TOFUTTI BRANDS INC
NT 10-K, 1998-03-30
ICE CREAM & FROZEN DESSERTS
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                                                      UNITED STATES                                      OMB APPROVAL               
                                           SECURITIES AND EXCHANGE COMMISSION                            ---------------------------
                                                 Washington, D.C. 20549                                  OMB Number: 3235-0058
                                                                                                         Expires: May 31, 1997
                                                                                                         Estimated average burden
                                                                                                         hours per response.....2.50
                                                                                                         ---------------------------
                                                FORM 12b-25                                              SEC FILE NUMBER
                                        NOTIFICATION OF LATE FILING                                      01-9009
                                                                                                         ---------------------------
(Check One): [X] Form 10-K    [ ] Form 20-F    [ ] Form 11-K  [ ] Form 10-Q   [ ]Form N-SAR              CUSIP NUMBER
                                                                                                         889068-10-5   
                                                                                                         ---------------------------
                  For Period Ended:  December 27, 1997
                                     -----------------
                      [ ]  Transition  Report on Form  10-K  
                      [ ]  Transition  Report  on  Form  20-F  
                      [ ]  Transition  Report on Form 11-K 
                      [ ]  Transition  Report on Form 10-Q 
                      [ ]  Transition Report on Form N-SAR
                  For the Transition Period Ended:_____________
- --------------------------------------------------------------------------------
  Read Instruction (on back page) Before Preparing Form. Please Print or Type.
 Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.
- ------------------------------------------------------------------------------------------------------------------------------------
If notification  relates to a portion of the filing checked above,  identify the
Items(s) to which the notification relates:

PART I -- REGISTRANT INFORMATION

          Tofutti Brands Inc.
- --------------------------------------------------------------------------------
Full Name of Registrant

- --------------------------------------------------------------------------------
Former Name if Applicable

          50 Jackson Drive
- --------------------------------------------------------------------------------
Address or Principal Executive Office (Street and Number)

           Cranford, New Jersey  07016             
- --------------------------------------------------------------------------------
City, State and Zip Code

PART II -- RULES 12b-25(b) AND (c)

If the subject report could not be filed without  unreasonable effort or expense
and the registrant seeks relief pursuant to Rule 12b-25(b), the following should
be completed. (Check box if appropriate)

[X] (a)   The reasons  described in  reasonable  detail in Part III of this form
          could not be eliminated without unreasonable effort or expense;
[X]  (b)  The subject annual report,  semi-annual  report,  transition report on
          Form 10-K, Form 20-F, 11-K or Form N-SAR, or portion thereof,  will be
          filed on or before the fifteenth calendar day following the prescribed
          due date; or the subject quarterly report of transition report on Form
          10-Q, or portion thereof will be filed on or before the fifth calendar
          day following the prescribed due date; and
     (c)  The accountant's statement or other exhibit required by Rule 12b-25(c)
          has been attached if applicable.  

PART III -- NARRATIVE 

State below in reasonable  detail the reasons why Forms 10-K,  20-F, 11-K, 10-Q,
N-SAR, or the transition  report or portion  thereof,  could not be filed within
the prescribed time period.

     The Company is in the process of finalizing its  accounting  records and is
unable to integrate the textual and financial  portions of its 10-KSB Report and
convert  such  report  into the EDGAR  format  without  unreasonable  effort and
expense.

                                                                                                     (Attach Extra Sheets if Needed)
                                                                                                                     SEC 1344 (6/94)
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PART IV -- OTHER INFORMATION

(1)  Name  and  telephone  number  of  person  to  contact  in  regard  to  this
     notification

    Steven Kass          908              272-2400
    -----------------   -------        ---------------------------------------
      (Name)           (Area Code)           (Telephone Number)

(2)  Have all other periodic  reports  required under Section 13 or 15(d) of the
     Securities Exchange Act of 1934 or Section 30 of the Investment Company Act
     of 1940 during the preceding 12 months or for such shorter  period that the
     registrant was required to file such report(s) been filed? If answer is no,
     identify report(s). [X] Yes [ ] No
- --------------------------------------------------------------------------------
(3)  Is it anticipated that any significant change in results of operations from
     the corresponding  period for the last fiscal year will be reflected by the
     earnings  statements  to be  included  in the  subject  report  or  portion
     thereof? [X] Yes [ ] No

     If so, attach an explanation of the anticipated  change,  both  narratively
     and quantitatively, and, if appropriate, state the reasons why a reasonable
     estimate of the results cannot be made.

     Net sales for the year ended  December  27, 1997 were  $7,440,000  compared
with net sales of $5,842,000  for the year ended December 28, 1996. For the year
ended  December  27,  1997,  the  Company  had  operating  income of $459,000 as
compared with operating  income of $102,000 for the 1996 period.  Net income for
the year ended  December 29, 1997 was $535,000  compared to $105,000 in the 1996
period.

================================================================================

                               Tofutti Brands Inc.
                       ----------------------------------
                  (Name of Registrant as Specified in Charter)
has  caused  this  notification  to be signed on its  behalf by the  undersigned
hereunto duly authorized.

Date:  March 30, 1998               By: /s/Steven Kass                  
       --------------                  -----------------------------
                                       Chief Financial Officer

INSTRUCTION: The form may be signed by an executive officer of the registrant or
by any other duly  authorized  representative.  The name and title of the person
signing  the form  shall  be typed or  printed  beneath  the  signature.  If the
statement is signed on behalf of the registrant by an authorized  representative
(other than an executive officer), evidence of the representative's authority to
sign on behalf of the registrant shall be filed with the form.

                                    ATTENTION
   Intentional misstatements or omissions of fact constitute Federal Criminal
                        Violations (See 18 U.S.C. 1001).

GENERAL INSTRUCTIONS

1.   This form is  required by Rule  12b-25 (17 CFR  240.12b-25)  of the General
     Rules and Regulations under the Securities Exchange Act of 1934.

2.   One signed  original and four conformed  copies of this form and amendments
     thereto  must be  completed  and filed  with the  Securities  and  Exchange
     Commission,  Washington,  D.C.  20549,  in accordance  with Rule 0-3 of the
     General Rules and Regulations  under the Act. The information  contained in
     or filed  with  the form  will be made a matter  of  public  record  in the
     Commission files.

3.   A manually  signed copy of the form and  amendments  thereto shall be filed
     with each national  securities exchange on which any class of securities of
     the registrant is registered.

4.   Amendments to the notifications  must also be filed on form 12b-25 but need
     not restate information that has been correctly  furnished.  The form shall
     be clearly identified as an amended notification.

5.   Electronic Filers.  This form shall not be used by electronic filers unable
     to timely  file a report  solely  due to  electronic  difficulties.  Filers
     unable  to  submit  a  report  within  the time  period  prescribed  due to
     difficulties  in  electronic  filing  should comply with either Rule 201 or
     Rule 202 of Regulation  S-T  (ss.232.201  or ss.232.202 of this chapter) or
     apply for an adjustment in filing date pursuant to Rule 13(b) of Regulation
     S-T (ss.232.13(b) of this chapter).





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