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

                                   FORM 10-QSB

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

For  the  quarterly  period  ended  June  30,  2000

[ ]     TRANSITION  REPORTS  PURSUANT  TO SECTION 13 OR 15(d) OF THE SECURITIES
        EXCHANGE  ACT  OF  1934.

For  the  transition  period  from                to               .
                                   --------------    --------------

                        COMMISSION FILE NUMBER: 001-15689

                      JEREMY'S MICROBATCH ICE CREAMS, INC.
             (Exact name of registrant as specified in its charter)

          Delaware                                        23-3017648
-------------------------------                ---------------------------------
(State of other jurisdiction of                (IRS Employer Identification No.)
 incorporation  or  organization)

                           3401 MARKET ST., SUITE 312
                             PHILADELPHIA, PA 19104
                    (Address of principal executive offices)

                                  215/823-6885
              (Registrant's telephone number, including area code)

                                 Not applicable
--------------------------------------------------------------------------------
               (Former name, former address and former fiscal year
                          if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required
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          (The Registrant has
been subject to the reporting requirements for less than 90 days).

                      APPLICABLE ONLY TO CORPORATE ISSUERS

The  number  of  outstanding  shares of the registrant's Common Stock, par value
$.01,  was  3,200,000  as  of  August  10,  2000.


                                                                    Page 1 of 22
<PAGE>
                      JEREMY"S MICROBATCH ICE CREAMS, INC.
                                      INDEX


PART  I:  FINANCIAL  INFORMATION

Item 1.   Consolidated  Financial  Statements  -  unaudited

          Consolidated  Balance  Sheets  --
          June  30,  2000  and  December  31,  1999 . . . . . . . . . . . .    3

          Consolidated  Statements  of  Operations  --
          for the six and three month periods ended June 30, 2000
          and  1999 . . . . . . . . . . . . . . . . . . . . . . . . . . . .    4

          Consolidated  Statement  of  Stockholders'
          Equity  (Deficiency)  for  the  six  month
          Period  ended  June  30,  2000

          Consolidated  Statements  of  Cash  Flows  --
          For  the  six  -month  periods  ended June 30, 2000
          and  1999 . . . . . . . . . . . . . . . . . . . . . . . . . . . .    5

          Notes  to  Consolidated  Financial  Statements. . . . . . . . . .    6

Item 2.   Management's  Discussion  and  Analysis  of  Financial
          Condition  and  Results  of  Operations. . . . . . . . . . . . .    11


PART II:  OTHER  INFORMATION

Item 1.   Legal  Proceedings . . . . . . . . . . . . . . . . . . . . . . . 20-21

Item 2.   Changes  in  Securities  and  Use  of  Proceeds. . . . . . . . . 20-21

Item 6.   Exhibits  and  Reports  on  Form  8-K. . . . . . . . . . . . . .    22

Signatures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    22


                                                                    Page 2 of 22
<PAGE>
<TABLE>
<CAPTION>
                            JEREMY'S MICROBATCH ICE CREAMS, INC. AND SUBSIDIARY
                                     CONSOLIDATED BALANCE SHEETS


                                                                                    June 30,     December 31,
                                                                                      2000           1999
                                                                                  ------------  --------------
                                                                                  (Unaudited)
<S>                                                                               <C>           <C>
ASSETS
Current Assets
  Cash . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $   317,066   $       3,473
  Restricted cash (Notes 2 and 5). . . . . . . . . . . . . . . . . . . . . . . .      535,000               -
  Accounts receivable. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      237,527         164,510
  Inventories. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      342,465          67,171
  Prepaid expenses.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      109,108           6,124
                                                                                  ------------  --------------
Total current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    1,541,166         241,278
                                                                                  ------------  --------------
Property and equipment, net (Note3). . . . . . . . . . . . . . . . . . . . . . .      257,001          85,427
                                                                                  ------------  --------------
Other assets
  Deferred charges, net of accumulated  amortization of $1,034,836 and $646,322.      160,784         352,109
  Deferred Offering Costs. . . . . . . . . . . . . . . . . . . . . . . . . . . .            -         273,479
  Other. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        5,331           5,400
                                                                                  ------------  --------------
Total other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      166,115         630,988
                                                                                  ------------  --------------
Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $ 1,964,282   $     957,693
                                                                                  ============  ==============

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY)
Current Liabilities
  Line of Credit, Bank. . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $    57,146   $           -
  Note payable, bank . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .            -         299,980
  Note payable, vendor . . . . . . . . . . . . . . . . . . . . . . . . . . . . .            -         258,806
  Accounts payable and accrued expenses. . . . . . . . . . . . . . . . . . . . .    1,714,348       1,781,902
  Notes payable to related parties . . . . . . . . . . . . . . . . . . . . . . .            -         325,000
  Current maturities of capital leases (Note 5). . . . . . . . . . . . . . . . .       44,808          14,109
                                                                                  ------------  --------------
Total current liabilities. . . . . . . . . . . . . . . . . . . . . . . . . . . .    1,816,302       2,679,797
Capital leases, net of current maturities (Note 5) . . . . . . . . . . . . . . .      127,168          23,273
                                                                                  ------------  --------------
Total liabilities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    1,943,470       2,703,070
                                                                                  ------------  --------------

COMMITMENTS AND CONTINGENCIES (NOTES 5, 6, 7 AND 8)

STOCKHOLDERS' EQUITY (DEFICIENCY) (NOTES 7 AND 8)

  Preferred stock: $0.01 par value
    Authorized 500,000 shares
    Issued and outstanding none. . . . . . . . . . . . . . . . . . . . . . . . .            -               -
  Common stock: $0.01 par value
    Authorized 5,000,000 shares
    Issued and outstanding 3,000,000 and 1,800,000 shares. . . . . . . . . . . .       30,000          18,000
  Additional paid-in capital.. . . . . . . . . . . . . . . . . . . . . . . . . .    8,866,414       2,991,857
  Accumulated (deficit). . . . . . . . . . . . . . . . . . . . . . . . . . . . .   (8,875,602)     (4,755,234)
                                                                                  ------------  --------------
Total stockholders' equity (deficiency). . . . . . . . . . . . . . . . . . . . .       20,812      (1,745,377)
                                                                                  ------------  --------------
Total liabilities and stockholders' equity (deficiency). . . . . . . . . . . . .  $ 1,964,282   $     957,693
                                                                                  ============  ==============
</TABLE>


            See accompanying notes to consolidated financial statements


                                                                    Page 3 of 22
<PAGE>
<TABLE>
<CAPTION>
                                JEREMY'S MICROBATCH ICE CREAMS, INC. AND SUBSIDIARY
                                       CONSOLIDATED STATEMENTS OF OPERATIONS

                                                                  Six months ended          Three months ended
                                                                      June 30,                   June 30,
                                                             --------------------------  -------------------------
                                                                 2000          1999          2000         1999
                                                             ------------  ------------  ------------  -----------
                                                              (Unaudited)  (Unaudited)   (Unaudited)   (Unaudited)
<S>                                                          <C>           <C>           <C>           <C>
Net sales . . . . . . . . . . . . . . . . . . . . . . . . .  $   784,175   $   854,288   $   489,005   $  572,449
Cost of sales . . . . . . . . . . . . . . . . . . . . . . .      498,341       533,476       277,191      323,968
                                                             ------------  ------------  ------------  -----------
Gross profit. . . . . . . . . . . . . . . . . . . . . . . .      285,834       320,812       211,814      248,481
                                                             ------------  ------------  ------------  -----------
Operating expenses
  Selling . . . . . . . . . . . . . . . . . . . . . . . . .    2,480,880       458,796     1,530,357      259,325
  Distribution. . . . . . . . . . . . . . . . . . . . . . .      150,962       102,371        99,001       77,926
  General and administrative. . . . . . . . . . . . . . . .    1,388,956       504,441       863,968      264,527
  Amortization of deferred charges. . . . . . . . . . . . .      389,783        78,331       194,775       48,798
  Depreciation. . . . . . . . . . . . . . . . . . . . . . .       20,054         1,704        13,960        1,424
                                                             ------------  ------------  ------------  -----------
Total operating expenses. . . . . . . . . . . . . . . . . .    4,430,635     1,145,643     2,702,061      652,000
                                                             ------------  ------------  ------------  -----------
(Loss) from operations. . . . . . . . . . . . . . . . . . .   (4,144,801)     (824,831)   (2,490,247)    (403,519)
                                                             ------------  ------------  ------------  -----------
Other income (expense)
  Other income. . . . . . . . . . . . . . . . . . . . . . .       64,464         5,000        64,464            -
  Loss on sale of property and equipment. . . . . . . . . .            -       (18,816)            -      (18,816)
  Interest income.. . . . . . . . . . . . . . . . . . . . .       29,591             -             -            -
  Interest expense. . . . . . . . . . . . . . . . . . . . .      (69,622)      (19,349)      (57,879)     (17,849)
                                                             ------------  ------------  ------------  -----------
Total other income(expense) . . . . . . . . . . . . . . . .       24,433       (33,165)        6,585      (36,665)
                                                             ------------  ------------  ------------  -----------
Net (loss). . . . . . . . . . . . . . . . . . . . . . . . .  $(4,120,368)  $  (857,996)  $(2,483,662)  $ (440,184)
                                                             ============  ============  ============  ===========
Basic and diluted loss per share. . . . . . . . . . . . . .  $     (1.53)  $     (0.82)  $     (0.83)  $    (0.37)
                                                             ============  ============  ============  ===========
Basic and diluted weighted average number of common shares
  outstanding . . . . . . . . . . . . . . . . . . . . . . .    2,690,110     1,049,871     3,000,000    1,204,242
                                                             ============  ============  ============  ===========
</TABLE>


          See accompanying notes to consolidated financial statements.


                                                                    Page 4 of 22
<PAGE>
<TABLE>
<CAPTION>
                       JEREMY'S MICROBATCH ICE CREAMS, INC. AND SUBSIDIARY
                    CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY(DEFICIENCY)
                                           (UNAUDITED)

                                      COMMON STOCK         ADDITIONAL
                                -------------------------   PAID-IN    ACCUMULATED
                                  SHARES        AMOUNT      CAPITAL     (DEFICIT)       TOTAL
                                -----------  ------------  ----------  ------------  ------------
<S>                             <C>          <C>           <C>         <C>           <C>
Balance, January 1, 2000         1,800,000   $    18,000   $2,991,857  $(4,755,234)  $(1,745,377)
Issuance of common stock in
  connection with the initial
   public offering (Note 8)      1,200,000        12,000    5,874,557                  5,886,557
Net loss                                                                (4,120,368)   (4,120,368)
                                -----------  ------------  ----------  ------------  ------------
Balance, June 30, 2000           3,000,000   $    30,000   $8,866,414  $(8,875,602)  $    20,812
                                ===========  ============  ==========  ============  ============
</TABLE>


          See accompanying notes to consolidated financial statements.


<TABLE>
<CAPTION>
                 JEREMY'S MICROBATCH ICE CREAMS, INC. AND SUBSIDIARIES
                         CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                                  SIX MONTHS ENDED
                                                                      June 30,
                                                             ------------  -----------
                                                                 2000         1999
                                                             ------------  -----------
                                                              (Unaudited)  (Unaudited)
<S>                                                          <C>           <C>
Cash flows from operating activities
  Net (loss)                                                 $(4,120,368)  $ (857,996)
  Adjustments to reconcile net (loss) to net cash (used in)
     operating activities
    Loss on sale of equipment                                          -       18,816
    Depreciation                                                  20,054        1,704
    Amortization of deferred charges                             389,783       78,331
    Changes in assets and liabilities
      (Increase)decrease in assets
        Accounts receivable -Trade
             Trade                                               (73,017)     (71,464)
             Due from factor                                                  (43,144)
        Inventories                                             (275,294)     (85,991)
        Prepaid expenses                                        (102,984)     (43,808)
        Other                                                         69       (3,312)
      Increase(decrease) in liabilities
        Accounts payable and accrued expenses                    (67,554)      29,434
                                                             ------------  -----------
Net cash (used in) operating activities                       (4,229,311)    (977,430)
                                                             ------------  -----------
Cash flows from investing activities
  Deferred charges                                              (198,458)    (339,914)
  Proceeds from the sale of property and equipment                     -        9,500
  Restricted cash, capital lease                                (160,000)           -
  Advance to officer                                             (50,000)           -
  Repayment of advance to officer                                 50,000            -
  Purchase of property and equipment                             (47,257)     (26,646)
                                                             ------------  -----------
Net cash (used in) investing activities                         (405,715)    (357,060)
                                                             ------------  -----------
Cash flows from financing activities
  Proceeds from issuance of common stock                       6,226,431    1,050,000
  Deferred offering costs                                        (66,395)           -
  Proceeds from Note payable, Bank                                     -      300,000
  Proceeds from line of credit, bank                              57,146            -
  Repayments of note payable, bank                              (299,980)    (100,000)
  Repayment of notes payable to related parties                 (325,000)           -
  Repayment of long-term debt                                   (268,583)     (51,816)
  Restricted cash, letter of credit                             (375,000)           -
                                                             ------------  -----------
Net cash provided by financing activities                      4,948,619    1,198,184
                                                             ------------  -----------
Net increase (decrease) in cash                                  313,593     (136,306)
Cash at beginning of period                                        3,473      179,730
                                                             ------------  -----------
Cash at end of period                                        $   317,066   $   43,424
                                                             ============  ===========
Supplemental disclosure of cash flow information
  Cash paid during the period for interest                   $    69,622   $   19,349
                                                             ============  ===========
Non-cash financing activities
  Property and equipment purchases through capital lease     $   144,371   $   43,000
                                                             ============  ===========
</TABLE>


          See accompanying notes on consolidated financial statements.


                                                                    Page 5 of 22
<PAGE>
               JEREMY'S MICROBATCH ICE CREAMS, INC. AND SUBSIDIARY

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


1.   SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

BUSINESS

     Jeremy's  Microbatch  Ice  Creams,  Inc.  and Subsidiary ("Jeremy's" or the
"Company")  develops,  markets  and  sells  super-premium  ice  cream  using
high-quality  ingredients  through  its  wholly  owned  subsidiary,  Jeremy's
Microbatch  Ice Creams, LLC (the "LLC"). Unique flavors of ice cream are offered
primarily  in  small, limited edition batches in pint size containers. Ice cream
products  are  sold  mostly  in  supermarkets  and grocery stores in New England
and the Mid-Atlantic  Region.

     In  February  2000,  the  Company completed its plan of reorganization (See
Note  7)  and  Initial Public Offering ("IPO") of 1,200,000 shares of its common
stock  at  $6.00 per share and received net proceeds of $5,886,557 (See Note 8).

BASIS  OF  FINANCIAL  STATEMENT  PRESENTATION

     The  financial statements give effect to the Company's Reorganization (Note
7)  and  include  the  accounts of Jeremy's Microbatch Ice Creams, Inc. and it's
wholly  owned  subsidiary  Jeremy's Microbatch Ice Creams, LLC. Any intercompany
balances  and  transactions  have  been  eliminated.

     The  accompanying  unaudited  consolidated  financial  statements have been
prepared in accordance with generally accepted accounting principles for interim
financial  information  and  with the instructions to form 10-QSB.  Accordingly,
they  do  not include all of the information and footnotes required by generally
accepted  accounting  principles  for  complete  financial  statements.  In  the
opinion of management, all adjustments (consisting of normal recurring accruals)
considered  necessary  for  a  fair  presentation have been included.  Operating
results  for  the  six  and three months ended June 30, 2000 are not necessarily
indicative  of  the  results  that  may  be  expected  for the fiscal year ended
December  31,  2000.  The  unaudited consolidated financial statements should be
read  in  conjunction  with  the consolidated financial statements and footnotes
thereto included in the company's form 10-KSB for the fiscal year ended December
31,  1999.

INCOME  TAXES

     The  LLC  has  elected  to  be  treated as a partnership under the Internal
Revenue  Code  and  the tax regulations in the states in which it operates. As a
result, the LLC's loss is reported on the income tax returns of its members and,
accordingly,  no  corporate  income  taxes  were  imposed  at the Company level.
Effective  as  of  the  date  of  the  Company's  Reorganization,  the  Company


                                                                    Page 6 of 22
<PAGE>
               JEREMY'S MICROBATCH ICE CREAMS, INC. AND SUBSIDIARY

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  --  (CONTINUED)


follows  Statement  of  Financial Accounting Standards No. 109 which requires an
asset  and  liability  approach to providing deferred income taxes and specifies
that  all  deferred tax balances be determined by using the tax rate expected to
be  in  effect  when  the  taxes  actually  will  be  paid  or refunds received.


CONCENTRATION  OF  CREDIT  RISK

     The  Company's  financial  instruments that are exposed to concentration of
credit  risk  consist  primarily  of  cash  and  accounts  receivable,  trade.

     The  Company's  policy is to limit the amount of credit exposure by placing
cash  with financial institutions evaluated as being creditworthy. At times, the
Company's  cash  exceeds Federal Deposit Insurance Corporation insurance limits.

     The Company attempts to minimize credit risk with respect to receivables by
reviewing  customers'  credit history before extending credit, and by monitoring
customers'  credit  exposure  regularly.  The Company does not generally require
collateral  for  its  trade  accounts  receivable.

ADVERTISING

     Advertising  costs  are  expensed  as  incurred and are included in selling
expenses.  Advertising  expense for the six and three months ended June 30, 2000
and  1999  approximated  $2,400,000  and  1,708,000  and  $326,000  and $180,000
respectively.

FAIR  VALUE  OF  FINANCIAL  INSTRUMENTS

     The  carrying  amount  of  financial  instruments  including cash, accounts
receivable,  accounts  payable  and  accrued  expenses approximate fair value at
June  30,  2000,  because of the relatively short maturity of these instruments.
The  carrying  amounts  of  capital  leases  and  the  line of credit, bank also
approximate  fair value because the Company's interest rates approximate current
interest  rates.


                                                                    Page 7 of 22
<PAGE>
               JEREMY'S MICROBATCH ICE CREAMS, INC. AND SUBSIDIARY

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  --  (CONTINUED)

USE  OF  ESTIMATES

     The  preparation  of  financial  statements  in  conformity  with generally
accepted  accounting  principles  requires  management  to  make  estimates  and
assumptions  that  affect  the  reported  amounts  of assets and liabilities and
disclosure  of  contingent  assets  and liabilities at the date of the financial
statements  and  the  reported  amounts  of  revenues  and  expenses  during the
reporting  period.  Actual  results  could  differ  from  those  estimates.


NEW  ACCOUNTING  PRONOUNCEMENTS

     In  June  1998, the FASB issued Statement of Financial Accounting Standards
No.  133,  "Accounting  for  Derivative  Financial  Instruments  and for Hedging
Activities,"  ("SFAS  13  as amended by SFAS 137") SFAS 137 delays the effective
date  of implementation of SFAS 133 by one year. SFAS 133 establishes accounting
and  reporting  standards  requiring that every derivative instrument, including
certain  derivative  instruments embedded in other contracts, be recorded in the
balance  sheet  as  either an asset or liability measured at its fair value. The
statement  also  requires  that  changes  in  the  derivative's  fair  value  be
recognized  in  earnings unless specific hedge accounting criteria are met. SFAS
133  is  not anticipated to have a significant impact on the Company's operating
results  or financial condition when adopted, because the Company currently does
not  engage  in  derivative  instruments.

2.   TRANSACTIONS  WITH  MAJOR  SUPPLIERS

     During  June  1999,  the  Company  entered into a Co-Packing Agreement (the
"Agreement")  whereby  the  Company agreed to purchase ice cream products from a
certain  supplier. The term of the Agreement is the longer of two years or until
such  time  that  the  Company has purchased two million pints of ice cream. The
Company  may  elect  to cancel this agreement on sixty days' notice at any time.
However,  the  Company  is  then  required to purchase the manufacturer's entire
inventory  and  compensate  the  manufacturer  for  the  amortized  cost  of its
equipment  used in the production of the Company's product. A shareholder of the
Company  guarantees  these  obligations.

     In  February  2000, the Company entered into a $500,000 irrevocable standby
letter  of credit facility with a bank to guaranty payments under the Agreement.
In June 2000, this facility was amended to $375,000. This facility expires March
2,  2001.  Any  payments  to  the  supplier  under this letter of credit will be
facilitated  by  the


                                                                    Page 8 of 22
<PAGE>
               JEREMY'S MICROBATCH ICE CREAMS, INC. AND SUBSIDIARY

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Company's  $375,000 line of credit facility with the bank. The line of credit is
solely for the purpose of this Co-Packaging agreement.   Any amounts outstanding
under  the  line of credit will be payable upon demand and will bear interest at
7.8%  per  annum,  expires  on March 2, 2001 and is collateralized by a $375,000
certificate  of  deposit.


3.   PROPERTY  AND  EQUIPMENT

     Property and equipment consisted of the following:
                                                 June 30,       December 31,
                            Useful Life           2000              1999
                            -----------           ----              ----

Transportation  equipment     5  years          $164,017          $74,980
Equipment                   3-5  years           114,184           11,594
Furniture                     7  years             8,430            8,429
                                               ---------         --------
                                                 286,631           95,003
Less: Accumulated depreciation                    29,630            9,576
                                               ---------         --------
                                                $257,001          $85,427
                                               =========         ========


     Property  and  equipment  of  approximately  $184,000  at  June 30, 2000 is
covered  by  capitalized  lease  commitments.

4.   NOTE  RECIVABLE  FROM  OFFICER

     In  February  2000,  the  Company  advanced  $50,000  to  an officer of the
Company,  which  was  evidenced  by  an  unsecured promissory note.  The advance
beared  interest at 8% per annum and was payable by bi-weekly payroll deductions
of $722 until June 2000.  In June 2000, the remaining balance of the advance was
paid-in-full  by  the  officer.


                                                                    Page 9 of 22
<PAGE>
               JEREMY'S MICROBATCH ICE CREAMS, INC. AND SUBSIDIARY

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


5.   CAPITAL  LEASES

     The  Company leases certain equipment through capital lease agreements. The
Company makes minimum monthly payments of $1,568 to $3,837 including interest of
12.44%  to  18%.

     The  total  minimum  capitalized  lease  commitments at June 30, 2000 is as
follows:

Year ended December 31,                         Amount
-----------------------                         ------

2000(six  months)                              $44,808
2001                                            64,857
2002                                            55,449
2003                                            54,821
                                              ---------
                                               219,935
Less:  Interest                                (47,959)
                                              ---------
                                               171,976
Less:  Current  Portion                        (44,808)
                                              ---------
                                              $127,168
                                              =========

     In March 2000, the Company entered into a vehicle lease with a bank for six
vans.  This  lease  requires minimum monthly payments of $3,837 including 12.44%
interest  through March 2003 with a purchase option equal to 30% of the vehicles
cost. The Company also obtained an irrevocable letter of credit from the bank in
the  amount  of  $160,000  to  guaranty  payments  under  the lease and posted a
$160,000  certificate  of  deposit with the bank to secure the obligations under
the  vehicle  lease.

6.   LEGAL  PROCEDURES

     The  Company is a party to various legal proceedings in the ordinary course
of  its  business.  The  Company  believes  that none of the outcomes from these
proceedings  are  material  to its financial position, results of operations and
changes  in  cash  flows.


                                                                   Page 10 of 22
<PAGE>
               JEREMY'S MICROBATCH ICE CREAMS, INC. AND SUBSIDIARY

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


7.   REORGANIZATION

     In  connection  with  the Company's Initial Public Offering of common stock
(see  Note 8), certain events have occurred (the "Reorganization"). Prior to, or
simultaneously  with  the  closing date of the offering, the Company, JMIC, Inc.
("Merger  Sub"),  the LLC, and the members of the LLC undertook a reorganization
transaction,  pursuant to the Plan of Merger and Formation, dated as of December
1,  1999,  among  the  members  of  the LLC, the LLC and Jeremy's Microbatch Ice
Creams, Inc. At the effective time of the merger, the Merger Sub merged with and
into  the LLC, the separate corporate existence of the Merger Sub ceased and the
LLC  became  the  surviving  entity  in  the  merger.  At  that time, all of the
membership  interests  in  the  LLC  were converted automatically into 1,800,000
shares  of Jeremy's Microbatch Ice Creams, Inc. common stock. As a result of the
Reorganization,  Jeremy's  Microbatch  Ice Creams, Inc. owns all of the members'
respective  LLC  interests  and  the  LLC  became  a  wholly owned subsidiary of
Jeremy's  Microbatch  Ice  Creams,  Inc.  (see  Note  1).

     The  Reorganization  also includes provisions whereby a certain stockholder
will  have  the  right  to  acquire  a certain number of shares at predetermined
prices  from  another  stockholder. Some of these rights will vest only upon the
occurrence of defined triggering events which include: (1) a merger in which the
stockholders  receive  cash  and/or  securities  of  another  entity;  (2)  the
acquisition of Jeremy's Microbatch Ice Creams, Inc. shares in one transaction or
a  series of related transactions or (3) the sale of all or substantially all of
Jeremy's  Microbatch  Ice  Creams, Inc. assets in one transaction or a series of
related  transactions.  These  triggering events are predicated on the aggregate
cash  and  fair  market  value of securities received by Jeremy's Microbatch Ice
Creams,  Inc.  and/or  its  stockholders.

8.   INITIAL  PUBLIC  OFFERING

     In  February  2000,  the  Company  completed its initial public offering of
1,200,000  shares  of  common  stock at $6.00 per share. The net proceeds to the
Company of the offering after underwriter's, discounts, commissions and expenses
were  approximately  $5,900,000.  A  portion of the net proceeds was used to pay
down  accounts payable and notes payable to bank, vendor and related parties. In
connection with the IPO, the Company entered into employment agreements with two
key  executive officers, the terms of which would have expired in December 2002.
Such  agreements  provided for minimum annual salary levels of $120,000 for each
officer.  In  July  of  2000,  the company terminated the contract of one of the
officers  and  entered  in to a consulting agreement with the terminated officer
through  June 2001 at $8,000 per month. In July 2000, the Company entered into a
new  contract  with  the  remaining officer which expires in June 2003. This new
agreement  provides  for  annual  compensation  as  follows:


                                                                   Page 11 of 22
<PAGE>
               JEREMY'S MICROBATCH ICE CREAMS, INC. AND SUBSIDIARY

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


     Calendar  Year  Ending:
        December  31,  2000      $120,000
        December  31,  2001      $130,000
        Thereafter               $140,000

     In  addition, the Company entered into a new employment contract with a new
officer  through  June 30, 2003 at an annual salary of $200,000. In addition the
Company  will  grant  this  new  officer  employee  stock options to purchase an
aggregate  200,000  shares  of the Company's common stock. These options will be
issued  in  50,000 share increments on a quarterly basis beginning July 7, 2000.
The  stock  options will have an exercise price equal to the market price of the
Company's  common  stock  at  the date of issuance and are exercisable for years
after  the  date  of  issue  and  will  be  vested  upon  issuance.


     The  employee  stock  options  will be exercisable for five years after the
date  of  issue  and  will  be  vested  upon  issuance. The company is currently
completing  the  formation  of an employee stock option plan. These options have
not  yet  been  granted.

9.   SUBSEQUENT  EVENTS:

On  July  13,  2000,  a  significant shareholder purchased an additional 200,000
shares  of  the  Company's  common  stock  at  a  price  of  $2.50  per  share.

10.  MANAGEMENT  PLANS:

The  Company anticipated in the beginning of the second quarter that there was a
need  for  significant  capital  requirements  in  order  for  the  Company  to
restructure its distribution from the supermarkets to the convenience stores and
alternative  markets.  In  July 2000 the Company received $500,000 from Bluestem
Capital  Partners  for  the purchase of 200,000 shares of common stock at $2.50.
The  Company  anticipated  receiving  an  additional one million dollars for the
purchase  of  400,000  shares  of  common  stock  at $2.50 from Bluestem Capital
Partners  in the middle of August 2000.  We believe that by the end of the first
quarter of 2002, we will be able to finance operations from cash flow.  However,
if  our  revenues  do not increase as quickly as anticipated, or the expenses we
incur  are  greater  than  anticipated, we may need to raise additional funds to
fund  more aggressive brand promotion or more rapid expansion. We cannot be sure
that  any  required additional financing will be available on terms favorable to
us,  or  will  be available at all.  If adequate funds are not available, or not
available  on  acceptable  terms,  we  may  be  unable  to  fund  our expansion,
successfully promote our brand name, develop or enhance our services, respond to
competitive  pressures or take advantage of business opportunities. Any of these
events  could  have  a  material  adverse  effect  on  our  business, results of
operation  or  financial  condition.


                                                                   Page 12 of 22
<PAGE>
Item 2.      Management's  Discussion  and  Analysis  of  Financial
             Condition  and  Results  of  Operations

We have made statements under the captions "Management's Discussion and Analysis
of  Financial Condition and Results of Operations," and elsewhere in this Report
that  are  forward-looking  statements.  You  can  identify  these statements by
forward-looking  words such as "may", "will", "expect", "anticipate", "believe,"
"estimate,"  and  similar  terminology.

There  may be events in the future that we are not able to accurately predict or
which  we  do  not  fully  control  that  will  cause  actual  results to differ
materially  from  those  expressed or implied by our forward-looking statements.
Although  we  believe  that  our  expectations  reflected in the forward-looking
statements  are  reasonable,  we  cannot  guarantee  future  results,  levels of
activity,  performance, or achievements. Our forward-looking statements are made
as of the date of this Report, and we assume we are under no duty to update them
or  to  explain  why  actual  results  may  differ.

The  following  discussion  and  analysis should be read in conjunction with the
"Summary Financial Data" and our financial statements and related notes that are
included  in  this  Report

Overview
--------

In  1997,  one  of our principal shareholders, Strive, Inc., developed, marketed
and  sold  super-premium  ice  cream under the Jeremy's Microbatch(R) Ice Creams
brand.  Jeremy D. Kraus, our former Chief Executive Officer and current Chairman
of  the  Board,  and  Samuel  V.  Cohen,  our former Chief Operating Officer and
director,  are  shareholders, directors and officers of Strive. In January 1998,
Strive  transferred  the  business  to  Jeremy's  Microbatch  Ice  Creams,  LLC.
Simultaneously  with  closing  of  our initial public offering in February 2000,
Jeremy's  Microbatch Ice Creams, LLC, became a subsidiary of Jeremy's Microbatch
Ice  Creams,  Inc.  Since  we  began  operating,  we  have  derived our revenues
primarily  from  the  sale  of  our branded ice cream products in pint and other
containers in supermarkets, grocery stores and similar retail outlets. We expect
our  revenues  will  continue  to be primarily from these sources. Our long-term
plans include opening our own retail establishments and distributing our product
to  alternative  channels  such  as college campuses and convenience  stores. On
July 6, 2000, the Company elected Joe Phillips as the President, Chief Executive
Officer  and  as  Director.

Since  inception,  revenues  have  not  increased  as  expected, and we have not
achieved  net  cash  flow  from  operations.  We  believed  that promotional and
marketing activities funded by the proceeds of our Initial Public Offering would
have allowed us to continue to increase revenues and that our operating expenses
would have declined  as a percentage of sales. However, we cannot guarantee that
our  sales  will grow or that we will be able to reduce expenses as a percentage
of  sales.


                                                                   Page 13 of 22
<PAGE>
Results  of  Operations
-----------------------

The  following  table  presents  selected  consolidated  financial  data for the
periods  indicated  expressed  as  a  percentage  of  net  sales.

<TABLE>
<CAPTION>
                                        Six Months Ended    Six Months Ended
                                          June 30, 2000       June 30,1999
                                       -------------------  -----------------
<S>                                    <C>                  <C>

Net Sales                                          100.00%            100.00%

Cost of sales                                       63.55              62.45
                                       -------------------  -----------------

Gross profit                                        36.45              37.55
                                       -------------------  -----------------

Selling                                            316.37              53.71
Distribution                                        19.25              11.98
G & A                                              177.12              59.05
Amortization of deferred costs                      49.71               9.17
Depreciation                                         2.56                .20
                                       -------------------  -----------------

TOTAL OPERATING COSTS                              565.01             134.11
                                       -------------------  -----------------

OPERATING (LOSS)                                  (528.56)            (96.55)
                                       -------------------  -----------------

Other income                                         8.22                .59
Loss on sale of property & equipment                 0.00              (2.20)
Interest Income                                      3.77               0.00
Interest expense                                    (8.88)             (2.26)
Net (loss)                                        (525.45)           (100.42)
                                       ===================  =================



                                       Three Months Ended   Three Months Ended
                                         June 30, 2000         June 30,1999
                                       -------------------  -----------------

Net Sales                                          100.00%            100.00%

Cost of sales                                       56.68              56.59
                                       -------------------  -----------------

Gross profit                                        43.32              43.41
                                       -------------------  -----------------

Selling                                            312.95              45.30
Distribution                                        20.25              13.61
G & A                                              176.68              46.21
Amortization of deferred costs                      39.83               8.52
Depreciation                                         2.85                .25
                                       -------------------  -----------------

TOTAL OPERATING COSTS                              552.56             113.89
                                       -------------------  -----------------

OPERATING (LOSS)                                  (509.25)            (70.49)
                                       -------------------  -----------------

Other income                                        13.18                  0
Loss on sale of property & equipment                 0.00              (3.29)
Interest Income                                    (11.84)              0.00
Interest expense                                        0              (3.12)
Net (loss)                                        (507.91)            (76.90)
                                       ===================  =================
</TABLE>


                                                                   Page 14 of 22
<PAGE>
Comparison  of  Results Of Operations For Six-Months Periods Ended June 30, 2000
--------------------------------------------------------------------------------
and June  30,  1999    .
-----------------------

NET  SALES.  Our  sales  for  the  six  months  ended June  30, 2000 vs. the six
months  ended  June  30, 1999 decreased 8% .  The primary reason for our failure
to  increase  sales were inventory shortages in the first quarter of 2000 caused
by  insufficient working capital in 1999 and the discontinuing of our product in
the  west  coast  which  accounted  for  16%  of  our  1999  sales.

GROSS  PROFIT.  Our  gross  profit  for  the  six months ended June 30, 2000 was
$285,834  as  compared  to $320,812 for the six months ended June 30,  1999. Our
gross  profit  as a percentage of sales was 36.45% in 2000 as compared to 37.55%
in 1999.  Currently, our entire product is manufactured and packaged by a single
outside  source. We do not plan to manufacture the product ourselves. We believe
that  the  use of a single source, or a small number of sources, will reduce our
cost  due  to the manufacturer's ability to plan production more efficiently. We
anticipate  that  as  our  production runs continue to increase, that our volume
will  result  in less waste per unit produced and generally increase the economy
in  our  purchases  of  the  product.

OPERATING EXPENSES.  Our total operating expenses increased by $3,284,992 in the
six  months  ended  June  30,  2000 as compared to the six months ended June 30,
1999.  The  major components of operating expenses, include selling, general and
administrative  expenses  and  amortization  of  deferred  charges.

Selling  expenses  consist  primarily  of  promotional  activities, advertising,
salaries  and  commissions  of  sales  and  marketing  personnel,  brokers  and
distributors.  Selling  expenses  for  the  first  six months were approximately
$2,480,000  of  which  approximately  $2,400,000  was  spent  on  marketing  and
advertising  alone.  These  marketing  efforts  were  not  expected to result in
increased  sales  in  the  first quarter and we did not have that result. We did
not  expect  that these marketing efforts would  result in increased sales until
late  in the second quarter of 2000. The sales have not increased as we expected
which  is  why the company is changing its marketing strategy and our methods of
distribution.  We  expect  that  selling expenses will decrease substantially in
the  foreseeable  future  as  we  refocus  the  strategy  of  our  ice-cream
distribution.   The company is currently building new strategic alliances in the
convenience store markets that will enable us to cut costs dramatically with the
ability  to  market  our  product  through  alternative channels such as college
campuses  and convenience stores where the cost of selling our ice cream will be
significantly  reduced.

General  and  administrative  expenses  include  salaries,  and  other costs for
general  corporate  functions  such as finance, accounting, legal fees and other
professional  service  expenses. These expenses increased by $884,515 in the six
months  ended  June  30, 2000 as compared to the six months ended June 30, 1999.
The increase in general and administrative expenses is primarily attributable to
increased  salaries  and  related  expenses  associated  with  hiring additional
personnel  and  increased  professional  fees  to  support  the  growth  of  our
operations.  We  expect  to  incur  no  significant  increases  in the personnel
components  of  general  and  administrative expenses as most of our substantial
staffing needs have been met either through recent layoffs as well as the hiring
of  new  key  management.  Our  general  and  administrative  expenses have also
increased  because  of  our  becoming  a  publicly traded company, in areas such
directors  and  officers  liability  insurance,  investor relations programs and
professional  service  fees. We began incurring those additional expenses in the
first quarter of 2000 and expect no major expenses past the second quarter 2000,
We  believe that general and administrative expenses will follow the pattern for
a  growth  company,  increasing initially and then decreasing as a percentage of
revenue.


                                                                   Page 15 of 22
<PAGE>
Interest  expense  for  the  six months ended June 30, 2000 compared to June 30,
1999  increased approximately $50,000 largely due the interest for late payments
of  debt  that was owed for the pay down of notes payables to banks and officers
and  the  assuming  of  a new long term capital lease for our company Microbatch
Mobiles  with  the  proceeds  from  the  IPO.

The  deferred  charges  represent certain product placement costs, also known as
slotting  fees,  paid to our retail customers to obtain and maintain shelf space
in  retail  outlets,  generally over a twelve-month period. The payment of these
fees  is  common  in  most  segments  of  the  food  industry.

These  deferred  charges  are  generally  amortized  evenly  over a twelve-month
period.  We  anticipate that the deferred charges will decrease in  the next few
quarters  as  most  of  our  prior  deferred  charges have been amortized and we
currently  have  no  commitments  for  significant additional  product placement
costs at the time of filing of this report.  We may, however, be required to pay
significant additional product placement costs in the future as we move into new
retail  markets.

Comparison  of Results Of Operations For Three-Months Period Ended June 30, 2000
--------------------------------------------------------------------------------
and June  30,  1999.
-------------------

NET  SALES.  Our sales for the three months ended June 30, 2000 compared to. the
three  months  ended June  30, 1999 decreased 14% .  The primary reason for this
decrease   was  the  discontinuance  of  our  products  in the west coast, which
accounted  for  16%  of  our  1999  sales.

GROSS  PROFIT.  Our  gross  profit  for the three months ended June 30, 2000 was
$211,814  as  compared to $248,481 for the three months ended June 30, 1999. Our
gross  profit as a percentage of sales was approximately 43% in both three month
periods.  43.32%  in 2000 as compared to 43.41% in 1999.   We anticipate that as
the  size of our production runs  increase, that we will realize  less waste per
unit  produced  and  generally  increase  the  economy  in  our purchases of the
product.

OPERATING EXPENSES.  Our total operating expenses increased by $2,086,728 in the
three months  ended June 30, 2000 as compared to the three months ended June 30,
1999.

Selling  expenses  consist  primarily  of  promotional  activities, advertising,
salaries  and  commissions  of  sales  and  marketing  personnel,  brokers  and
distributors.  Selling  expenses  for  the three months ended June 30, 2000 were
approximately  $1,530,000  of  which  approximately  $1,400,000  was  spent  on
marketing  and  advertising.  We  did  not  expect  that these marketing efforts
would  result  in  increased  sales  activities  until  the  latter  part of the
quarter.  The  sales  have  not  increased  as  we expected.  As a result ,  the
company  is  changing its marketing strategy and our methods of distribution. We
expect  that  selling  expenses will decrease substantially in   the foreseeable
future  as we refocus the  strategy of our ice-cream distribution.   The company
is  currently  building new strategic alliances in the convenience store markets
that  will  enable  us  to cut costs dramatically with the ability to market our
product  through  alternative  channels such as college campuses and convenience
stores,  where  the  cost  of  selling  will  be  significantly  reduced.


                                                                   Page 16 of 22
<PAGE>
General and administrative  increased by $265,527 in the three months ended June
30,  2000  as compared to the three months ended June 30, 1999.  The increase in
general  and  administrative  expenses  is  primarily  attributable to increased
salaries  and  related  expenses associated with hiring additional personnel and
increased  professional  fees  to  support  the  growth  of our operations.  Our
general  and administrative expenses have also increased because of our becoming
a  publicly  traded company, in such areas as directors' and officers' liability
insurance,  investor  relations programs and professional service fees. We began
incurring  those  additional expenses in the first quarter of 2000 and expect no
major expenses past the second  quarter  2000.  Interest  expense  for the three
months  ended  June 30, 2000 compared to June 30, 1999  increased  approximately
$40,000  largely  due the interest for late payments of  debt  that was owed for
the pay down of notes payables to banks and officers and  the  assuming of a new
long term  capital lease for our company Microbatch Mobiles  with  the  proceeds
from  the  IPO.

The  amortization  of  deferred  charges  for  the  3 months ended June 30, 2000
compared to June 30, 1999 increased approximately 145,000. These costs represent
certain product placement costs, also known as slotting fees, paid to our retail
customers to obtain and maintain shelf space in retail outlets, generally over a
twelve-month period. The payment of these fees is common in most segments of the
food  industry.

These  deferred  charges  are  generally  amortized  evenly  over a twelve-month
period.  We  anticipate that the deferred charges will decrease in  the next few
quarters  as  most  of  our  prior  deferred  charges have been amortized and we
currently  have  no  commitments  for  significant additional  product placement
costs at the time of filing of this report.  We may, however, be required to pay
significant additional product placement costs in the future as we move into new
retail  markets.

Seasonality
-----------

While our sales have fluctuated due to our rapid growth, our sales are generally
not  expected  to  be  seasonal.  The  market segment in which we compete, super
premium  ice  creams,  does  not  experience  significant seasonality. We do not
expect  that  our sales will be affected by significant seasonal fluctuations in
the  future.


Industry  Trends
----------------

The  ice  cream  industry,  and  the  super  premium  segment in particular, has
recently  experienced significant changes. The consumer demand for ice cream has
shifted  back  to  full  fat ice creams, like those we produce, from low fat and
non-fat  ice  creams  and  yogurt products, which were popular in the 1980's and
early  1990's.  We  expect,  based on our review of industry statistics that the


                                                                   Page 17 of 22
<PAGE>
demand  for  full  fat product, and super premium ice creams in particular, will
continue  to  grow  rapidly.  However,  we  also believe that competition in our
segment  will  increase.  Competitors in the segment have helped to drive growth
and  a  reallocation  of  retail  space to super premium products. Therefore, we
believe  that  the  market  segment  in  which we compete will continue to grow.
However,  should  industry  trends  change,  and consumers once against focus on
lower  fat  products,  our  growth  could  be  severely  affected.


                                                                   Page 18 of 22
<PAGE>
Liquidity  and  Capital  Resources
----------------------------------

On  February  16,  2000  the  company completed an IPO, which netted the company
approximately  $5.9 million to fuel expansion via marketing and sales promotions
as  well  as  pay  off existing debt. From inception until February 15, 2000, we
financed  our  operations  primarily  through  capital  contributions  of  our
shareholders.  Since inception through December 31, 1999, we received $2,700,000
in  cash  capital  contributions  from  two  of  our  shareholders. One of these
shareholders  also  converted  a  $50,000 note payable to equity during 1998. We
received  an  additional  $100,000  from another shareholder in October 1999. We
also  received  working  capital  through  an  accounts  receivable  factoring
arrangement  and  a  line  of  credit  from  Norwest  Bank.

Net  cash  used in operating activities was $977,430 in the first six  months of
1999,  $  1,153,179 in year ended December 31, 1999, $4,229,311 in the first six
months  of  2000. All of these negative cash flows were offset initially through
additional  investments  by  our existing shareholders and currently through the
proceeds  of  the  IPO.

Our  arrangements with our manufacturer require us to post a letter of credit to
secure  our  obligations.  The  letter  of  credit we posted for this purpose in
February,  2000  required  us  to maintain a $500, 000 Certificate of Deposit as
security.  In June 2000 this letter of credit was lowered to  $375,000.  We also
posted  a  $160,000  Certificate  of Deposit with First Union Bank to secure our
obligations  under  vehicle  leases.

The  Company anticipated in the beginning of the second quarter that there was a
need  for  significant  capital  requirements  in  order  for  the  Company  to
restructure its distribution from the supermarkets to the convenience stores and
alternative  markets.  In  July 2000 the Company received $500,000 from Bluestem
Capital  Partners  for  the purchase of 200,000 shares of common stock at $2.50.
We  anticipate  receiving  an additional one million dollars for the purchase of
400,000  shares  of  common stock at $2.50 from Bluestem Capital Partners in the
middle of August 2000.  We believe that by the end of the first quarter of 2002,
we  will be able to finance operations from cash flow.  However, if our revenues
do  not increase as quickly as anticipated, or the expenses we incur are greater
than  anticipated, we may need to raise additional funds to fund more aggressive
brand  promotion  or  more  rapid expansion. We cannot be sure that any required
additional  financing  will  be  available  on terms favorable to us, or will be
available  at all. If additional funds are raised through the issuance of equity
securities, stockholders may experience dilution of their ownership interest and
the  new securities may have rights superior to the holders of our common stock.
If  additional  funds  are  raised by the issuance of debt, we may be subject to
certain  limitations  on  our  operations  and  our ability to pay dividends. If
adequate  funds  are not available, or not available on acceptable terms, we may
be unable to fund our expansion, successfully promote our brand name, develop or
enhance  our  services,  respond  to  competitive pressures or take advantage of
business opportunities. Any of these events could have a material adverse effect
on  our  business,  results  of  operation  or  financial  condition.


                                                                   Page 19 of 22
<PAGE>
New  Accounting  Pronouncements
-------------------------------

In  June,  1998,  the  Financial  Accounting Standards Board issued Statement of
Financial  Accounting  Standards  No.  133, "Accounting for Derivative Financial
Instruments  and  for  Hedging  Activities."  SFAS  133 was amended by SFAS 137.
SFAS 137 delays the effectiveness of SFAS 133 by one year.  SFAS 133 establishes
accounting  and  reporting standards requiring that every derivative instrument,
including  certain  derivative  instruments  embedded  in  other  contracts,  be
recorded  in  the  balance  sheet as either an asset or liability measure at its
fair  value.  The  statement also requires that changes in the derivative's fair
value  be  recognized  in earnings unless specific hedge accounting criteria are
met.  SFAS  133 is not anticipated to have a significant impact on the Company's
operating  results  or  financial  condition  when  adopted, because the Company
currently  does  not  engage  in  derivative  instruments.

Inflation
---------

The  impact of general inflation on our business has been insignificant to date.
Inflation may affect our raw materials prices, but we do not expect that it will
affect  our  gross  profit.

Year  2000  Issues
------------------

We  have  completed  our  assessment  of  Year  2000 issues and believe that the
consequences  of  such  issues  will  not  have a material adverse effect on our
business,  results  of  operations  or  financial condition, without taking into
account  any  efforts  by  us  to  avoid  such  consequences.

                         PART II.     OTHER INFORMATION


Item 1.      Legal  Proceedings

     During  the  quarter  ended  June  30,  2000,  no  legal proceedings became
reportable  and  no  material  events  occurred in any previously reported legal
proceeding.

Item 2.      Changes  in  Securities  and  Use  of  Proceeds



     (d)  Use  of  Proceeds  from  Sales  of  Registered  Securities

     Our Registration Statement on Form SB-2 (Registration N0. 333-89625) became
effective  February  14,  2000  (the  "Registration  Statement").

     The  offering  pursuant  to  the  Registration  Statement  (the "Offering")
commenced  on  February  16,  2000.  The  classes  of securities registered were
Common  Stock  and  Underwriters  Warrants.  The  Managing  Underwriter  of  the
Offering  was  First  Montauk  Securities  Corp.  (the  "Underwriter").


                                                                   Page 20 of 22
<PAGE>
     The Offering has been terminated.  All securities registered were sold with
the exception of (1) 180,000 shares of Common Stock registered for issuance upon
the  exercise of the Underwriter's over allotment option, and (2) 120,000 shares
of  Common  Stock  reserved  for  issuance  upon  the  exercise of Underwriter's
Warrants.

The  expenses incurred for the Company's account in connection with the issuance
and  distribution  of  securities  sold  in  the  Offering  were  as  follows:

     Underwriting  discount  and  commissions            -          $720,000
     Finder's  Fees                                      -                 0
     Expenses  paid to or for the account of
       Underwriter                                       -           273,569
     Other  expenses (including legal, account-
       ing, printing and transfer agent's expenses)*     -           300,000
                                                                  ----------

                                                Total expenses*   $1,293,569
                                                                  ==========

     *  Approximation
None  of  the foregoing expenses ("Offering Expenses") represent payments to our
directors,  officers or general partners, any associate of any such persons, any
person  owning  10% or more of any class of our equity securities, or any of our
affiliates.

     The  net  proceeds  to  the Company from the Offering (i.e., gross offering
proceeds  of $7,200,120 less Offering Expenses of $1,293,569) were approximately
$5,906,551.

     From  the  effective  date  of  the Registration Statement through June 30,
2000,  net  Offering  proceeds  were  applied  as  follows:

          (1)     Construction  of  plant,  building
                  and  facilities                                       $    -0-

          (2)     Purchase  and  installation  of
                  machinery  and  equipment                                  -0-

          (3)     Purchase  of  real  estate                                 -0-

          (4)     Acquisition  of  other  businesses                         -0-

          (5)     Repayment  of  debt*                                 1,165,000

          (6)     Working  capital  (including  new  inventory)  **    2,000,000

          (7)     Advertising  and  Promotion                          2,480,000

          (8)     Retail  Placement  ("Slotting")  Fees          --      171,000
                                                                      ----------
          Total  applied  through  6/30/00                            $5,816,000
                                                                      ==========


                                                                   Page 21 of 22
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              *Repayment  of  Debt  includes  the  following:

                  -   $400,000  owed  to  a  bank

                  -   $40,000  owed  to  our  Chief  Executive  Office

                  -   $5,000  owed  to  our  Chief  Financial  Officer

                  -   $60,000  owed  to  Strive,  Inc.,  one  of  our  principal
                    shareholders

                  -   Approximately  $235,000  owed  to  our  former  marketing
                    agency.

                  -   $220,000  owed to a relative of our CEO for funds supplied
                    to pay accrued working  capital  items

                  -   Approximately  $205,000  to  our  former factoring company

              **Includes approximately $205,000 paid to our former manufacturer.

     The  remaining  funds have been temporarily invested in money market funds,
certificates  of  deposit,  treasury  notes  and  similar  instruments

Item 6.      Exhibits  and  Reports  on  Form  8-K

     (a)     Exhibits.

             Exhibit                    Exhibit  Title
             -------                    --------------

             27     Financial  Data  Schedule

     (b)     Reports  on  Form  8-K.

             No  reports  on  Form  8-K  were  filed  in the quarter ending June
             30, 2000

                                   SIGNATURES

     Pursuant  to  the  requirements  of the Securities Exchange Act of 1934, we
have  duly  caused  this  report  to be signed on our behalf by the undersigned.

DATE:  August  9,  2000

                                        JEREMY'S  MICROBATCH  ICE  CREAMS,  INC.


                                        By:  /s/  Joe  Phillips
                                           -------------------------------------
                                           Joe  Phillips
                                           President and Chief Executive Officer


                                        By:  /s/  Jeffrey  S.  Rosen
                                           -------------------------------------
                                           Jeffrey  S.  Rosen
                                           Chief  Financial  Officer


                                                                   Page 22 of 22
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