Securities and Exchange Commission
                           Washington D.C. 20549

                               Form 10-KSB

Annual Report under Section 13 or 15(d) of the Securities Exchange Act of
1934

For the fiscal year ended December 31, 2000  Commission file number 0-7320

                             FARM FISH, INC.
             (Name of small business issuer in its charter)



     Mississippi                                    64-0532896
    -------------                                   -----------
(State or other jurisdiction of                    (I.R.S. Employer
 incorporation or organization)                 Identification Number)


 Post Office Box 23109
 Jackson, MS                                            39225-3109
 ---------------------                                  -----------
 (Address of principal executive offices)                  Zip Code

Registrant's telephone number, including area code - (601) 354-3801

    Securities Registered under Section 12(g) of the Exchange Act:

                              No-Par Common Stock
                             ---------------------
                               (Title of Class)

Check whether issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or 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.  [X]

Check if there is no disclosure of delinquent filers in response to Item
405 of Regulation S-B contained in this form, and no disclosure will be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form
10-KSB or any amendment to this Form 10-KSB. [X]

Revenues for the year ended December 31, 2000 were $2,288,827.

Aggregate market value of voting stock held by non-affiliates of the
Registrant as of December 31, 2000 - Indeterminate*

(2,688,605 shares issued and outstanding as of December 31, 2000)

                   DOCUMENTS INCORPORATED BY REFERENCE


     See Exhibits and Reports on 8-K below.

     * For purposes of the response to this item only, Delta Industries,
Inc. and all directors of the Registrant have been deemed affiliates of the
Registrant.

     * The Registrant has been advised by two broker sources who have
heretofore traded in the stock of the Registrant that there is insufficient
basis for establishing a market value.

                            Farm Fish, Inc.

                             Form 10-KSB

                          Table of Contents

          Item                                                  Page(s)
          ----                                                  -------

     Part I

 1.  Description of Business                                      7-9
 2.  Description of Property                                       9
 3.  Legal Proceedings                                            10
 4.  Submission of Matters to a
     Vote of Security Holders                                     10

     Part II

 5.  Market for Registrant's Common
     Stock and Related Stockholder Matters                       10-11
 6.  Management's Discussion and Analysis
     of Financial Condition and Results
     of Operations                                               11-13
 7.  Financial Statements                                          14
 8.  Changes In and Disagreements with
     Accountants on Accounting and Financial
     Disclosure                                                    10

     Part III

 9.  Directors, Executive Officers, Promoters
     and Control Persons; Compliance With Section
     16(a) of the Exchange Act                                    3-4

10.  Executive Compensation                                        5
11.  Security Ownership of Certain Beneficial
     Owners and Management                                        5-6
12.  Certain Relationships and Related Transactions               7-8
13.  Exhibits and Reports on Form 8-K                              25




                     DIRECTORS AND EXECUTIVE OFFICERS

            (a)      Directors


                                                             Other
                                                             Positions
                            Date Term of          Director   and Offices
Name                 Age    Office Expires         Since     with Farm Fish
-----------         -----   ---------------       --------   --------------

Leland R. Speed       66    Annual Meeting of        1982	  Chairman of
                            Stockholders, 2001                the Board of
                                                              Directors

Thomas R. Slough, Jr. 72    Annual Meeting of        1982     President
                            Stockholders, 2001

W. D. Mounger         73    Annual Meeting of        1984     None
                            Stockholders, 2001

R. Reed Doyle         46    Annual Meeting of        1998     None
                            Stockholders, 2001


            (b)       Executive Officers
                                                           Other
                                                           Positions
                                                Officer    and Offices
Name                Age   Office Held            Since     with Farm Fish

Leland R. Speed        66   Chairman of             1984     Director
                            the Board of Directors

Thomas R. Slough, Jr.  72   President               1984     Director

David Robison          50   Vice President          1993     None

Jayne Dew              50   Secretary/Treas         1998     General
                                                             Manager of
                                                             farm
                                                             operations

     Messrs. Speed and Slough were first elected as officers on December
3, 1984.  Mr. Robison was first elected in 1993. Ms. Dew was first
elected in 1998. The bylaws provide that the terms of the present
officers will expire when their successors are elected and qualify.

            (c)        Family Relationships

     There are no family relationships among the directors and officers.


    (d)        Business Experience for the Past Five Years

     (1)   (i)   Leland R. Speed is Chairman of the Board of Directors of

Farm Fish and a director of Delta Industries.  Mr. Speed is also Chairman
of Parkway Properties, Inc. and EastGroup Properties, Inc. which engage
generally in the business of real estate development.  He is also a
director of Mississippi Valley Gas Company and First Mississippi
Corporation.

           (ii)  Thomas R. Slough, Jr., a director and President of Farm
Fish, is the Vice-Chairman, a director and stockholder of Delta
Industries, a corporation primarily engaged in marketing ready mix concrete.

        (iii)  W. D. Mounger, a director of Farm Fish, is President,
director and a principal stockholder of Delta Royalty Company, Inc., a
Mississippi corporation engaged generally in the oil and gas business.
Mr. Mounger is also engaged in various commercial activities, including
independent oil and gas leasing, and is a director of Delta Industries.
Until February 1997, Mr. Mounger served as a director of Deposit Guaranty
National Bank and Deposit Guaranty Corporation.

(v) R. Reed Doyle, a director of Farm Fish, is a manager with
Silver Creek Plantation, which engages in the business of farm-raised
catfish.  Mr. Doyle has been in the farm-raised catfish industry for over
25 years.  Mr. Doyle is a director of Delta Industries.

(v) David Robison, Vice President of Farm Fish, is President
and Chief Executive Officer of Delta Industries, a corporation primarily
engaged in the marketing of ready mix concrete.

          (vi) Jayne Dew, Secretary-Treasurer of Farm Fish, has been the
general manager of the farm operations for Farm Fish since 1983.

       (2)      Delinquent Filings

     Based solely upon a review of:  (i) Forms 3 and Forms 4 and
Amendments thereto furnished to Farm Fish pursuant to Securities and
Exchange Commission Rule 16a-3(e) during the fiscal year ended December
31, 2000; (ii) Forms 5 and amendments thereto furnished to Farm Fish
during the fiscal year ended December 31, 2000; and (iii) written
representations of officers, directors and beneficial owners of more
than 10% of Farm Fish no-par common stock, there were not any known
failures of such officers, directors or beneficial owners of more than
10% of Farm Fish no-par common stock to report transactions required to
be reported on the above Forms on a timely basis or to file a required
Form during the fiscal year ended December 31, 2000.  Additionally, there
were no known late reports made on the above Forms during the fiscal year
ended December 31, 2000.

                             COMMITTEES

      Farm Fish has no standing audit, nominating or compensation
committees. The entire Board performs such duties.

     The Board of Directors is responsible for selecting nominees for

the election of directors, and evaluating the performance of incumbent
directors and determining whether to nominate them for reelection.

                              MEETINGS

     The Board of Directors of Farm Fish held six official meetings
during the last fiscal year.  No director attended less than 75% of the
meetings.  In addition, certain actions were taken during the year by unanimous
written consent of all directors in lieu of holding a formal meeting.

                       EXECUTIVE COMPENSATION

     Except for Ms. Dew, the directors and executive officers of Farm
Fish received no cash or other compensation for services in all
capacities to Farm Fish.  Mr. Slough and Mr. Robison are employees of
Delta Industries; Delta Industries is not reimbursed by Farm Fish for
the salaries of Mr. Slough or Mr. Robison.  Farm Fish does not maintain
any type of pension or other benefit plan for officers of the Company.
None of the officers have employment or severance arrangements contracts
with the Company.

                     TRANSACTIONS WITH MANAGEMENT

       (a) Transactions Between Farm Fish and Delta Industries

     The principal shareholder of Farm Fish is Delta Industries.  All
members of the Farm Fish Board of Directors also serve as directors of
Delta Industries, and the senior managements of the two companies are
substantially identical.

     Since it acquired its first block of Farm Fish stock in October
1982, Delta Industries has made substantial loans and non-interest
bearing advances to Farm Fish, and has guaranteed significant amounts
of Farm Fish's outstanding indebtedness.  As of December 31, 2000, Farm
Fish had advances payable to Delta Industries in the amount of $2,139,825.
As of December 31, 2000, Delta Industries was guarantor of a Farm Fish
short-term line of credit from a bank with an outstanding principal
balance of $1,145,291.

       (b) Transactions Between Farm Fish and Silver Creek Plantation

In September 1997 the Company purchased 591 shares of stock in Delta
Pride Catfish, Inc., a cooperative of catfish producers, from Silver
Creek Plantation. T.L. Reed, a director of the Company at the time,
was the owner and president of Silver Creek Plantation.  The stock was
purchased for cash in the amount of $111,226, plus the assumption of
$333,090 in operating losses of Delta Pride allocated to such stock.
The Board of Directors approved the transaction and the purchase price
after reviewing recent, comparable sales of Delta Pride stock.

             SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS

     To the best of the Company's knowledge, no person or group (as
those terms are used in Section 13(d)(3) of the Securities Exchange Act
of 1934) beneficially owned, as of April 1, 1999, more than five percent
of the Shares outstanding except as set forth in the following table:




Stockholder                Number of Shares of          Percent of Class
                           Common Stock Owned (1)
------------               --------------------         ----------------
Delta Industries, Inc.            2,151,061                   80%
100 W. Woodrow Wilson
Jackson, MS 39213

                   SECURITY OWNERSHIP OF MANAGEMENT

Stockholder              Number of Shares of          Percent of Class
                         Common Stock Owned(1)
-----------              ---------------------        ----------------
Thomas R. Slough, Jr.             17,805                     *
W. D. Mounger                     25,900                     *
David Robison                        100                     *
Jayne Dew                          6,500                     *

Officers and Directors as a       50,305                   1.88%
Group (6 person) (2)

*Less than 1%.

     (1)Each beneficial owner has sole voting and investment powers
as to all shares beneficially owned unless otherwise indicated in these
footnotes.

     (2)The directors of Farm Fish during the past fiscal year, Thomas
R. Slough, Jr., W. D. Mounger, Leland R. Speed and R. Reed Doyle, were
directors and stockholders of Delta Industries, Inc. ("Delta Industries").
The shares owned by Delta Industries are in addition to the total number
of shares owned directly by officers and directors, as shown herein.

DELTA INDUSTRIES, INC. STOCK OWNERSHIP OF EXECUTIVE OFFICERS
AND DIRECTORS



Stockholder                Number of Shares of        Percent of Class
                           Common Stock Owned(1)
-------------              ---------------------      ----------------
Thomas R. Slough, Jr.             8,160                     1.42%
W. D. Mounger                    44,061                     7.65%
R. Reed Doyle                    30,944 (3)                 5.37%
David Robison                    19,379 (4)                 3.04%
Jayne Dew                           500                       *

Officers and Directors as a
Group (6 persons)               103,044                    17.56%


*Less than 1%.

(1)Each beneficial owner has sole voting and investment powers as to
all shares beneficially owned unless otherwise indicated in these '
footnotes.

(2)Does not include 3,133 shares held in a custodial account for the
benefit of Mr. Slough's son.  Mr. Slough has investment and voting power
over such shares.

(3)Includes 22,502 shares held in a trust for the benefit of Mr. Doyle's
mother. Mr. Doyle is the trustee of such trust.

(4)Includes 17,500 shares which Mr. Robison has the right to acquire
through the exercise of options.


                         POSSIBLE CHANGE IN CONTROL


     All of the shares of Farm Fish held by Delta Industries, are
pledged as collateral in connection with indebtedness of Delta
Industries to Trustmark National Bank of Jackson, Mississippi.  Should
Delta Industries be in default under that indebtedness, Trustmark
National Bank has the option of foreclosing on the pledged stock.

                           LEGAL PROCEEDINGS

     There are presently no material pending legal proceedings to which
Farm Fish or its subsidiaries is a party.

                       INDEPENDENT PUBLIC ACCOUNTANTS

     The firm of Ernst & Young LLP was the independent auditors of Farm
Fish for the fiscal year ending December 31, 2000.

     In the past the independent public accountants have been selected
annually by the Board of Directors, usually at its annual meeting
following the Stockholders' Meeting, and it is contemplated that this
procedure will continue to be followed by the Board.

                            Description of Business
                                   General

     Farm Fish, Inc., "Farm Fish" engages in the hatching and growing
of catfish (generally referred to as "producing" catfish).  Farm Fish
was organized in 1972 as a Subchapter C corporation. The principal
executive offices of Farm Fish are located at 100 W. Woodrow Wilson
Drive, Jackson, Mississippi 39213, and its telephone number is (601)
354-3801.  In December 2000, the shareholders of Farm Fish approved
a plan whereby substantially all of the operating assets of Farm Fish
will be sold to H & S Fish Farms, LLC.  This plan calls for Farm Fish
to continue to sell its existing inventory of fish, without restocking.
Due to the approval of this plan, Farm Fish has changed the basis of
accounting for its operations to a liquidation basis.  See Recent
Developments and the Financial Statements, which are part of this report.

                            The Catfish Industry

     The catfish farming industry has grown rapidly since its inception
in the late 1960's.  In 1969, approximately 3.2 million pounds of catfish
were sold to processing plants at an average sale price of approximately
$0.37 per pound.  In 2000, the number of pounds sold to catfish
processors had increased to approximately 594 million pounds, at sale
prices ranging from approximately $.68 to $.79 per pound during the year.

     Catfish farming is conducted primarily in Alabama, Arkansas,
Louisiana and Mississippi, with Mississippi dominating the industry.

                         Farm Fish's Operations

     Farm Fish's primary production assets are brood ponds, a hatchery,
fingerling ponds and production ponds.  The life cycle of a farm-raised
catfish begins in a brood pond, where the eggs ("spawn") are laid and
fertilized.  The spawn is then retrieved and taken to the hatchery, where
it is placed in water- filled troughs which are continuously monitored to
ensure the water is aerated and kept at the proper temperature.  The
hatchery operates for approximately two months each year, usually from
mid-May to mid-July.

     The newly hatched catfish, called "fry", are kept in the hatchery
briefly and are then transported to a fingerling pond where they remain
until they are one to two inches in length, at this stage the catfish
are referred to as "fingerlings".  Some of the fingerlings may be sold to other
catfish farmers, but typically most are kept and used to stock the
farm's production ponds.  The catfish are fed until they reach marketable
size (usually one to one-and-a-half pounds) and harvested with seines.

     The catfish are fed a commercially prepared feed consisting of
soybeans, corn, wheat and fishmeal.  The catfish are fed from
approximately mid-March through the end of October each year.  Little
food is supplied to the catfish during the winter months.

     Farm Fish conducts its business at its catfish farm in Humphreys
County, Mississippi.  The farm consists of approximately 1,750 acres
of land, of which approximately 1,375 acres are devoted to mostly 20
acre ponds.  The farm is a complete facility for producing "farm-raised"
catfish, with brood ponds, a hatchery, fingerling ponds and production
ponds.

                         Processing and Marketing

     Farm Fish sold its processing operations in March 1986 and no
longer engages in processing live fish or marketing processed products.

                           Significant Customers

     The Company's sales are to a limited number of catfish processors.
In 2000, two processors represented 76% and 12% of the Company's net
sales, and in 1999 one processor represented 76% of the Company's net
sales.  The Company has historically sold a significant portion of its
inventory to Delta Pride, a cooperative in which the Company is a member.

                               Competition

     There are a substantial number of independent catfish producers in
the general market area.  Farm Fish is one of the larger producers of live
fish according to reports published by the USDA's National Agricultural
statistical service.  Competition among catfish farmers who produce live
fish for sale to catfish processors is based primarily on price.
Production techniques are becoming more sophisticated as the industry
matures, and farmers who take advantage of the emerging technology in
areas such as the maintenance of high water quality may develop a
competitive advantage in terms of cost efficiency.  The Company
continually monitors water quality of each pond to ensure optimum
conditions for fish growth.  The Company has replaced some of its gas
and diesel powered aeration equipment with more efficient and cost
effective electrical aeration equipment.

                           Farm Fish Personnel

     On December 31, 2000, Farm Fish employed twenty-three employees,
all of whom were engaged in duties related to its catfish farming
operations.

                              Industry Segments

     Farm Fish operates in only one industry segment, ("catfish
production").

                              Regulatory Matters

     Farm Fish's facilities and operations are subject to regulation by
various federal and state agencies, including, but not limited to, the
United States Department of Agriculture, The Environmental Protection
Agency, The Occupational Safety and Health Administration and
corresponding state agencies.

     Compliance with existing regulations has not had a material adverse
effect on Farm Fish's earnings or competitive position in the past and
is not anticipated to have a materially adverse effect in the future.
Management believes that Farm Fish is in substantial compliance with
existing laws and regulations relating to the operation of its facilities
and does not know of any major capital expenditures necessary to comply
with such regulations.

                         Description of Property

      Farm Fish owns nearly 1,750 acres of farmland in Humphreys County,
Mississippi, near the town of Louise.  Most of this land is devoted to
the ponds, to the banks and levees, which surround and separate the
ponds, and to various service and storage areas.  Farm Fish has
borrowings from a bank totaling $1,145,291 at December 31, 2000 which is
an unsecured line of credit guaranteed by Delta Industries, Inc. ("Delta
Industries").  See Note 4 to the Consolidated Financial Statements.





                              Inventory

     Farm Fish owns a substantial inventory of harvestable and growing
fingerlings.  These catfish are located in the production ponds on the
catfish farm in Humphreys County, Mississippi.

                           Recent Developments

     The shareholders have approved a transaction between the Company
and H & S Fish Farms, LLC for the sale of certain assets of the Company.
H & S will purchase substantially all of the operating assets (excluding fish
inventory) from the Company for $1,800,000.  The Company will
continue to sell it existing inventory of fish, without restocking.  When
the Company has completed sales of its inventory, the Company will close
the sale of assets to H & S.  Promptly after the transfer of the assets
to H & S, the Company will dissolve and no longer be in existence.
Management intends to distribute the proceeds received from such sale,
less certain transaction costs and outstanding debt of the company to the
shareholders.  There can be no assurance of the amount, if any, available
for distribution to the shareholders.  The preceding is a brief overview
of the transaction with H & S which is qualified in its entirety by
reference to the Asset Purchase Agreement between the Company and H & S,
a copy of which was provided to all of the shareholders in connection with
the shareholders meeting December 27, 2000.

                           Legal Proceedings

     As of December 31, 2000, there were no material legal proceedings
pending or threatened against Farm Fish.

           Submission of Matters to a Vote of Security Holders

     The shareholders approved the transaction with H & S described in
recent developments above.  The shareholders also elected the current
board of directors and approved the retention of Ernst & Young LLP as
independent auditors for the Company.


              Changes In and Disagreements with Accountants
                 on Accounting and Financial Disclosure

     There are no disagreements with the Company's accountants.  Due to
the pending transaction with H & S, the Company has changed the basis of
accounting to a liquidation basis as reflected in the financial
statements attached to this report.  This change in accounting involves
certain assumptions and estimates on the part of the Company's management.
There can be no assurances that the Company will attain such results.
For further information refer to the notes accompanying the Financial
Statements.

                MARKET FOR REGISTRANT'S COMMON STOCK AND
                      RELATED STOCKHOLDER MATTERS

     The authorized capital stock of Farm Fish consists of 5,000,000
shares of common stock.  The 2,688,605 issued and outstanding shares of
Farm Fish's stock are held of record by approximately 1,843 stockholders.
Although Farm Fish common stock is registered under the Securities
Exchange Act of 1934, there is no readily ascertainable market value for
the stock, since the stock is not traded on any exchange, is traded
infrequently over the counter, and is not quoted in any newspaper.  The
stock is listed in the "pink sheets" under the symbol "FFIH". Farm Fish
has been advised by broker sources who have heretofore traded in the
stock of Farm Fish that there is insufficient basis for establishing a
market value.

     Holders of Farm Fish common stock have one vote for each share held
and are entitled to accumulate their votes for the election of directors.
Shares of common stock are not subject to redemption and the holders of
such shares do not have preemptive rights.  Holders of shares of common
stock are entitled to share ratably in the assets of Farm Fish legally
available for distribution to holders of common stock in the event of the
liquidation, dissolution or winding up of Farm Fish.  The holders of
common stock are equally entitled to dividends when, as and if declared
by the Board of Directors.
                                 Dividends

     No cash dividend has been paid by Farm Fish since May 1, 1982.  Any
payment of dividends in the future will depend upon the realization of
proceeds from the liquidation of the Company's inventory and the proceeds
from the sale of the Company's assets to H & S Fish Farms, LLC.

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

                     Liquidity and Capital Resources

     On December 27, 2000, the shareholders of the Company approved a
plan to liquidate and dissolve the Company (the "Plan").  Pursuant to the
Plan, the Company has entered into an agreement (the "Agreement") to sell
its land, ponds and improvements, buildings and certain machinery and
equipment to a third party buyer (the "Buyer") for $300,000 in cash on
the closing date and a $1,500,000 note receivable from the Buyer.   The
note receivable will bear interest at 6%, will be payable in quarterly
installments of $50,141 for ten years and will be secured by a first
deed of trust on the land, ponds and improvements and buildings.  In
accordance with the Agreement, the Company will grow out its live fish
inventories to a marketable weight and sell the inventories in an orderly
manner without restocking. Closing of the sale will occur within 30 days
of the Company's written notification to the Buyer that it has completed
the sale of its inventories and is prepared to deliver possession to the
Buyer, but in no case later than December 31, 2002.

     The Company will continue in existence after the closing of the
sale to effect an orderly winding-up of the affairs of the Company. The
Company  plans to sell and transfer the note receivable from the Buyer
to Delta Industries, Inc. ("Delta") at face value.  Proceeds from the sale
of the Company's assets will be used for satisfaction of all liabilities
and obligations to its creditors with all remaining proceeds distributed
to the Company's shareholders on a pro rata basis. The Agreement contains
certain provisions that prohibit the Company from making distributions to
shareholders for a period of 180 days following the closing date.
Management anticipates that such distributions will occur as soon as
practicable after the expiration of the 180-day period.

     The consolidated statements of operations, shareholders' equity and
cash flows for the years ended December 31, 2000 and 1999 were prepared
on the going concern basis of accounting which contemplates realization
of assets and satisfaction of liabilities in the normal course of
business. As a result of adoption of the Plan and the imminent nature of
the liquidation, the Company adopted the liquidation basis of accounting
effective December 31, 2000.  Under the liquidation basis of accounting,
assets are stated at their estimated net realizable values and
liabilities are stated at their estimated amounts.  The valuation of
assets and liabilities requires many estimates and assumptions, and there
are substantial uncertainties in liquidating the Company.  The valuations
presented in the accompanying statement of net assets in liquidation
represent estimates based on present facts and circumstances, of the
estimated realizable values of assets, estimated liabilities and
estimated costs associated with carrying out the liquidation of the
Company.  The actual values and costs could be higher or lower than the
amounts recorded as of December 31, 2000.

     Live fish inventories at December 31, 2000 are stated at their
estimated selling price based upon current market prices for sales to
processors, less estimated delivery costs and estimated production cost
to grow the live fish to a marketable size. The actual realizable value
from the sale of live fish inventories could vary significantly from the
recorded amounts due to fluctuations in the market price for live fish,
changes in the estimated length of time required grow the fish to a
marketable size, changes in the period of time required to sell the live
fish inventories, higher or lower fish mortality, or other factors not
currently anticipated by management of the Company.

     Estimates of costs to be incurred in carrying out the liquidation
of the Company of $379,113 are included in accrued expenses at December
31, 2000 and consist principally of the administrative salaries and
related costs, legal and professional fees, interest on the note payable
to bank, and certain other costs.  The actual costs could vary
significantly from the estimates due to uncertainty related to the
length of time required to liquidate the Company or other factors not
currently anticipated by management of the Company.

     The Company had $854,709 available under a short-term line of
credit with a bank at December 31, 2000 and had borrowings outstanding
of $1,145,291.  The borrowings under the line of credit bear interest at
floating rates based upon LIBOR (9.27% at December 31, 2000), and are
unsecured.  The line of credit is guaranteed by Delta Industries.
Although there is no binding commitment from Delta Industries, Farm Fish
expects Delta Industries to continue its prior policy with respect to
assisting Farm Fish in financing its operations, in light of Delta
Industries' ownership of eighty percent (80%) of Farm Fish's outstanding
common stock.

     During 2000, Farm Fish purchased $32,041 of property, buildings and
equipment.  Cash flows provided by operating activities was $272,291 in
2000 compared to cash flows used in operating activities of $695,080 in
1999. The increase is due principally to a smaller increase in
inventories in 2000 compared with 1999.

              Comparison of 2000 to 1999 Results of Operations

     Net sales increased by $413,671 or 22.1% from 1999.  The increase
resulted primarily from a $256,000 or 10.5% increase in pounds of
catfish sold to processors and an increase in sales of fingerling sized
catfish to other catfish producers.  The increase in pounds of catfish
sold resulted primarily from an increase in marketable size catfish
available for sale in 2000 compared to 1999 and a decrease in the
occurrence of "off-flavor" problems during the year. Certain types of
algae release a chemical in the water which is absorbed by fish and
causes a musty taste termed "off-flavor".  Off-flavor is not a permanent
condition, but can adversely effect sales in a given period.  The average
selling price of catfish sold was 74.1 cents per pound and 74.3 cents per
pound in 2000 and 1999, respectively.

     Cost of product sold for 2000 increased $407,584 or 24.5% as
compared to 1999.  The increase is primarily attributable to the increase
in the pounds of catfish sold.  The average market price paid for catfish
feed increased 3.5% in 2000 from 1999. Catfish feed represents the single
most significant component of Farms Fish's cost of product.  The market
price for catfish feed may fluctuate substantially and exhibit cyclical
characteristics typically associated with commodity markets.  From time
to time, the Company establishes prices for a portion of its anticipated
feed purchases through feed purchase agreements.


     Selling, general, and administrative expenses increased $87,967 or
57% from 1999 primarily due to an increase in professional fees.

     Interest expense increased $42,281 or 69% due to an increase in
average borrowings.

     Income tax expense (benefit) in 1999 was different than the
Statutory federal and state income tax rates due to the utilization of
separate return limitation year federal net operating loss carryforwards
of the Company's wholly-owned subsidiary, DAT, Inc., in 1999.

                   Seasonality of Operating Results

     In prior years, the revenues of Farm Fish have been seasonal and
cyclical. Prices for live fish have tended to rise during the first
part of the year and drift downward during the summer, only to rise
again in September and October and fall in November and December before
beginning the annual price cycle again. However, in 1999 and 2000,
prices generally increased the first two quarters of each year and
steadily decreased over the last two quarters of each year.


                           Farm Fish, Inc.
                  Consolidated Financial Statements

                Years ended December 31, 2000 and 1999



                               Contents


Report of Independent Auditors	                              15

Audited Consolidated Financial Statements

Consolidated Statement of Net Assets in Liquidation	          16
Consolidated Statement of Changes in Net Assets in Liquidation	17
Consolidated Statements of Operations	                         18
Consolidated Statements of Shareholders' Equity	               19
Consolidated Statements of Cash Flows	                         20
Notes to Consolidated Financial Statements	                  21-24






                        Report of Independent Auditors

The Board of Directors and Shareholders Farm Fish, Inc.

We have audited the consolidated statement of net assets in
liquidation and the related consolidated statement of changes in net
assets in liquidation of Farm Fish, Inc. as of December 31, 2000. In addition,
we have audited the consolidated statements of operations,
shareholders' equity, and cash flows for the years ended December 31,
2000 and 1999.  These financial statements are the responsibility of
the Company's management.  Our responsibility is to express an
opinion on these financial statements based on our audits.

We conducted our audits in accordance with auditing standards
generally accepted in the United States.  Those standards require that
we plan and perform the audit to obtain reasonable assurance about
whether the financial statements are free of material misstatement.  An
audit includes examining, on a test basis,evidence supporting the
amounts and disclosures in the financial statements.  An audit also
includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall
financial statement presentation.  We believe that our audits provide
a reasonable basis for our opinion.

As described in Note 1 to the consolidated financial statements, the
stockholders of Farm Fish, Inc. approved a plan of liquidation on
December 27, 2000, and the Company commenced liquidation shortly
thereafter.  As a result, the Company has changed its basis of
accounting as of December 31, 2000, and for periods subsequent to
December 31, 2000, from the going-concern basis to a liquidation basis.

In our opinion, the consolidated financial statements referred to above
present fairly, in all material respects, the net assets in liquidation
and the changes in net assets in liquidation of Farm Fish, Inc. as of
December 31, 2000 and the consolidated results of its operations and its
cash flows for the years ended December 31, 2000 and 1999, in conformity
with accounting principles generally accepted in the United States
applied on the bases described in the preceding paragraph.

                                         /s/ Ernst & Young LLP


Jackson, Mississippi
April 10, 2001

                              Farm Fish, Inc.

            Consolidated Statement of Net Assets in Liquidation

                             December 31, 2000




ASSETS
Cash and cash equivalents                          $  122,333
Accounts receivable                                   125,140
Inventories, principally live fish                  5,207,433
Property, buildings and equipment                   2,046,873
Investments in cooperatives                           294,246
Deferred income taxes                                  49,000
Other assets                                           13,073
                                                   ____________
Total Assets                                       $7,858,098
                                                   ===========
LIABILITIES AND NET ASSETS IN LIQUIDATION
Note payable to bank                               $1,145,291
Accounts payable                                       62,168
Accrued expenses                                      461,017
Payable to shareholders                             2,139,825
                                                   ___________
Total Liabilities                                   3,808,301
Net assets in liquidation                           4,049,797
                                                   ___________
Total Liabilities and net assets in liquidation    $7,858,098
                                                   ===========
Number of common shares outstanding                 2,688,605
                                                   ==========
Net assets in liquidation per common share         $    1.51
                                                   ==========


See accompanying notes.

                             Farm Fish, Inc.

    Consolidated Statement of Changes in Net Assets in Liquidation



Shareholders' equity at December 31, 2000               $4,303,807
   (going concern basis)
Increase (decrease) in assets and liabilities for
   adoption of the liquidation basis of accounting:
   Inventories                                            (316,260)
   Property, buildings and equipment                       265,112
   Investments in cooperatives                              26,252
   Accrued expenses                                       (379,114)
   Deferred income taxes                                   150,000
                                                        __________
Net assets in liquidation at December 31, 2000          $4,049,797
                                                        ==========

See accompanying notes.

                              Farm Fish, Inc.

                    Consolidated Statements of Operations


                                               Year ended December 31
                                               2000               1999
                                             ___________________________

Net sales                                    $2,288,827       $1,875,156

Cost and expenses:
 Cost of products sold                        2,070,987        1,663,403
 Selling, general and administrative            241,247          153,280
 Interest                                       103,797           61,516
 Gain on sale of equipment                      (11,766)         (63,913)
 Other, net                                    (112,400)         112,810
                                             __________      ___________
                                              2,291,865        1,927,096
                                             __________      ___________
Loss before income taxes                         (3,038)         (51,940)
Income tax benefit                               (1,047)         (58,383)
                                             __________      ___________
Net income (loss)                            $   (1,991)      $    6,443
                                              ==========      ===========

Net income (loss) per basic and diluted share    $    0          $     0

                                              ==========      ===========
Weighted average basic and diluted shares
outstanding                                    2,688,605        2,688,605
                                              ==========      ===========



See accompanying notes.

                                Farm Fish, Inc.

                  Consolidated Statements of Shareholders' Equity



                                  Additional     Retained        Total
              Common Stock         Paid-in       Earnings    Shareholders'
             Shares     Amount      Capital      (Deficit)       Equity
             _________________    _______________________________________

Balance at December 31, 1998
            2,688,605 $4,424,336     $475,776   $(600,757)    $4,299,355

  Net income for 1999
                                                    6,443          6,443
            --------------------    ------------------------------------

Balance at December 31, 1999
            2,688,605 $4,424,336     $475,776    (594,314)     4,305,798

 Net loss for 2000
                                                   (1,991)        (1,991)
            --------------------    ------------------------------------

Balance at December 31, 2000,
immediately prior to adoption
of liquidation basic of accounting
            2,688,605 $4,424,336     $475,776   $(596,305)    $4,303,807
            ====================    ====================================



See accompanying note




















                              Farm Fish, Inc.
                   Consolidated Statements of Cash Flow

                                               Year ended December 31
                                               2000              1999
                                          ________________________________

OPERATING ACTIVITIES
Net income                                $    (1,991)    $       6,443
Adjustments to reconcile net income
(loss) to net cash provided by
(used in) operating activities:
 Depreciation                                 217,328          252,306
 Gain on sale of equipment                    (11,766)         (63,913)
 Deferred income tax benefit                   (7,000)          (8,000)
 Changes in operating assets and liabilities:
   (Increase) decrease in accounts receivable
    and other assets                          110,221          (33,312)
    (Increase in inventories                 (118,696)        (720,733)
    Net (increase) decrease in investments
    in cooperatives                           122,938         (109,542)
   Decrease in accounts payable
   and accrued expenses                       (38,743)         (18,329)
                                           ___________     ____________
Net cash provided by (used in)
operating activities                          272,291         (695,080)

INVESTING ACTIVITIES
Proceeds from sale of equipment                41,796          100,000
Purchases of property, buildings
and equipment                                 (32,041)        (240,893)
                                           ___________     _____________
Net cash provided by (used in)
investing activities                            9,755         (140,893)

FINANCING ACTIVITIES
Net increase (decrease) in note
payable to bank                              (369,709)       1,030,000
Net change in payable to shareholder           62,603          (71,599)
                                           ____________     ___________
Net cash provided by (used in)
financing activities                         (307,106)         958,401
                                           ____________     ___________
Increase (decrease) in cash and
cash equivalents                              (25,060)         122,428
Cash and cash equivalents at
beginning of year                             147,393           24,965
                                           ____________     ____________
Cash and cash equivalents at end of year     $122,333         $147,393
                                             =========       =========
See accompanying notes.

                             Farm Fish, Inc.

                Notes to Consolidated Financial Statements

                            December 31, 2000


1.  Business and Summary of Significant Accounting Policies

Business

Farm Fish, Inc. ("the Company") was engaged in catfish farming on
approximately 1,375 water acres within the State of Mississippi.
Catfish farming is conducted in a few southern states, principally
Mississippi, Louisiana, Alabama and Arkansas. The Company's sales are
to a limited number of processors. In 2000, two processors represented
76% and 12% of the Company's net sales, and in 1999, one processor
represented 76% of the Company's net sales. The Company's significant
customers are located within the state of Mississippi. Processed
catfish are sold principally to retail grocery stores, food brokers
and restaurants.

Liquidation of the Company

On December 27, 2000, the shareholders of the Company approved a plan
to liquidate and dissolve the Company (the "Plan").  Pursuant to the
Plan, the Company has entered into an agreement (the "Agreement") to
sell its land, ponds and improvements, buildings and certain machinery
and equipment to a third party buyer (the "Buyer") for $300,000 in cash
on the closing date and a $1,500,000 note receivable from the Buyer.
The note receivable will bear interest at 6%, will be payable in
quarterly installments of $50,141 for ten years and will be secured by
a first deed of trust on the land, ponds and improvements and buildings.
In accordance with the Agreement, the Company will grow out its live
fish inventories to a marketable weight and sell the inventories in
an orderly manner without restocking. Closing date will occur within 30
days of the Company's written notification to the Buyer that it has
completed the sale of its inventories and is prepared to deliver
possession to the Buyer but in no case later than December 31, 2002.

In accordance with the Plan, the Company will continue in existence
after the closing date to affect an orderly winding-up of the affairs
of the Company. The Company plans to sell and transfer the note
receivable  from the Buyer to Delta Industries, Inc. ("Delta") at face value.
Proceeds from the sale of the Company's assets will be used for
payment of all liabilities and obligations to its creditors with all
remaining proceeds distributed to the Company's shareholders on a pro
rata basis. The Agreement contains certain provisions that prohibit
the Company from making distributions to shareholders for a period of
180 days following the closing date. Management anticipates that such
distributions will occur as soon as practicable after the expiration
of the 180-day period.

The consolidated statements of operations, shareholders' equity and cash
flows for the years ended December 31, 2000 and 1999 were prepared on
the going concern basis of accounting which contemplates realization of
assets and satisfaction of liabilities in the normal course of business.
As a result of the approval of the Plan and the imminent nature of the
liquidation, the Company adopted the liquidation basis of accounting
effective December 31, 2000.  Under the liquidation basis of accounting,
assets are stated at their estimated net realizable value and liabilities
are stated at their estimated amounts.  The valuation of assets and
liabilities requires many estimates and assumptions, and there are
substantial uncertainties in liquidating the Company.  The valuations
presented in the accompanying statement of net assets in liquidation
represent estimates based on present facts and circumstances, of the
estimated realizable values of assets, estimated liabilities and
estimated costs associated with carrying out the liquidation of the
Company.  The actual values and costs could be higher or lower than the
amounts recorded as of December 31, 2000.

Live fish inventories at December 31, 2000 are stated at their
estimated selling price based upon current market prices for sales to
processors, less estimated delivery costs and estimated production cost
to grow the live fish to a marketable size. The actual realizable value
from the sale of live fish inventories could vary significantly from the
recorded amounts due to fluctuations in the market price for live fish,
changes in the estimated length of time required to grow the fish to a
marketable size, changes in the period of time required to sell the live
fish inventories, higher or lower fish mortality, or other factors not
currently anticipated by management of the Company.

Estimates of costs to be incurred in carrying out the liquidation of
the Company of $379,113 are included in accrued expenses at December 31,
2000 and consist principally of the administrative salaries and related
costs, legal and professional fees, interest on the note payable to bank,
and certain other costs.  The actual costs could vary significantly from
the estimates due to uncertainty related to the length of time required
to liquidate the Company or other factors not currently anticipated by
management of the Company.

Principles of Consolidation

The consolidated financial statements include the accounts of the
Company and its wholly-owned subsidiary, DAT, Inc. All significant
intercompany accounts and transactions have been eliminated in
consolidation.

Cash Equivalents

The Company considers all highly liquid investments with a maturity of
three months or less when purchased to be cash equivalents.

Income Taxes

Deferred income taxes are accounted for using the liability method and
relate to temporary differences between assets and liabilities
recognized differently for financial reporting and for income tax
purposes.

Use of Estimates

The preparation of financial statements in conformity with accounting
principles generally accepted in the United States requires management
to make estimates and assumptions that affect the amounts reported in
the financial statements and accompanying notes.  Actual results may
differ from those estimates.

The following summarizes significant accounting policies followed by
the Company prior to adoption of the liquidation basis of accounting.


Inventories

Inventories were stated at the lower of average cost or market.  Live
fish inventories generally require a growing period of one to one and
one-half years from the time the fingerlings are stocked until they reach
a weight that fish are typically harvested.  Cost associated with live
fish were accumulated during the growing period and consisted principally
of feed, labor and overhead costs required to grow the live fish to a
marketable size.

The quantities of live fish inventories were determined based upon
estimated growth from feed fed to each pond and were reduced for the
actual quantities sold and estimated mortality.  Each pond was closed
periodically and the estimated pounds adjusted to the actual harvest.
Live catfish are highly susceptible to disease, oxygen depletion and
extreme temperatures which could result in high mortality.  Management
continually monitors each pond and takes appropriate actions to minimize
the risk of loss from mortality.  Given the nature of the live fish
inventories, it is reasonably possible that the Company's actual live
fish mortality will vary significantly from estimates.  In 2000 and 1999,
the Company estimated its fish grow-out to be 2.5 pounds of feed fed per
one pound of live fish growth.

Property, Buildings and Equipment

Property, buildings, and equipment were stated at cost.  Depreciation
was provided by the straight-line method over the assets' estimated
useful lives of ten to twenty years for ponds and improvements, thirty
to forty years for buildings and three to ten years for machinery and
equipment.

Investment in Cooperatives

Investments in cooperatives consisted of common stock at cost and the
Company's share of the cooperatives' allocated earnings and losses.

Revenue Recognition and Delivery Costs

Revenue was recognized when product was shipped to customers.  Costs to
deliver product to customers were included in cost of products sold in
the accompanying consolidated statements of operations.

Net Income Per Basic and Diluted Share

Net income per share was based on the average number of shares of common
stock outstanding during each year presented.  The Company had no options,
warrants or convertible securities outstanding during the years ended
December 31, 2000 and 1999.

2.  Payable to Shareholder and Related Party Transactions

At December 31, 2000, the Company had non-interest bearing advances
payable to Delta totaling $2,139,825. Delta owns 80% of the outstanding
stock of the Company.  In 1999, the Company sold equipment to Delta for
$100,000 resulting in a gain on sale in the accompanying statement of
operations for the year ended December 31, 1999 of $63,913.  Management
believes the sales price approximated the fair market value of the
equipment.

3.  Investments in Cooperatives

Included in investments in cooperatives in the accompanying statement
of net assets in liquidation are shares of Delta Pride Catfish, Inc.
("Delta Pride") stock which provide the Company the right to sell live
catfish to Delta Pride. In 2000 and 1999, the Company recorded $3,535
and $189,918, respectively, of operating losses from Delta Pride which
are included in other cost and expenses, net in the accompanying
consolidated statements of operations. In 1999, the Company paid
$286,278 to Delta Pride applicable to the allocated operating losses.

During the first quarter of fiscal 2000, the Company surrendered certain
of its shares of stock in Delta Pride as payment in kind for Delta
Pride's losses allocated to the Company for the fiscal year ended June
30, 1999.  The carrying amount of the Company's investment in Delta
Pride, for the shares surrendered, approximated the liability to Delta
Pride at the time of the exchange. Also included in investment in
cooperatives are shares of stock in Producers Feed Corporation
("Producers"). Substantially all of the Company's catfish feed purchases
were from Producers in 2000 and 1999. In 2000 and 1999, Producers
allocated patronage dividends of $76,231 and $68,922, respectively, to
the Company, which are included in other cost and expenses, net. The
Company received patronage dividend payments from Producers of $73,169
and $68,587 in 2000 and 1999, respectively.

4.  Note Payable

Note payable at December 31, 2000 consisted of borrowings under a line
of credit with a bank at 2.49% above the 30 day LIBOR rate (9.27% at December
31, 2000) maturing June 30, 2001.  Borrowings under this line
of credit are guaranteed by Delta.  The Company had $854,709 available
to borrow under the line at December 31, 2000.

Interest paid by the Company totaled $106,740 and $58,573 in 2000 and
1999 respectively.

5.  Income Taxes

The Company and its subsidiary are included in Delta's consolidated
federal and state income tax returns.  The Company's income tax expense
(benefit) for financial reporting purposes is determined on a separate
company basis, except in 1999, $37,000 of benefit related to the
utilization of net operating losses was allocated by Delta.  Management
anticipates the net deferred tax asset at December 31, 2000 will be
realized in Delta's consolidated federal and state income tax returns.
Accordingly, no valuation allowance has been provided.
Income taxes receivable or payable are recorded against the payable to
shareholder.

The components of deferred tax assets and liabilities are as follows
at December 31, 2000:

     Deferred tax assets:
       Inventories                            $120,000
       Accrued expenses                        136,000
                                              ________
                                               256,000
     Deferred tax liabilities - Property,
     buildings and equipment                  (207,000)
                                              ________
     Net deferred tax assets                   $49,000
                                               =======
        Income tax expense (benefit) consists of the following:

                                                   December 31
                                                 2000      1999
                                               ________________
  Current
    Federal                                    $5,155    $(47,985)
    State                                         798      (2,398)
                                               _______   _________
                                                5,953     (50,383)
  Deferred
    Federal                                    (6,500)     (7,500)
    State                                        (500)       (500)
                                               ______      _______
                                               (7,000)     (8,000)
                                               ______      _______
                                              $(1,047)   $(58,383)
                                              ========   =========




   The reconciliation of income taxes computed at the federal statutory rate to
income tax expense is as follows:

                                                   December 31
                                                2000       1999
                                               __________________
     Taxes at federal statutory rate           $ (1,033)   $ (17,660)
     State income taxes, net                        197       (1,913)
     Utilization of net operating loss
     carryforward of DAT, Inc.                       -       (37,000)
     Other - net                                   (211)      (1,810)
                                                ________     _________
                                                $(1,047)    $(58,383)



Exhibits and Reports on Form 8-K


(a)       Exhibits Required by Item 601 of Regulation S-B:

3(a)  Articles of Incorporation -       Incorporated by reference from
                                        Form 10-K for year ended
                                        April 30, 1981

3(b)  Bylaws                            Incorporated by reference from
                                        Form 10-K for year ended
                                        April 30, 1981

3(c)  Amendment to Bylaws -             Incorporated by reference from
                                        Form 10-K for year ended
                                        December 31, 1984

3(d)  Amendment to Articles of	     Incorporated by reference from
      Incorporation -                   Form 10-K for year ended
                                        December 31, 1984

(10)  Material Contracts

10(a) Asset Purchase Agreement, dated   Incorporated by reference from
       February 28, 1986 -	          Form 10-K for year ended
                                        December 31, 1985

10(b) Note Agreements - Loans from	     Incorporated by reference from
      Deposit Guaranty National Bank,   Form 10-K for year ended
      dated June 28, 1993 -	          December 31, 1993

10(c) Promissory Note - Loan from       Incorporated by reference from
      Deposit Guaranty National Bank,   Form 10-KSB for year ended
      dated December 24, 1996	          December 31, 1996

10(d) Asset Purchase Agreement, dated   Incorporated y Reference from
      as of July 20, 2000	          Form 14A filed December 8, 2000

(b)  Reports on Form 8-K	               Company filed an 8-K on August 11,
                                        2000 related to the transaction with
                                        H & S Fish Farms. LLC

SIGNATURES


     Pursuant to the requirements of Section 13 or 15(d) 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.

             FARM FISH, INC., REGISTRANT



             By:       /s/ Thomas R. Slough, Jr.
                       Thomas R. Slough, Jr.,
                       President


DATE:  May 11, 2001


     Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following person on
behalf of the Registrant
and in the capacity and on the date indicated.



            By:       /s/ Thomas R. Slough, Jr.
                      Thomas R. Slough, Jr.,
                      Director


DATE:  May 11, 2001

SIGNATURES


     Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following person on
behalf of the Registrant and in the capacity and on the date indicated.

         FARM FISH, INC., REGISTRANT



         By:         /s/ David Robison
                     David Robison,
                     Vice President


DATE: May 11, 2001

SIGNATURES


     Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following person on
behalf of the Registrant and in the capacity and on the date indicated.

          FARM FISH, INC., REGISTRANT



          By:             /s/ Jayne Dew
                          Jayne Dew,
                          Secretary


DATE:  May 14, 2001

DIRECTOR'S SIGNATURE PAGE


     Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following person on
behalf of the Registrant and in the capacity and on the date indicated.



           By:          /s/ W. D. Mounger
                         W. D. Mounger, Director


DATE:  May 10, 2001

DIRECTOR'S SIGNATURE PAGE


     Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following person on
behalf of the Registrant and in the capacity and on the date indicated.



              By:              /s/ Leland R. Speed
                               Leland R. Speed, Director


DATE:  May 14, 2001

DIRECTOR'S SIGNATURE PAGE


     Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following person on
behalf of the Registrant and in the capacity and on the date indicated.



              By:
                         R. Reed Doyle


DATE:  May __, 2001