U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

(Mark One)

  X    Quarterly report under Section 13 or 15 (d) of the Securities Exchange
-----  Act of 1934


For the quarterly period ended JUNE 28, 2000.

        Transition report under Section 13 or 15 (d) of the Securities Exchange
------- Act of 1934

For the transition period from _______________ to ___________________.

Commission file number    0-23757
                          -------


                              TAM RESTAURANTS, INC.
                              ---------------------
        (Exact Name of Small Business Issuer as Specified in its Charter)


            DELAWARE                                    13-3905598
            --------                                    ----------
(State or other Jurisdiction of             (I.R.S. Employer Identification No.)
Incorporation or Organization)

                   1163 FOREST AVENUE, STATEN ISLAND, NY 10310
                   -------------------------------------------
                    (Address of Principal Executive Offices)


                                 (718) 720-5959
                                 --------------
                           (Issuer's Telephone Number)



              (Former Name, Former Address and Former Fiscal Year,
                         If Changed Since Last Report)


Check whether the issuer: (1) filed all reports required to be filed by section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.
Yes       X                 No
         ---                  ---


                      APPLICABLE ONLY TO CORPORATE ISSUERS

     State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date: 4,503,000 SHARES OF COMMON
STOCK AS OF AUGUST 8, 2000.

           Transitional Small Business Disclosure Format (check one):
                                  Yes     No  X
                                     ---     ---











<PAGE>



                     TAM RESTAURANTS, INC. AND SUBSIDIARIES
                           QUARTER ENDED JUNE 28, 2000
                                   FORM 10-QSB
                                      INDEX


PART I.  FINANCIAL STATEMENTS                                          PAGE(S)


ITEM 1.  FINANCIAL STATEMENTS

         Condensed Consolidated Balance Sheet                                 1
         as of June 28, 2000 (unaudited).

         Condensed Consolidated Statements of Operations
         For the Thirteen weeks and Thirty-Nine weeks
         ended June 28, 2000 and June 30, 1999 (unaudited).                   2

         Condensed Consolidated Statements of Cash Flows
         For the Thirty-Nine weeks ended June 28, 2000 and
         June 30, 1999 (unaudited).                                           3

         Notes to unaudited Condensed Consolidated
         Financial Statements                                                 4

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
              CONDITION AND RESULTS OF OPERATIONS                             6

PART II. OTHER INFORMATION

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS                           10

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K                                    10

         SIGNATURE PAGE                                                      11





                                       2
<PAGE>
<TABLE>
<CAPTION>


                     TAM RESTAURANTS, INC. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEET
                                   (UNAUDITED)

                                     ASSETS

                                                                           JUNE 28, 2000
                                                                           -------------
Current Assets
<S>                                                                        <C>
     Cash                                                                  $    130,754
     Accounts receivable (net of allowance for
        doubtful accounts of $15,000)                                           780,492
     Inventory                                                                  353,388
         Prepaid and other expenses                                             493,619
                                                                           ------------
Total Current Assets                                                          1,758,253

Property and Equipment-Net                                                    5,807,994
Due from Affiliates                                                             372,915
Restricted Cash                                                               2,236,492
Other Assets                                                                    515,652
                                                                           ------------
TOTAL ASSETS                                                               $ 10,691,306
                                                                           ============


LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
         Current portion of long-term debt                                 $    120,868
         Note payable bank                                                      700,000
         Current portion of loans payable, related parties                      125,510
         Current portion of capitalized lease obligations                       129,002
         Accounts payable                                                     1,145,740
         Contract deposits payable                                              323,838
         Barter Advances                                                        546,018
         Accrued expenses and other                                           1,574,327
                                                                           ------------
Total Current Liabilities                                                     4,665,303
                                                                           ------------

Long-term Liabilities
         Deferred rent expense                                                  582,952
         Long-term debt - net of current portion                              2,505,362
         Loans payable-related parties - net of current portion                 105,190
         Capitalized lease obligations-net of current portion                   240,689
                                                                           ------------
Total Long-term Liabilities                                                   3,434,193
                                                                           ------------

TOTAL LIABILITIES                                                             8,099,496
                                                                           ------------



                              STOCKHOLDERS' EQUITY

Stockholders' Equity
         Preferred stock; $.0001 par value; 1,000,000 shares authorized,
            144,081 shares issued and outstanding                                    14

         Common stock;  $.0001 par value,  19,000,000 shares authorized;
            4,503,000 shares issued and outstanding                                 450
         Additional paid-in capital                                           9,977,523
         Accumulated deficit                                                 (7,386,177)
                                                                           ------------

TOTAL STOCKHOLDERS' EQUITY                                                    2,591,810
                                                                           ------------
TOTAL LIABILITIES AND
  STOCKHOLDERS' EQUITY                                                     $ 10,691,306
                                                                           ============
</TABLE>



              The accompanying notes are an integral part of these
                  condensed consolidated financial statements.





                                       3
<PAGE>

<TABLE>
<CAPTION>


                     TAM RESTAURANTS, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)



                                                   THIRTEEN WEEKS ENDED               THIRTY-NINE WEEKS ENDED

                                                    June 30,        June 28,          June 30,          June 28,
                                                     1999             2000              1999              2000
                                                     ----             ----              ----              ----

<S>                                               <C>              <C>              <C>                <C>
Sales                                             $ 6,687,053      $ 6,942,768      $ 12,787,211       $ 13,930,862


Cost of Sales                                       3,810,784        3,946,420         7,666,154          8,896,751
                                                    ---------        ---------         ---------          ---------


     Gross Profit                                   2,876,269        2,996,348         5,121,057          5,034,111


Pre-Opening Expenses                                        -          197,288                 -            197,288

Operating and Administrative Expenses               2,309,135        2,501,515         4,921,080          5,862,712
                                                    ---------        ---------         ---------          ---------


Income (Loss) from Operations                         567,134          297,545           199,977        (1,025,889)
                                                      -------          -------           -------        -----------


Other Expense

     Interest Expense - net                           198,454          121,100           501,726            288,827

     Barter Expense                                   162,845          226,944           315,320            440,712

     Sales Tax Audit Assessment                             -                -                 -            140,000
                                                                                                            -------


          Total Other Expense                         361,299          348,044           817,046            869,539
                                                      -------          -------           -------            -------


     NET INCOME (LOSS)                             $  205,835       $ (50,499)      $  (617,069)      $ (1,895,428)
                                                   ==========       ==========      ============      =============


Net income (loss) per share - Basic                      $.06           $(.02)            $(.18)             $(.48)
                                                         ====           ======            ======             ======

Weighted average number of common
shares outstanding - Basic                         3,503 ,000        4,503,000         3,503,000          4,023,147
                                                   ==========        =========         =========          =========

Net income (loss) per share  - Diluted                   $.06          $(.02)             $(.18)             $(.48)
                                                         ====          =======            ======             ======

Weighted average number of common
shares outstanding - Diluted                        3,647,081        4,503,000         3,503,000          4,023,147
                                                    =========        =========         =========          =========
</TABLE>


              The accompanying notes are an integral part of these
                  condensed consolidated financial statements.




                                       4
<PAGE>

<TABLE>
<CAPTION>


                     TAM RESTAURANTS, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
                                                                           Thirty-Nine weeks Ended
                                                                      JUNE 30, 1999       JUNE 28, 2000
                                                                      -------------       -------------

CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                                      <C>            <C>
     Net loss                                                            $  (617,069)   $(1,895,428)
     Adjustments to reconcile net loss
     to net cash provided by (used in) operating activities:
              Depreciation and amortization expense                          806,524        659,524
              Deferred rent expense                                            3,362        230,651
              Amortization of warrants issued on debt conversion30,257          --
              Amortization of original issue discount                        231,255           --
              Deferred income                                                 (6,000)          --
     (Increase) decrease in:
              Accounts receivable                                            (54,139)       (49,130)
              Inventory                                                      (90,887)       (52,457)
              Prepaid and other expenses                                     (99,441)      (183,827)
              Other assets                                                   (41,469)        87,374
     Increase (decrease) in:
              Accounts payable                                               203,265       (406,020)
              Accrued expenses                                               (79,023)       164,882
              Contract deposits payable                                         --          (97,228)
                                                                         -----------    -----------

NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES                          286,635     (1,541,659)
                                                                         -----------    -----------

CASH FLOWS FROM INVESTING ACTIVITIES:
     Acquisition of property and equipment                                  (570,562)      (566,576)
                                                                         -----------    -----------

CASH FLOWS FROM FINANCING ACTIVITIES:
     Net repayments  of officer's loans                                        3,357           --
     Dividends paid                                                             --          (54,034)
     Proceeds from bank line of credit                                          --          700,000
     Proceeds from long term debt                                               --        2,500,000
     Sale of common stock                                                       --        2,000,000
     Repayment of related party loan                                            --       (1,000,000)
     Proceeds from barter advances                                           650,000        128,138
     Proceed from equipment refinancing loans                                   --          254,658
     Principal payments on long-term debt
        and capitalized lease obligations                                   (478,236)      (156,512)
     Net repayments (advances) of affiliates and others                       (4,610)        20,417
                                                                         -----------    -----------

NET CASH PROVIDED BY FINANCING ACTIVITIES                                    170,511      4,392,667
                                                                         -----------    -----------
Net increase (decrease) in cash                                             (113,416)     2,284,432
Cash, Beginning of year                                                      221,484         82,814
                                                                         -----------    -----------
Cash, End of period                                                      $   108,068    $ 2,367,246
                                                                         ===========    ===========

</TABLE>

  The accompanying notes are an integral part of these condensed consolidated
                             financial statements.




                                       5
<PAGE>



                     TAM RESTAURANTS, INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


1.   BASIS OF PRESENTATION

     The accompanying unaudited condensed consolidated financial statements have
     been prepared in accordance with generally accepted accounting principles
     for interim financial information and with the instructions to Form 10-QSB
     and Item 310(b) of Regulation S-B. Accordingly, they do not include all of
     the information and footnotes required by generally accepted accounting
     principles for complete financial statements. In the opinion of management,
     all adjustments (consisting of only normal recurring accruals) considered
     necessary for a fair presentation have been included. It is suggested that
     the financial statements be read in conjunction with the Company's
     consolidated audited financial statements and footnotes thereto contained
     in the Company's Form 10-KSB for the fiscal year ended September 29, 1999.
     Operating results for the thirteen and thirty-nine week periods ended June
     28, 2000 are not necessarily indicative of the results that may be expected
     for the full fiscal year ended September 27, 2000.

2.   ACCOUNTING PERIOD

     The Company reports on a 52/53 year.

3.   LONG-TERM DEBT

     In October 1997, the Company obtained $1,000,000 in a secured loan from two
     entities collectively known as Kayne Anderson. In February 2000 the Company
     repaid this loan.

     In February 2000, the Company received $2,500,000 in financing from a loan
     syndicate headed by Kayne Anderson to construct the Lundy's restaurant in
     Times Square. The proceeds are maintained in a separate account and can
     only be used to construct and open the Times Square restaurant. Repayment
     of the principal will be paid out of the free cash flow of the Times Square
     Lundy's in accordance with the terms of the loan agreement. The loan bears
     interest at prime plus 1%.


4.   LOSS PER SHARE

     For the calculation of the loss per share for the thirty-nine weeks ended
     fiscal 2000 and 1999, all of the Company options and warrants are excluded
     for basic and diluted loss per share as they are anti-dilutive. The net
     loss for the thirteen and thirty-nine weeks ended June 28, 2000 has been
     adjusted for the preferred stock dividend of $18,010 and $54,034,
     respectively. The net loss for the thirteen and thirty-nine weeks ended
     June 30, 1999 has been adjusted for the preferred stock dividend of $18,010
     and $36,020, respectively.

5.   SALE OF COMMON STOCK

     In February 2000, the Company, in a private placement, sold 1 million
     shares of common stock at $2.00 per share for net proceeds of $2,000,000.




                                       6
<PAGE>



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


         SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM
     ACT OF 1995: The statements which are not historical facts contained in the
     Management's Discussion and Analysis of Financial Condition and Results of
     Operations and elsewhere in this report on Form 10-QSB are forward-looking
     statements that involve a number of known and unknown risks, uncertainties
     and other factors which may cause the actual results, performance or
     achievements of the Company to be materially different from any future
     results, performance or achievements expressed or implied by such
     forward-looking statements. Such factors include, but are not limited to,
     the risks related to the opening of new restaurants, including capital
     requirements, continued popularity of existing and new restaurants,
     seasonality and other risks detailed in the Company's filings with the
     Securities and Exchange Commission. The words "believe", "expect",
     "anticipate", "intend" and "plan" and similar expressions identify
     forward-looking statements. Readers are cautioned not to place undue
     reliance on these forward-looking statements, which speak only as of the
     date the statement was made.

     OVERVIEW

          The Company currently operates LUNDY BROS. RESTAURANT ("LUNDY'S"), a
     high-volume, casual, upscale seafood restaurant located in Brooklyn, New
     York, THE BOATHOUSE IN CENTRAL PARK ("THE BOATHOUSE", see discussion
     below), a multi-use facility featuring an upscale restaurant and catering
     pavilion, located on the lake in New York City's Central Park, and AMERICAN
     PARK AT THE BATTERY ("AMERICAN PARK"), a multi-use facility featuring an
     upscale restaurant, catering floor, two outside patios and a fast food
     kiosk, located at the water's edge in Battery Park, a New York City
     landmark.

         The Company operates THE BOATHOUSE under a 15-year license agreement
     issued by The New York City Department of Parks and Recreation ("Parks").
     The Company's original license agreement expired on June 30, 2000. In June
     of 1999 Parks issued a formal Request for Proposal so that all potential
     operators, including the Company, could submit a proposal to operate THE
     BOATHOUSE for a new 15-year license term. In March 2000, the Company was
     informed by Parks that it had recommended another proposer be awarded THE
     BOATHOUSE license agreement, beginning July 1, 2000. After a thorough
     review of all the proposals, the Company believed that the award by Parks
     was made as a result of a technical error. In April 2000, the Company
     presented its findings to the New York City Franchise Concession and Review
     Committee (the "Committee"), the governing body charged with awarding all
     such license agreements. At the request of the Committee, the Company
     provided additional written information to Committee for further review by
     April 24, 2000. In late June 2000, the Company was informed that despite
     its efforts the recommendation by Parks to award THE BOATHOUSE contract to
     another proposer was upheld and the Company would cease its operations at
     THE BOATHOUSE effective July 1, 2000. On June 30, 2000, the Company entered
     into an agreement with both Parks and Central Park, LLC, THE BOATHOUSE'S
     new operator to extend its operation of THE BOATHOUSE through September 30,
     2000. The agreement with Parks requires that the Company pay a minimum of
     $450,000 and a maximum of $500,000 in rent for the three months of
     additional operation at THE BOATHOUSE. The total rent figure was based on
     actual 1999 revenues and 1999 percentage rent formula then applied. The
     agreement with Central Park Boathouse, LLC provides that as consideration
     for the three month license extension to September 30, 2000, the Company
     transfer title to all assets and leasehold improvements at THE BOATHOUSE to
     Central Park Boathouse, LLC. The depreciated value of these assets on the
     Company's books at year-end will be approximately $265,000. The Company
     believes that based upon the historical success that it has achieved during
     the July through September period, its revenues and profits will



                                       7
<PAGE>

     significantly exceed the value of the equipment and supplies it is
     conveying as part of agreement with Central Park Boathouse, LLC. THE
     BOATHOUSE generates annual gross revenues in excess of $8 million. For the
     thirty-nine week period ended June 28, 2000 generated approximately $6
     million in gross revenues and income from direct operations of
     approximately $1 million. The expiration of the Company's license to
     operate THE BOATHOUSE will have a significant impact on the Company's
     operating results.


     RESULTS OF OPERATIONS

         Sales for the thirty-nine weeks ended June 28, 2000 were $13,930,862,
     an increase of $1,143,651 or 8.9%, as compared to $12,787,211 for the
     thirty-nine weeks ended June 30, 1999. The Company's sales for the thirteen
     weeks ended June 28, 2000 were $6,942,768, an increase of $255,715 or 3.8%,
     as compared to $6,687,053 for the thirteen weeks ended June 30, 1999. The
     increase in sales for the thirty-nine week period was primarily due a
     significant increase in sales at both AMERICAN PARK and LUNDYS. The
     increase in sales for the thirteen-week period was primarily due to a
     significant increase in sales at AMERICAN PARK.

          Cost of sales for the thirty-nine weeks ended June 28, 2000 were
     $8,896,751 or 63.9% of sales as compared to $7,666,154 or 60% of sales for
     the thirty-nine weeks ended June 30, 1999. Cost of sales for the thirteen
     weeks ended June 28, 2000 were $3,946,420 or 56.8% of sales as compared to
     $3,810,784 or 57% of sales for the thirteen weeks ended June 30, 1999. For
     the thirty-nine week period the increase in the cost of sales relative to
     overall sales can be attributed to significant increases in payroll
     expenses at THE BOATHOUSE and AMERICAN PARK, in addition to an unusually
     short supply of lobsters during the winter months that caused a dramatic
     increase in the cost of goods at LUNDYS. In the current thirteen-week
     period the increase in sales in conjunction with tighter controls on labor
     cost and purchasing returned cost of sales to the levels the Company has
     maintained in the past.

         As a result of the foregoing, gross profit for the thirty-nine weeks
     ended June 28, 2000 was $5,034,111 or 36.1% of sales as compared to
     $5,121,057 or 40% of sales for the thirty-nine weeks ended June 30, 1999, a
     decrease of $86,946 or 1.7%. Gross profit for the thirteen weeks ended June
     28, 2000 was $2,996,348 or 43.2% of sales an increase of $120,079 or 4.2%
     as compared to $2,876,269 or 43.0% of sales for the thirteen weeks ended
     June 30, 1999.

         In April 2000, the Company began construction on a new LUNDY BROS.
     RESTAURANT in New York City's Times Square. The restaurant is intended to
     open in the late fourth quarter of calendar 2000. This resulted in a
     non-cash, pre-opening expense of $197,288 for the thirteen weeks ended June
     28, 2000, primarily due to deferred rent expense.

          Operating and administrative expenses for the thirty-nine weeks ended
     June 28, 2000 were $5,862,712 or 42.1% of sales as compared to $4,921,080
     or 38.5% of sales for the thirty-nine weeks ended June 30, 1999. Operating
     and administrative expenses for the thirteen weeks ended June 28, 2000 were
     $2,501,515 or 36.0% of sales as compared with $2,309,135 or 34.5% of sales
     for the thirteen weeks ended June 28, 1999. For the thirteen and
     thirty-nine weeks ended June 30, 1999 operating and administrative expenses
     increased by $941,632 and $192,380 respectively. The increase in operating
     and administrative expenses was a result of the Company's gearing up for
     expansion relative to the opening of a new LUNDYS location in Times Square
     and the efforts related to the renewal of THE BOATHOUSE license agreement
     with the New York City Department of Parks.



                                       8
<PAGE>


          Other expenses for the thirty-nine weeks ended June 28, 2000 were
     $869,539, an increase of $52,493 or 6.4%, as compared to $817,046 for the
     thirty-nine weeks ended June 30, 1999. Other expenses for the thirteen
     weeks ended June 28, 2000 were $348,044, a decrease of $13,255 or 3.7%, as
     compared to $361,299 for the thirteen weeks ended June 30, 1999. Other
     expenses for the thirty-nine weeks ended June 28, 2000 consisted of
     $288,827 of interest expense as compared to $501,726 during the same period
     in fiscal 1999, this reduction resulted primarily from an original interest
     discount charge taken in fiscal 1999. The decrease in interest expense,
     however, was offset by an increase in barter expense for the thirty-nine
     weeks ended June 28, 2000 to $440,712 as compared to $315,320 in fiscal
     1999, combined with a sales tax audit assessment of $140,000 for the period
     ending September 1994.

          As a result of the foregoing, the net loss amounted to $1,895,428 or
     $.48 per share (basic and diluted) for the thirty-nine weeks ended June 28,
     2000, as compared to a net loss of $617,069 or $.18 (basic and diluted) per
     share for the thirty-nine weeks ended June 30, 1999. For the thirteen weeks
     ended June 28, 2000, the net loss amounted to $50,499 or $.02 per share
     (basic and diluted), as compared to net income of $205,835 or $.06 per
     share (basic and diluted) for the thirteen weeks ended June 30, 1999.

     LIQUIDITY AND CAPITAL RESOURCES

         The Company's capital requirements have been and will continue to be
     significant and its cash requirements have been exceeding its cash flow
     from operations (at June 28, 2000, the Company had a working capital
     deficit of $2,907,050, due to, among other things, costs associated with
     development, opening and start-up costs of AMERICAN PARK and PARK VIEW at
     THE BOATHOUSE and building a corporate infrastructure sufficient to support
     the Company's operations. Further, the loss of THE BOATHOUSE license
     agreement, effective September 30, 2000, will negatively impact on the
     Company's cash flow. As a result, the Company has and will be substantially
     dependent upon sales of its equity securities, loans from financial
     institutions and the Company's officers, directors, and stockholders, and
     bartering transactions with member dining clubs, to finance a portion of
     its working capital requirements.

          During the thirty-nine weeks ended June 28, 2000, net cash increased
     by approximately $2,300,000. Net cash during the thirty-nine weeks ended
     June 28, 2000 used in operating activities was $1,542,000 and net cash used
     in investing activities was $567,000, and cash provided by financing
     activities was $4,393,000. The cash provided by financing activities
     relates primarily to the sale of common stock and the addition of
     $2,500,000 in long term debt to fund the construction of the new LUNDY'S
     BROS. RESTAURANT in Times Square and $1,082,796 in additional financing
     generated through bank lines of credit, equipment refinancing and barter
     card proceeds. This was offset by the repayment of the Kayne Anderson loans
     and other debt.

          The Company enters into bartering agreements with member dining clubs
     whereby member dining clubs advance cash to the Company in exchange for the
     Company's agreement to provide to the clubs' members food and beverages at
     a designated Company restaurant. The restaurant must permit the clubs'
     members to purchase food and beverages at rates between 160% and 200% of
     the amount advanced. Upon entering into the agreement, the Company records
     its obligation to provide food and beverages at the amount of the advance
     it receives. Upon a guest purchasing food or beverages, the Company records
     revenue for the amount of food and beverage purchased by the guest, and the
     barter discount as a barter expense.


                                       9
<PAGE>


         In October 1997, the Company obtained $1,000,000 in a secured loan from
     two entities collectively known as Kayne Anderson. In February 2000 the
     Company repaid this loan.

         In February 2000, the Company, in a private placement, sold 1 million
     shares of common stock at $2.00 per share for net proceeds of $2,000,000.

         In February 2000, the Company received $2,500,000 in financing from a
     loan syndicate headed by Kayne Anderson to construct a LUNDY BROS
     RESTAURANT in New York's Times Square. The proceeds are maintained in a
     separate account and can only be used to construct and open the Times
     Square restaurant. Repayment of the principal will be paid out of the free
     cash flow of the Times Square LUNDY'S in accordance with the terms of the
     loan agreement. The loan bears interest at prime plus 1%.

         The Company will need to raise additional capital to fund its
     operations until the cash flow provided by the planned LUNDY BROS.
     RESTAURANT in Times Square is sufficient to cover the shortfall created by
     the expiration of THE BOATHOUSE license. Other than the ability to enter
     into bartering transactions with member dining clubs, the Company has no
     current arrangements with respect to, or potential sources of, additional
     financing, and it is not anticipated that any officers, directors or
     stockholders will provide any additional loans to the Company.

     SEASONALITY AND FLUCTUATIONS IN QUARTERLY OPERATING RESULTS.

         The Company's business is seasonal. The two outdoor patios at AMERICAN
     PARK and the fast food kiosk are only open March through November and its
     location in Battery Park also restricts winter sales potential. The indoor
     restaurant and catering level are open year round.

         LUNDY'S is a waterside location and attracts more guests during warmer
     months. As a result, the Company's average weekly restaurant sales and
     operating cash flow generally increases from April through October and
     decreases from November through March.

         The Company anticipates that the new LUNDY BROS. RESTAURANT, currently
     under construction in New York's Times Square will generate gross revenue
     approximately equal to those generated by THE BOATHOUSE. However, as a
     covenant of the restaurant's financing arrangement, 75% of the free cash
     flow generated from that restaurant's operation, as defined by its loan
     agreement, will go directly to repay the $2.5 million of principal invested
     in the construction and opening of that location.

         The Company also expects that future quarterly operating results will
     fluctuate as a result of the timing of and expenses related to the openings
     of new restaurants (as the Company will incur significant expenses during
     the months preceding the opening of a restaurant), as well as due to
     various factors, including the seasonal nature of its business, weather
     conditions in New York City, the health of New York City's economy in
     general and its tourism industry in particular. Accordingly, the Company's
     sales and earnings may fluctuate significantly from quarter to quarter and
     operating results for any quarter will not necessarily be indicative of the
     results that may be achieved for a full year.


                                       10
<PAGE>



     YEAR 2000

         To date the Company has not experienced any Year 2000 issues.


     INFLATION
         The effect of inflation on the Company has not been significant during
the last two fiscal years.


     SUBSEQUENT EVENTS

         On June 2, 2000 NASDAQ notified the Company that its common stock and
     warrants would be delisted from the NASDAQ small cap stock market on
     September 7, 2000 unless the closing bid price on the common stock was at
     least $1.00 per share for ten consecutive days. As of August 17, 2000 the
     bid price of the shares had not satisfied the listing criteria. If the
     shares fail to meet the listing criteria the Company's stock will be
     delisted from NASDAQ and will trade on the pink sheet.

          On July 29, 2000 TAM's co-founder and President Frank Cretella
     resigned the position of President. He retains the title of Chief Executive
     Officer. Mr. Cretella's duties will now consist of managing the
     construction of Times Square Lundy's and in assisting the Board in raising
     additional financing. Mr. Cretella remains a director of the Company.

         On July 29,2000 TAM's co-founder, Jeanne Cretella took an unpaid leave
     of absence of 60 days, to attend to personal matters. Mrs. Cretella remains
     a Director of the Company.

         On August 16,2000 the Board of Directors voted to increase the size of
     the Board from 6 to 7 members. That same day the Board of Directors elected
     Anthony Golio to the position of President of TAM Restaurants Inc. Mr.
     Golio retains his titles of Chief Operating Officer and Chief Financial
     Officer.







                                       11
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                                     PART II

                                OTHER INFORMATION

     ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS.


(a)  On November 19, 1998 the Company's Board of Directors authorized the
     designation of 150,000 shares of a series of preferred stock ("Series A
     Preferred Stock") bearing a 10% cumulative dividend payable quarterly in
     cash, convertible into Common Stock at anytime after issuance, at the
     holder's option, at the rate of one share of Common Stock for each share of
     Series A Preferred Stock, subject to adjustment under certain
     circumstances. The Series A Preferred Stock is senior in rights and
     preferences to any subsequently designated series and/or class of preferred
     stock and is entitled to one vote per share of Common Stock into which the
     issued and outstanding shares of Series A Preferred Stock is then
     convertible, on all matters submitted to a vote of the Company's
     stockholders. Outstanding shares of Series A Preferred Stock are redeemable
     at any time by the Company, at its option, at the redemption price of $5.00
     per share, upon timely notice of its intent to redeem.

(b)  In December 1998, Frank Cretella converted $720,405 of indebtedness owed by
     the Company to him into shares of Series A Preferred Stock at the ratio of
     one share of Series A Preferred Stock for each $5.00 of indebtedness
     outstanding. As an inducement to Mr. Cretella to convert the debt to
     equity, the Company also issued Mr. Cretella 72,040 warrants to purchase
     the Company's Common Stock at $6.00 per share.

(c)  On February 7, 2000, and February 9, 2000, the Registrant issued and sold
     an aggregate of 1,000,000 shares of its Common Stock to three accredited
     investors for a total purchase price of $2,000,000 under a Common Stock
     Purchase Agreement dated as of February 1, 2000.


ITEM 6.       EXHIBITS AND REPORTS ON FORM 8-K

(a)  Exhibits.

27   Financial Data Schedule

(b)  Reports on Form 8-K

     No reports on Form 8-K were filed by the Company during the period
     covered by this report.



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                     TAM RESTAURANTS, INC. AND SUBSIDIARIES
                                   Signatures



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



                                                     TAM RESTAURANTS, INC.
                                                     ---------------------
                                                     (Registrant)



     Dated: August 21, 2000            /S/ FRANK CRETELLA
                                       -----------------------------------------
                                       Frank Cretella
                                       Chief Executive Officer

     Dated: August 21, 2000            /S/ ANTHONY B. GOLIO
                                       -----------------------------------------
                                       Anthony B. Golio
                                       President






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