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

                             FORM 10-QSB (Mark One)


[Mark One]

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

For the quarterly period ended JUNE 27 2001.

           [   ]  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                         (I.R.S. Employer
 of Incorporation or Organization)                    Identification No.)


                   114 MCCLEAN AVENUE, STATEN ISLAND, NY 10305
                   -------------------------------------------
                    (Address of Principal Executive Offices)

                                 (718) 273-2532
                                 --------------
                           (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: 10,235,500 SHARES OF COMMON STOCK AS
OF JUNE 27, 2001.

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








<PAGE>


                     TAM RESTAURANTS, INC. AND SUBSIDIARIES
                           QUARTER ENDED JUNE 27, 2001
                                   FORM 10-QSB


                                      INDEX


Part I.    FINANCIAL INFORMATION                                        Page(s)

Item 1.    Financial Statements

                Condensed Consolidated Balance Sheet                       3
                as of June 27, 2001 (unaudited).

                Condensed Consolidated Statements of Operations
                For the Thirteen weeks and Thirty-nine weeks
                ended June 27, 2001 and June 28, 2000 (unaudited).         4

                Condensed Consolidated Statements of Cash Flows For the
                Thirty-Nine weeks ended June 27, 2001
                and June 28, 2000 (unaudited).                             5

                Notes to unaudited Condensed Consolidated
                Financial Statements                                       6

Item 2.    Management's Discussion and Analysis of Financial
                Condition And Results of Operation                         8

Part II.   OTHER INFORMATION

Item 2.    Changes in Securities and Use of Proceeds                      12

Item 6.    Exhibits and Reports on Form 8-K                               12

Signature Page                                                            13



<PAGE>




<TABLE>
<CAPTION>
                     TAM RESTAURANTS, INC. AND SUBSIDIARIES

                      CONDENSED CONSOLIDATED BALANCE SHEET
                                   (Unaudited)

                                     ASSETS
                                                                            JUNE 27, 2001
                                                                            -------------
Current Assets
<S>                                                                        <C>
      Cash                                                                    $  287,997
      Restricted Cash                                                            201,999
      Accounts receivable (net of allowance for doubtful accounts of $0)         252,054
      Inventory                                                                  192,702
         Prepaid expenses and other current assets                                43,907
                                                                               ---------
Total Current Assets                                                             978,659

Property and Equipment-Net                                                     7,910,950
Due from stockholder                                                             230,128
Other Assets                                                                     733,510
                                                                              ----------
TOTAL ASSETS                                                                $  9,853,247
                                                                            ============


LIABILITIES AND STOCKHOLDERS' DEFICIENCY
Current Liabilities
         Note payable bank                                                 $   1,195,333
         Current portion of long-term debt                                       257,958
         Cash overdraft                                                          657,945
         Current portion of loans payable, related parties                     1,034,615
         Current portion of capitalized lease obligations                        125,392
         Withholding taxes payable                                             1,168,641
         Accounts payable                                                      2,127,779
         Due to officer                                                          124,301
         Contract deposits payable                                               205,104
         Barter advances                                                         426,790
         Accrued expenses and other                                            1,555,599
                                                                             -----------
Total Current Liabilities                                                      8,879,457
                                                                             -----------

Long-term Liabilities
         Deferred rent expense                                                 1,173,190
         Long-term debt - net of current portion                                 102,492
         Capitalized lease obligations-net of current portion                    115,299
         Loans payable-related parties - net of current portion                1,950,000
         10% Convertible bonds                                                   500,000
                                                                           -------------
Total Long-term Liabilities                                                    3,840,981
                                                                           -------------

TOTAL LIABILITIES                                                             12,720,438
                                                                           -------------


                            STOCKHOLDERS' DEFICIENCY

Stockholders' Deficiency
         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;
            10,235,500 shares issued and outstanding                               1,023
         Additional paid-in capital                                           10,546,950
         Accumulated deficit                                                 (13,415,178)
                                                                         ----------------

TOTAL STOCKHOLDERS' DEFICIENCY                                                (2,867,191)
                                                                         ----------------
TOTAL LIABILITIES AND
  STOCKHOLDERS' DEFICIENCY                                               $     9,853,247
                                                                         ================

</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)


                                                           Thirty-nine Weeks Ended                     Thirteen Weeks Ended
                                                          June 27,             June 28,            June 27,            June 28,
                                                           2001                 2000                 2001                2000
                                                           ----                 ----                 ----                ----
<S>                                                 <C>                  <C>                  <C>                  <C>
Sales                                                  $ 6,863,652          $13,930,862          $ 2,896,968         $ 6,942,768
Cost of Sales                                            4,993,325            8,896,751            2,042,328           3,946,420
                                                       -----------          -----------          -----------         -----------
     Gross Profit                                        1,870,327            5,034,111              854,640           2,996,348

Operating expenses
      General and administrative expenses                3,465,623            5,862,712            1,447,581           2,501,515
      Preopening expenses                                1,042,354              197,288              579,100             197,288
            Total operating expenses                     4,507,977            6,060,000            2,026,681           2,698,803
                                                       -----------          -----------          -----------         -----------
Loss from Operations                                   (2,637,650)          (1,025,889)          (1,172,041)             297,545
                                                       -----------          -----------          -----------         -----------
Other Expense
     Interest expense                                      160,854              288,827               57,148             121,100
     Barter Expense                                        267,987              440,712              118,237             226,944
     Sales tax assessment                                                       140,000
                                                                                -------

Total                                                      428,841              869,539              175,385             348,044
                                                       -----------          -----------          -----------         -----------

     NET LOSS                                         $(3,066,491)        $ (1,895,428)        $ (1,347,426)         $ ( 50,499)


Preferred stock dividends                                   10,997               54,034               10,997              18,010
                                                       -----------          -----------          -----------         -----------

Net loss applicable to common shareholders
                                                      $(3,077,488)        $(1,949,462)         $(1,358,423)           $(68,509)
                                                      ============        ============         ============           =========
Net loss per share:
Basic and Diluted                                           $(.48)              $(.48)               $(.13)              $(.02)
                                                      ============        ============         ============           =========
Weighted average number of common
shares outstanding - basic and diluted                   6,414,821           4,023,147           10,172,863           4,503,000
                                                      ============        ============         ============           =========


</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 27, 2001       JUNE 28, 2000
                                                      -------------       -------------

CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                   <C>            <C>
      Net loss                                          $(3,066,491)   $(1,895,428)
      Adjustments to reconcile net loss
      to net cash used in operating activities:
                Depreciation and amortization expense       360,134        659,524
                Deferred rent expense                       379,473        230,651
                Provision for bad debts                     (15,000)
      Decrease (increase) in:
                Accounts receivable                          22,769        (49,130)
                Inventory                                   (40,612)       (52,457)
                Prepaid expenses and other current assets   104,440       (183,827)
                Other assets                               (183,739)        87,374
       Increase (decrease) in:
                Accounts payable                            276,812       (406,020)
                Cash overdraft                              150,576           --
                Contract deposits payable                    77,515        (97,228)
                Withholding tax payable                     199,409           --
                Accrued expenses                           (381,807)       164,882
                                                        -----------    -----------

NET CASH USED IN OPERATING ACTIVITIES                    (2,116,521)    (1,541,659)
                                                        -----------    -----------

CASH FLOWS FROM INVESTING ACTIVITIES:
      Acquisition of property and equipment              (2,209,669)      (566,576)
           Restricted cash                                1,852,634
                                                        -----------
NET CASH USED IN INVESTING ACTIVITIES                      (357,035)      (566,576)
                                                        -----------    -----------

CASH FLOWS FROM FINANCING ACTIVITIES:
      Dividends Paid on Preferred Stock                     (10,997)       (54,034)
      Net proceeds from bank line of credit                 996,186        700,000
      Proceeds from long-term debt                             --        2,500,000
      Proceeds from loan payable, related parties           450,000           --
      Proceeds from issuance of convertible bonds           500,000           --
      Sale of common stock                                  570,000      2,000,000
      Proceeds from barter advances                         176,069        128,138
      Principal payments on long-term debt,
            capitalized lease obligations, and loans
            payables, related parties                       (72,407)    (1,156,512)
      Net advances from
           Officers, stockholders and affiliates             74,173         20,417
      Proceeds from equipment refinancing loans                --          254,658
                                                        -----------    -----------

NET CASH PROVIDED BY FINANCING ACTIVITIES                 2,683,024      4,392,667
                                                        -----------    -----------

Net increase in cash                                        209,468      2,284,432
Cash, Beginning of period                                    78,529         82,814
                                                        -----------    -----------
Cash, End of period                                     $   287,997    $ 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
      ---------------------
      In the opinion of management, the accompanying unaudited condensed
      consolidated financial statements reflect all adjustments, consisting of
      normal recurring accruals, necessary to present fairly the financial
      position of TAM Restaurants and Subsidiaries (the "Company") as of June
      27, 2001, its results of operations for the thirty-nine and thirteen weeks
      ended June 27, 2001 and June 28, 2000 and its cash flows for the
      thirty-nine weeks ended June 27, 2001 and June 28, 2000. Pursuant to rules
      and regulations of the Securities and Exchange Commission, certain
      information and disclosures normally included in financial statements
      prepared in accordance accounting principles generally accepted in the
      United States of America have been condensed or omitted from these
      consolidated financial statements unless significant changes have taken
      place since the end of the most recent fiscal year. Accordingly, these
      unaudited condensed consolidated financial statements should be read in
      conjunction with the consolidated financial statements, notes to
      consolidated financial statements and other information in the Form
      10-KSB.

      The consolidated results of operations for the thirty-nine weeks and
      thirteen weeks ended June 27, 2001 are not necessarily indicative of the
      results to be expected for the full year.

      The accompanying condensed consolidated financial statements have been
      prepared assuming that the Company will continue as a going concern. The
      Company had a stockholders' deficiency and working capital deficiency as
      of June 27, 2001 and had incurred a significant loss from operations for
      the thirty-nine weeks ended June 27, 2001 that raise substantial doubt
      about its ability to carryout its business and continue as a going
      concern.

      Management is aggressively seeking new business with the opening of the
      Lundy's Times Square restaurant and additional debt or equity financing
      which it believes will return the Company to profitability. There can be
      no assurances that the Company will be successful in these efforts. The
      financial statements do not include any adjustments that might result from
      the outcome of this uncertainty.

2.    ACCOUNTING PERIOD
      -----------------
      The Company reports on a 52/53 week year.

3.    LOSS PER SHARE
      -----------------------

      For the calculation of the loss per share for the thirty-nine weeks
      ended June 27, 2001 and June 28, 2000, all of the Company's 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 27, 2001 has been adjusted for the preferred stock dividend of
      $10,997 and $10,997, respectively. 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.

4.    Common Stock
      ------------
      On March, 30, 2001, the Company, in a private placement, sold 5,700,000
      shares of common stock at $.10 per share for proceeds of $570,000.

5.    INVENTORY
      ---------
      Inventory consists of:

      Food and beverage             $  50,781
      Liquor                          138,185
      Paper                             3,736
                                    ---------
      Total Inventory                $192,702
                                    =========

6.    LONG-TERM DEBT
      --------------
      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. During the thirty-nine weeks ended June 27, 2001, the Company
      used proceeds of $1,854,633 for construction.

      In October 2000, the Company sold $500,000 principal amount of 10% three
      year Convertible Debentures to Peter Salvatore, a director and major
      stockholder of the Company. The debenture is convertible into shares of
      common stock at a price $0.15 per share at any time up to maturity.

      In January 2001, the Company obtained a $1,000,000 loan, payable interest
      only, at prime, with the principal due in January 2002. The loan was
      securitized by collateral provided by Peter Salvatore a director and major
      stockholder of the Company.

7.    LOAN PAYABLE - RELATED PARTY
      ----------------------------
      In April 2001, the Company obtained a $450,000 interest only loan from a
      director which is payable on demand and bears interest at 10%.





                                       7

<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 operates LUNDY BROS. RESTAURANT ("LUNDY'S SHEEPSHEAD
BAY"), a high-volume, casual, upscale seafood restaurant located in Brooklyn,
New York, 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. On May 22, 2001 the Company opened a second LUNDY BROS.
RESTAURANT("LUNDY'S TIMES SQUARE") at 50th & Broadway in the heart of Times
Square. The Company has a lease with the City of Hoboken to build a restaurant
in Hoboken, New Jersey. There are no specific deadlines in place as to
completion.

RESULTS OF OPERATIONS

      Sales for the thirty-nine weeks ended June 27, 2001 were $6,863,652, a
decrease of $7,067,210 or 50.7% as compared to $13,930,862 for the thirty-nine
weeks ended June 28, 2000. The Company's sales for the thirteen weeks ended June
27, 2001 were $2,896,968, a decrease of $4,045,800 or 58.3%, as compared to
$6,942,768 for the thirteen weeks ended June 28, 2000. The decrease in sales for
the thirteen week and thirty-nine week periods was due primarily to the loss of
the THE BOATHOUSE operation in Central Park and the closure of LUNDY'S AT SEA.
For the thirty-nine weeks ended June 28, 2000 THE BOATHOUSE and LUNDY'S AT SEA
generated revenues of approximately $6,300,179. A decrease in sales of
approximately $414,014 can be attributed to the severe weather conditions
experienced in the northeast during the thirteen weeks ended March 28, 2001 and
the resulting impact on a la carte sales at both LUNDY'S SHEEPSHEAD BAY and
AMERICAN PARK. An additional decrease of approximately $353,017 was experienced
in the thirteen weeks ended June 27, 2001 primarily as a result of renovations
performed by the New York City Department of Parks and Recreation in the area
around the AMERICAN PARK, causing its outdoor grill area to be closed until late
June 2001.

     Cost of sales for the thirty-nine weeks ended June 27, 2001 were $4,993,325
or 72.7% of sales as compared to $8,896,751 or 63.9% of sales for the
thirty-nine weeks ended June 28, 2000. Cost of sales for the thirteen weeks
ended June 27, 2001 were $2,042,328 or 70.5% of sales as compared to $3,946,420
or 56.8% of sales for the thirteen weeks ended June 28, 2000. When cost of sales
numbers for the thirty-nine weeks ended June 28, 2000 are adjusted to remove the
costs associated with the now suspended BOATHOUSE and LUNDY'S AT SEA operations,
the cost of sales was $5,817,155 or 76.3%.



                                       8



<PAGE>

      As a result of the foregoing, gross profit for the thirty-nine weeks ended
June 27, 2001 was $1,870,327 or 27.3% of sales as compared to $5,034,111 or
36.1% of sales for the thirty-nine weeks ended June 28, 2000, a decrease of
$3,163,784 or 62.8%. Gross profit for the thirteen weeks ended June 27, 2001 was
$854,640 or 29.5% of sales as compared to $2,996,348 or 43.2% of sales for the
thirteen weeks ended June 28, 2000. When gross profit numbers for the
thirty-nine weeks ended July 28, 2000 are adjusted to remove the gross profit
generated by the now suspended BOATHOUSE and LUNDY'S AT SEA operations, the
gross profit generated was $1,813,528 or 23.7%.


     Operating expenses for the thiry-nine weeks ended June 27, 2001 were
$4,507,977 or 65.7% of sales consisting of $3,105,489 in general and
administrative expenses, $1,042,354 in preopening expenses and $360,134 in
depreciation and amortization. As compared to $6,060,000 or 43.5% of sales for
the thirty-nine weeks ended June 28, 2000, consisting of $5,203,188 in general
and administrative expenses, $197,288 in preopening expenses and $659,524 in
depreciation and amortization. Operating expenses for the thirteen weeks ended
June 27, 2001 were $2,026,681 or 70.0% of sales consisting of $1,327,453 in
general and administrative expenses, $579,100 in preopening expenses and
$120,128 in depreciation and amortization. As compared with $2,698,803 or 38.9%
of sales for the thirteen weeks ended June 28, 2000, consisting of $2,277,147 in
general and administrative expenses, preopening expenses of $197,288 and
$224,368 in depreciation and amortization. When adjusted to remove the expenses
associated with the now suspended BOATHOUSE and LUNDY'S AT SEA operations,
general and administrative expenses for the thirty-nine weeks ended June 28,
2000 were $3,433,768.

     Other expenses for the thirty-nine weeks ended June 27, 2001 were $428,841,
a decrease of $440,698 or 50.7%, as compared to $869,539 for the thirty-nine
weeks ended June 28, 2000. Other expenses for the thirteen weeks ended June 27,
2001 were $175,385, a decrease of $172,659 or 49.6%, as compared to $348,044 for
the thirteen weeks ended June 28, 2000. Other expenses for the thirty-nine weeks
ended June 27, 2001 consisted of $267,987 of barter expense and $160,854 of
interest expense, as compared to $440,712 in barter expenses, a sales tax
assessment of $140,000 and $288,827 in interest expenses for the thirty-nine
weeks ended June 28,2000.

     As a result of the foregoing, the net loss amounted to $3,066,491 or $.48
per share for the thirty-nine weeks ended June 27, 2001, as compared to a net
loss of $1,895,428 or $.48 per share for the thirty-nine weeks ended June 28,
2000. For the thirteen weeks ended June 27, 2001, net loss amounted to
$1,347,426 or $.13 per share, as compared to a net loss of $50,499 or $.02 per
share for the thirteen weeks ended June 28, 2000.







                                       9
<PAGE>


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 27, 2001, the Company had a working capital deficit of
$7,900,798), due to, among other things, costs associated with the development,
pre-opening and start-up costs of the new LUNDY'S TIMES SQUARE and the failure
of our license to be renewed at THE BOATHOUSE in Central Park. As a result, the
Company has been substantially dependent upon sales of its equity securities,
loans from financial institutions, the Company's officers, directors and
stockholders and bartering transactions with member dining clubs to finance a
portion of its working capital requirements. As a result of the above the
Company's ability to carry out its business and continue as a going concern is
contingent upon trade vendor support, additional financing or equity. The
Company's independent certified public accountants have issued a going concern
opinion in regard to the fiscal 2000 financial statements. Management is
aggressively seeking to locate and secure the required financing to shore up the
Company's working capital.

     During the thirty-nine weeks ended June 27, 2001, net cash increased by
$209,468. Net cash used in operating activities was $2,116,521. Net cash used in
investing activities was $357,035, relating primarily to construction costs
associated with LUNDY'S TIMES SQUARE. The net increase in cash from financing
activities was $2,683,024 relates primarily to the sale of $500,000 in
convertible debentures, the sale of $570,000 in common stock, a loan of $450,000
from a director and principal shareholder of the Company and the securitization
of a bank loan by Peter Salvatore, a Director and principal shareholder of the
Company in the amount of $1,000,000, and $176,069 in barter card advances.

     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.

      The Company will need to raise additional capital to implement its
expansion plans. 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 Sheepshead Bay 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 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>


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


















                                       11





<PAGE>


                                     PART II

                                OTHER INFORMATION

ITEM 2.    CHANGES IN SECURITIES AND USE OF PROCEEDS.

1.    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.

2.    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.

3.    On February 7, 2000, and February 9, 2000, the Company 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.

4.    On March 30, 2001, the Company issued and sold 5,700,000 shares of the
      Company's Common Stock at a price of $.10 per share, to three individuals
      including: Peter Salvatore (a member of the Board of Directors of the
      Company) and Anthony Golio (President and a member of the Board of
      Directors of the Company).

      ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K

(b)        Reports on Form 8-K

           During the period covered by this Report the Company filed a Form 8-K
           on April 16, 2001 reporting the sale and issuance of 5,700,000 shares
           of its Common Stock to three investors including Peter Salvatore (a
           member of the Board of Directors of the Company) and Anthony Golio
           (President and a member of the Board of Directors of the Company) for
           a total purchase price of $570,000.




                                       12
<PAGE>


                     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, 2001            /S/ ANTHONY B. GOLIO
                                       --------------------
                                       Anthony B. Golio
                                       President and Chief Financial
                                         and Operating Officer