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U.S. SECURITIES AND EXCHANGE
COMMISSION

Washington, D.C. 20549





FORM 10-Q







|x | Quarterly report pursuant to section 13 or 15(d) of the Securities Act of 1934.
|- | -------------------------------------------------------------------------------

For the quarterly period ended September 30, 2009

or



| ̈ | Transition report pursuant to section 13 or 15(d) of the Securities Act of 1934.
|- | --------------------------------------------------------------------------------

Commission File No. 0-3026





PARADISE, INC.





INCORPORATED IN FLORIDA

I.R.S. EMPLOYER IDENTIFICATION NO. 59-1007583

1200 DR. MARTIN LUTHER
KING, JR. BLVD.,

PLANT CITY, FLORIDA 33566

(813) 752-1155





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 and 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 by checkmark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a
smaller reporting company.



|                        |  |   |  |                           |  |  
|----------------------- |  | - |  | ------------------------- |  | -
|Large accelerated filer |  |  ̈ |  | Accelerated filer         |  |  ̈
|                        |  |   | 
|Non-accelerated filer   |  |  ̈ |  | Smaller reporting company |  | x

Indicate by check mark whether the registration is a shell company (as defined in Rule 125-2 of the
Exchange Act)    Yes   ̈    No  x

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File
required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes   ̈    No   ̈

The number
of shares outstanding of each of the issuers classes of common stock:



|                             |      |                                 |      |               
|---------------------------- | ---- | ------------------------------- | ---- | --------------
|Class                        |      | Outstanding as of September 30,
|                             | 2009 |                                 | 2008
|Common Stock $0.30 Par Value |      | 519,350 Shares                  |      | 519,350 Shares









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##### Table of Contents

PARADISE, INC.

FORM 10-Q

FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2009

INDEX



|           |  |                                                                                              |  |      
|---------- |  | -------------------------------------------------------------------------------------------- |  | -----
|           |  |                                                                                              |  | PAGE 
|PART I.    |  | FINANCIAL INFORMATION                                                                        |  |      
|           |  |                                                                                             
|           |  | ITEM 1.FINANCIAL STATEMENTS                                                                  |  | 2-9  
|           |  |                                                                                             
|           |  | ITEM 2.MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS |  | 10-12
|           |  |                                                                                             
|           |  | ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK  N/A                       |  | 13   
|           |  |                                                                                             
|           |  | ITEM 4T.CONTROLS AND PROCEDURES                                                              |  | 13   
|           |  |                                                                                             
|PART II.   |  | OTHER INFORMATION                                                                            |  |      
|           |  |                                                                                             
|           |  | ITEMS 1  6.                                                                                 |  | 13-14
|           | 
|SIGNATURES |  | 14                                                                                          



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|               |  |                           
|-------------- |  | --------------------------
|PARADISE, INC. |  | COMMISSION FILE NO. 0-3026

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements



| |  |                                                             |  | 
| |  | ----------------------------------------------------------- |  | 
| |  | PARADISE, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS |  | 



|                                                                                                                                        |  |                                   |            |                       |   |                                   |  |   |           
|--------------------------------------------------------------------------------------------------------------------------------------- |  | --------------------------------- | ---------- | --------------------- | - | --------------------------------- |  | - | ----------
|                                                                                                                                        |  | AS OFSEPTEMBER 30,2009(UNAUDITED) |            | AS OFDECEMBER 31,2008 |   | AS OFSEPTEMBER 30,2008(UNAUDITED)
|ASSETS                                                                                                                                  |  |                                   |            |                       |   |                                   |  |   |           
|                                                                                                                                        |  |                                   |           
|CURRENT ASSETS:                                                                                                                         |  |                                   |            |                       |   |                                   |  |   |           
|Cash and Unrestricted Demand Deposits                                                                                                   |  | $                                 | 441,681    |                       | $ | 2,045,796                         |  | $ | 237,274   
|Accounts and Notes Receivable, Less Allowances of $0 (9/30/09), $0 (12/31/08) and $0 (9/30/08)                                          |  |                                   | 7,344,418  |                       |   | 829,773                           |  |   | 8,286,262 
|Inventories:                                                                                                                            |  |                                   |            |                       |   |                                   |  |   |           
|Raw Materials                                                                                                                           |  |                                   | 3,264,429  |                       |   | 1,950,486                         |  |   | 3,338,418 
|Work in Process                                                                                                                         |  |                                   | 458,144    |                       |   | 956,745                           |  |   | 606,638   
|Finished Goods                                                                                                                          |  |                                   | 8,471,373  |                       |   | 7,136,830                         |  |   | 9,464,314 
|Deferred Income Tax                                                                                                                     |  |                                   | 265,222    |                       |   | 325,584                           |  |   | 470,929   
|Prepaid Expenses and Other Current Assets                                                                                               |  |                                   | 774,515    |                       |   | 440,636                           |  |   | 591,861   
|                                                                                                                                        |  |                                   |            |                       |   |                                   |  |   |           
|                                                                                                                                        |  |                                   |           
|TOTAL CURRENT ASSETS                                                                                                                    |  |                                   | 21,019,782 |                       |   | 13,685,850                        |  |   | 22,995,696
|                                                                                                                                        |  |                                   |           
|Property, Plant and Equipment, Less Accumulated Depreciation of $17,283,495 (9/30/09), $16,820,680 (12/31/08) and
$16,662,392 (9/30/08) |  |                                   | 4,876,680  |                       |   | 5,191,773                         |  |   | 5,345,131 
|Intangible Asset, Net                                                                                                                   |  |                                   | 848,874    |                       |   | 943,287                           |  |   | 974,759   
|Goodwill                                                                                                                                |  |                                   | 413,280    |                       |   | 413,280                           |  |   | 413,280   
|Deferred Charges and Other Assets                                                                                                       |  |                                   | 248,165    |                       |   | 319,661                           |  |   | 383,238   
|                                                                                                                                        |  |                                   |            |                       |   |                                   |  |   |           
|                                                                                                                                        |  |                                   |           
|TOTAL ASSETS                                                                                                                            |  | $                                 | 27,406,781 |                       | $ | 20,553,851                        |  | $ | 30,112,104
|                                                                                                                                        |  |                                   |            |                       |   |                                   |  |   |           

See Accompanying Notes to these Consolidated Financial Statements (Unaudited)



2



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LIABILITIES AND STOCKHOLDERS EQUITY



|                                                                                                             |  |                                   |            |   |                       |   |            |                                   |  |   |            |  
|------------------------------------------------------------------------------------------------------------ |  | --------------------------------- | ---------- | - | --------------------- | - | ---------- | --------------------------------- |  | - | ---------- | -
|                                                                                                             |  | AS OFSEPTEMBER 30,2009(UNAUDITED) |            |   | AS OFDECEMBER 31,2008 |   |            | AS OFSEPTEMBER 30,2008(UNAUDITED) | 
|                                                                                                             |  |                                   |           
|CURRENT LIABILITIES:                                                                                         |  |                                   |            |   |                       |   |            |                                   |  |   |            |  
|Notes and Trade Acceptances Payable                                                                          |  | $                                 | 7,152,645  |   |                       | $ | 373,538    |                                   |  | $ | 9,590,576  |  
|Current Portion of Long-Term Debt                                                                            |  |                                   | 267,619    |   |                       |   | 435,953    |                                   |  |   | 456,571    |  
|Accounts Payable                                                                                             |  |                                   | 922,336    |   |                       |   | 689,673    |                                   |  |   | 712,608    |  
|Accrued Liabilities                                                                                          |  |                                   | 1,012,194  |   |                       |   | 1,153,395  |                                   |  |   | 1,174,292  |  
|Income Taxes Payable                                                                                         |  |                                   | 171,037    |   |                       |   | 124,321    |                                   |  |   | 221,947    |  
|                                                                                                             |  |                                   |            |   |                       |   |            |                                   |  |   |            |  
|                                                                                                             |  |                                   |           
|TOTAL CURRENT LIABILITIES                                                                                    |  |                                   | 9,525,831  |   |                       |   | 2,776,880  |                                   |  |   | 12,155,994 |  
|                                                                                                             |  |                                   |           
|LONG-TERM DEBT, NET OF CURRENT PORTION                                                                       |  |                                   | 4,483      |   |                       |   | 93,236     |                                   |  |   | 359,068    |  
|                                                                                                             |  |                                   |           
|DEFERRED INCOME TAX LIABILITY                                                                                |  |                                   | 223,891    |   |                       |   | 284,253    |                                   |  |   | 297,373    |  
|                                                                                                             |  |                                   |            |   |                       |   |            |                                   |  |   |            |  
|                                                                                                             |  |                                   |           
|TOTAL LIABILITIES                                                                                            |  |                                   | 9,754,205  |   |                       |   | 3,154,369  |                                   |  |   | 12,812,435 |  
|                                                                                                             |  |                                   |            |   |                       |   |            |                                   |  |   |            |  
|                                                                                                             |  |                                   |           
|STOCKHOLDERS EQUITY:                                                                                        |  |                                   |            |   |                       |   |            |                                   |  |   |            |  
|Common Stock: $.30 Par Value, 2,000,000 Shares Authorized, 583,094 Shares Issued, 519,350 Shares Outstanding |  |                                   | 174,928    |   |                       |   | 174,928    |                                   |  |   | 174,928    |  
|Capital in Excess of Par Value                                                                               |  |                                   | 1,288,793  |   |                       |   | 1,288,793  |                                   |  |   | 1,288,793  |  
|Retained Earnings                                                                                            |  |                                   | 16,840,298 |   |                       |   | 16,587,204 |                                   |  |   | 16,440,733 |  
|Accumulated Other Comprehensive Loss                                                                         |  |                                   | (374,524   | ) |                       |   | (374,524   | )                                 |  |   | (327,866   | )
|Treasury Stock, at Cost, 63,744 Shares                                                                       |  |                                   | (276,919   | ) |                       |   | (276,919   | )                                 |  |   | (276,919   | )
|                                                                                                             |  |                                   |            |   |                       |   |            |                                   |  |   |            |  
|                                                                                                             |  |                                   |           
|Total Stockholders Equity                                                                                   |  |                                   | 17,652,576 |   |                       |   | 17,399,482 |                                   |  |   | 17,299,669 |  
|                                                                                                             |  |                                   |            |   |                       |   |            |                                   |  |   |            |  
|                                                                                                             |  |                                   |           
|TOTAL LIABILITIES AND STOCKHOLDERS EQUITY                                                                   |  | $                                 | 27,406,781 |   |                       | $ | 20,553,851 |                                   |  | $ | 30,112,104 |  
|                                                                                                             |  |                                   |            |   |                       |   |            |                                   |  |   |            |  

See Accompanying Notes to these Consolidated Financial Statements (Unaudited)



3



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| |  |                                                                               |  | 
| |  | ----------------------------------------------------------------------------- |  | 
| |  | PARADISE, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) |  | 



|                                                         |      |                                         |           |  |   |           
|-------------------------------------------------------- | ---- | --------------------------------------- | --------- |  | - | ----------
|                                                         |      | FOR THE THREE MONTHS ENDEDSEPTEMBER 30,
|                                                         | 2009 |                                         | 2008     
|                                                         |      |                                        
|Net Sales                                                |      | $                                       | 9,402,504 |  | $ | 10,934,756
|                                                         |      |                                         |           |  |   |           
|                                                         |      |                                        
|Costs and Expenses:                                      |      |                                         |           |  |   |           
|Cost of Goods Sold (excluding Depreciation)              |      |                                         | 6,639,539 |  |   | 7,821,324 
|Selling, General and Administrative Expense              |      |                                         | 1,212,048 |  |   | 1,273,275 
|Depreciation and Amortization                            |      |                                         | 195,365   |  |   | 193,888   
|Interest Expense                                         |      |                                         | 57,654    |  |   | 104,673   
|                                                         |      |                                         |           |  |   |           
|                                                         |      |                                        
|Total Costs and Expenses                                 |      |                                         | 8,104,606 |  |   | 9,393,160 
|                                                         |      |                                         |           |  |   |           
|                                                         |      |                                        
|Income from Operations                                   |      |                                         | 1,297,898 |  |   | 1,541,596 
|                                                         |      |                                        
|Other Income                                             |      |                                         | 1,911     |  |   | 197       
|                                                         |      |                                         |           |  |   |           
|                                                         |      |                                        
|Income from Operations Before Provision for Income Taxes |      |                                         | 1,299,809 |  |   | 1,541,793 
|                                                         |      |                                        
|Provision for Income Taxes                               |      |                                         | 493,927   |  |   | 583,057   
|                                                         |      |                                         |           |  |   |           
|                                                         |      |                                        
|Net Income                                               |      | $                                       | 805,882   |  | $ | 958,736   
|                                                         |      |                                         |           |  |   |           
|                                                         |      |                                        
|Income per Common Share                                  |      | $                                       | 1.55      |  | $ | 1.85      
|                                                         |      |                                         |           |  |   |           

See Accompanying Notes to these Consolidated Financial Statements (Unaudited)



4



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| |  |                                                                               |  | 
| |  | ----------------------------------------------------------------------------- |  | 
| |  | PARADISE, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) |  | 



|                                                         |      |                                        |            |  |   |           
|-------------------------------------------------------- | ---- | -------------------------------------- | ---------- |  | - | ----------
|                                                         |      | FOR THE NINE MONTHS ENDEDSEPTEMBER 30,
|                                                         | 2009 |                                        | 2008      
|                                                         |      |                                       
|Net Sales                                                |      | $                                      | 13,689,103 |  | $ | 16,161,642
|                                                         |      |                                        |            |  |   |           
|                                                         |      |                                       
|Costs and Expenses:                                      |      |                                        |            |  |   |           
|Cost of Goods Sold (excluding Depreciation)              |      |                                        | 9,677,514  |  |   | 11,546,571
|Selling, General and Administrative Expense              |      |                                        | 2,877,818  |  |   | 2,921,734 
|Depreciation and Amortization                            |      |                                        | 587,444    |  |   | 585,361   
|Interest Expense                                         |      |                                        | 99,354     |  |   | 158,111   
|                                                         |      |                                        |            |  |   |           
|                                                         |      |                                       
|Total Costs and Expenses                                 |      |                                        | 13,242,130 |  |   | 15,211,777
|                                                         |      |                                        |            |  |   |           
|                                                         |      |                                       
|Income from Operations                                   |      |                                        | 446,973    |  |   | 949,865   
|                                                         |      |                                       
|Other Income                                             |      |                                        | 3,125      |  |   | 27,021    
|                                                         |      |                                        |            |  |   |           
|                                                         |      |                                       
|Income from Operations Before Provision for Income Taxes |      |                                        | 450,098    |  |   | 976,886   
|                                                         |      |                                       
|Provision for Income Taxes                               |      |                                        | 171,037    |  |   | 371,216   
|                                                         |      |                                        |            |  |   |           
|                                                         |      |                                       
|Net Income                                               |      | $                                      | 279,061    |  | $ | 605,670   
|                                                         |      |                                        |            |  |   |           
|                                                         |      |                                       
|Income per Common Share                                  |      | $                                      | 0.54       |  | $ | 1.17      
|                                                         |      |                                        |            |  |   |           
|                                                         |      |                                       
|Dividends paid per Common Share                          |      | $                                      | 0.05       |  | $ | 0.10      
|                                                         |      |                                        |            |  |   |           

See Accompanying Notes to these Consolidated Financial Statements (Unaudited)



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| |  |                                                                                   |  | 
| |  | --------------------------------------------------------------------------------- |  | 
| |  | PARADISE, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) |  | 



|                                                                                   |      |                                        |            |      |  |   |             |  
|---------------------------------------------------------------------------------- | ---- | -------------------------------------- | ---------- | ---- |  | - | ----------- | -
|                                                                                   |      | FOR THE NINE MONTHS ENDEDSEPTEMBER 30, |           
|                                                                                   | 2009 |                                        |            | 2008 | 
|                                                                                   |      |                                       
|CASH FLOWS FROM OPERATING ACTIVITIES:                                              |      |                                        |            |      |  |   |             |  
|Net Income                                                                         |      | $                                      | 279,061    |      |  | $ | 605,670     |  
|Adjustments to Reconcile Net Income to Net Cash Used in Operating Activities:      |      |                                        |            |      |  |   |             |  
|Depreciation and Amortization                                                      |      |                                        | 587,444    |      |  |   | 585,361     |  
|Decrease (Increase) in:                                                            |      |                                        |            |      |  |   |             |  
|Accounts Receivable                                                                |      |                                        | (6,514,646 | )    |  |   | (6,510,469  | )
|Inventories                                                                        |      |                                        | (2,149,885 | )    |  |   | (5,831,364  | )
|Prepaid Expenses                                                                   |      |                                        | (88,911    | )    |  |   | (118,985    | )
|Other Assets                                                                       |      |                                        | 41,280     |      |  |   | (4,034      | )
|Income Tax Receivable                                                              |      |                                        | (244,968   | )    |  |   | 0           |  
|Increase (Decrease) in:                                                            |      |                                        |            |      |  |   |             |  
|Accounts Payable                                                                   |      |                                        | 232,663    |      |  |   | (34,294     | )
|Accrued Expense                                                                    |      |                                        | (141,201   | )    |  |   | (580,099    | )
|Income Tax Payable                                                                 |      |                                        | 46,716     |      |  |   | (25,165     | )
|                                                                                   |      |                                        |            |      |  |   |             |  
|                                                                                   |      |                                       
|Net Cash Used in Operating Activities                                              |      |                                        | (7,952,447 | )    |  |   | (11,913,379 | )
|                                                                                   |      |                                        |            |      |  |   |             |  
|                                                                                   |      |                                       
|CASH FLOWS FROM INVESTING ACTIVITIES:                                              |      |                                        |            |      |  |   |             |  
|Purchase of Property and Equipment                                                 |      |                                        | (147,719   | )    |  |   | (304,040    | )
|                                                                                   |      |                                        |            |      |  |   |             |  
|                                                                                   |      |                                       
|Net Cash Used in Investing Activities                                              |      |                                        | (147,719   | )    |  |   | (304,040    | )
|                                                                                   |      |                                        |            |      |  |   |             |  
|                                                                                   |      |                                       
|CASH FLOWS FROM FINANCING ACTIVITIES:                                              |      |                                        |            |      |  |   |             |  
|Net Proceeds of Short-Term Debt                                                    |      |                                        | 6,613,745  |      |  |   | 9,436,087   |  
|Principal Payments of Long-Term Debt                                               |      |                                        | (91,726    | )    |  |   | (122,666    | )
|Dividends Paid                                                                     |      |                                        | (25,968    | )    |  |   | (51,935     | )
|                                                                                   |      |                                        |            |      |  |   |             |  
|                                                                                   |      |                                       
|Net Cash Provided by Financing Activities                                          |      |                                        | 6,496,051  |      |  |   | 9,261,486   |  
|                                                                                   |      |                                        |            |      |  |   |             |  
|                                                                                   |      |                                       
|Net Decrease in Cash                                                               |      |                                        | (1,604,115 | )    |  |   | (2,955,933  | )
|                                                                                   |      |                                       
|CASH AT BEGINNING OF PERIOD                                                        |      |                                        | 2,045,796  |      |  |   | 3,193,207   |  
|                                                                                   |      |                                        |            |      |  |   |             |  
|                                                                                   |      |                                       
|CASH AT END OF PERIOD                                                              |      | $                                      | 441,681    |      |  | $ | 237,274     |  
|                                                                                   |      |                                        |            |      |  |   |             |  
|                                                                                   |      |                                       
|SUPPLEMENTAL CASH FLOW INFORMATION AND NONCASH INVESTING AND FINANCING ACTIVITIES: |      |                                        |            |      |  |   |             |  
|Cash paid for:                                                                     |      |                                        |            |      |  |   |             |  
|Interest                                                                           |      | $                                      | 86,979     |      |  | $ | 133,361     |  
|Income Tax                                                                         |      |                                        | 430,581    |      |  |   | 396,382     |  
|                                                                                   |      |                                        |            |      |  |   |             |  
|                                                                                   |      |                                       
|Net Supplemental Cash Flows                                                        |      | $                                      | 517,560    |      |  | $ | 529,743     |  
|                                                                                   |      |                                        |            |      |  |   |             |  

During the nine months ended September 30, 2009, the Company entered into a revolving line of credit
agreement and used the proceeds to payoff existing debt totalling $5,704,412.

See Accompanying Notes to these Consolidated
Financial Statements (Unaudited)



6



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| |  |                                                                                        |  | 
| |  | -------------------------------------------------------------------------------------- |  | 
| |  | PARADISE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) |  | 

Note 1 Basis of Presentation

The accompanying unaudited consolidated financial statements of Paradise, Inc. (the Company) have been prepared by the Company in accordance with generally accepted accounting principles for
interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission. Accordingly, they do not include all the information and footnotes required by generally accepted accounting principles for annual
financial statements.

The information furnished herein reflects all adjustments and accruals that management believes is necessary to fairly
state the operating results for the respective periods. The notes to the financial statements should be read in conjunction with the notes to the consolidated financial statements contained in the Companys Form 10-K for the year ended
December 31, 2008. The Companys management believes that the disclosures are sufficient for interim financial reporting purposes.

Note 2 Net Income per Share

Net income per share, assuming no dilution, are based on the weighted average number of shares
outstanding during the period: 519,350 (2009 and 2008).

Note 3 Revolving Line of Credit Agreement

On June 23, 2009, Paradise, Inc. renewed its revolving line of credit with another financial institution for a two year period. This bank has agreed to
advance Paradise, Inc. 80% of the Companys eligible receivables and up to 60% of the Companys inventory for a maximum amount of $12,000,000. Interest is payable monthly and is computed from a daily floating rate equal to the Libor rate
plus an applicable margin.

This agreement is subject to certain conditions which must be met for the Company to continue borrowing, including
debt service coverage and debt to equity ratios and other financial covenants. The loan agreement is secured by all of the Companys assets, whether tangible or intangible.



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| |  |                                                                                        |  | 
| |  | -------------------------------------------------------------------------------------- |  | 
| |  | PARADISE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) |  | 



Note 4 Business Segment Data

The Companys operations are conducted through two business segments. These segments, and the primary operations of each, are as follows:



|                 |  |                                                                                                                                                                                                                                                                                                                                          
|---------------- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Business Segment |  | Operation                                                                                                                                                                                                                                                                                                                                
|                 | 
|Fruit            |  | Production of candied fruit, a basic fruitcake ingredient, sold to manufacturing bakers, institutional users, and retailers for use in home baking. Also, based on market
conditions, the processing of frozen strawberry products, for sale to commercial and institutional users such as preservers, dairies, drink manufacturers, etc.
|                 | 
|Molded Plastics  |  | Production of plastics containers and other molded plastics for sale to various food processors and others.                                                                                                                                                                                                                              



|                                |  |                                   |            |                            |   |                                   |  |   |           
|------------------------------- |  | --------------------------------- | ---------- | -------------------------- | - | --------------------------------- |  | - | ----------
|                                |  | Nine MonthsEndedSeptember 30,2009 |            | Year EndedDecember 31,2008 |   | Nine MonthsEndedSeptember 30,2008
|                                |  |                                   |           
|Net Sales in Each Segment       |  |                                   |            |                            |   |                                   |  |   |           
|                                |  |                                   |           
|Fruit:                          |  |                                   |            |                            |   |                                   |  |   |           
|Sales to Unaffiliated Customers |  | $                                 | 8,751,398  |                            | $ | 17,498,939                        |  | $ | 10,134,366
|                                |  |                                   |           
|Molded Plastics:                |  |                                   |            |                            |   |                                   |  |   |           
|Sales to Unaffiliated Customers |  |                                   | 4,937,705  |                            |   | 8,116,506                         |  |   | 6,027,276 
|                                |  |                                   |            |                            |   |                                   |  |   |           
|                                |  |                                   |           
|Net Sales                       |  | $                                 | 13,689,103 |                            | $ | 25,615,445                        |  | $ | 16,161,642
|                                |  |                                   |            |                            |   |                                   |  |   |           

For the nine month period ended, September 30, 2009 and 2008, sales of frozen strawberry
products totaled $268,617 and $332,944, respectively. Sales of frozen strawberry products for the year ended December 31, 2008 totaled $332,944.

The Company does not account for intersegment transfers as if the transfers were to third parties.



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##### Table of Contents

| |  |                                                                                        |  | 
| |  | -------------------------------------------------------------------------------------- |  | 
| |  | PARADISE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) |  | 



Note 4 Business Segment Data (Continued)



The Company does not prepare operating profit or loss information on a segment basis for internal use,
until the end of each year. Due to the seasonal nature of the fruit segment, management believes that it is not practical to prepare this information for interim reporting purposes. Therefore, reporting is not required by generally accepted
accounting principles.



|                                                     |  |                   |            |                  |   |                   |  |   |           
|---------------------------------------------------- |  | ----------------- | ---------- | ---------------- | - | ----------------- |  | - | ----------
|Identifiable Assets of Each Segment are Listed Below |  | September 30,2009 |            | December 31,2008 |   | September 30,2008
|                                                     |  |                   |           
|Fruit                                                |  | $                 | 19,975,286 |                  | $ | 10,776,684        |  | $ | 21,680,956
|                                                     |  |                   |           
|Molded Plastics                                      |  |                   | 4,987,337  |                  |   | 5,734,874         |  |   | 6,006,208 
|                                                     |  |                   |            |                  |   |                   |  |   |           
|                                                     |  |                   |           
|Identifiable Assets                                  |  |                   | 24,962,623 |                  |   | 16,511,558        |  |   | 27,687,164
|                                                     |  |                   |           
|General Corporate Assets                             |  |                   | 2,444,158  |                  |   | 4,042,293         |  |   | 2,424,940 
|                                                     |  |                   |            |                  |   |                   |  |   |           
|                                                     |  |                   |           
|Total Assets                                         |  | $                 | 27,406,781 |                  | $ | 20,553,851        |  | $ | 30,112,104
|                                                     |  |                   |            |                  |   |                   |  |   |           

Identifiable assets by segment are those assets that are principally used in the operations of each
segment. General corporate assets are principally cash, land and buildings, and investments.

Note 5 Subsequent Event

The Company has evaluated events and transactions for potential recognition or disclosure in the financial statements through November 13, 2009, the date of
issuance of these financial statements.



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##### Table of Contents

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

Forward-Looking Statements

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than
statements of historical fact should be considered forward-looking statements for the purpose of these provisions, including statements that include projections of, or expectations about, earnings, revenues or other financial items,
statements about our plans and objectives for future operations, statements concerning proposed new products or services, statements regarding future economic conditions or performance, statements concerning our expectations regarding the attraction
and retention of customers, statements about market risk and statements underlying any of the foregoing. In some cases, forward-looking statements can be identified by the use of such terminology as may, will,
expects, potential, or continue, or the negative thereof or other similar words. Although we believe that the expectations reflected in our forward-looking statements are reasonable, we can give no assurance that
such expectations or any of our forward-looking statements will prove to be correct. Actual results and developments are likely to be different from, and may be materially different from, those expressed or implied by our forwardlooking
statements. Forward-looking statements are subject to inherent risks and uncertainties.

Overview

Paradise, Inc.s main business segment, glace fruit, a prime ingredient of fruitcakes and other holiday confections, represented 68.3% of total
net sales during 2008. These products are sold to manufacturing bakers, institutional users, supermarkets and other retailers throughout the country. Consumer demand for glace fruit product is traditionally strongest during the Thanksgiving
and Christmas season. Almost 80% of glace fruit product sales are recorded during the eight to ten weeks beginning in mid September.

Since the majority of the Companys customers require delivery of glace candied fruit products during this relatively short period of time, Paradise, Inc. must operate at consistent levels of production from as early as January
through the middle of November of each year in order to meet peak demands. Furthermore, the Company must make substantial borrowings of short-term working capital to cover the cost of raw materials, factory overhead and labor expense associated with
production for inventory. This combination of building and financing inventories during the year, without the opportunity to record any significant fruit product income, results in the generation of operating losses well into the third quarter of
each year. Therefore, it is the opinion of management that meaningful forecasts of annual net sales or profit levels require analysis of a full years operations.



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##### Table of Contents

Item 2. Managements Discussion and Analysis of Financial Condition and Results of
Operations (Continued)



Overview (Continued)



In addition, comparison of current quarterly results to the preceding quarter produces an incomplete
picture on the Companys performance due to year-to-year changes in production schedules, seasonal harvests and availability of raw materials, and in the timing of customer orders and shipments. Thus, the discussion of information presented
within this report is focused on the review of the Companys current year-to-date results as compared to the similar period last year.

Paradises other business segment, Paradise Plastics, Inc., a wholly owned subsidiary of Paradise, Inc., produces custom molding products that is not subject to the seasonality of the glace fruit business. This segment represents
all injection molding and thermoforming operations, including the packaging for the Companys fruit products. Only sales to unaffiliated customers are reported.

The First Nine Months

Paradise, Inc.s fruit segment net sales decreased 13.6%
compared to the similar reporting period last year, as customers concerned with the uncertainty surrounding the economy have delayed their purchase orders and subsequent shipping dates to the start of the fourth quarter for 2009 compared to the
third quarter of 2008. Paradise, Inc. has been consistent in all previous filings to disclose that quarterly reports for highly seasonal fruit segment net sales are not reliable indicators of year-end results. The Company must wait until the end of
the holiday buying season to determine if consumer demands for its glace fruit products have resulted in a successful level of net sales activity.

Paradise Plastics, Inc., a wholly owned subsidiary of Paradise, Inc., decreased 18.1% in net sales to unaffiliated customers for the first nine months of 2009 compared to the similar reporting period of
2008. This decrease is primarily caused by the downturn in the housing industry as existing customers directly related to the housing market have scaled back their level of custom molding orders over the past year. Furthermore, Paradise Plastics,
Inc.s customers in other industries have also reduced their level of orders as demand for all types of custom molding products has slowed during the first nine months of 2009 compared to 2008.



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##### Table of Contents

Item 2. Managements Discussion and Analysis of Financial Condition and Results of
Operations (Continued)



The First Nine Months (Continued)



As a result of the decrease in net sales activity mentioned above, and as previously reported in the
Companys second quarter 2009 filing, Paradise, Inc.s Board of Directors implemented the following cost cutting actions effective May, 2009. Executive salaries were reduced 15%. Salary employees weekly paychecks were reduced 10% and the
4% merit increase awarded to all hourly paid employees as of January 1, 2009 was rescinded. In addition, management terminated or eliminated 15 full- time positions during the month of May, 2009. The Company anticipates the direct financial
impact of these actions will result in savings in excess of $550,000 for the remainder of 2009.

Consolidated cost of sales, as a percentage
of net sales, remained consistent during the first nine months of 2009 compared to the similar reporting period of 2008. Inventory as of September 30, 2009 decreased $1,215,424 compared to inventory levels as of September 30, 2008 as
Paradise, Incs management took steps throughout the year to reduce its plastics and fruit positions in light of decreased net sales and continued weakness in the economy.

Selling, General and Administrative Expenses decreased 1.5% for the current nine month period for 2009 compared to the similar reporting period of 2008 as increases incurred for professional, legal and
audit fees were offset by decreases in freight-out expenses for the interim period under review.

Depreciation and amortization expenses
increased less than .4% for the first six months of 2009 compared to the similar reporting period of 2008 as fixed assets that became fully depreciated during the past twelve months approximated the amount of new assets placed into service.

Interest expense decreased $58,757 or 37.2% for the current reporting period compared to the similar reporting period for 2008. This is
primarily due to the reduction in inventory mentioned above as Paradise, Inc.s short-term borrowings from its revolving line of credit were reduced by more than $1.9 million as of September 30, 2009 compared to the similar reporting
period of 2008.

Summary

Paradise Inc.s consolidated net sales decreased 15.3% for the first nine months of 2009 compared to the similar reporting period of 2008 as customer orders for various glace fruit items and custom molding products have declined
in line with the downturn in economic activity during the past year.

However, with more than 80% of Paradise, Inc.s annual fruit
segment net sales scheduled to begin in mid September of this year, no meaningful financial analysis can be developed from Paradise, Inc.s current 2009 interim filing. As stated in all previous interim filings, only a full years
reporting will provide the necessary information to determine the Companys financial performance.



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##### Table of Contents

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE AND MARKET RISK  N/A

ITEM 4T. CONTROLS AND PROCEDURES

As of September 30, 2009, our President and Chief Executive Officer and Chief Financial Officer evaluated the Companys disclosure
controls and procedures, and they concluded that we maintain effective disclosure controls and procedures. There were no changes in our internal control over financial reporting during the quarter ended September 30, 2009.

Disclosure controls and procedures mean the methods designed to ensure that information that the Company is required to disclose in the
reports that it files with the Securities and Exchange Commission is recorded, processed, summarized and reported within the time periods required. Our controls and procedures are designed to ensure that all information required to be disclosed is
accumulated and communicated to our management to allow timely decisions regarding disclosure. Our controls and procedures are also designed to provide reasonable assurance of the reliability of our financial reporting and accurate recording of our
financial transactions.

A control system, however well designed and operated, can provide only reasonable, not absolute,
assurance that the control systems objectives will be met. There are inherent limitations in all control systems, and no evaluation of controls can provide absolute assurance that all control gaps or instances of fraud have been detected.
These inherent limitations include the realities that the judgments in decision-making can be faulty, and that simple errors or mistakes can occur.

PART II. OTHER INFORMATION



|         |  |                                                                  
|-------- |  | -----------------------------------------------------------------
|Item 1.  |  | Legal Proceedings  N/A                                          
|         | 
|Item 1A. |  | Risk Factors  N/A                                               
|         | 
|Item 2.  |  | Unregistered Sales of Equity Securities and Use of Proceeds  N/A
|         | 
|Item 3.  |  | Defaults Upon Senior Securities  N/A                            
|         | 
|Item 4.  |  | Submission of Matters to a Vote of Security Holders  N/A        
|         | 
|Item 5.  |  | Other Information  N/A                                          



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Item 6. Exhibits and Reports on Form 8-K

(a) Exhibits.



|              |  |                                                                                                       
|------------- |  | ------------------------------------------------------------------------------------------------------
|ExhibitNumber |  | Description                                                                                           
|              | 
|31.1          |  | Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002    
|              | 
|31.2          |  | Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002    
|              | 
|32.1          |  | Certification of the Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|              | 
|32.2          |  | Certification of the Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

(b) Reports on Form 8-K.

None.

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.



|                                      |  |                        
|------------------------------------- |  | -----------------------
|PARADISE, INC.                        |  |                        
|A Florida Corporation                 |  |                        
|                                      | 
|/S/    MELVIN S.
GORDON               |  | Date: November 13, 2009
|Melvin S. Gordon                      |  |                        
|Chief Executive Officer and Chairman  |  |                        
|                                      | 
|/S/    JACK M.
LASKOWITZ              |  | Date: November 13, 2009
|Jack M. Laskowitz                     |  |                        
|Chief Financial Officer and Treasurer |  |                        



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