  or any  other  person  that the
objectives and plans of the Company will be achieved.




                                     - 10 -




                           PART II - OTHER INFORMATION


   Item 1.      Legal Proceedings                                           None

   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                                           None

   Item 6.      Exhibits and Reports on Form 8-K                            None

                (a)  Exhibits

                (b)  Reports on Form 8-K                                    None


                                     - 11 -




                                   SIGNATURES


            Pursuant to the requirements of the Securities Exchange Act of 1934,
the  Company  has duly  caused  this  report to be  signed on its  behalf by the
undersigned thereunto duly authorized.



                                       Nutrition Management Services Company


                                       /s/ Joseph V. Roberts
                                       -------------------------------
                                       Joseph V. Roberts
                                       Chairman and Chief Executive Officer




                                       /s/ Linda J. Haines
                                       -------------------------------
                                       Linda J. Haines
                                       (Principal Financial Officer)


Date:  November 14, 2001



                                     - 12 -`