DOUGHTIES FOODS INC
8-K, 1999-01-05
GROCERIES & RELATED PRODUCTS
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D. C. 2O549


                                    FORM 8-K

                                 CURRENT REPORT
                       Pursuant to Section 13 or 15 (d) of
                       the Securities Exchange Act of 1934


                Date of Report (Date of earliest event reported):
                     January 5, 1999 (January 4, 1999)

                                   ----------

                             DOUGHTIE'S FOODS, INC.
             (Exact name of Registrant as specified in its charter)


          VIRGINIA                     0-7166                   54-0903892
(State or other jurisdiction         (Commission             (I.R.S. employer
     of incorporation)               File Number)         identification number)


                 2410 WESLEY STREET, PORTSMOUTH, VIRGINIA 23707
                    (Address of principal executive offices)

                                 (757) 393-6007
              (Registrant's telephone number, including area code)


                        ---------------------------------
              (Former name, former address and former fiscal year,
                          if changed since last report)

<PAGE>
Item 5. Other Events
- -----------------------

On January 4, 1999, the  Registrant  announced that its Board of Directors has
engaged  the  investment  banking  firm of Mann,  Armistead  &  Epperson,  Ltd.,
Richmond, Virginia, for the purpose of attempting to maximize shareholder value,
and has directed Mann, Armistead & Epperson to examine the Registrant's options,
including  the  possibility  of a sale of the Company.  In this  connection,  on
January 4, 1999, the  Registrant  issued a Press Release  entitled,  "Doughtie's
Announces  Engagement of Financial  Advisor," a copy of which is attached hereto
as Exhibit 99.1 and made a part hereof.


Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits
- ----------------------------------------------------------------------------

(C). Exhibits

     99.1    Press Release  issued by Doughtie's  Foods,  Inc.  dated January 4,
             1999,  entitled,  "Doughtie's  Announces  Engagement  of  Financial
             Advisor."

<PAGE>

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

                               DOUGHTIE'S FOODS, INC.
                               ----------------------
                                    Registrant



                            /s/ Marion S. Whitfield, Jr.
                               ----------------------
January 5, 1999             By: Marion S. Whitfield, Jr.
                                Senior Vice President





                                                                    EXHIBIT 99.1


                                                          DOUGHTIE'S FOODS, INC.
                                                          ----------------------
NASDAQ SMALLCAP
MARKET SYMBOL DOBQ
                        For Further Information Contact:

                               Marion S. Whitfield
                                 (757) 399-2451

                      DOUGHTIE'S ANNOUNCES ENGAGEMENT OF FINANCIAL ADVISOR

     PORTSMOUTH,  VA, January 4, 1999. Vernon W. Mules, Chairman of the Board of
Doughtie's Foods, Inc., the  Portsmouth-based  food distribution firm, announced
today that in response to certain recent inquiries by outside third parties, the
Board of  Directors  of the Company has engaged the  investment  banking firm of
Mann,  Armistead  &  Epperson,  Ltd.,  Richmond,  Virginia,  for the  purpose of
attempting to maximize  shareholder  value,  and has directed Mann,  Armistead &
Epperson, Ltd. to examine the Company's options,  including the possibility of a
sale of the Company.

     Mann,  Armistead & Epperson,  Ltd. has contacted  certain parties which are
thought to have an interest in a possible  transaction  with the Company.  As of
this date, no formal offer has been made by any of such parties. Mann, Armistead
& Epperson, Ltd. expects that it may contact other parties if it and the Company
determine that such contacts are in the Company's best interests.

     The  Company  does not  necessarily  intend to update  this  release as new
information becomes available.

     Doughtie's Foods, founded in 1952, distributes a full line of institutional
food products in Virginia, Maryland, North Carolina and Delaware.

                                    - xxx -

Doughtie's Foods, Inc. - 2410 Wesley Street - P.O. Box 7229 - Portsmouth, Va. -
(757)399-2451




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