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


                                   FORM 10-QSB


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

          For the quarterly period ended March 31, 1998.

_______   Transition Report under Section 13 or 15 (d) of the Exchange Act.

For the transition period from  ___________________ to ________________________.

                        Commission File Number 000-19318

__________________________SPARTA  FOODS, INC,__________________________
        (exact name of small business issuer as specified in its charter)

_____________Minnesota_______________       ____________41-1618240___________
  (state or other jurisdiction of           (IRS Employer Identification No.)
   incorporation or organization)

                  1565 First Avenue NW, New Brighton, MN 55112
                    (Address of principal executive offices)

                        _________(612) 697-5500_________
                           (Issuer's telephone number)

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 _______

State the number of shares outstanding of each of the Issuer's classes of common
equity, as of the latest practicable date:

               6,798,637 shares of Common Stock at April 23, 1998.

Transitional Small Business Disclosure Format:  Yes  _____        No ___X___

<PAGE>

                               SPARTA FOODS, INC.

                                   FORM 10-QSB

                          QUARTER ENDED MARCH 31, 1998

                                TABLE OF CONTENTS
                                                                            PAGE
PART I    FINANCIAL INFORMATION

          Item 1    Financial Statements                                       3

                    Condensed  Consolidated Balance Sheets at March 31,
                    1998 and September 30, 1997                                3

                    Condensed Consolidated Statements of Operations for
                    the three-month periods and the six-month periods
                    ended March 31, 1998 and 1997                              4

                    Condensed Consolidated Statements of Cash Flows for
                    the six-month periods ended March 31, 1998 and 1997        5

                    Notes to Condensed Consolidated Financial Statements -
                    March 31, 1998                                             6

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



PART II.  OTHER INFORMATION

          Item 6    Exhibits and Reports on Form 8-K                          12


SIGNATURES                                                                    13

EXHIBIT INDEX                                                                 14


<PAGE>

                          PART I. FINANCIAL INFORMATION
ITEM 1.   FINANCIAL STATEMENTS
                               SPARTA FOODS, INC.
                      Condensed Consolidated Balance Sheets
                                              March 31            September 30
                                                1998                  1997
                                       --------------------  -------------------
                                            (unaudited)
ASSETS
Current Assets
   Cash                                   $949,884              $      600
   Accounts receivable, less allowance of
     $29,500 and $49,500, respectively     769,461                 833,467
   Inventories:
      Finished goods                       406,403                 566,212
      Raw materials and packaging          552,452                 531,358
   Prepaid expenses                        220,211                 156,466
----------------------------------------------------- -----------------------
            Total current assets         2,898,411               2,088,103
----------------------------------------------------- -----------------------
Property and Equipment                   9,129,134               7,488,786
   Less accumulated depreciation         2,566,877               2,371,131
----------------------------------------------------- -----------------------
                                         6,562,257               5,117,655
----------------------------------------------------- -----------------------
Other Assets
   Restricted cash                         299,900               1,893,967
   Goodwill, less accumulated amortization
     of $78,984 and $72,564, respectively  434,389                 440,808
   Covenants not-to-compete, less
     accumulated amortization of $45,098
     and $40,772, respectively              64,902                  69,228
   Rental property held for resale, less
     accumulated depreciation of $51,914
     and $38,728, respectively             901,369                 906,422
   Other                                   429,674                 381,162
------------------------------------------------------------- ---------------
                                         2,130,234               3,691,587
============================================================= ===============
                                       $11,590,902             $10,897,345
============================================================= ===============
LIABILITIES AND STOCKHOLDERS EQUITY
Current Liabilities
   Note payable, bank                  $         -             $   834,209
   Current maturities of long-term debt    729,907                 700,388
   Accounts payable:
       Trade                               547,959                 861,120
       Construction                         29,925                 428,315
   Accrued expenses                        304,091                 536,033
------------------------------------------------------- ---------------------
            Total current liabilities    1,611,882               3,360,065
------------------------------------------------------- ---------------------
Long-term Debt, less current maturities  4,203,924               4,051,212
-----------------------------------------------------------------------------
Stockholders Equity
   Convertible Preferred Stock, 
     5% cumulative, $1000 par value;
     non participating; authorized
     1,000,000 shares; issued and
     outstanding 2,500 and 0 shares,
     respectively                        2,500,000                       -
   Common Stock, $.01 par value;
     authorized 15,000,000 shares;
     issued and outstanding 6,798,637
     and 6,765,758 shares, respectively     67,986                  67,657
   Additional paid-in capital            4,817,382               4,950,507
   Accumulated deficit                  (1,610,272)             (1,532,096)
------------------------------------------------------------------------------
                                          5,775,096               3,486,068
==============================================================================
                                        $11,590,902             $10,897,345
==============================================================================
See Notes to Condensed Consolidated Financial Statements.

<PAGE>

                               SPARTA FOODS, INC.
                 Condensed Consolidated Statements of Operations
                                   (unaudited)
<TABLE>
<CAPTION>

                                                     For the three months                      For the six months
                                                             ended                                    ended
                                                           March 31                                 March 31
                                              ------------------------------------     ------------------------------------
                                                    1998               1997                 1998               1997
--------------------------------------------- ------------------ -----------------     ---------------- -------------------

<S>                                            <C>                <C>                 <C>                <C>          
Net sales                                      $   3,265,503      $   3,193,399       $   7,077,660      $   6,304,621

Cost of sales                                      2,453,627          2,278,650           5,217,129          4,469,771
--------------------------------------------- ------------------- ------------------ ------------------- ------------------

   Gross profit                                      811,876            914,749           1,860,531          1,834,850

Selling, general, and administrative expenses        807,362            781,150           1,811,437          1,538,435
--------------------------------------------- ------------------- ------------------ ------------------- ------------------

    Operating income                                   4,514            133,599              49,094            296,415

Other income  net                                     37,760             21,098              75,992             53,135

Interest expense                                    (110,580)           (81,161)           (202,262)          (165,628)
--------------------------------------------- ------------------- ------------------ ------------------- ------------------

    Income (Loss) before income tax                  (68,306)             71,536            (77,176)           183,922

Provision for income tax                                  50               1,250               1,000             2,500
--------------------------------------------- ------------------- ------------------ ------------------- ------------------

   Net Income (Loss)                             $   (68,356)      $      70,286     $      (78,176)     $      181,422
============================================= =================== ================== =================== ==================

Net Income (Loss) per common share
   Basic Earnings (Loss) per share               $      (.01)     $          .01   $           (.01)     $          .03
============================================= =================== ================== =================== ==================

   Weighted average number of common shares
     outstanding                                   6,798,637           6,685,049           6,791,435          6,682,379
============================================= =================== ================== =================== ==================

   Diluted earnings per share                    $         -       $         .01         $          -     $         .02
============================================= =================== ================== =================== ==================

   Weighted average number of common
      and common equivalent shares                          -          8,209,339                    -         8,324,004
============================================= =================== ================== =================== ==================
</TABLE>

See Notes to Condensed Consolidated Financial Statements.

<PAGE>
                               SPARTA FOODS, INC.
                 Condensed Consolidated Statements of Cash Flows
                                   (unaudited)
<TABLE>
<CAPTION>

                                                                                     For the six months
                                                                                       ended March 31
                                                                                    1998             1997

<S>                                                                              <C>            <C>        
Cash Flows from Operating Activities
  Net income (loss)                                                              $   (78,176)   $   181,422
   Adjustments to reconcile net income (loss) to net cash
      provided by (used in) operating activities:
         Depreciation and Amortization                                               302,475        282,068
         (Gain) Loss on Sale of Equipment                                               (512)        15,940
         Changes in assets and liabilities:
            Accounts receivable                                                       64,006       (100,919)
            Inventories                                                              138,715        (57,071)
            Prepaid expenses                                                         (63,745)      (103,971)
            Accounts payable and accrued expenses                                   (943,493)      (209,115)
------------------------------------------------------------------------------    -----------    -----------
                 Net cash provided by (used in)
                    operating activities                                            (580,730)         8,354
------------------------------------------------------------------------------    -----------    -----------
Cash Flows from Investing Activities
   Decrease in restricted cash                                                     1,594,067           --
   Purchases of equipment                                                         (1,734,309)      (289,524)
   Proceeds from the sale of equipment                                                11,675        205,030
   Increase in deposits and other assets                                             (51,833)          --
------------------------------------------------------------------------------    -----------    -----------  
                 Net cash used in investing activities                              (180,400)       (84,494)
------------------------------------------------------------------------------    -----------    -----------  

Cash Flows from Financing Activities
   Net borrowings (payments) on line of credit                                      (834,209)       516,530
   Long-term (repayments) borrowings, net                                            182,231       (339,258)
   Issuance of Common Stock, net of costs                                             10,763          2,450
   Issuance of Preferred Stock, net of costs                                       2,356,441           --
   Deferred financing costs                                                           (4,812)          --
------------------------------------------------------------------------------    -----------    -----------  
                 Net cash provided by financing activities                         1,710,414        179,722
------------------------------------------------------------------------------    -----------    -----------  
                 Net increase in cash                                                949,284        103,582
Cash Balance
   Beginning of period                                                                   600            600
==============================================================================    ===========    ===========
   End of period                                                                 $   949,884    $   104,182
==============================================================================    ===========    ===========

Supplemental Disclosures of Cash Flow Information
   Cash payments for:
      Interest                                                                   $   208,280    $   166,124
      Income taxes                                                                     4,500          2,500
==============================================================================    ===========    ===========
</TABLE>

See Notes to Condensed Consolidated Financial Statements.

<PAGE>
                               Sparta Foods, Inc.
              Notes to Condensed Consolidated Financial Statements
                                 March 31, 1998
                                   (unaudited)

NOTE 1.  GENERAL

     The unaudited condensed  consolidated  balance sheet at March 31, 1998, the
     condensed  consolidated  statements of operations for the  three-month  and
     six-month  periods  ended  March  31,  1998  and  1997,  and the  condensed
     consolidated statements of cash flows for the six-month periods ended March
     31,  1998  and  1997,  include  all  adjustments  which in the  opinion  of
     management  are  necessary in order to make the  financial  statements  not
     misleading and are not  necessarily  indicative of results of operations to
     be expected for the entire fiscal year ending September 30, 1998.

     The unaudited  financial  statements should be read in conjunction with the
     audited  financial  statements  for the years ended  September 30, 1997 and
     1996, contained in Form 10-KSB and Management's  Discussion and Analysis or
     Plan of Operation contained herein.


NOTE 2.  FINANCING AGREEMENTS

     The Company has a line of credit (the "Line of Credit")  and term loan (the
     "Term Loan") with a bank,  secured by certain  assets.  Maximum  borrowings
     under the Line of Credit are determined by a borrowing base  calculation or
     $1,200,000,  whichever is less. Borrowings bear interest at prime plus 0.25
     percent (8.75 percent at March 31, 1998).  On March 12, 1998, the Term Loan
     was amended and increased by $1,000,000 to eliminate a temporary  revolving
     credit line. The Company is to maintain  certain minimum net worth and debt
     service coverage levels. In addition,  a maximum debt to net worth ratio is
     specified,  dividends and capital expenses are restricted, and compensation
     and new options and warrants are also limited.

     On July 1, 1997, the Minnesota  Agricultural and Economic Development Board
     issued  $1,950,000  in Series 1997D  tax-exempt  Bonds,  the proceeds  were
     loaned to the Company to finance new equipment.  The  underlying  loan from
     the state is due in monthly  installments which vary in accordance with the
     maturity dates of the related revenue bonds, plus interest at rates varying
     from 4.5 to 6.0 percent.  The effective  rate of interest to the Company is
     5.79 percent per annum. At March 31, 1998,  $1,860,000 is outstanding.  The
     Company is to maintain net worth and debt service  coverage  levels,  and a
     debt service reserve fund and a construction fund. The debt service reserve
     fund will  remain  until all loan  obligations  have  been  satisfied.  The
     construction  fund represents  undisbursed loan proceeds that are available
     for approved  improvement  and equipment  expenditures.  These amounts have
     been reflected on the consolidated balance sheet as restricted cash.


NOTE 3.  INCOME TAX

     The  provisions  for  income tax are based  upon a minimum  state tax.  The
     availability of tax benefits from prior years offsets any regular taxes.

NOTE 4.  CONVERTIBLE PREFERRED STOCK

     On February 24, 1998, the Company  issued 2,500 shares of Preferred  Stock,
     Series 1998.  The shares are  convertible at any time at the rate of 606.06
     shares of Common  Stock for each share of Preferred  Stock.  The holders of
     the Preferred  Stock are entitled to receive,  if declared by the Company's
     Board of  Directors,  cash  dividends at the rate of 5% annually or, at the
     option of the Company, dividends of shares of additional Preferred Stock at
     the rate of 7.5%  annually.  Dividends  are fully  cumulative  and  payable
     semi-annually on January 1st and July 1st.

<PAGE>

NOTE 5.  NET INCOME (LOSS) PER COMMON SHARE

     The Company has adopted  "Statement of Financial  Accounting  Standards No.
     128,  Earnings per Share" (FAS 128). FAS 128 requires the  presentation  of
     basic earnings per share (EPS) and diluted per share amounts.  Basic EPS is
     the Net  Income  (Loss)  related to the  weighted-average  number of common
     shares outstanding for the period.  Diluted EPS reflects potential dilution
     assuming  the  issuance  of Common  Stock for stock  options  and  warrants
     exercisable  under the treasury stock method.  Presentation of EPS of prior
     periods have been restated for comparative purposes.

     A  computation  of diluted EPS for the current  three-month  and  six-month
     periods  would  be  antidilutive.  Diluted  EPS  for  the  three-month  and
     six-month  periods ended March 31, 1997 included  1,524,290 and  1,641,625,
     respectively,   weighed-average  shares  assumed  issued  for  options  and
     warrants.

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR
         PLAN OF OPERATION

Overview

     La Canasta of Minnesota,  Inc. ("La  Canasta"),  the  predecessor of Sparta
     Foods,  Inc.  (the  "Company"),  and now a  wholly-owned  subsidiary of the
     Company, began producing limited volumes of hand stretched tortillas,  corn
     tortillas and corn tortilla  chips shortly  following its  organization  in
     1981,  primarily for sale to  restaurants.  The Company was organized under
     the laws of the State of  Minnesota in 1988,  originally  under the name of
     "Sparta Corp." for the purposes of raising  capital for the acquisition of,
     or investment in, a business.  In January 1991, the Company acquired all of
     the outstanding capital stock of La Canasta. During the period 1991 through
     1993 the Company completed acquisitions which expanded its trademark retail
     brands to include Cruz, Chapala,  Mexitos and La Campana Paradiso, its food
     service  customers  to  include  McDonald's   restaurants  and  its  retail
     distribution  network to include  Bradley  Distributing,  Inc.  In 1995 the
     Company relocated its Lakeville, Minnesota production operations to its St.
     Paul manufacturing  facility.  The Company leased the Lakeville facility in
     1996 for a period  of 10 years.  Effective  September  1, 1997 the  Company
     signed  a  15-year  lease to  relocate  all  operations  to an  office  and
     manufacturing facility in New Brighton,  Minnesota. The current facility in
     St. Paul has been sublet for the remainder of its lease term.

Results of Operations

     The Company's net sales of $7,077,660  increased  $773,039  (12.3%) for the
     six months ended March 31, 1998,  as compared to the six months ended March
     31, 1997.  Net sales of $3,265,503  increased  $72,104 (2.3%) for the three
     months  ended March 31,  1998,  as compared to the three months ended March
     31, 1997. These increases primarily resulted from sales to new customers in
     the food  service  industry  and  sales  to the  Company's  primary  retail
     distributors,  Crystal Farms Refrigerated Distribution Company and Marigold
     Foods, Inc.

     Gross profit,  as a percentage of net sales, for the six months ended March
     31,  1998,  was 26.3%  compared to 29.1% for the six months ended March 31,
     1997.  Gross  profit,  as a percentage  of net sales,  for the three months
     ended March 31,  1998,  was 24.9%  compared  to 28.6% for the three  months
     ended  March  31,   1997.   The  lower   percentages   reflect   additional
     manufacturing  costs  associated with  maintaining two operating  locations
     during the first quarter and lower operating efficiencies during the second
     quarter  resulting  from the  installation  and  operation  of new tortilla
     manufacturing equipment.

     Selling,  general and administrative  expenses increased $273,002 or 18% in
     the six months  ended March 31,  1998,  as compared to the six months ended
     March 31, 1997. These expenses  increased $26,212 or 3% in the three months
     ended March 31, 1998, as compared to the three months ended March 31, 1997.
     This  increase is the result of the net sales  increase  for the period and
     reflects some additional expense incurred,  primarily in the first quarter,
     in  advertising  and  promoting  the  Company's  new line of Cruz  flavored
     tortillas in the retail market.  Interest expense increased $36,634 for the
     six months ended March 31, 1998  compared to the six months ended March 31,
     1997.  Interest expense  increased $29,419 for the three months ended March
     31, 1998  compared to the three months  ended March 31, 1997.  Both are due
     primarily  to higher  levels of bank  borrowings  to  finance  the costs of
     installing  new  manufacturing  equipment and  utilization of proceeds from
     debt  financing  through the  Minnesota  Department  of Trade and  Economic
     Development to purchase new manufacturing equipment.

<PAGE>

     Net Loss for the  six-months  ended March 31, 1998 was $78,176  compared to
     Net  Income  of  $181,422  for the same  period  in 1997.  Net Loss for the
     three-months  ended March 31,  1998 was  $68,356  compared to Net Income of
     $70,286 for the same period in 1997.

Liquidity and Capital Resources

     The Company financed its current  activities  primarily through  short-term
     borrowings,  cash  generated  from  its  operations  and  the  issuance  of
     convertible preferred stock..

     Cash used in  operating  activities  during the six months  ended March 31,
     1998 was $580,730  consisting  principally of the net loss of $78,176 and a
     decrease in accounts  payable and accrued  expenses of  $943,493.  This was
     offset by a decrease  in  inventories  of  $138,715  and  depreciation  and
     amortization of $302,475.  Cash used in investing  activities was $180,400,
     primarily the result of the purchase and  installation  of new equipment in
     the  Company's  new  manufacturing  facility  offset  by the  reduction  of
     restricted  cash  associated  with the  Minnesota  Department  of Trade and
     Economic  Development  term credit  facility.  Cash  provided by  financing
     activities  was  $1,710,414  due mainly to the issuance of preferred  stock
     offset by repayment of short-term  borrowings  under the Company's  Line of
     Credit.

     On February  24, 1998 the Company  completed a private  placement  of 2,500
     shares for  $2,500,000 of convertible  preferred  stock with Harvest States
     Cooperatives,  St. Paul, Minnesota.  The shares are convertible at the rate
     of 606.06 share of Common Stock for each share of Preferred Stock. Proceeds
     were used to reduce bank debt and for working capital purposes.

     On March 12, 1998 the Company's  credit agreement with its bank was amended
     to convert  revolving credit  borrowings and temporary  overadvances into a
     new term loan and  combine  the new term loan with the  existing  term loan
     (together  the  "Bank  Term  Loan").  At  March  31,  1998  $2,317,640  was
     outstanding under the Bank Term Loan. In addition,  the bank extends a Line
     of Credit to the  Company  which was not  utilized at March 31,  1998.  The
     Company estimates that $960,000 was available under the Line of Credit. The
     amount  available under the Line of Credit  fluctuates daily based upon the
     Company's  eligible accounts  receivable and inventory.  The Line of Credit
     and  Bank  Term  Loan are  subject  to  various  financial  covenants,  the
     violation of which could result in termination of the loan agreements which
     would  require the Company to repay the loans in full.  It is  management's
     opinion  that the Company  will be able to meet the  requirements  of these
     covenants in the future;  however,  there is no assurance  that the Company
     will not violate  the  financial  covenants  in the future or that the bank
     would waive any such violations.

     At March 31, 1998, the Company had cash of $949,884 and working  capital of
     $1,286,529.  The Company believes that its bank credit  facilities and cash
     flow from operations will be sufficient to meet its operating  requirements
     through fiscal 1998

Seasonality

     The  Company  has  historically  had  higher  sales in its third and fourth
     fiscal quarters which end June 30, and September 30, respectively,  than in
     its first and second quarters. Management believes that this is a result of
     seasonal  consumption patterns with respect to the Company's food products,
     such as consumption of higher volumes of tortilla chips, salsa and barbecue
     sauces,  during the summer months.  This  seasonality  may cause  quarterly
     results of operations to fluctuate.

Raw Material Cost Fluctuations

     The Company does not enter into futures contracts as defined by SFAS 80. It
     does,  however,  enter into  purchase  orders for  delayed  delivery of raw
     materials,  generally 30 days for raw materials  other than flour and corn.
     The Company enters into purchase  orders for delayed  delivery of flour and
     corn for a period of 2-18 months,  depending on current pricing,  to ensure
     the  availability  of the  type of  flour  and  corn  best  suited  for the
     Company's  products.  These  purchase  orders are placed  directly with the
     suppliers.

<PAGE>
Outlook

     The  Company's  plan in fiscal  1998 is to continue  to take  advantage  of
     strong  industry  growth  patterns.  The  Company  plans to utilize its new
     equipment, with improved production capacity, to increase sales and improve
     profitability  by focusing on new markets and product brand  positioning of
     tortillas  and  tortilla  chips in the  retail  and food  service  markets.
     Management believes that its major computer applications which are critical
     to the  Company's  operations  are either  Year 2000  compliant  or require
     nonmaterial resources to make them Year 2000 compliant.

     The foregoing  statements contained in this Outlook section of Management's
     Discussion and Analysis or Plan of Operation,  including  those relating to
     the Company's (i) ability to meet its covenant  requirements under its bank
     credit  facilities  and (ii)  operating  requirements  through  fiscal 1998
     contained in Management's  Discussion and Analysis or Plan of Operation are
     forward   looking   statements   that   involve   a  number  of  risks  and
     uncertainties.  Some additional  factors that could cause actual results to
     differ  materially  include but are not limited to seasonality of its sales
     and raw materials cost  fluctuations,  which are discussed  above,  and the
     following:

     Reliance  on  Principal  Customers.  During  1997,  sales to Crystal  Farms
     Refrigerated  Distribution Company ("Crystal Farms") and Catalina Specialty
     Foods, Inc. accounted for approximately 23% and 12%,  respectively,  of the
     Company's  sales and  management  expects  Crystal  Farms to account  for a
     greater  percentage of the Company's sales in the future.  Crystal Farms is
     the Company's  largest single  distributor of its retail products and has a
     significant  impact on the Company's growth in the retail market.  Although
     the Company and Crystal Farms operate under a distribution  agreement,  the
     loss of Crystal  Farms as a customer  would  have a  material  and  adverse
     effect on the Company's sales and profitability and future growth.

     Competition. The Mexican-style food manufacturing and distribution industry
     is highly  competitive.  The  Company  is in  competition  with a number of
     manufacturers  and  distributors of  Mexican-style  food products and, to a
     limited  extent,  manufacturers  of "snack foods," many of which are better
     capitalized  than the  Company.  The Company will also be subject to future
     competition from other manufacturers,  distributors and retailers who enter
     into  the  Mexican-style  food and  distribution  industry.  In the  retail
     market,  many of these  competitors  engage in extensive local and national
     advertising and marketing,  and the brand names for products distributed by
     those competitors are significantly  more recognizable to the consumer than
     the  Company's  brand names.  In addition,  competition  for shelf space in
     retail grocery stores is intense.  In the food service market,  the Company
     is  competing  with  a  number  of  regional  and  national   producers  of
     Mexican-style   food  products.   Many  of  these  competitors  are  better
     capitalized than the Company and have established sales  organizations.  No
     assurance  can be given  that the  Company  will be able to  compete  as it
     expands its markets.

                           PART II. OTHER INFORMATION



ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K


(a)  Exhibits


         10.43    Sixth  Amendment  to the Credit and Security  Agreement  dated
                  March 12, 1998 between the Company and Norwest Bank Minnesota,
                  National Association.

         11       Computation of Earnings (Loss) Per Common Share.

         27       Financial Data Schedule (filed only in electronic format).


(b)      Reports on Form 8-K

         Form 8-K filed on February  24, 1998  regarding  the  issuance of 2,500
         shares of Preferred Stock, Series 1998.

<PAGE>



                                   SIGNATURES


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


                                           SPARTA FOODS, INC.
                                           (Registrant)

Dated:            April 23, 1998           By: /s/ Joel P. Bachul
                                           Joel P. Bachul,
                                           President and Chief Executive Officer


Dated:            April 23, 1998           By: /s/ A. Merrill Ayers
                                           A. Merrill Ayers
                                           Treasurer, Secretary and
                                           Chief Financial Officer