<PAGE>

                UNITED STATES SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

(Mark One)

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

For the quarterly period ended - September 30, 2004

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from -

Commission file number - 333-113925

                               Kahiki Foods, Inc.
        ------------------------------ ---------------------------------
        (Exact name of small business issuer as specified in its charter)

                                      Ohio
         --------------------------------------------------------------
         (State or other jurisdiction or incorporation or organization)

                                   31-1056793
                      ------------------------------------
                      (I.R.S. Employer Identification No.)

                    1100 Morrison Blvd., Gahanna, Ohio 43230
                    ----------------------------------------
                    (Address of principal executive offices)

                                 (614) 322-3180
                           ---------------------------
                           (Issuer's telephone number)

                                       N/A
   --------------------------------------------------------------------------
   (Former name, former address and former fiscal year, if changed since last
                                    report)

<PAGE>

      Check whether the 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 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 [ ] No
[X]

          APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
                         DURING THE PRECEDING FIVE YEARS

      Check whether the registrant filed all documents and reports required to
be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution
of securities under a plan confirmed by a court. Yes [ ] No [ ]

                      APPLICABLE ONLY TO CORPORATE ISSUERS

      State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date: 3,597,848 common shares.

      Transitional Small Business Disclosure Format (Check One): Yes [X] No [ ]

                                        2
<PAGE>

                               KAHIKI FOODS, INC.

<TABLE>
<CAPTION>
                           INDEX                                                     PAGE
                           -----                                                     ----
<S>                                                                                 <C>
Part I.           Financial Information:

        Item 1.   Financial Statements                                                4-7
                  Notes to Financial Statements                                         8

        Item 2.   Management's Discussion and Analysis or Plan of Operation          8-14

        Item 3.   Controls and Procedures                                              15

Part II           Other Information

        Item 1.   Legal Proceedings                                                    15

        Item 2.   Unregistered Sales of Equity Securities and Use of Proceeds          15

        Item 3.   Defaults upon Senior Securities                                      15

        Item 4.   Submission of Matter to a Vote of Security Holders                   15

        Item 5.   Other Information                                                    15

        Item 6.   Exhibits                                                          16-19

Signatures                                                                             15
</TABLE>

                                        3
<PAGE>

                         PART I - FINANCIAL INFORMATION

ITEM 1. Financial Statements

                               KAHIKI FOODS, INC.
                                 BALANCE SHEETS

<TABLE>
<CAPTION>
                                              SEPTEMBER 30, 2004  MARCH 31, 2004
                                              ------------------  --------------
                                                  (UNAUDITED)
<S>                                           <C>                 <C>
ASSETS
Cash                                             $     84,176      $  1,073,901
Marketable Securities                            $     30,000      $    585,032
Accounts Receivable                              $  1,943,628      $  1,964,941
Inventories                                      $  1,640,238      $  1,565,863
Prepaid Expenses                                 $     54,037      $     16,055
Deferred Income Taxes                            $     30,206      $     28,000
                                                 ------------      ------------
  Total current assets                           $  3,782,285      $  5,233,792
                                                 ------------      ------------
Land                                             $    114,485      $    114,485
Building & Improvements                          $  2,499,262      $  2,499,262
Machinery & equipment                            $  2,132,944      $  2,052,144
Furniture & fixtures                             $     81,738      $     67,146
Vehicles                                         $    146,268      $    146,269
Construction in progress                         $  6,746,045      $  3,776,366
                                                 ------------      ------------
                                                 $ 11,720,742      $  8,655,672
                                                 ------------      ------------
less:  accum depreciation                        $ (1,740,007)     $ (1,475,370)
                                                 ------------      ------------
  Net property & equipment                       $  9,980,735      $  7,180,302
                                                 ------------      ------------
Deferred bond fees                               $    144,225      $    147,988
Deferred Taxes                                   $     27,000      $     27,000
Other                                            $     20,437      $    439,655
                                                 ------------      ------------
  Total other assets                             $    191,662      $    614,643
                                                 ------------      ------------
TOTAL ASSETS                                     $ 13,954,682      $ 13,028,737
                                                 ============      ============
LIABILITIES & EQUITY
Current debt                                     $    533,313      $    529,491
Current portion of bond                          $    140,000      $    140,000
Line of credit                                   $          -      $  1,000,000
Accounts Payable                                 $  2,908,319      $  1,905,171
Accrued expenses                                 $    333,540      $    545,027
Income taxes payable                             $          -      $    413,000
                                                 ------------      ------------
   Total current liabilities                     $  3,915,172      $  4,532,689
                                                 ------------      ------------
Bond Obligation                                  $  3,923,333      $  4,002,546
Line of credit                                   $  1,685,672      $          -
Long-term debt                                   $  1,028,114      $  1,145,635
                                                 ------------      ------------
  Total Liabilities                              $ 10,552,291      $  9,680,870
                                                 ------------      ------------
Stockholders' Equity
Common stock, no par value, 10,000,000
  shares authorized; 3,590,098 and 2,964,888     $  2,761,656      $  2,770,123
  issued
Retained earnings                                $    640,735      $    577,744
                                                 ------------      ------------
  Total stockholders' equity                     $  3,402,391      $  3,347,867
                                                 ------------      ------------
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY         $ 13,954,682      $ 13,028,737
                                                 ============      ============
</TABLE>

See notes to the financial statements.

                                       4
<PAGE>

                               KAHIKI FOODS, INC.
                       STATEMENT OF OPERATIONS (unaudited)

<TABLE>
<CAPTION>
                                               QUARTERS ENDED SEPTEMBER 30,
                                                  2004             2003
                                               -----------      -----------
<S>                                            <C>              <C>
Sales                                          $ 5,018,240      $ 2,755,126
Cost of sales:
  Cost of sales                                  3,848,360        1,832,241
  Depreciation                                     103,621          131,703
                                               -----------      -----------
    Total cost of sales                          3,951,981        1,963,944
                                               -----------      -----------
Gross margin                                     1,066,259          791,182
Operating expenses:
  Depreciation & amortization                       14,962           19,017
  General and administrative expenses            1,102,124          624,837
                                               -----------      -----------
    Total operating expenses                     1,117,086          643,854
                                               -----------      -----------
Income (loss) from operations                      (50,827)         147,328
                                               -----------      -----------
Other income (expense):
  Interest expense                                 (91,092)         (32,503)
  Interest and dividend income                       5,227           41,210
  Net gain (loss) on marketable securities               -          (11,954)
                                               -----------      -----------
    Total other income (expense)                   (85,865)          (3,247)
                                               -----------      -----------
Income (loss) before income taxes                 (136,692)         144,081
Income tax expense (benefit)                       (54,677)          48,988
                                               -----------      -----------
Net income (loss)                                  (82,015)          95,093
                                               ===========      ===========
Weighted average shares outstanding:
  Basic                                          3,590,098        2,964,888
                                               ===========      ===========
  Diluted                                        4,862,907        2,964,888
                                               ===========      ===========
Net income (loss) per common share:
  Basic                                        $     (0.02)     $      0.03
                                               ===========      ===========
  Diluted                                      $     (0.02)     $      0.03
                                               ===========      ===========
</TABLE>

See notes to the financial statements.

                                       5
<PAGE>

                               KAHIKI FOODS, INC.
                       STATEMENT OF OPERATIONS (unaudited)

<TABLE>
<CAPTION>
                                               SIX MONTHS ENDED SEPTEMBER 30,
                                                   2004              2003
                                               ------------      -----------
<S>                                            <C>               <C>
Sales                                          $ 10,233,975      $ 4,556,048
Cost of sales:
  Cost of sales                                   7,399,049        3,017,791
  Depreciation                                      235,006          241,568
                                               ------------      -----------
    Total cost of sales                           7,634,055        3,259,359
                                               ------------      -----------
Gross margin                                      2,599,920        1,296,689
Operating expenses:
  Depreciation & amortization                        33,391           34,882
  General and administrative expenses             2,305,820        1,189,295
                                               ------------      -----------
    Total operating expenses                      2,339,211        1,224,177
                                               ------------      -----------
Income (loss) from operations                       260,709           72,512
                                               ------------      -----------
Other income (expense):
  Interest expense                                 (145,279)         (65,747)
  Interest and dividend income                       11,975           20,561
  Net gain (loss) on marketable securities          (22,420)           9,826
                                               ------------      -----------
    Total other income (expense)                   (155,724)         (35,360)
                                               ------------      -----------
Income (loss) before income taxes                   104,985           37,152
Income tax expense (benefit)                         41,994              146
                                               ------------      -----------
Net income (loss)                                    62,991           37,006
                                               ============      ===========
Weighted average shares outstanding:
  Basic                                           3,589,473        2,964,888
                                               ============      ===========
  Diluted                                         4,875,729        2,964,888
                                               ============      ===========
Net income (loss) per common share:
  Basic                                        $       0.02      $      0.01
                                               ============      ===========
  Diluted                                      $       0.01      $      0.01
                                               ============      ===========
</TABLE>

See notes to the financial statements.

                                       6
<PAGE>

                               KAHIKI FOODS, INC.
                      STATEMENTS OF CASH FLOWS (Unaudited)

<TABLE>
<CAPTION>
                                                           SIX MONTHS ENDED SEPTEMBER 30,
                                                               2004             2003
                                                           ------------      -----------
<S>                                                        <C>               <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income (loss)                                         $    62,991      $    37,006
  Adjustments to reconcile net income (loss) to
    net cash provided by operating activities
        Depreciation and amortization                           268,397          275,950
        Unrealized (gain) loss on marketable securities          14,980                -
        (Increase) decrease in operating assets:
           Accounts Receivable                                   21,316         (628,266)
           Inventories                                          (74,375)        (206,845)
           Refundable income taxes                               (2,206)               -
           Other assets                                         381,236         (415,961)
         Increase (decrease) in operating liabilities:
           Accounts Payable                                   1,003,150          355,135
           Accrued Expenses                                    (211,487)          (2,281)
           Income taxes payable                                (413,000)               -
                                                            -----------      -----------
         Net cash provided by operating activities            1,051,002         (585,262)
CASH FLOWS FROM INVESTING ACTIVITIES
  Purchase of equipment                                         (95,392)               -
  Purchase of new facility improvements                      (2,969,678)      (1,568,677)
  Proceeds from the sale of marketable securities               540,052          510,651
                                                            -----------      -----------
          Net cash used in investing activities              (2,525,018)      (1,058,026)
                                                            -----------      -----------
CASH FLOWS FROM FINANCING ACTIVITIES
  Net borrowings on line of credit                              685,672           52,604
  Proceeds from long-term debt                                   48,805        1,336,347
  Proceeds from the issuance of bond obligation                       -          109,638
  Payments on long-term debt                                   (162,505)               -
  Costs from stock issuance                                      (8,968)               -
  Proceeds from exercise of stock options                           500
  Payment of bond obligation                                    (79,213)               -
                                                            -----------      -----------
           Net cash provided by financing activities            484,291        1,498,589
                                                            -----------      -----------
           Net increase (decrease) in cash                     (989,725)        (144,699)
Cash - beginning of period                                    1,073,901          182,672
                                                            -----------      -----------
Cash - end of period                                        $    84,176      $    37,973
                                                            ===========      ===========
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
  Cash paid during the year for:
     Interest                                               $   182,277      $   187,809
     Income taxes                                           $   457,200      $    35,000
</TABLE>

See notes to the financial statements.

                                       7
<PAGE>

1. ORGANIZATION AND NATURE OF OPERATIONS

UNAUDITED INTERIM FINANCIAL STATEMENTS

The accompanying unaudited interim condensed financial statements have been
prepared in accordance with accounting principles generally accepted in the
United States of America for interim financial information and with the
instructions to Form 10-QSB of Regulation S-B. They do not include all
information and footnotes required by accounting principles generally accepted
in the United States of America for complete financial statements. The interim
unaudited financial statements should be read in conjunction with the financial
statements for the year ended March 31, 2004, which are included in the
Company's Form SB-2 filed with the Securities and Exchange Commission. In the
opinion of management, all adjustments considered necessary for a fair
presentation, consisting solely of normal recurring adjustments, have been made.
Operating results for the three months ended September 30, 2004 are not
necessarily indicative of the results that may be expected for the year ending
March 31, 2005.

ITEM 2. Management's Discussion and Analysis or Plan of Operation

Kahiki was founded in 1961 as a theme based Polynesian restaurant. It was
recognized as one of the top restaurants in Asian-Pacific category. In 1995, we
built a small (7,000 sq ft) USDA approved food-manufacturing facility on the
restaurant site and began to market frozen Polynesian/Asian foods for wholesale
distribution under the Kahiki(R) brand for retail and foodservice markets.

In 2000, the Kahiki was named "The Coolest Bar in the World" by Food & Wine
Magazine and "The Best Polynesian Restaurant in the World" by Restaurant &
Hospitality Rating Bureau. In September 2000, we sold the land that the
restaurant was located on to Walgreen's for $2,000,000, and we closed the
restaurant on August 26, 2000. Since September 2000, we have concentrated on
manufacturing of frozen foods and a medium sized (22,000 square foot) USDA
approved facility was opened.

For the year ended March 31, 2001, our highlights were disposing of assets like
equipment, land, and building where the restaurant and plant were located,
ceased our restaurant operation, declared stock dividends of 3 for 1 to all
shareholders, opened a new processing plant, established a new corporate office,
assembled a strong sales team, invested over $1,479,728 into leasehold
improvements, processing equipment, and research and development.

In December 2002, we arranged a state economic development bond with the State
of Ohio for 4.18 million dollars. The proceeds were used to purchase a large
production facility in the form of a 119,000 square foot food processing plant
for 2.25 million dollars. The balance of the bond was used for leasehold
improvements and equipment which sum had to be supplemented by additional funds
from us in order to continue the project to completion.

                                       8
<PAGE>

We believe that this facility will meet our needs for the foreseeable future
without having to expand the facility. If necessary, the property has an
additional 14 acres for possible sale or expansion. The lease on our present
22,000 square foot facility will terminate in April 2005. In May of 2003, we
delivered a two-for-one split for all shareholders.

In February of 2004, we arranged the sale of 588,235 units ($1,000,000),
consisting of 588,235 of our common shares and 588,234 of our warrants, to
Barron Partners LP of New York and 14,705 ($25,000) to Bill Velmer of Salt Lake
City, Utah at $1.70 per share.

The transaction included 294,117 warrants with an exercise price of $2.25, and
294,117 warrants at exercise price of $3.00, all of which expire on February 27,
2009. The expenses associated with this offering included $70,000 to Laconia
Capital and 30,000 Warrants to Laconia Capital for services as our placement
agent. We are required to keep the common shares and warrants registered for a
period of two years.

In March of 2004, we sold a small warehouse for $110,000 and realized a gain of
$75,271 on the sale.

Currently, we have three marketing segments throughout the country; retail,
foodservices, and warehouse clubs. Key customers in retail supermarket segments
are: Wal-Mart Supercenters, The Kroger Co., Albertson's , C & S Wholesale,
Publix, Meijer, Smart & Final, SuperValu, and Wakefern; in foodservice segments
are: Gordon Food Service, Best Express, Abbott Foods/Sysco, Magic Wok, Orlando
Food Service, and U.S. Food Service; and in warehouse clubs segments are: Sam's
Club and Costco.

Our current activities include:

      -     Product research and development

      -     Development of markets and distribution

      -     Market search of strategic alliances

      -     Development of corporate infrastructure

      -     Production of high quality Asian products under USDA guidelines

                                       9
<PAGE>

DISCUSSION OF SIGNIFICANT ACCOUNTING POLICIES

REVENUE RECOGNITION

Revenues are recognized when the goods are delivered.

USE OF ESTIMATES

The preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America 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 periods. Actual results could differ from these estimates.

CASH

For purposes of the statements of cash flows, cash includes cash on hand and
demand deposits held by banks.

We maintain our cash in two accounts at two financial institutions. The carrying
value is a reasonable estimate of the fair value.

MARKETABLE TRADING SECURITIES

Management determines the appropriate classification of marketable securities at
the time they are acquired and evaluates the appropriateness of such
classification at each balance sheet date. Our marketable securities are
classified as trading. Trading securities are held for resale in anticipation of
short-term fluctuations in market prices and are held at market value. Realized
and unrealized gains and losses on the marketable securities are included in
income.

ACCOUNTS RECEIVABLE - TRADE

Accounts receivable are uncollateralized customer obligations due under normal
trade terms requiring payment within 15 days of the invoice date. Accounts
receivable are stated at the amount billed to the customer. Customer account
balances 60 days past the invoice date are considered delinquent. Payments
received for accounts receivable are allocated to the specific invoices
identified on the customer remittance advice or, if unspecified, are applied to
the earliest unpaid invoices. We do not charge interest on past due account
balances.

The carrying amount of accounts receivable is reduced when necessary, by a
valuation allowance that reflects management's best estimate of the amount that
will not be collected. Management individually reviews all customer account
balances on a monthly basis, and based on an assessment of current credit
worthiness, estimates the portion, if any, of the balance that will not be
collected. Accounts receivable includes a valuation allowance of $10,000 as of
September 30, 2004.

                                       10
<PAGE>

INVENTORIES

Inventories consist of perishable food products and paper supplies. The
inventories are valued at the lower of cost (first-in, first-out method) or
market. Impairment and changes in market value are evaluated on a per item
basis.

If the cost of the inventory exceeds the market value evaluation based on total
inventory, provisions are made for the difference between the cost and the
market value. Provision for potential obsolete or slow moving inventory is made
based on analysis of inventory levels, age of inventory and future sales
forecasts.

PROPERTY AND EQUIPMENT

Property and equipment is carried at cost, less accumulated depreciation
computed using the straight-line method. Major renewals and betterments are
capitalized and depreciated; maintenance and repairs that do not extend the life
of the respective assets are charged to expense as incurred. Upon disposal of
assets, the cost and related accumulated depreciation are removed from the
accounts and any gain or loss is included in income. Property and equipment are
depreciated over their estimated useful lives of 5 to 39 years.

EARNINGS PER SHARE

Earnings per share are computed on the weighted average number of common shares
outstanding including any dilutive options.

LONG-TERM DEBT

Long-term debt is subject to certain covenants and restrictions including
maintenance of certain financial requirements. Rates currently available from
the bank for debt with similar terms and remaining maturities are used to
estimate the fair value of the debt. Our carrying value approximates the fair
value of the debt.

STOCK OPTIONS

We apply Accounting Principles Board Opinion No. 25 and related interpretations
in accounting for our stock option plan for employees. The vesting period of the
options granted range from immediately exercisable to four quarters.
Accordingly, no compensation cost has been recognized in the accompanying
financial statements for options issued under the plan since the exercise price
of the options was equal to the market value of the shares at the date of grant.
In order to determine compensation on options issued to consultants, as well as
fair value disclosures for employee options, the fair value of each option
granted is estimated on the date of grant using the Black-Scholes option-pricing
model.

LEASE COMMITMENTS

We lease a facility used for our wholesaling operations under an agreement that
is accounted for as an operating lease. This lease requires monthly payments of
$6,400

                                       11
<PAGE>

through January 2005. We have recently extended this lease for three months,
through April 2005, at the monthly payment of $6,400. We have the option to
renew for two additional three-quarter terms.

We also lease manufacturing equipment under operating lease agreements. These
leases expire at various dates through 2008 and require total monthly payments
of $18,621.

RESULTS OF OPERATIONS FOR THE QUARTER ENDED SEPTEMBER 30, 2004

The following table contains certain amounts, expressed as a percentage of net
revenues, reflected in our statements of income for the quarters ended September
30, 2004 and 2003:

QUARTERS ENDED SEPTEMBER 30

<TABLE>
<CAPTION>
                                             (in %)
                                             2004      2003
<S>                                          <C>       <C>
Revenues                                      100       100
Cost of Revenues                               79        71
                                              ---       ---
Gross profit                                   21        29
Operating Expenses                             22        23
                                              ---       ---
Income from operations                         (1)        5
Interest expense                               (2)       (1)
Interest and dividend income                    0         1
Net Gain (loss) on marketable securities        0         0
                                              ---       ---
Income from continuing operations before
         Income tax                            (3)        5
                                                       ----
Income tax                                     (1)        2
                                              ---       ---
Net Income                                     (2)        3
                                              ===       ===
</TABLE>

REVENUES

Revenues for the quarter ended September 30, 2004 were $5,018,240 compared to
$2,755,126 for the comparable quarter ended September 30, 2003. The increase is
primarily due to food manufacturing sales efforts with the increase of new
accounts, both retail and club stores, and due to the introduction of new items.

COST OF GOODS

The gross margin on sales of products was $1,066,259 for the quarter ended
September 30, 2004 compared to $791,182 for the quarter ending September 30,
2003. Gross margins vary widely depending on factors such as the product
commodity prices and labor costs for the item produced. Cost of food increased
significantly in the quarter ended September 30, 2004 to 35% of sales, compared
to 23% of sales for the year ended March 31, 2004. Chicken

                                       12
<PAGE>

prices peaked at the end of the first quarter and the beginning of second
quarter, with prices approximately 40% higher than the average prices for the
quarter ended September 30, 2003. By the end of the quarter the quarter ended
September 30, 2004, chicken prices had dropped back down, to approximately 50%
less than peak prices. The effect of high production with inventory produced at
peak chicken prices significantly affected the food costs in this quarter.

Cost of sales includes cost of food, freight, packaging, labor, and other
expenses related to the manufacturing and distribution of the products produced.
Depreciation related to manufacturing and distribution is expensed to cost of
goods sold, and depreciation and amortization related to sales, general, and
administration is expensed as an operating expense.

OPERATING EXPENSES

      Operating expenses for the quarter ended September 30, 2004 were
$1,117,086 compared to $643,854 for the comparable period in 2003, which is an
increase of $473,232 or 73%. Most of the increase was attributable to marketing
and advertising expenses, which increased to $566,091 for the quarter ended
September 30, 2004, from $339,752 for the quarter ended September 30, 2003.

RESEARCH AND DEVELOPMENT

      Expenditures on research and development were $17,093 for the quarter
ended September 30, 2004 compared to $5,680 for the quarter ended September 30,
2003, an increase of 201%. The increase was due to increased development
activities.

NET INCOME

      Our net loss for the quarter ended September 30, 2004 was $82,015, as
compared to a net income of $95,093 for the quarter ended September 30, 2003.

LIQUIDITY AND CAPITAL RESOURCES

On June 1, 2004, we entered into a two year agreement with a bank for a
revolving loan facility. The borrowing base of the revolving loan facility is
limited to the lesser of (i) $2,500,000 or (ii) the sum of (A) 85% of eligible
accounts receivable, plus (B) 50% of eligible inventory. The line was used to
pay off a $1,100,000 line, and provide working capital. The revolving loan
matures on May 31, 2006. As of September 30, 2004 the Company was not in
compliance with two of its financial covenants. The bank has waived these
covenants for the period ended September 30, 2004.

As of September 30, 2004 the Company had a negative working capital of
approximately $133,000.

In December 2002, we arranged a state economic development bond with the State
of Ohio for $4.18 million. Principal payments commenced in December 2003. The
bond matures

                                       13
<PAGE>

December 1, 2022, and with interest rates and maturity dates as follows:
$1,100,000 matures December 1, 2010 at an interest rate of 4.55%; $1,040,000
matures December 1, 2015, at an interest rate of 5.25%; and $2,040,000 matures
December 1, 2022, at an interest rate of 5.85%. The proceeds were used to
purchase a large production facility in the form of 14 acres of land and an
119,000 square foot food processing plant for 2.25 million dollars. The balance
of the bond was used for building improvements and equipment, which sum had to
be supplemented by additional funds in order to continue the project to
completion. Due to current cash flow shortages related to these additional
building costs and higher commodity costs, we have recently ceased construction
activities on the plant while we actively seek new debt or equity financing, the
availability of which is uncertain. We do not believe that current cash and
liquidity sources can satisfy our funding needs beyond the middle of our third
fiscal quarter and, as stated above, we are exploring additional financing
sources, which we believe are available to us. There can be no assurances of our
ability to obtain additional financing.

During the fiscal quarter ended September 30, 2004, we spent $2,969,678 in
building improvements and equipment and anticipate an additional $2,000,000 to
complete the new plant for occupancy.

We received notification in October that Sam's Club has discontinued our product
in their stores. Our product has always been sold as an "in and out" item in
Sam's which means that it typically is only sold for a time period of several
weeks to several months. We have enjoyed a very long run of several months with
our recent Sam's sales, and are optimistic that we will have an opportunity to
bring this product or new products back to Sam's, possibly as early as January
2005. Sam's Club represented 20% of sales for the first six months of 2005.

During the six months ended September 30, 2004, we sold a marketable security,
providing $540,000 in cash.

FORWARD LOOKING STATEMENTS

This Quarterly Report contains forward-looking statements. Such statements are
not based on historical facts and are based on current expectations, including,
but not limited to statements regarding our plan for future development and the
operation of our business. Words such as "anticipates," "expects," "intends,"
"plans," "believes," "seeks," "estimates," and similar expressions identify such
forward-looking statements. These statements are not guarantees of future
performance and are subject to certain risks and uncertainties that could cause
actual results to differ materially from those expressed or forecasted. Among
the factors that could cause actual results to differ materially are the
following: a lack of sufficient capital to finance our business plan on
commercially acceptable terms; changes in labor, equipment and capital costs;
our inability to attract strategic partners; general business and economic
conditions; and the other risk factors described from time to time in our
reports filed with the Securities and Exchange Commission. You should not rely
on these forward-looking statements, which reflect only Kahiki Food's opinion as
of the date of this Quarterly Report. We do not assume any obligation to revise
forward-looking statements.

                                       14
<PAGE>

ITEM 3. Controls and Procedures

As required by Rule 15d-15 under the Securities Exchange Act of 1934 (the
"Exchange Act"), we carried out an evaluation of the effectiveness of the design
and operation of our disclosure controls and procedures as of September 30,
2004. This evaluation was carried out under the supervision and with the
participation of our CEO and CFO. Based upon that evaluation, our CEO and CFO
concluded that our disclosure controls and procedures are effective in timely
alerting management to material information relating to us that is required to
be included in our periodic SEC filings. There have been no significant changes
in our internal controls or in other factors that could significantly affect
internal controls subsequent to the date we carried out our evaluation.

Disclosure controls and procedures are controls and other procedures that are
designed to ensure that information required to be disclosed in our reports
filed or submitted under the Exchange Act is recorded, processed, summarized and
reported, within the time periods specified in the Securities and Exchange
Commission's rules and forms. Disclosure controls and procedures include,
without limitation, controls and procedures designed to ensure that information
required to be disclosed in our reports filed under the Exchange Act is
accumulated and communicated to management, including our CEO and CFO, to allow
timely decisions regarding required disclosure.

                          PART II - OTHER INFORMATION

ITEM 1. Legal Proceedings - Not Applicable.

ITEM 2. Change in Securities and Small Business Issuer Purchases of Equity
        Securities - Not Applicable.

ITEM 3. Defaults Upon Senior Securities - Not Applicable.

ITEM 4. Submission of Matter to a Vote of Security Holders - Not applicable.

ITEM 5. Other Information - Not applicable.

ITEM 6. Exhibits.

(a) Exhibits.

      Exhibits filed with this Quarterly Report on Form 10-QSB are attached
      hereto. For a list of our exhibits, see "Index to Exhibits" (following the
      signature page).

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<PAGE>

                                   SIGNATURES

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

                                           KAHIKI FOODS, INC.
                                           ------------------
                                           (Registrant)

Date: November 15, 2004                    /s/ Michael C. Tsao
                                           ----------------------------------
                                           Michael C. Tsao, President and CEO

Date: November 15, 2004                    /s/ Julia A. Fratianne
                                           ----------------------------------
                                           Julia A. Fratianne, Treasurer and CFO

                                INDEX TO EXHIBITS

<TABLE>
<CAPTION>
Exhibit No.       Description                                                   Location
-----------       ------------------                                            --------
<S>               <C>                                                           <C>
    31.1          Certification of the Chief Executive Officer                  Filed herewith.
                  Pursuant to Section 302 of the Sarbanes- Oxley
                  Act of 2002.

    31.2          Certification of the Chief Financial Officer                  Filed herewith.
                  Pursuant to Section 302 of the Sarbanes-
                  Oxley Act of 2002.

    32            Certification pursuant to Rule 13a-14(b) and                  Filed herewith.
                  Section 1350 of Chapter 63 of Title 18 of the
                  United States Code, as adopted pursuant to
                  Section 906 of the Sarbanes-Oxley Act of 2002.
</TABLE>

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