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, 1999
                                         ------------------

                                       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 Identification No.)
incorporation or organization)

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 12, 1999.

<PAGE>
                                TABLE OF CONTENTS

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


            Consolidated Balance Sheets of
            September 30, 1999 (unaudited) and June 30, 1999               2 - 3

            Consolidated Statements of Operations for the Three Months
            Ended September 30, 1999 (unaudited) and 1998 (unaudited)          4

            Consolidated Statements of Cash Flows for the
            Three Months Ended September 30, 1999 (unaudited)
            and 1998 (unaudited)                                               5

            Notes to Financial Statements                                      6

            Management's Discussion and Analysis of Financial Condition
            and Results of Operations                                      7 - 8

Part II.    Other Information                                                 10

            Signatures                                                        11



                                      - 1 -


<PAGE>

                      NUTRITION MANAGEMENT SERVICES COMPANY

                           CONSOLIDATED BALANCE SHEETS

                                     ASSETS

<TABLE>
<CAPTION>
                                                       September 30,    June 30,
                                                          1999           1999
                                                        -----------     --------
                                                        (unaudited)

<S>                                                   <C>           <C>
Current assets:
   Cash and cash equivalents                             $1,062,847  $    43,282
   Accounts receivable, net of allowance for doubtful
      accounts of $ 759,523 and $637,900, respectively    6,890,241    8,214,229
   Unbilled revenue                                         578,812      435,663
   Deferred income taxes                                    492,666      492,666
   Inventory and other                                      836,563      785,943
                                                         ----------  -----------
Total current assets                                      9,861,129    9,971,783
                                                         ----------  -----------
Property and equipment, net                               9,888,388    9,912,797
                                                         ----------  -----------
Construction in Progress                                     12,810       12,810
                                                         ----------  -----------

Other assets:
   Advances to officers                                     308,785      346,871
   Investment in contracts, net of accumulated
   amortization of
   $1,721,489 and $1,709,136, respectively                      ---       12,353
   Deferred income taxes                                    404,315      404,315
   Bond issue costs                                         250,053      253,694
   Deferred costs and other assets                           25,060       29,772
                                                       ------------  -----------
Total other assets                                          988,213    1,047,005
                                                       ------------  -----------
                                                       $ 20,944,395  $20,750,540
                                                       ============  ===========
</TABLE>

            See Notes to Unaudited Consolidated Financial Statements



                                      - 2 -

<PAGE>

                      NUTRITION MANAGEMENT SERVICES COMPANY

                           CONSOLIDATED BALANCE SHEETS

                      LIABILITIES AND STOCKHOLDERS' EQUITY

<TABLE>
<CAPTION>
                                                    September 30,      June 30,
                                                        1999            1999
                                                    -------------    -----------
                                                    (unaudited)
<S>                                              <C>             <C>
Current liabilities:
     Accounts payable                               $ 5,483,099     $ 5,476,019
     Accrued expenses                                   464,473         414,205
     Accrued payroll and related expenses               471,177         458,370
     Accrued professional                               125,798         155,937
     Accrued income taxes                                26,173          13,992
     Current portion of long-term debt                  110,000         110,000
     Other                                              322,860         338,878
                                                   ------------     ------------
Total current liabilities                             7,003,580       6,967,401
                                                   ------------     ------------

Long-Term liabilities:
    Long-term debt, net of current portion            7,185,000       7,185,000
    Other                                                46,186          52,778
                                                   ------------     ------------
Total long-term liabilities                           7,231,186       7,237,778
                                                   ------------     ------------

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                                3,213,363       3,436,805
                                                   ------------     ------------
                                                      7,015,337       7,238,779
     Less:  treasury stock (Class A common:
        253,000 and 253,000 shares,
        respectively) - at cost                        (499,563)      ( 499,563)
                                                   ------------     ------------
Total stockholders' equity                            6,515,774       6,739,216
                                                   ------------     ------------
                                                   $ 20,750,540    $ 20,944,395
                                                   ============     ============
</TABLE>
            See Notes to Unaudited Consolidated Financial Statements

                                      - 3 -

<PAGE>



                      NUTRITION MANAGEMENT SERVICES COMPANY

                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)
<TABLE>
<CAPTION>

                                                  Three months ended
                                                    September 30,
                                               1999               1998
                                               ----               ----

<S>                                      <C>                <C>
Food Service Revenue                        $9,782,518         $9,115,066

Cost of operations
     Payroll and related expenses            4,024,940          3,921,992
     Other costs of operations               4,002,323          3,651,298
                                           -----------      -------------
          Cost of operations                 8,027,263          7,573,290
                                           -----------      -------------

Gross profit                                 1,755,255          1,541,776
                                           -----------      -------------

Expenses
     General and administrative expenses     1,586,681          1,325,583
     Depreciation and amortization             205,263            174,404
     Provision for doubtful accounts            80,000             80,981
                                           -----------      -------------
          Expenses                           1,871,944          1,580,968
                                           -----------      -------------
Loss from operations                          (116,689)           (39,192)
                                           -----------      -------------
Other income (expense)
     Other                                      22,764              1,323
     Interest income                            18,913             12,882
     Interest expense                         (138,430)          (104,796)
                                           -----------      -------------
          Other income (expense) - net         (96,753)           (90,591)
                                           -----------      -------------

Loss before income taxes                      (213,442)          (129,783)

Provision for income taxes                      10,000             20,000
                                           -----------      -------------

Net loss                                     ($223,442)         ($149,783)
                                           ===========      =============

Net loss per share - basic and diluted          ($0.08)            ($0.05)
                                           ===========      =============

Weighted average number of shares            2,747,000          2,742,734
                                           ===========      =============
</TABLE>


            See Notes to Unaudited Consolidated Financial Statements

                                      - 4 -


<PAGE>
                      NUTRITION MANAGEMENT SERVICES COMPANY
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)
<TABLE>
<CAPTION>

                                                            Three Months Ended
                                                                September 30,
                                                           1999           1998
                                                           ----           ----

<S>                                               <C>             <C>
Operating activities:
Net loss                                              ($223,442)      ($149,783)
Adjustments to reconcile net loss to
  net cash provided by(used in)
  operating activities:
     Depreciation and amortization                      205,263         174,404
     Provision for bad debts                             80,000          80,981
     Amortization of deferred gain                       (6,592)         (6,591)
     Amortization of bond costs                           3,641           3,641
Changes in assets and liabilities:
     Accounts receivable                              1,243,988         129,471
     Deferred income taxes                                 ----        (108,328)
     Unbilled revenue                                  (143,149)         61,370
     Inventory and other                                (50,620)       (118,648)
     Accounts payable                                     7,080        (265,201)
     Accrued expenses                                    50,268         191,577
     Accrued payroll and related expenses                12,807         (14,687)
     Accrued professional                               (30,139)           -----
     Accrued incomes taxes                               12,181            ----
     Other                                              (16,018)         94,684
                                                      ----------     -----------
Net cash provided by operating activities             1,145,268          72,890
                                                      ----------     ----------

Investing activities:
     Repayment (Advances) to officers                    38,086          (2,750)
     Transfer restricted cash to/(from) cash               -----        (15,997)
     Purchase of property and equipment                (168,501)        (78,291)
     Deferred costs                                       4,712            ----
                                                      ----------     -----------
Net cash (used in) investing activities                (125,703)        (97,038)
                                                      ----------     -----------

Financing activities:
     Repayments of long-term debt                           ----       (154,370)
     Proceeds from line of credit                           ----        122,500
                                                      ----------     -----------
Net cash (used in) financing activities                     ----        (31,870)
                                                      ----------     -----------
     Net increase(decrease) in cash                   1,019,565         (56,018)
                                                      ----------     -----------

Cash and cash equivalents - beginning of period          43,282          13,517

Cash and cash equivalents - end of period            $1,062,847         $75,499
                                                     ==========     ===========

Supplemental disclosure of cash flow information:
Cash paid during the period for:
     Interest                                          $136,028        $104,796
     Income taxes                                        $3,300        $143,629

</TABLE>

            See Notes to Unaudited Consolidated Financial Statements

                                      - 5 -

<PAGE>

                      NUTRITION MANAGEMENT SERVICES COMPANY

              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

                               September 30, 1999


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, 2000. 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, 1999 and 1998.  Stock  options and  warrants  did not impact
     earnings per share each period as they were anti-dilutive.

     The Company  follows the  provisions  of SFAS No. 128,  Earnings Per Share,
     which eliminates  primary and fully diluted earnings per share and requires
     presentation  of basic and diluted  earnings per share in conjunction  with
     the  disclosure  of the  methodology  used in computing  such  earnings per
     share.  Basic  earnings  per share  excludes  dilution  and is  computed by
     dividing income  available to common  shareholders by the weighted  average
     common shares  outstanding  during the period.  Diluted  earnings per share
     takes into account the potential dilution that could occur if securities or
     other  contracts to issue common stock were  exercised and  converted  into
     common stock.

3.   Litigation

     In the normal  course of its  business,  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 -
<PAGE>


           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, 1999 were  $9,782,518,  an
increase  of  $667,452  or  7.3%  compared  to  revenues  of  $9,115,066  in the
corresponding  quarter last year.  The increases are a result of new  contracts,
growth  within  existing  contracts,  offset by  contracts  canceled  during the
period.

         Cost of operations  provided for the current  quarter was $8,027,263 or
82.1% of  revenue,  compared  to  $7,573,290  or 83.1% of  revenue  for  similar
expenses in the same period  last year,  an increase of $453,973 or 6.0%.  These
increases in costs of services provided are due to increased revenues during the
same period.

         Gross Profit for the quarter was $1,755,255, compared to $1,541,776 for
the same quarter last year, an increase of $213,479 or 13.9%. As a percentage of
revenue,  gross  profit  increased  from  16.9% in 1998 to  17.9% in 1999.  This
increase  is due to  revenues  increasing  at a greater  percentage  than direct
expenses.

         General  and  administrative  expenses  for the  quarter  were 16.2% of
revenue,  compared  to 14.5% of  revenue  for the same  quarter  last  year,  an
increase  of  $261,098.  The  increase  is the result of an increase in overhead
associated with new business  start-up and additional  costs incurred to support
the field operations.

         Interest expense for the three-month  period totaled $138,430  compared
to $104,796 for the same period last year.  The increase in interest  expense is
attributable to increased borrowings for working capital purposes.

         Net loss after  taxes for the  quarter  ended  September  30,  1999 was
$223,442 compared to $149,783 for the corresponding  quarter last year. Net loss
per share for the current  quarter  was $0.08  compared to net loss per share of
$0.05 for the same quarter last year.  The increase in current  quarter net loss
and earnings per share are  primarily  the result of the increase in general and
administrative expenses for the current quarter.

                                      - 7 -

<PAGE>

Liquidity and Capital Resources

         At September 30, 1999 the Company had working capital of $2,857,549.

         Operating Activities.  Cash provided by operations for the three months
ended  September  30,  1999 was  $1,145,268  compared  to  $72,890  provided  by
operations for the three months ended September 30, 1998. A decrease in accounts
receivable  of  $1,243,988  due to  increased  cash  collections  was  primarily
responsible for the current quarter's activity.

         Investing Activities. Investing activities consumed $125,703 in cash in
the current quarter compared to $97,038 in cash consumed in the same period last
year. This use of cash is primarily associated with the purchase of property and
equipment.

         Financing Activities. Current quarter financing activities consumed $ -
0 - in cash compared to $31,780 consumed in the same period last year. Repayment
of long term debt  consumed  approximately  $154,370  in cash  during  the prior
period.  The Company also received  working  capital line of credit  advances of
$122,500 during the prior period.

         Capital  Resources.  The Company has certain credit facilities with its
bank  including a line of credit and two  industrial  revenue bond  issues.  The
Company obtained two series of Industrial  Development Bonds totaling $3,560,548
in December  1996.  The Company is current with all its  obligations to its Bank
and on its  bonds  and has met all  financial  covenants  in its loan  documents
except those that were specifically waived by the bank.

         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 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 foreseeable future to satisfy the needs of its operations.

Year 2000 Compliance

The Company is aware of the issues  related to the Year 2000 that are associated
with the programming code in existing computer systems.  The "Year 2000 problem"
may affect  every  computer  operation to varying  degrees.  Systems that do not
properly recognize the Year 2000 could generate erroneous data or cause a system
to fail.  Management is in the process of working with  technical  support staff
and  software  vendors to affirm that the Company is prepared for the Year 2000.
Management does not

                                      - 8 -

<PAGE>

anticipate  that the Company  will incur  significant  operating  expenses or be
required to invest  heavily in  computer  systems  improvements  to be Year 2000
compliant.  However,  significant  uncertainty  exists  concerning the potential
costs  and  effects  associated  with any Year  2000  compliance.  Any Year 2000
compliance  problem of either  the  Company or its  customers  could  materially
adversely affect the Company's business,  operating results, financial condition
and prospects.

NASDAQ Notification

On June 23, 1999, the NASDAQ Stock Market  delisted the Company's Class A Common
Stock from the NASDAQ Small Cap market. This action was taken as a result of the
Company's  failure  to meet the  market  value of public  float  requirement  in
Marketplace Rule 4310 (c) (07) and 4310 (c) (4).

Upon  delisting,  the securities of the Company  immediately  became eligible to
trade on the OTC Bulletin  Board.  Now that the Class A Common Stock is delisted
from NASDAQ, it is a penny stock. Securities and Exchange Commission regulations
generally  define a penny stock to be an equity  security  that is not listed on
NASDAQ or a national  securities  exchange  and that has a market  price of less
than $5.00 per share,  subject to certain  exceptions.  The  regulations  of the
Securities  and  Exchange  Commission  require  broker-dealers  to  deliver to a
purchaser of the Company's Class A Common stock a disclosure schedule explaining
the penny stock market and the risks  associated with it. Various sales practice
requirements are also imposed on broker-dealers who sell penny stocks to persons
other  than   established   customers  and   accredited   investors   (generally
institutions).  In  addition,  broker-dealers  must  provide the  customer  with
current bid and offer  quotations for the penny stock,  the  compensation to the
broker-dealer  and  its  salesperson  in the  transaction  and  monthly  account
statements  showing the market value of each penny stock held in the  customer's
account.

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.


                                      - 9 -

<PAGE>

                           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

           (a)  Exhibits                                              Exhibit 27

           (b)  Reports on Form 8-K                                         None


                                     - 10 -

<PAGE>

                                   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






Date:  November 15, 1999

                                     - 11 -