FORM 10-Q

                     SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C.  20549


_________________________________________________________________


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

                 For The Quarterly Period Ended June 30, 1998




                     _____________________________
                     Commission File Number 0-16251



                         GALAXY FOODS COMPANY
         (Exact name of registrant as specified in its charter)



		  Delaware	                             25-1391475 
	  	(State or other jurisdiction of      (I.R.S. Employer
		  incorporation or organization)	      Identification No.)

   	2441 Viscount Row
   	Orlando, Florida	                    32809
    (Address of principal executive      (Zip Code)
    offices)

                         (407) 855-5500
       (Registrant's telephone number, including area code)


	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		


	On August 10, 1998, there were 61,717,051 shares of Common 
Stock $.01 par value per share, outstanding.


<PAGE> 2
                      GALAXY FOODS COMPANY

                       Index to Form 10-Q
               For Quarter Ended June 30, 1998



                                                         	PAGE NO.

PART I.	FINANCIAL INFORMATION

	Item 1.	Financial Statements

		Condensed Balance Sheets	                                  3
		Condensed Statements of Operations                        	4
		Condensed Statements of Cash Flows	                        5
		Notes to Condensed Financial Statements                 	6-7

	Item 2.	Management's Discussion and Analysis of
			Financial Condition and Results of Operations	          8-9



PART II.	OTHER INFORMATION

	Item 6.	Exhibits and Reports on Form 8-K              	10-13


SIGNATURES	                                                14


















<PAGE> 3
<TABLE>
                       PART I.  FINANCIAL INFORMATION

                           GALAXY FOODS COMPANY
                         CONDENSED BALANCE SHEETS
<CAPTION>
                                                JUNE 30,        MARCH 31,
                                                  1998            1998
                                              (Unaudited)
                               ASSETS
<S>                                        <C>               <C>
CURRENT ASSETS:                             
  Cash and cash equivalents                $      139,568    $     20,069 
  Trade receivables, net                        3,048,893       2,646,667
  Inventories                                   3,423,489       2,458,743
  Prepaid expenses                                737,508         464,701
     Total current assets                       7,349,458       5,590,180

PROPERTY & EQUIPMENT, NET                      10,864,332      10,668,155
OTHER ASSETS                                      139,065         190,717
  TOTAL                                        18,352,855      16,449,052

   
                 LIABILITIES AND STOCKHOLDERS' EQUITY  
CURRENT LIABILITIES:
   Book overdrafts                          $          -     $    836,762
   Line of credit                              2,693,252        1,840,757
   Accounts Payable- trade                     2,114,061        1,088,658
   Accrued liabilities                           407,821          453,662
   Current portion of term note payable          150,000          150,000
   Current portion of obligations under
     capital leases                               21,517           21,517
       Total current liabilities               5,386,651        4,391,356

TERM NOTE PAYABLE,
   less current portion                        2,039,347        1,276,847
OBLIGATIONS UNDER CAPITAL LEASES, 
   less current portion                            8,176           11,152
       Total liabilities                       7,434,174        5,679,355

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY:

    Common stock                                 617,095          617,065
    Additional paid-in capital                45,932,115       45,930,645
    Accumulated deficit                      (22,858,329)     (23,005,813)
                                              23,690,881       23,541,897

    Less:  Notes receivable arising from the
    exercise of stock options and sale of 
    common stock                              12,772,200       12,772,200
      Total stockholders' equity              10,918,681       10,769,697
        TOTAL                                 18,352,855       16,449,052
</TABLE>                                   

            See accompanying notes to condensed financial statements.


<PAGE> 4
<TABLE>
                            GALAXY FOODS COMPANY

                     CONDENSED STATEMENTS OF OPERATIONS
<CAPTION>
                                            				THREE MONTHS ENDED	JUNE 30,		
                                             				1998              		1997
		                                          		(Unaudited)	      	(Unaudited)
<S>         						                          <C>               <C>
NET SALES	                                		$	 5,762,538 	    $ 	 5,883,454 
						
COST OF GOODS SOLD	                        			 4,331,294       		 4,769,957 
	Gross margin		                              	 1,431,244 	      	 1,113,497 
						
OPERATING EXPENSES:						
	Selling	                                     		 577,861 	        	 413,197 
	Delivery		                                    	 274,046 	        	 217,726 
	General and administrative		                  	 382,912 	        	 385,766 
	Research and development		                     	 40,518          		 43,759 
		Total operating expenses	                 	  1,275,337       		 1,060,448 
						
INCOME FROM OPERATIONS		                      		 155,907          		 53,049 
						
OTHER INCOME (EXPENSE):						
	Interest expense		                            	 (42,465)	        	 (31,945)
	Interest income		                                   	 -           		 2,308 
	Other income (expense) 		                      	 34,042 	           	 (291)
		Total		                                         (8,423)	        	 (29,928)
						
NET INCOME 	                                		$	 147,484       	 $ 	 23,121 
						
BASIC NET EARNINGS PER						
	COMMON SHARE	                               	$	       -   	     $      	 -   
						
DILUTED NET EARNINGS PER COMMON 						
	SHARE		                                      $      	 -        	$	       -   
						
</TABLE>

          See accompanying notes to condensed financial statements.

<PAGE> 5
<TABLE>
                         GALAXY FOODS COMPANY
                  CONDENSED STATEMENTS OF CASH FLOWS
<CAPTION>
                                            			THREE MONTHS ENDED JUNE 30,		
	                                                	   	1998            		1997
                                               			(Unaudited)     		(Unaudited)
<S>                                           <C>               <C> 
CASH FLOWS FROM/(USED IN) OPERATING ACTIVITIES:					
	Net Income	                                  $ 	    147,484  	 $     	 23,121 
   ADJUSTMENTS TO RECONCILE NET INCOME					
   TO NET CASH PROVIDED BY (USED IN)					
   OPERATING ACTIVITIES:					
	Depreciation expense		                              165,392        		 157,497 
	Gain on sale of assets		                                  -         		 (1,329)
	Bad debt expense		                                   89,607              		 -	
 Consulting and director fees paid through				
	  issuance of common stock warrants		                     -          		 8,346 
	(Increase) decrease in:				
	  Trade receivables		                              (491,833)      		 (740,990)
	  Inventories		                                    (964,746)	      	 (489,268)
	  Prepaid expenses		                               (272,807)	        	 83,106 
	Increase (decrease) in:				
	  Accounts payable 		                             1,025,403      		 1,265,143 
	  Accrued liabilities		                             (45,841)       		 (11,265)
 	NET CASH PROVIDED BY (USED IN)				
 	OPERATING ACTIVITIES		                            (347,341)	       	 294,361 
					
CASH FLOWS FROM/(USED IN) INVESTING ACTIVITIES:					
	Purchase of property and equipment		               (361,569)	      	 (627,587)
	Decrease in other assets		                           51,652 	        	 11,386 
	Sale of marketable securities		                           -        		 300,000 
	NET CASH USED IN INVESTING				
	ACTIVITIES		                                       (309,917)		       (316,201)
					
CASH FLOWS FROM/(USED IN) FINANCING ACTIVITIES:					
	Net borrowings on line of credit		                  852,495 		         25,717 
	Decrease in bank overdrafts		                      (836,762)             		 -
	Borrowings under term note payable		                800,000 		              - 
	Prinicpal payments on term note payable		           (37,500)		              -  
	Principal payments on capital lease obligations		    (2,976)	    	     (9,728)
	Proceeds from exercise of common stock options		      1,500 		              - 
	Refund of stock issuance costs		                          -   		        8,750 
	NET CASH FROM FINANCING				
	ACTIVITIES		                                        776,757 		         24,739 
					
NET INCREASE IN CASH AND					
   CASH EQUIVALENTS			                               119,499 		          2,899 
CASH AND CASH EQUIVALENTS, BEGINNING					
   OF PERIOD			                                       20,069 		         16,485 
CASH AND CASH EQUIVALENTS, END					
   OF PERIOD	                                  	$  	 139,568   	 $ 	    19,384 
					
</TABLE>
              See accompanying notes to condensed financial statements.
<PAGE> 6 
                           GALAXY FOODS COMPANY

                  NOTES TO CONDENSED FINANCIAL STATEMENTS


(1)	Management Representation
In the opinion of Galaxy Foods Company (the "Company"), the 
accompanying unaudited financial statements contain all 
adjustments necessary to present fairly the Company's 
financial position, results of operations and cash flows for 
the periods presented.  The results of operations for the 
interim periods presented are not necessarily indicative of 
the results to be expected for the full year.

	The condensed financial statements should be read in 
conjunction with the financial statements and the related 
disclosures contained in the Company's Form 10-KSB dated 
June 15, 1998, filed with the Securities and Exchange 
Commission.

(2)	Reclassifications
Certain items in the financial statements of prior periods 
have been reclassified to conform to current period 
presentation.

(3)	Inventories
	Inventories are summarized as follows:
                                     	JUNE 30,     	MARCH 31,
                                      		1998	       		1998	
                                   		(unaudited)				
	Raw materials	                     $	1,832,132  	$	1,277,783
	Finished goods	                     	1,591,357   		1,180,960
		Total                            	$	3,423,489	  $	2,458,743


(4)	Earnings Per Share
The following is a reconciliation of basic net earnings per 
share to diluted net earnings per share for the three months 
ended June 30, 1998 and 1997:

										
	Three months ended June 30, 				   				1998		   	     1997	
	Basic net earnings per share	    $           .00  $        .00
	
	Average shares outstanding - basic 	  61,709,056	 		57,864,665
	Potential shares exercisable under stock 
		option plans	                         1,114,495       893,746
	Potential shares exercisable under stock 
		warrant agreements	                   7,738,961     7,707,824	
	Potential shares assumed converted from 
		preferred stock	                             --     4,108,195
	
	Less:  Shares assumed repurchased under 
		treasury stock method  	             (6,909,738)   (8,874,171)

	Average shares outstanding - diluted 	63,652,774    61,700,259
	Diluted earnings per share								$          .00	 $        .00
	
<PAGE> 7
                       GALAXY FOODS COMPANY

             NOTES TO CONDENSED FINANCIAL STATEMENTS
                            (Continued)


(5)		Supplemental Cash Flow Information
For purposes of the statement of cash flows, all highly 
liquid investments with a maturity date of three months or 
less are considered to be cash equivalents.  Cash and cash 
equivalents include checking accounts, money market funds 
and certificates of deposits.

For the three months ended June 30,								   1998          	 1997

Noncash financing and investing activities:	
	Consulting and directors fees paid through 
   issuance of common stock warrants	         6,314	         8,346

Cash paid for:
	Interest	                                        -	        31,945

	

<PAGE> 8
                           GALAXY FOODS COMPANY

                 Management's Discussion and Analysis of
              Financial Condition and Results of Operations


The following discussion and analysis should be read in 
conjunction with the Condensed Financial Statements and Notes 
thereto appearing elsewhere in this report.

The following discussion contains certain forward-looking 
statements, within the meaning of the "safe-harbor" provisions of 
the Private Securities Reform Act of 1995, the attainment of 
which involves various risks and uncertainties.  Forward-looking 
statements may be identified by the use of forward-looking 
terminology such as "may", "will", "expect", "believe", 
"estimate", "anticipate", "continue", or similar terms, 
variations of these terms or the negative of those terms.  The 
Company's actual results may differ materially from those 
described in these forward-looking statements due to among other 
factors, competition in the Company's product markets, dependence 
on suppliers, the Company's manufacturing experience, and 
production delays or inefficiencies.
  
Galaxy Foods Company (the "Company") is principally engaged in 
the development, manufacturing and marketing of a variety of 
healthy cheese and dairy related products, as well as other 
cheese alternatives.  These healthy cheese and dairy related 
products include low or no fat, low or no cholesterol and 
lactose-free varieties.  These products are sold throughout the 
United States and internationally to customers in the retail, 
food service and industrial markets.  The Company's headquarters 
and manufacturing facilities are located in Orlando, Florida.

Results of Operations

Net Sales were $5,762,538 in the quarter ended June 30, 1998, 
compared to net sales of $5,883,454 for the quarter ended June 
30, 1997.  The 2% decrease in sales is attributable to the 
Company's decision to discontinue certain lower margin 
foodservice business in July 1997 and to replace this business 
with more profitable retail sales

Cost of Goods Sold were $4,331,294 representing 75% of net sales 
for the quarter ended June 30, 1998, compared with $4,769,957 or 
81% of net sales for the same period ended June 30, 1997.  The 
Company was able to improve gross margin by focusing their 
selling efforts on higher margin retail business, including sales 
of branded product.
 
Selling expenses were $577,861 for the quarter ended June 30, 
1998, compared with $413,197 for the same period ended June 30, 
1997.  The 40% increase in expenses over the same period a year 
ago is mainly attributed to an increase in advertising and 
marketing efforts to promote the Company's branded products in 
the retail market.  In addition, the strategic abatement of 
certain foodservice business and the subsequent replacement of 
this business with retail accounts resulted in increased 
brokerage costs.

Delivery expenses were $274,046 for the quarter ended June 30, 
1998, compared with $217,726 for the same period ended June 30, 
1997.  The 26% increase in delivery costs is a result of the 
increase in individual shipments to retail customers as well as a 
general increase in shipping rates for the industry as a whole.    

General and Administrative expenses were $382,912 for the quarter 
ended June 30, 1998, compared with $385,766 for the same period 
ended June 30, 1997.  This marginal decrease corresponds with the 
decline in sales between the three months ended June 30, 1997 and 
June 30, 1998.    

<PAGE> 9
Research and Development expenses were $40,518 for the quarter 
ended June 30, 1998, compared with $43,759 for the quarter ended 
June 30, 1997.  This decrease in expenses is due to cost savings 
measures in purchasing supplies for this department. 

Other Income and Expenses netted to $8,423 in expense for the 
quarter ended June 30, 1998 as compared to $29,928 in expense for 
the quarter ended June 30, 1997.  During the first quarter of 
fiscal 1999, the Company recorded other income for a refund 
received from one of the Company's service suppliers.  Interest 
expense increased due to additional draws on the Company's line 
of credit and term note payable.

Liquidity and Capital Resources 

Operating Activities -- Net cash used in operating activities was 
$347,341 for the period ended June 30, 1998 compared to net cash 
provided of $294,361 for the same period in 1997.  This change in 
operating activities is the result of a build up in the Company's 
inventory balances to provide for increased sales during the 
second quarter of fiscal 1999.  In addition, the Company's 
receivable balance has increased due to the addition of retail 
accounts and the abatement of one large foodservice account. 

Investing Activities -- Net cash used in investing activities 
totaled $309,917 for the period ended June 30, 1998 compared to 
net cash used of $316,201 for the same period in 1997.   
Purchases of property and equipment decreased as a result of 
construction on the new manufacturing equipment nearing 
completion during the first quarter of fiscal 1999. 

Financing Activities -- Net cash flows from financing activities 
were $776,757 for the three months ended June 30, 1998 compared 
to $24,739 for the same period in 1997.  The large cash flows 
from financing activities in the three months ended June 30, 1998 
resulted from additional advances on the line of credit to 
finance working capital needs related to the increase in 
inventory and accounts receivable.

Outlook

Management is not aware of any adverse trends that would 
materially affect the Company's projected financial growth.  It 
is expected that fiscal 1999 will be another year of continued 
improvement for the Company.

<PAGE> 10
                PART II.  OTHER INFORMATION

                    GALAXY FOODS COMPANY


ITEM 6.	Exhibits and Reports on Form 8-K	

The following exhibits are filed as part of this Form 10-QSB.

Exhibit 
  No	  Exhibit Description

*3.1			Certificate of Incorporation of the Company, as amended 
       (Filed as Exhibit 3.1 to the Company's Registration 
       Statement on Form S-18, No. 33-15893-NY, incorporated 
       herein by reference.)

*3.2			Amendment to Certificate of Incorporation of the 
       Company, filed on February 24, 1992 (Filed as Exhibit 
       4(b) to the Company's Registration Statement on Form S-
       8, No. 33-46167, incorporated herein by reference.)

*3.3			By-laws of the Company, as amended (Filed as Exhibit 
       3.2 to the Company's Registration Statement on Form S-
       18, No. 33-15893-NY, incorporated herein by reference.)

*3.4			Amendment to Certificate of Incorporation of the 
       Company, filed on January 19, 1994 (Filed as Exhibit 
       3.4 to the Company's Registration Statement on Form SB-
       2, No. 33-80418, and incorporated herein by reference.)

*3.5			Amendment to Certificate of Incorporation of the 
       Company, filed on July 11, 1995 (Filed as Exhibit 3.5 
       on Form 10-KSB for fiscal year ended March 31, 1996, 
       and incorporated herein by reference.)

*3.6			Amendment to Certificate of Incorporation of the 
       Company, filed on January 31, 1996 (Filed as Exhibit 
       3.6 on Form 10-KSB for fiscal year ended March 31, 
       1996, and incorporated herein by reference.)

*10.1		1987 Stock Plan of the Company, as amended (Filed as 
       Exhibit 4(d) to the Company's Registration Statement on 
       Form S-8, No. 33-46167, incorporated herein by 
       reference.)

*10.2		Form of Non-Qualified Stock Option Agreement between 
       the Company and certain directors (Filed as Exhibit 10 
       (n) to the Company's Report on Form 10-KSB for fiscal 
       year ended March 31, 1988, and incorporated herein by 
       reference.)

*10.3		Form of Incentive Stock Option Agreement issued 
       pursuant to the Company's 1987 Stock Plan (Filed as 
       Exhibit 10 (o) to the Company's Report on Form 10-KSB 
       for fiscal year ended March 31, 1988, and incorporated 
       herein by reference.)

*10.4		1991 Non-Employee Director Stock Option Plan of the 
       Company (Filed as Exhibit 4 (g) to the Company's 
       Registration Statement on Form S-8, No. 33-46167, 
       incorporated herein by reference.)

*10.5		1991 Employee Stock Purchase Plan of the Company 
      (Filed as Exhibit 4 (h) to the Company's Registration 
      Statement on Form S-8, No. 33-46167, incorporated 
      herein by reference.)


* Previously filed

<PAGE> 11
Exhibit 
  No   	Exhibit Description

*10.6			Lease Agreement between ANCO Company and Company 
        dated as of November 13, 1991 (Filed as Exhibit 10 (bb) 
        to the Company's Report on Form 10-KSB for fiscal year 
        ended March 31, 1992, and incorporated herein by 
        reference.)

*10.7			Factoring Agreement, Assignment and Repurchase 
        Agreement, Security Agreement and Power of Attorney, 
        dated as of June 1, 1993, between the Company and 
        J.T.A. Factors, Inc. (Filed as Exhibit 10 (nn) to the 
        Company's Report on Form 10-QSB for the quarterly 
        period ended June 30, 1993.)

*10.8			Company's Registration Statement on Form S-8, Number 
        33-69546, filed September 28, 1993 (Filed as Exhibit 
        10.40 to the Company's Registration Statement on Form 
        SB-2, No. 33-80418, and incorporated herein by 
        reference.)

*10.9			Post-Effective Amendment No. 1 to Company's 
        Registration Statement on Form S-8, No. 33-69546, filed 
        October 28, 1993 (Filed as Exhibit 10.41 to the 
        Company's Registration Statement on Form SB-2, No. 33-
        80418, and incorporated herein by reference.)

*10.10		Company's Registration Statement on Form S-8, No. 
        33-78684, filed May 6, 1994 (Filed as Exhibit 10.42 to 
        the Company's Registration Statement on Form SB-2, No. 
        33-80418, and incorporated herein by reference.)

*10.11		Post-Effective Amendment No. 1 to Company's 
        Registration Statement on Form S-8, No. 33-78684 (Filed 
        June 6, 1994, and incorporated herein by reference.)

*10.12		Company's Registration Statement on Form S-8, No. 
        33-81636 (Filed July 18, 1994, and incorporated herein 
        by reference.)

*10.13		Post-Effective Amendment No. 1 to Company's 
        Registration Statement on Form S-8, No. 33-81636 (Filed 
        August 10, 1994, and incorporated herein by reference.)

*10.14		Subscription for shares and investment letter, dated 
        November 4, 1994, between the Company and Angelo S. 
        Morini (Filed as Exhibit 10.122 on report 10-QSB, for 
        the quarterly period ended December 31, 1994, and 
        incorporated herein by reference.)

*10.15		Balloon promissory note, dated November 4, 1994 
        (Filed as Exhibit 10.123 on report 10-QSB, for the 
        quarterly period ended December 31, 1994, and 
        incorporated herein by reference.)

*10.16		Stock pledge and security agreement dated November 
        4, 1994 (Filed as Exhibit 10.124 on report 10-QSB, for 
        the quarterly period ended December 31, 1994, and 
        incorporated herein by reference.)

*10.17		First Amendment to Lease Agreement between ANCO 
        Company and the Company dated as of  April 1, 1994 
        (Filed as Exhibit 10.76 on report 10-KSB for the fiscal 
        year ended March 31, 1995, and incorporated herein by 
        reference.)

*10.18		Consulting Agreement, dated March 15, 1995, between 
        Lee Chira and the Company (Filed as Exhibit 10.77 on 
        report 10-KSB for the fiscal year ended March 31, 1995, 
        and incorporated herein by reference.)


* Previously filed 

<PAGE> 12
Exhibit 
  No	    Exhibit Description 

*10.19			Consulting Agreement, dated March 15, 1995, between 
         Martin Consulting, Inc. and the Company (Filed as 
         Exhibit 10.78 on report 10-KSB for the fiscal year 
         ended March 31, 1995, and incorporated herein by 
         reference.)

*10.20			Selling Agreement, dated February 6, 1995, between 
         Sands Brothers & Co., Ltd. and the Company (Filed as 
         Exhibit 10.79 on report 10-KSB for the fiscal year 
         ended March 31, 1995, and incorporated herein by 
         reference.)

*10.21			Amendment Number 1 to Selling Agreement, dated 
         February 14, 1995, between Sands Brothers & Co., Ltd. 
         and the Company (Filed as Exhibit 10.80 on report 10-
         KSB for the fiscal year ended March 31, 1995, and 
         incorporated herein by reference.)

*10.22			Amendment Number 2 to Selling Agreement, dated March 
         8, 1995, between Sands Brothers & Co., Ltd. and the 
         Company (Filed as Exhibit 10.81 on report 10-KSB for 
         the fiscal year ended March 31, 1995, and incorporated 
         herein by reference.)

*10.23			Consulting agreement between the Company and Koi 
         Communications Corporation, dated June 1, 1995. (Filed 
         as Exhibit 10.82 on report 10-QSB for the quarterly 
         period ended June 30, 1995, and incorporated herein by 
         reference.)

*10.24			Employment Agreement dated as of October 10, 1995, 
         by and between the Company and Angelo S. Morini (Filed 
         as Exhibit 10.83 on report 8-K, and incorporated herein 
         by reference.)

*10.25			Balloon Promissory Note dated as of October 11, 
         1995, by Angelo S. Morini in favor of the Company 
         (Filed as Exhibit 10.84 on report 8-K, and incorporated 
         herein by reference.)

*10.26			Stock Pledge and Security Agreement dated as of 
         October 11, 1995, by and between the Company and Angelo 
         S. Morini (Filed as Exhibit 10.85 on report 8-K, and 
         incorporated herein by reference.)

*10.27			Consulting agreement between the Company and 
         Marshall K. Luther dated August 28, 1995 (Filed as 
         Exhibit 10.86 on Form 10-QSB/A for the nine months 
         ended December 31, 1995, and incorporated herein by 
         reference.)

*10.28	  Amendment to Factoring Agreement (original agreement 
         dated June 1, 1993) dated January 29, 1996 between the 
         Company and J.T.A. Factors, Inc. (Filed as Exhibit 
         10.28 on Form 10-KSB for fiscal year ended March 31, 
         1996, and incorporated herein by reference.)

*10.29			1996 Amendment and Restatement of the 1991 Non-
         Employee Director Stock Option Plan (Filed as Exhibit 
         10.29 on Form 10-KSB for fiscal year ended March 31, 
         1997, and incorporation herein by reference.)

*10.30			1996 Stock Plan (Filed as Exhibit 10.30 on Form 10-
         KSB for fiscal year ended March 31, 1997, and 
         incorporation herein by reference.)



* Previously filed
<PAGE> 13

Exhibit 
   No   	Exhibit Description 

*10.31			Line of Credit Agreement with Finova Financial 
         Services (Filed as Exhibit 10.31 on Form 10-KSB for 
         fiscal year ended March 31, 1997, and incorporation 
         herein by reference.)

*10.32			Second Amendment to the Lease Agreement between ANCO 
         Company and the Company dated as April 1, 1994 (Filed 
         as Exhibit 10.32 on Form 10-KSB for fiscal year ended 
         March 31, 1997, and incorporation herein by reference.)

*10.33			Purchase Money Accommodation for the Purchase of 
         Specific Equipment with FINOVA Financial Services 
         (Filed as Exhibit 10.33 on Form 10-KSB for the fiscal 
         year ended March 31,  1998, and incorporated herein by 
         reference.)

 27		  		Financial Data Schedule (Filed herewith.)


Reports on Form 8-K

         No reports on Form 8-K were filed during the three 
         months ended June 30, 1998.



* - Previously filed

<PAGE> 14

                         SIGNATURES


In accordance with the requirements of the Exchange Act, the 
registrant caused this report to be signed on its behalf by the 
undersigned, thereunto duly authorized.











                                     	GALAXY FOODS COMPANY



                                      /s/Angelo S. Morini 
Date:  August 10, 1998 	              Angelo S. Morini
                                      Chairman and President
                                    	(Principal Executive Officer)






Date:  August 10, 1998	              /s/Cynthia L. Hunter                      
                                    	Cynthia L. Hunter, CPA
                                    	Chief Financial Officer
                                    	(Principal Financial and 
                                     	Accounting Officer)