SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    Form 10-Q



/ 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 REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
            EXCHANGE ACT OF 1934

For the transition period from ___________________ to __________________________

Commission file number 000-24941


                 Next Generation Technology Holdings, Inc.
--------------------------------------------------------------------------------
           (Exact name of the registrant as specified in its charter)


            Delaware                                     06-1255882
--------------------------------------------------------------------------------
  (State of other jurisdiction of        (I.R.S. Employer Identification Number)
  incorporation or organization)

    590 Madison Avenue, 21st Floor
     PMB 2137 New York, NY                                  10022
--------------------------------------------------------------------------------
  (Address of Principal executive offices)                (Zip code)

Registrant's telephone number including area code:      (212) 521-4180

Delicious Brands, Inc., 2070 Maple Street, Des Plaines, Illinois 60018
--------------------------------------------------------------------------------
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
to be filed  by  Section  13 or 15 (d) of the  Securities  Exchange  Act of 1934
during the preceding 12 months (or for such shorter  period that the  registrant
was  required  to file such  reports),  and (2) has been  subject to such filing
requirements for the past 90 days.


                            YES   /X/        NO / /

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock as of the latest practicable date.


       5,702,865 shares of Common Stock were outstanding on August, 2000.

<PAGE>

                    NEXT GENERATION TECHNOLOGY HOLDINGS, INC.

                                    FORM 10-Q

                       FOR THE QUARTER ENDED JUNE 30, 2000


                                    I N D E X


Part I:     Financial Information                                           Page

 Item 1.    Financial Statements:

            Balance Sheets as of June 30, 2000 and December 31, 1999          2

            Statements of Operations, Three and Six Months Ended              3
               June 30, 2000 and 1999

            Statements of Cash Flows, Six Months Ended June 30, 2000          4
               and 1999

            Notes to Condensed Financial Statements                           6

 Item 2.    Management's Discussion and Analysis of Financial Condition       7
              and Results of Operations


Part II:    Other Information

 Item 1.    Legal Proceedings                                                11

 Item 5.    Other Information                                                11

 Item 6.    Exhibits and Reports on Form 8-K                                 11



                                       1
<PAGE>

                    NEXT GENERATION TECHNOLOGY HOLDINGS, INC.
                                 BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                                                         June 30,     December 31
                                                                                                           2000           1999
                                                                                                           ----           ----
ASSETS                                                                                               (unaudited)
Current Assets:
<S>                                                                                                 <C>             <C>
      Cash ......................................................................................   $  8,908,336    $    600,762
      Accounts receivable including $39,284 and $213,040,
            respectively, due from related parties, net of allowances of
            $1,816,043 and $2,857,970, respectively .............................................              0       1,797,900
      Inventory .................................................................................              0       1,043,400
      Prepaid expenses and other current assets .................................................      4,283,702         247,761
                                                                                                    ------------    ------------
                                                                                                      13,192,038       3,689,823
                                                                                                    ------------    ------------
Property and Equipment, Net of Accumulated Depreciation .........................................              0         269,833

Other Assets:
      Goodwill ..................................................................................              0       9,460,852
      Other .....................................................................................      1,499,550         813,919
                                                                                                    ------------    ------------
                                                                                                       1,499,550      10,274,771
                                                                                                    ------------    ------------
                                                                                                    $ 14,691,588    $ 14,234,427
                                                                                                    ============    ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
      Bank loan payable .........................................................................   $          0    $  1,326,033
      Current portion of subordinated debt.......................................................      5,300,000       5,643,332
      Accounts payable including $64,404 and $60,460, respectively,
            due to related parties ..............................................................        299,177       3,839,756
Income Taxes Payable ............................................................................        300,000               0
Due to distributors .............................................................................        257,420         308,559
      Accrued expenses ..........................................................................      2,416,553       1,796,091
      Current portion of long-term liabilities ..................................................        519,678         791,354
                                                                                                    ------------    ------------
                                                                                                       9,092,827      13,705,125
                                                                                                    ------------    ------------

Long-term Liabilities:
      Restructuring liability                                                                            210,871         335,454
                                                                                                    ------------    ------------

Stockholders' Equity:
      Preferred stock, $.01 par value 1,000,000 shares authorized:
            Series A, 183,334 shares issued and outstanding .....................................      1,466,668       1,466,668
            Series B, 35,000 shares issued and outstanding. Liquidation
                  value equals stated value .....................................................      1,750,000       1,750,000
            Series C, 170,038 shares issued and outstanding in 1999
                  Liquidation value of $5,101,140 ...............................................              0       3,400,760
            Series D, 100,000 shares issued and outstanding in 2000
                  Liquidation value of 3,000,000 ................................................      2,000,000               0
      Common Stock, $.01 par value, 25,000,000 shares authorized,
            5,751,790 shares issued .............................................................         57,518          47,460
      Additional paid-in capital ................................................................     15,373,652      18,335,918
      Accumulated deficit .......................................................................    (15,098,899)    (24,645,909)
                                                                                                    ------------    ------------
                                                                                                       5,548,939         354,897
      Less, common stock in treasury at cost....................................................        (161,049)       (161,049)
                                                                                                    ------------    ------------
            Total stockholders' equity                                                              $  5,387,890         193,848
                                                                                                    ------------    ------------
                                                                                                    $ 14,691,588    $ 14,234,427
                                                                                                    ============    ============
</TABLE>

         The accompanying notes are an integral part of this statement

                                       2
<PAGE>
                    NEXT GENERATION TECHNOLOGY HOLDINGS, INC.
                             STATEMENT OF OPERATIONS
                                   (Unaudited)
<TABLE>
<CAPTION>

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

<S>                                              <C>              <C>             <C>             <C>
Net Sales (including approximately
      $33,989, $1,277,000, $94,846 and
      $2,390,000 respectively, to related
      parties).................................  $ 4,143,434      $ 11,389,402    $ 10,508,289    $ 23,731,219

Cost of Sales (including approximately
      $0, $7,000, $1,008 and $17,000
      respectively, from related parties)......    3,037,507         8,821,129       7,701,178      18,317,268
                                                 -----------      ------------    ------------    ------------

Gross Profit...................................    1,105,927         2,568,273       2,807,111       5,413,951
                                                 -----------      ------------    ------------    ------------

Selling, general and administrative                3,759,956         3,760,040       6,830,793       7,671,800
                                                 -----------      ------------    ------------    ------------
Loss from Operations...........................   (2,654,029)       (1,191,767)     (4,023,682)     (2,257,849)
                                                 -----------      ------------    ------------    ------------
Other Income (Expense):
      Gain on the Sale of Business                14,439,149                 0      14,439,149               0
      Interest expense.........................     (147,320)         (175,601)       (341,197)       (342,076)
      Other, net...............................      175,964           116,372         175,568         121,197
                                                 -----------      ------------    ------------    ------------
                                                  14,467,793           (59,229)     14,273,520        (220,879)
                                                 -----------      ------------    ------------    ------------
Income (Loss) before Provision for Income
      Taxes....................................   11,813,764        (1,250,996)     10,249,838      (2,478,728)
Provision for Income Taxes.....................      300,000                 0         300,000               0
                                                 -----------      ------------    ------------    ------------
Net Income (Loss)..............................  $11,513,764      $ (1,250,996)   $  9,949,838    $ (2,478,728)
                                                 ===========      ============    ============    ============

Earnings per Share:
      Basic:
            Net Income (Loss) per common
                  share........................  $      2.02      $      (.28)    $      1.92     $       (.56)
                                                 ===========      ============    ============    ============
            Weighted average number of
                  common shares outstanding....    5,702,865        4,441,085       5,173,898        4,438,586

      Diluted:
            Net Income (Loss) per common
                  share                          $      1.66      $      (.28)    $      1.51     $       (.56)
                                                 ===========      ============    ============    ============
            Weighted average number of
                  common shares outstanding....    6,917,070        4,441,085       6,583,234        4,438,586
</TABLE>

         The accompanying notes are an integral part of this statement.

                                        3
<PAGE>

                    NEXT GENERATION TECHNOLOGY HOLDINGS, INC.
                             STATEMENT OF CASH FLOWS
                                   (Unaudited)

<TABLE>
<CAPTION>

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

Cash Flows from Operating Activities:
<S>                                                                                <C>                     <C>
      Net loss    ............................................................     $       9,949,838       $    (2,478,728)
      Adjustments to reconcile net loss to net cash used in
            operating activities:
            Depreciation and amortization.....................................               717,080               394,184
            Provision for bad debts...........................................               290,234                37,333
            Gain on Sale of Business..........................................           (14,439,149)                    0
            Increase (Decrease) in cash from changes in:
                  Accounts receivable.........................................              (729,921)             (262,421)
                  Inventory...................................................               (21,854)              170,630
                  Prepaid expenses and other current assets...................            (4,298,438)             (301,013)
                  Other assets................................................            (1,361,189)               49,103
                  Accounts payable and accrued expenses.......................               211,899               649,095
                  Income taxes payable........................................               300,000                     0
                  Due to distributors.........................................               (15,166)              (20,471)
                  Accrued restructuring liabilities...........................              (124,583)             (128,406)
                  Other liabilities...........................................              (271,676)             (109,740)
                                                                                   -----------------       ---------------
      Net cash provided (used) in operating activities........................            (9,792,925)           (2,000,434)
                                                                                   -----------------       ---------------

Cash Flows from Investing Activities:
      Purchase of property and equipment......................................                (1,925)              (50,859)
      Proceeds from Sale of Business (net of $849,400
            of sales commissions and accrued estimate
            working capital adjustment due purchaser of
            $462,013).........................................................            24,527,587                     0
                                                                                   -----------------       ---------------
      Net cash used in investing activities...................................            24,525,662               (50,859)
                                                                                   -----------------       ---------------
Cash Flows from Financing Activities:
      Proceeds from (Payments) of bank loan payable, net......................            (1,326,032)             (308,646)
      Proceeds (Payments) of current portion of
            subordinated debt.................................................              (343,332)
      Proceeds from issuance of preferred stock B.............................                     0             1,750,000
      Proceeds from issuance of preferred stock C.............................             1,672,500                     0
      Proceeds from issuance of common stock..................................                10,058                 3,191
      Proceeds from issuance of preferred stock D.............................             2,000,000                     0
      Redemption of preferred stock C.........................................            (7,609,890)                    0
      Payment of preferred stock dividend.....................................              (402,831)              (78,334)
      Payments of stock issuance costs........................................              (425,636)             (296,564)
                                                                                   -----------------       ---------------
      Net cash provided by (used in) financing activities.....................            (6,425,163)            1,069,647
                                                                                   -----------------       ---------------

Increase (decrease) in Cash...................................................             8,307,574             (981,646)
Cash, Beginning of Period.....................................................               600,762              981,646
                                                                                   -----------------       ---------------
Cash, End of Period...........................................................     $       8,908,336       $            0
                                                                                   =================       ===============

Supplemental Disclosure of Cash Flow Information:
      Cash paid during the period for:
            Income taxes......................................................     $               0       $            0
                                                                                   =================       ===============
            Interest..........................................................     $         144,517       $      348,720
                                                                                   =================       ===============
</TABLE>


         The accompanying notes are an integral part of this statement.

                                       4

<PAGE>

                    NEXT GENERATION TECHNOLOGY HOLDINGS, INC.
                         STATEMENT OF CASH FLOWS, CONT.


Supplemental Disclosure of Non-Cash
       Investing and Financing Activities:

         On June 1, 2000 the Company sold  substantially all of its assets to BF
         USB,  Inc.  for cash and the  assumption  of  certain  liabilities,  as
         follows:



         Gross Purchase Price                              $  26,680,000
         Working Capital Adjustment                           (1,700,000)
         Estimated Closing Working Capital Balance               859,000
         Closing Working Capital Balance Adjustment             (462,013)
                                                          --------------
         Net Proceeds Purchase Price                          25,376,987
         Liabilities Assumed                                   3,167,628
         Assets Sold                                         (13,256,066)
         Sales Commission Paid                                  (849,400)
                                                         ---------------
         Gain on the Sale                                  $  14,439,149
                                                         ===============






                                       5
<PAGE>

                    NEXT GENERATION TECHNOLOGY HOLDINGS, INC.
                        NOTES TO THE FINANCIAL STATEMENTS
                                   (Unaudited)

1.       Basis of Presentation

Interim Financial Statements

The  unaudited  interim  financial  statements  included  herein  were  prepared
pursuant to the rules and regulations for interim reporting under the Securities
Exchange Act of 1934, as amended. Accordingly,  certain information and footnote
disclosures normally  accompanying the annual financial statements were omitted.
The interim  financial  statements and notes should be read in conjunction  with
the annual audited financial  statements and notes thereto contained in the Form
10-K of  Delicious  Brands,  Inc.  (the  "Company")  dated April 14,  2000.  The
accompanying  unaudited  interim financial  statements  contain all adjustments,
consisting only of normal  adjustments,  which in the opinion of management were
necessary for a fair statement of the results for the interim  periods.  Results
for the interim periods are not  necessarily  indicative of results for the full
year.

2.       Net Income (Loss) Per Share

For the three and six months  ended June 30, 1999,  basic net income  (loss) per
share and diluted  net income  (loss) per share have been  calculated  using the
weighted  average number of Common shares  outstanding  during each period.  All
options and warrants  were omitted  from the  computation  of diluted net income
(loss) per share  because the options and  warrants  are  antidilutive  when net
losses are reported.


3.       Inventory

Inventory is stated at the lower of cost or market with cost  determined  by the
first-in, first-out (FIFO) method.

4.       Recent Account Pronouncements

Effective  January 1, 1999,  the Company  adopted FAS No. 133,  "Accounting  for
Derivatives Instruments and Hedging Activities," which required the recording of
all  derivatives  on the balance sheet at fair value,  and Statement of Position
98-5 (SOP 98-5),  "Reporting on the Cost of Start-up Activities," which requires
costs of start-up  activities and organization costs to be expensed as incurred.
The adoption of FAS No. 133 and SOP 98-5 had no impact on the Company's  results
of operations, financial position or cash flows.




                                       6
<PAGE>

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


Item 2.

General

            On April 5, 2000, Next Generation  Technology Holdings,  Inc. (f/k/a
Delicious Brands, Inc.) (the "Company") entered into an Asset Purchase Agreement
(the "APA") with BF USB, Inc. ("BF USB"),  a Delaware  corporation  and indirect
subsidiary  of Parmalat  Canada  Ltd.,  who was affiliated  with  certain of the
Company's  suppliers  and  customers  and who has acquired  businesses  from and
entered into a consulting  agreement with the Company's Chairman of the Board of
Directors.  On June 1, 2000, the Company  consummated the sale of  substantially
all of its assets and  business  to BF USB for cash.  The  $26,680,000  purchase
price reduced by a net working capital adjustment of $841,000,  which adjustment
will be revised based on the actual net working capital reflected in the balance
sheet as of May 31, 2000. The net proceeds of $25,839,000 were paid as follows:

        o   Deposited into an escrow account                  $  5,336,000
        o   Non-assumed bank debt, other debt                   11,524,000
            and liabilities of the Company paid directly
            by BF USB
        o   Wire transfer to the Company's bank account          8,979,000
                                                              ------------
                                                              $ 25,839,000
                                                              ============

The  escrow   account   deposit  of  $5,336,000   will  be  held  to  cover  any
indemnification  claims that arise within  eighteen months of the closing of the
sales transaction.  One half of such escrow amount, $2,668,000, will be released
December 1, 2000,  $1,334,000 will be released June 1, 2001, and $1,334,000 will
be released December 1, 2001. Each deposit release will be reduced by the amount
of  indemnification  claims, if any, paid or filed by BF USB. Remaining proceeds
and  escrow  deposit  refunds  will be  used to  liquidate  certain  classes  of
preferred  stock,  repay debt and other  liabilities not assumed and pay ongoing
operating  expenses.  Assuming that the Company receives a full reimbursement of
the  $5,336,000  escrow  account  deposit and combines these funds with existing
cash  balances to pay all existing  debt and redeems all  currently  outstanding
Series B and Series D Preferred Stock, the Company anticipates there could be up
to $400,000  available to pay ongoing operating  expenses and make a liquidating
distribution,  if  liquidation  were to be pursued,  to the  remaining  Series A
Preferred and common  stockholders;  however, the assumptions and approximations
may be  inaccurate,  and  therefore,  no  assurance  can be given that such full
reimbursement and or approximation will be reliable.

            The  Company  has agreed  not to compete in the snack food  industry
without  the  consent of BF USB,  and does not plan to operate in the snack food
industry.   The  Board  of  Directors  of  the  Company  is  exploring   various
opportunities  to enter a new line of business.  The Board of Directors  has not
identified any new line of business at the present and there can be no assurance
that any new line of  business  will ever be  identified.  If the Board does not
successfully  identify or otherwise develop a new line of business,  it may seek
to liquidate the Company and pay out any net cash to the stockholders.

            In  conjunction  with the sales  transaction,  the Company  sold the
right to its brand names.  Accordingly,  it changed its name to Next  Generation
Technology Holdings, Inc.

            The Company was incorporated under the laws of the State of Delaware
in 1989. Its principal executive offices are located at 590 Madison Avenue, 21st
Floor, PMB 2137 New York, NY 10022, and its telephone number is (212) 521-4108.

            The  Company's   failure  to  satisfy  the  Nasdaq  SmallCap  Market
maintenance  requirements  resulted in the Common Stock being  delisted from the
Nasdaq SmallCap Market as of February 1, 2000.  Trading of the Company's  Common
Stock, if any, is now conducted in the Over-the-Counter Bulletin Board.


                                       7
<PAGE>

            As a result of the  delisting  of the  Common  Stock from the Nasdaq
SmallCap  Market,  an investor  may find it more  difficult to dispose of, or to
obtain  accurate  quotations  as to  the  market  value  of  the  Common  Stock.
Furthermore,  the regulations of the Securities and Exchange  Commission ("SEC")
promulgated  under the  Securities  Exchange  Act of 1934,  as amended,  require
additional  disclosure  relating to the market for penny stocks. SEC regulations
generally  define a penny stock to be an equity security that has a market price
of less than  $5.00 per  share,  subject to  certain  exceptions.  A  disclosure
schedule explaining the penny stock market and the risks associated therewith is
required to be delivered to a purchaser and various sales practice  requirements
are  imposed  on  broker-dealers  who sell penny  stocks to  persons  other than
established  customers and accredited  investors  (generally  institutions).  In
addition, the broker-dealer must provide the customer with current bid and offer
quotations for the penny stock,  the compensation of the  broker-dealer  and its
salesperson in the transaction and monthly account statements showing the market
value of each  penny  stock held in the  customer's  account.  If the  Company's
securities  become subject to the  regulations  applicable to penny stocks,  the
market  liquidity for the Company's  securities could be severely  affected.  In
such an event,  the  regulations  on penny  stock  could  limit the  ability  of
broker-dealers  to sell  the  Company's  securities  and  thus  the  ability  of
purchaser of the Company's  securities to sell their securities in the secondary
market.

Results of Operations

            The Company's auditors have questioned the ability of the Company to
continue  as a going  concern due to  recurring  losses  from  operations  and a
significant net working capital  deficit.  Upon the  consummation of the sale of
assets the Company has been  exploring  new business  opportunities  but has not
identified any new business at present.  The Company's financial statements have
been presented on the basis that it is a going concern,  which  contemplates the
realization of assets and the  satisfaction  of liabilities in the normal course
of business.  The financial statements do not include any adjustments to reflect
the possible future effects on the  recoverability  and classification of assets
or the amounts and  classifications  of liabilities that may result in the event
the Company's plans are not successful.  Further,  the results of operations for
the quarter  ending June 30, 2000 may not be  indicative  of the results for the
full year or necessarily comparable to prior quarters as a result of the sale of
substantially all the assets of the Company during the quarter.

Net Sales.  Net sales  decreased  64% to $4.1 million for the three months ended
June 30, 2000 as compared to approximately  $11.3 million for the same period in
1999.  The decrease is primarily a result of the sale of the business  effective
June 1, 2000 as well as product  shortages  resulting  from credit  restrictions
instituted by certain of the Company's vendors.

Gross  Profit.  Gross profit  decreased 57% to $1.1 million for the three months
ended June 30,  2000 as  compared  to  approximately  $2.6  million for the same
period in 1999.  The decrease is primarily  as a result of the  decreased  sales
noted above.

Selling,   General  and  Administrative   Expenses.  The  selling,  general  and
administrative  expenses was  unchanged for the three months ended June 30, 2000
as compared to the same period in 1999.

Other Income  (Expense)  Other income  increased to $15.0  million for the three
months  ended  June 30,  2000,  primarily  as a result  of the gain on the sales
transaction as compared to the same period in 1999.

Provision  for Income Tax.  The  provision  for income tax for the three  months
ended June 30, 2000 was $300,000 as compared to $0 for the same period in 1999.

Net Income.  Net income was $11.5  million for the three  months  ended June 30,
2000 as compared to the net loss of $1.25 million for the same period in 1999.


Liquidity and Capital Resources

            In recent  periods,  the Company has utilized  its working  capital,
proceeds from both private  placements and the Company's initial public offering
(the  "Initial  Public  Offering")  of  common  stock,  $.01 par value per share
("Common  Stock")  and  proceeds  from the sale of its assets to BF USB to cover
operating  deficits.  Because  of the  Company's  sale  of  assets  and  related
non-compete  requirements,  it does not  intend to invest in plant or  equipment

                                       8

<PAGE>

relating to the manufacture or distribution of products for sale.  Consequently,
additions  to property and  equipment  are not expected to be material in future
periods.

            On August 18,  1999,  the  Company  issued  promissory  notes in the
aggregate  principal  amount of $360,000  (the  "Notes").  Interest on the Notes
accrues at a rate of 10% per annum.  A Note in the principal  amount of $250,000
was converted at the holder's request to an 8% Note (as defined below) on August
30, 1999. The remaining Note in the principal amount of $110,000, along with all
accrued interest on the Note, was paid on September 3, 1999.

            On  August  30,  1999,  the  Company  issued  an  8%  non-negotiable
unsecured convertible promissory note in the principal amount of $5,250,000 (the
"8% Notes").  The 8% Notes and accrued  interest thereon are due and payable one
year from issuance of the 8% Notes. The 8% Notes are convertible,  at the option
of the 8% Note holder,  into shares of the Company's Common Stock at the rate of
one share for each $5.00 of outstanding principal amount.

            On December 23, 1999, the Company  consummated an initial closing of
a private  placement  to which it issued an  aggregate  of 170,038  share of 12%
Cumulative  Series C Preferred Stock for an aggregate  price of $3,401,000.  The
net proceeds of $2,993,000 were applied by the Company to increase cash balances
and reduce outstanding trade payable balances.

            On January 7, 2000,  the Company  consummated a second  closing of a
private  placement  to which it issued  an  aggregate  of  83,625  shares of 12%
Cumulative  Series C Preferred Stock for an aggregate  price of $1,673,000.  The
net proceeds of $1,467,000 were applied by the Company to increase cash balances
and reduce outstanding trade payable balances.

            On April 6, 2000, the Company  consummated  the closing of a private
placement  to which it  issued an  aggregate  100,000  shares of 12%  Cumulative
Series D Preferred Stock for an aggregate price of $2,000,000.  The net proceeds
of $1,725,000  were used as follows:  (1) $500,000 was deposited  into a special
escrow  reserve  account  related to the pending  asset sale of the Company (see
"Recent History" for previous  discussion),  and (2) $1,225,000 to increase cash
balances, paydown the bank loan and reduce outstanding trade payable balances.

Proceeds from the sales  transaction  and escrow deposit refunds (when received)
have been and will be used to  liquidate  certain  classes of  preferred  stock,
repay debt and other liabilities not assumed and pay ongoing operating expenses.
Assuming that the Company receives a full reimbursement of the $5,336,000 escrow
account  deposit and combines these funds with existing cash balances to pay all
existing  debt and  redeems  all  currently  outstanding  Series B and  Series D
Preferred Stock, the Company anticipates there could be up to $400,000 available
to pay ongoing  operating  expenses and make a liquidating  distribution  to the
remaining Series A Preferred and common stockholders;  however, such assumptions
and approximations may be inaccurate due to unknown indemnification claims which
may arise and the  possible  new  business  opportunities  that the  Company may
enter.


Forward-Looking Statements

            This report contains certain  forward-looking  statements within the
meaning of Section 27A of the  Securities  Act of 1933, as amended,  and Section
21E of the Securities Exchange Act of 1934, as amended, which are intended to be
covered by the safe harbors created thereby.  Although the Company believes that
the assumptions  underlying the forward-looking  statements contained herein are
reasonable, any of the assumptions could be inaccurate, and therefore, there can
be no assurance that the forward-looking statements included in this report will
prove to be accurate. In light of the significant  uncertainties inherent in the
forward-looking  statements  included herein,  the inclusion of such information
should not be regarded as a  representation  by the Company or any other  person
that the objectives and plans of the Company will be achieved.

                                       9

<PAGE>

Item 3:  Quantitative and Qualitative Disclosures About Market Risk

         At June 30, 2000, the Company had no outstanding  derivative  financial
instruments. All of the Company's transactions occur in U.S. dollars. Therefore,
the Company is not subject to significant foreign currency exchange risk.











                                       10
<PAGE>

Part II:    Other Information

Item 1:     Legal Proceedings

            On October 9, 1999 one of the Company's suppliers filed suit against
the Company in the Circuit  Court of Cook County,  Illinois  claiming  breach of
contract and bad faith dealing.  The Company  answered the complaint and filed a
counterclaim for breach of contract due to poor quality of products. The Company
continued  to do business  with this  supplier  up to the date of sale,  June 1,
2000, of  substantially  all of its assets to BF USB;  however,  the Company has
terminated its contract with this supplier.  In the opinion of management,  this
suit is without merit but unfavorable  disposition  could have a material effect
on the Company's  financial  position,  results of  operations or liquidity.  In
addition,  from time to time the Company  may be subject to claims and  lawsuits
arising in the normal course of business.

Item 5:     Other Information

            On June 1, 2000, the Company  consummated the sale of  substantially
all of its assets and  business  to BF USB for cash.  The  $26,680,000  purchase
price reduced by a net working capital adjustment of $841,000,  which adjustment
will be revised based on the actual net working capital reflected in the balance
sheet as of May 31, 2000. The net proceeds of $25,839,000 were paid as follows:

         o  Deposited into an escrow account             $   5,336,000
         o  Non-assumed bank debt, other debt               11,524,000
            and liabilities of the Company paid directly
            by BF USB
         o  Wire transfer to the Company's bank account      8,979,000
                                                         -------------
                                                         $  25,839,000
                                                         =============

            The escrow account  deposit of $5,336,000  will be held to cover any
indemnification  claims that arise within  eighteen months of the closing of the
sales transaction.  One half of such escrow amount, $2,668,000, will be released
December 1, 2000,  $1,334,000 will be released June 1, 2001, and $1,334,000 will
be released December 1, 2001. Each deposit release will be reduced by the amount
of  indemnification  claims, if any, paid or filed by BF USB. Remaining proceeds
and  escrow  deposit  refunds  will be  used to  liquidate  certain  classes  of
preferred  stock,  repay debt and other  liabilities not assumed and pay ongoing
operating expenses.

Item 6:     Exhibits and reports on Form 8-K:
            a)  Exhibits:

              3.1   Certificate of Amendment to the Certificate of Incorporation
                    of Delicious Brands, Inc. dated June 1, 2000.

             *3.2   Certificate of Designation, Preferences and Other Rights and
                    Qualifications of Series D Preferred Stock.

            *10.1   Asset Purchase Agreement dated April 5, 2000.

               27   Financial Data Schedule

          b)  Form 8-K:  On June 7, 2000, the Company filed a Form 8-K.


----------
*    Incorporated by reference to the Company's Annual Report on Form 10-K dated
     April 14, 2000.



                                       11
<PAGE>

                                   Signatures

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



                                       NEXT GENERATION TECHNOLOGY HOLDINGS, INC.
                                              (Registrant)

August 11, 2000                        /s/ Donald C. Schmitt
-------------------------------        -----------------------------------------
                Date                        Donald C. Schmitt
                                            President, Director and
                                            Chief Executive Officer




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