SECURITIES AND EXCHANGE COMMISSION

                         Washington, D.C.   20549

                                 Form 10-Q

                QUARTERLY REPORT UNDER SECTION 13 OR 15(d)

                  OF THE SECURITIES EXCHANGE ACT OF 1934



      For Quarter Ended August 2, 1997   Commission File No. 1-6914 



                         SUN CITY INDUSTRIES, INC.             
          (Exact name of registrant as specified in its charter)



           Delaware                       59-0950777    
(State or other jurisdiction of       (I.R.S. Employer  
incorporation or organization)         Identification No.)



 5545 N.W. 35 Ave. Fort Lauderdale, FL        33309   
(Address of principal executive offices)    (Zip Code)



Registrant's telephone number, including area code (954) 730-3333 


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_____
<PAGE>
FINANCIAL INFORMATION

The consolidated financial statements included herein have been
 prepared by the Company, without audit, according to the rules and
 regulations of the Securities and Exchange Commission.  Certain
 information and footnote disclosures normally included in
 financial statements prepared in accordance with generally
 accepted accounting principles have been omitted pursuant to such
 rules and regulations.  The financial statements reflect, in the
 opinion of management, all adjustments (which include only normal
 recurring adjustments) necessary to represent fairly the financial
 position and results of operations as of and for the periods
 indicated.  The statements should be read in conjunction with the
 financial statements and the notes thereto included in the
 Company's Annual Report on Form 10-K for the year ended February
 1, 1997.

The results of operations for the six month period ended August 2,
 1997, are not necessarily indicative of results to be expected for
 the entire year ending January 31, 1998.
<PAGE>
                SUN CITY INDUSTRIES, INC. AND SUBSIDIARIES
                        CONSOLIDATED BALANCE SHEETS

                                      August 2,      February 1,
ASSETS                                       1997            1997    
CURRENT ASSETS:
Accounts and trade notes receivable,
  less allowance for doubtful accounts
  of approximately $543,000 and $460,000
  in 1997 and 1996, respectively          $5,233,960     $5,521,144 
Inventories                                2,242,399      2,334,987 
Notes receivable - current portion            16,950         18,927 
Prepaid expenses                             183,630        218,838 

TOTAL CURRENT ASSETS                       7,676,939      8,093,896 

PROPERTY, PLANT AND EQUIPMENT:
Land and improvements                        108,133        108,133 
Buildings and improvements                   555,951        499,917 
Machinery and equipment                    2,254,159      2,243,175 
                                           2,918,243      2,851,225 

Less accumulated depreciation             (1,503,210)    (1,319,437)
                                           1,415,033      1,531,788 
Properties held for sale                     512,148        504,849 
Long-term notes receivable                    81,060         88,308 
Excess of purchase price over fair value
  of net assets acquired                   1,735,039      1,780,836 
OTHER ASSETS                                 390,244        447,340 
TOTAL                                    $11,810,463    $12,447,017 

                                           August 2,     February 1,
LIABILITIES AND STOCKHOLDERS' EQUITY          1997          1997    
CURRENT LIABILITIES:
Cash Overdraft                            $  154,364        214,744 
Accounts payable                           4,997,092      5,003,332 
Accrued expenses                           1,236,189        734,354 
Current portion of long-term debt          2,064,746      1,720,129 
TOTAL CURRENT LIABILITIES                  8,452,391      7,672,559 

DEFERRED COMPENSATION PAYABLE                   -           123,106 
LONG-TERM DEBT                             4,612,545      5,409,828 
STOCKHOLDERS' EQUITY:
  Common stock, $.10 par value 3,000,000
    shares authorized; 2,276,116 shared
    issued in 1997 and 1996                  227,612        227,612 
  Capital in excess of par value           1,041,721      1,041,721 
  Retained earnings                          301,754        837,751 
                                           1,571,087      2,107,084 
  Less: Treasury stock at cost, 828,214
    shares in 1997 and 1996, respectively (2,653,560)    (2,653,560)
  Less: Receivable for common stock sold
    to ESOP                                 (172,000)      (212,000)
TOTAL STOCKHOLDERS' EQUITY                (1,254,473)      (758,476)
TOTAL                                    $11,810,463    $12,447,017 
<PAGE>
                SUN CITY INDUSTRIES, INC. AND SUBSIDIARIES
                   CONSOLIDATED STATEMENT OF OPERATIONS




                       SIX MONTHS ENDED          THREE MONTHS ENDED   
                          August 2,   August 3,    August 2,  August 3,
                            1997        1996         1997         1996   

Sales                   $34,326,102  $34,532,847  $15,005,833  $15,177,943 
Costs and Expenses

  Cost of goods sold     29,650,798   29,343,376   13,007,924   12,931,538 
  Operating expenses      2,396,385    2,496,561    1,045,673    1,066,217 
  Selling, general and
     administrative
     expenses             2,331,218    2,150,080    1,187,905      964,029 
  Interest expense          467,362      418,041      228,925      201,784 
  Other (income), net        16,336        8,024       15,042       14,154 

Total Cost and Expenses  34,862,099   34,416,082   15,485,469   15,177,722 


Earnings (Loss)
 From Operations
  Before Income Taxes     (535,997)      116,765     (479,636)         221 

Provision For
 Income Taxes                 -0-           -0-         -0-            -0-  

Net (Loss) Earnings      $(535,997)    $ 116,765    $(479,636)      $  221 


Net (Loss) Earnings Per
   Common Share             $( .37)       $  .08       $(.33)          -   
<PAGE>
                SUN CITY INDUSTRIES, INC. AND SUBSIDIARIES
                   CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                                
                                                   SIX MONTHS ENDED     
                                          August 2,     August 3, 
CASH FLOWS FROM OPERATING ACTIVITIES:       1997           1996   
Net earnings                             $(535,997)     $ 116,765 
Adjustments To Reconcile Net Earnings
  To Net Cash (Used In) Or Provided By
  Operating Activities:
Depreciation                               206,652        184,797 
Amortization of excess of purchase price
  over fair market value of net assets
  acquired                                  45,797         83,213 
Provision for losses on accounts receivable123,898        118,980 
Change in assets and liabilities:
  Decrease (increase) in trade accts receivable 163,286      2,392,042 
  Decrease (increase) in inventories        92,588         22,281 
  Decrease (increase) in prepaid expenses   35,208       (147,319)
  Decrease (increase) in other assets       57,096       (302,026)
  (Decrease) increase in accounts payable   (6,240)    (1,183,108)
  Increase (decrease) in accrued expenses  501,835       (286,760)
  (Decrease) increase in deferred comp payable    (123,106)        12,000 
Total Adjustments                        1,097,014        894,100 
Net Cash Provided By Or (Used In)
  Operating Activities                   $ 561,017     $1,101,865 
Cash Flows From Investing Activities:
  Capital expenditures                     (97,196)         5,950 
Cash Provided By Or (Used In)
  Investing Activities                     (97,196)         5,950 
Cash Flows From Financing Activities:
  Proceeds from notes payable              307,352         60,000 
  Repayments on notes receivable             9,225          5,148 
  Principal payments on notes payable     (760,018)    (1,468,890)
  Proceeds from receivable from ESOP        40,000         53,000 
  Proceeds from exercise of options             -              75 

Net Cash (Used In) Or Provided By
Financing Activities                      (403,441)    (1,350,667)
Net Increase (Decrease) In Cash
  and Equivalents                           60,380       (333,852)

Cash and Equivalents, Beginning of Year   (214,744)       760,885 

Cash and Equivalents, End of Year        $(154,364)     $ 427,033 
<PAGE>
Management's Discussion and Analysis of Financial
Condition and Results of Operations

The following discussion provides information which management
believes is relevant to an assessment and understanding of the
 Company's operations and financial condition.  This discussion
 should be read in conjunction with the financial statements.

COMPANY PROFILE:

Sun City Industries, Inc. (the "Company"), which began in 1949 as
 an egg processing and marketing company, has now moved its focus
 to the foodservice marketing and distribution business throughout
 parts of the eastern seaboard of the United States with a heavy
 concentration in the state of Florida.

In 1990, the Company began its expansion as a foodservice
 distributor that now includes five centers in Florida covering the
 West Coast of Florida, Central Florida and Southeast Florida.  In
 addition, the Company has operations that distribute to markets in
 Atlanta, Georgia, Baltimore, Maryland, Philadelphia, Pennsylvania
 and throughout New Jersey.

The Company's clientele includes hotels, restaurants, airline
 caterers, country clubs and cruiseship lines.

The Company's current goal is to finalize its pending merger to
 take full advantage of the broad based business that currently
 exists throughout the heavily populated eastern seaboard of the
 United States.

RESULT OF OPERATIONS:

        FOR THE SIX MONTHS ENDED AUGUST 2, 1997 AND AUGUST 3, 1996

SALES:

During the six months, consolidated sales were off compared to a
 year ago.

      Six      Total    Foodservice  % of      Egg        % of  
     Months    Sales     Division    Total   Division     Total 

    1997    $34,326,102 $31,776,041  92.6%  $2,550,061     7.4% 

    1996     34,532,847  31,541,839  91.3    2,991,008     8.7  

    Net change         $(  206,745)          $  234,202             $( 440,947)

<PAGE>
Explanation:          

Foodservice:
   Increased sales at the Produce division were $234,202 greater than
 sales decreases in the other foodservice divisions.

Eggs:
   The decrease in sales of $440,947 results from a decrease of units
 sold and lower selling prices on 3.4 million dozens sold. 

COST OF GOODS SOLD:

Cost of goods sold include product cost and freight in costs.

During the six months, cost of goods sold increased $307,422.  This
 increase was generally in line with the Company's business but
 especially from the extremely negative impact on costs at the Gulf
 Coast division.  The rate of change is influenced by the Company's
 overall customer and product mix, as well as the changes in market
 prices which fluctuate from year to year.

OPERATING EXPENSES:

Operating expenses include warehousing and distribution costs.

During the six months operating expenses decreased $100,176
 reflecting minor changes in the Company's business as compared to
 the same period of the prior year.

SELLING, GENERAL AND ADMINISTRATIVE EXPENSES:

During the six months, selling, general and administrative expenses
 were up $181,138.  The change reflects minor changes in all
 divisions plus costs associated with the Congress default.

INTEREST EXPENSE:

Interest expense increased by $49,321 during the first six months. 
 This increase reflects a 2% greater cost for borrowing, offset by
 reduced borrowing levels incurred with the Company's primary
 lender.

INCOME TAXES:

The Company accounts for income taxes in accordance with SFAS 109,
 under which deferred tax liabilities are recognized for future
 taxable amounts and deferred tax assets are recognized for future
 deductions and operating loss carryforwards.  A valuation
 allowance is recognized to reduce net deferred tax assets to the
 amounts that are more likely than not to be realized.

The Company estimates that, after filing its fiscal 1997 tax
 return, it will have tax loss carryforwards of approximately
 $5,500,000 expiring in the years 2009 through 2012.

NET (LOSS) EARNINGS:

For the six months the net loss amounted to $535,997 as compared to
 net earnings of $116,765 for the same six months a year ago.  The
 loss per share is $.37 versus a profit of $.08 per share reported
 for the same period a year ago.

Comparisons To The Prior Year:       

                             Explanations

Foodservice      $(524,532)  The impact of a 30% decline in six
 month sales at Gulf Coast resulted in a loss of $236,679 compared to
 a profit of $42,036 for the same period a year ago.  The remainder
 results from decreases in earnings of $96,000 in Georgia, Orlando and
 Fort Lauderdale, $86,000 in New Jersey and $63,000 at Auburndale, all
 resulting from the Company's lack of capital that put added pressure
 on its ability to buy competitively and its inability to discount its
 invoices.

Egg Marketing      (27,573)  This decrease results from a decline of
 307,000 units sold.

Interest Expense   (49,321)  Interest expense increased due to
 higher rates during the six months compared to a year ago.

All Other          (51,336)

Net Difference   $(652,762)


(LOSS) EARNINGS PER COMMON SHARE:
                                        August 2,      August 3,
Six Months Ended                           1997           1996  

(Loss) earnings per common share         $  (.37)        $  .08 

Average shares used in the computation                1,447,902 1,528,397 
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES:

The accompanying financial statements have been prepared on a going
 concern basis, which contemplates the realization of assets and
 the satisfaction of liabilities in the normal course of business. 
 As shown in the accompanying financial statements, during the
 years ended February 1, 1997 and February 3, 1996, the Company
 incurred net losses of $1,167,087 and $2,761,305, respectively,
 and as of February 1, 1997 the Company had a stockholders' deficit
 of $758,476.  These factors among others may indicate that the
 Company will be unable to continue as a going concern for a
 reasonable period of time.

The financial statements do not include any adjustments relating to
 the recoverability and classification of recorded asset amounts
 and classification of liabilities that might be necessary should
 the Company be unable to continue as a going concern.  As
 described in Note F of Form 10K for fiscal 1997, the Company is
 not in compliance with several provisions of its line of credit
 agreement and the lender has placed significant operating and
 financing restrictions on the Company pursuant to a forbearance
 agreement.  The Company's continuation as a going concern is
 dependent upon its ability to generate sufficient cash flow to
 meet its obligations on a timely basis, to comply with the terms
 and covenants of its financing agreements, to obtain additional
 financing or refinancing as may be required, and ultimately to
 attain successful operations.  Management is continuing its
 efforts to obtain additional funds from investors so that the
 Company can meet its obligations and sustain operations.

There can be no assurance, however, that management's efforts will
 ultimately be successful.

During fiscal 1997, The Company:

Was placed in default by its major lender as a result of over-
advances the lender made to the Company which were not secured by
 assets of the Company.  As a result of the default, the Company's
 stated interest rate on this debt increased from 2.25% over the
 prime rate in fiscal 1996 to 4.25% over the prime rate in fiscal
 1997.

On December 16, 1996, signed a Forbearance Agreement which extends
 the existing line of credit until March 30, 1998, agrees to a
 repayment schedule that permits the Company to operate and fund
 its business under certain limitations and conditions and provides
 the lender additional collateral in the form of its North Carolina
 and Virginia real estate.


Failed to make its regular semi-annual interest payments on the
 Senior Subordinated Convertible Debentures.  Although the Company
 is in monetary default, its Bondholders have not indicated they
 will place the Company in default.  On the contrary, the
 Bondholders are cooperating with the Company in the Company's
 attempt to finalize the contemplated merger with SeaSpecialties,
 Inc.

Did not fully satisfy the American Stock Exchange's guidelines for
 continued listing.  Accordingly, there can be no assurance that
 the listing will be continued.


On May 20, 1997, mortgaged the Hawthorne, Florida property for
 $251,500 and signed an option agreement to sell its New Jersey
 operations if certain conditions were not met.

On May 29, 1997, the Company announced that it had entered into
 preliminary merger discussions with a privately owned Miami based
 specialty seafood producer and distributor SeaSpecialties Inc.  If
 the merger were to be consummated, the combination would create a
 food processing and distribution entity with sales in excess of
 $100 million per year.

On June 17, 1997, signed a definitive merger agreement with
 SeaSpecialties Inc.  If the merger should be consummated, Mr.
 Oxenberg, Chairman and C.E.O. of SeaSpecialties, in a stock for
 stock transaction, will own 80% of the stock and SeaSpecialties
 Inc. will assume control of the combined company.  The definitive
 merger agreement is subject to approval of the shareholders of
 both Companies.  It is anticipated that if consummated the
 transaction will close by the end of 1997.

On August 31, 1997 the Company closed its Gulf Coast operations,
 sold its inventory and personal property and paid down its lender
 holding a secured interest with the proceeds.  The Company intends
 to collect its accounts receivables and use the net proceeds to
 retire debt secured by the receivables.

COMMITMENTS:

As of February 1, 1997, the Company had no commitments for capital
 expenditures.

8-K FILING:

On August 7, 1996, From 8-K was filed with the Securities and
 Exchange Commission and the American Stock Exchange.

SALES OF UNREGISTERED SECURITIES (DEBT OR EQUITY):     None

<PAGE>
                                SIGNATURES


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



                                 SUN CITY INDUSTRIES, INC.
                                   REGISTRANT               




Date:  September 16, 1997        Malvin Avchen            
                                 Malvin Avchen, C.E.O.    




Date:  September 16, 1997        Syed Jafri               
                                 Syed Jafri, Treasurer    




The financial statements for the six months ended August 2, 1997 and
 August 3, 1996, respectively, are unaudited but are prepared in conformity
 with accounting principles used at our last fiscal year end and include
 all adjustments which the Company considers necessary for a fair
 presentation.