
		CONSOLIDATED BALANCE SHEETS
		CONSOLIDATED STATEMENTS OF OPERATIONS
		CONSOLIDATED STATEMENTS OF CASH FLOWS
		NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
	General
	Results of Operations
	Liquidity and Capital Resources
	Item 3. Quantitative and Qualitative Disclosure About Market Risk.
PART II — OTHER INFORMATION
	Item 4. Submission of Matters to a Vote of Security Holders.
	Item 5. Other Information
	Item 6. Not applicable.
SIGNATURES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 10-Q

(Mark One)


[X]	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2001


[ ]	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ___________ to __________

Commission File No. 33-94724

JERRY’S FAMOUS DELI, INC.

(Exact name of registrant as specified in its charter)


California		95-3302338

(State or Other Jurisdiction of Incorporation or Organization)		(I.R.S. Employer Identification No.)

12711 Ventura Boulevard, Suite 400, Studio City, California 91604

(Address of Principal Executive Offices)

(818) 766-8311

(Registrant’s Telephone Number, Including Area Code)

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

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 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:

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date. As of July 25, 2001, outstanding common shares totaled 4,673,040.

JERRY’S FAMOUS DELI, INC.

INDEX


		Page
		Number

PART I — FINANCIAL INFORMATION




Item 1.	Consolidated Financial Statements




	Consolidated Balance Sheets as of June 30, 2001 and December 31, 2000.	2




	Consolidated Statements of Operations for the Three Months and Six Months Ended June 30, 2001 and June 30, 2000.	3




	Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2001 and June 30, 2000.	4




	Notes to Consolidated Financial Statements	5




Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations




	General	7




	Results of Operations	8




	Liquidity and Capital Resources	9




Item 3.	Quantitative and Qualitative Disclosure About Market Risk	9




PART II — OTHER INFORMATION




Items 1. through 6.		10




	Signatures	11

JERRY’S FAMOUS DELI, INC.
CONSOLIDATED BALANCE SHEETS


					June 30,		December 31,
					2001		2000

					(unaudited)
ASSETS




Current assets




	Cash and cash equivalents				$	462,450	$	1,833,686




	Accounts receivable, net					285,300		601,733




	Inventory					1,168,375		1,298,418




	Prepaid expenses					474,987		421,241




	Deferred income taxes					285,511		285,511

				Total current assets		2,676,623		4,440,589




Property and equipment, net						31,299,162		31,673,889




Deferred income taxes						96,183		96,183




Goodwill and covenants not to compete						8,458,267		8,720,620




Other assets						1,540,573		1,479,907

			Total assets		$	44,070,808	$	46,411,188

LIABILITIES AND SHAREHOLDERS’ EQUITY




Current liabilities




	Accounts payable				$	2,671,122	$	3,136,596




	Accrued expenses					1,395,571		1,563,454




	Sales tax payable					205,290		354,813




	Income taxes payable					160,411		31,826




	Current portion of capital lease obligation					49,210		46,337




	Current portion of long-term debt					1,712,260		1,712,260

				Total current liabilities		6,193,864		6,845,286




Long-term debt						8,463,636		11,007,256




Capital lease obligation						92,233		119,710




Deferred rent						415,809		430,683

			Total liabilities			15,165,542		18,402,935




Minority interest						485,353		504,098




Shareholders’ equity




		Preferred stock Series A, no par, 5,000,000 shares authorized; no shares issued or outstanding at June 30, 2001 or at December 31, 2000				—		—




		Common stock, no par value, 60,000,000 shares authorized; 4,673,040 and 4,673,042 shares issued and outstanding at June 30, 2001 and December 31, 2000, respectively				24,575,522		24,575,522




		Retained earnings				3,844,391		2,928,633

			Total shareholders’ equity			28,419,913		27,504,155

			Total liabilities and shareholders’ equity		$	44,070,808	$	46,411,188

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

JERRY’S FAMOUS DELI, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)


					Three Months Ended June 30,						Six Months Ended June 30,

					2001			2000			2001			2000

Revenues					$	16,627,590		$	16,264,346		$	35,495,321		$	35,084,663




Cost of sales						5,549,623			5,548,398			11,964,468			11,874,303

			Gross profit			11,077,967			10,715,948			23,530,853			23,210,360




Operating expenses




	Labor					5,985,154			5,905,089			12,508,364			12,281,367




	Occupancy and other					2,300,680			2,134,036			4,734,612			4,417,961




	Occupancy — related party					234,251			278,765			468,502			557,530




General and administrative expenses						1,043,071			1,067,435			2,158,388			2,299,298




Depreciation						734,765			716,749			1,469,092			1,408,272




Amortization						183,973			175,769			373,946			351,137

				Total expenses		10,481,894			10,277,843			21,712,904			21,315,565

			Income from operations			596,073			438,105			1,817,949			1,894,795




Other income (expense)




	Interest income					4,366			4,871			10,139			15,241




	Interest expense					(221,164	)		(270,172	)		(458,799	)		(533,399	)




	Licensing income					10,000			7,700			21,111			7,700




	Other income (expense), net					7,751			3,260			13,460			3,260

			Income before income tax provision and minority interest			397,026			183,764			1,403,860			1,387,597




	Income tax provision					103,778			50,319			392,468			378,347




	Minority interest					51,101			53,739			95,634			126,441

			Net income		$	242,147		$	79,706		$	915,758		$	882,809

Net income per share:




		Basic			$	0.05		$	0.02		$	0.20		$	0.19

		Diluted			$	0.05		$	0.02		$	0.20		$	0.19

Weighted average shares outstanding — Basic						4,673,040			4,673,068			4,673,040			4,673,068

Weighted average shares outstanding — Diluted						4,702,390			4,673,068			4,693,593			4,673,068

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

JERRY’S FAMOUS DELI, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)


					Six Months Ended June 30,

					2001			2000

Cash flows from operating activities:




		Net income			$	915,758		$	882,809

		Adjustments to reconcile net income to net cash provided by operating activities:




			Depreciation and amortization			1,843,038			1,759,409




			Minority interest			95,634			126,441




			Deferred rent			(14,874	)		(16,161	)




Changes in assets and liabilities:




				Accounts receivable		316,433			210,488




				Inventory		130,043			(34,178	)




				Prepaid expenses		(53,746	)		(396,985	)




				Income taxes receivable		—			201,700




				Other assets		(172,259	)		(239,352	)




				Accounts payable		(465,474	)		(1,047,957	)




				Accrued expenses		(167,883	)		(146,997	)




				Sales tax payable		(149,523	)		(196,385	)




				Income taxes payable		128,585			226,647

				Total adjustments		1,489,974			446,670

				Net cash provided by operating activities		2,405,732			1,329,479

Cash flows from investing activities:




		Net proceeds from sale of assets				19,774			5,349




		Additions to equipment				(718,896	)		(325,508	)




		Additions to improvements — land, building and leasehold				(395,243	)		(518,639	)

				Net cash used in investing activities		(1,094,365	)		(838,798	)

Cash flows from financing activities:




		Borrowings on credit facilities				646,970			513,592




		Payments on long-term debt				(3,190,590	)		(1,900,477	)




		Payments of obligations under capital leases				(24,604	)		(13,552	)




		Distributions paid to minority shareholders				(84,493	)		(166,682	)




		Dividends paid to minority shareholders				(29,886	)		(42,084	)

	Net cash used in financing activities					(2,682,603	)		(1,609,203	)

				Net decrease in cash and cash equivalents		(1,371,236	)		(1,118,522	)




Cash and cash equivalents, beginning of period						1,833,686			1,184,329

Cash and cash equivalents, end of period					$	462,450		$	65,807

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

JERRY’S FAMOUS DELI, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1. Basis of Presentation and Organization:

Basis of Presentation

The accompanying consolidated financial statements of Jerry’s Famous Deli, Incorporated and its subsidiaries (“the Company”) for the three and six months ended June 30, 2001 and June 30, 2000 have been prepared in accordance with generally accepted accounting principles and with the instructions to Form 10-Q and Article 10 of Regulation S-X. These financial statements have not been audited by independent accountants, but include all adjustments (consisting of normal recurring adjustments) which are, in Management’s opinion, necessary for a fair presentation of the financial condition, results of operations and cash flows for such periods. However, these results are not necessarily indicative of results for any other interim period or for the full year. The December 31, 2000 consolidated balance sheet is derived from the audited consolidated financial statements included in the Company’s December 31, 2000 Form 10-K.

Certain information and footnote disclosures normally included in financial statements in accordance with generally accepted accounting principles have been omitted pursuant to requirements of the Securities and Exchange Commission. Management believes that the disclosures included in the accompanying interim financial statements and footnotes are adequate to make the information not misleading, but should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Form 10-K for the preceding fiscal year.

Organization

The accompanying consolidated financial statements consist of Jerry’s Famous Deli, Incorporated (“JFD— Inc.”), a California corporation, JFD— Encino (“JFD— Encino”), a California limited partnership, and National Deli Corporation, (“NDC”), a Florida corporation and wholly-owned subsidiary of JFD— Inc. JFD— Inc. and JFD— Encino operate family oriented, full-service restaurants. NDC operates The Epicure Market (“Epicure”), a specialty gourmet food store located in Miami Beach, Florida. These entities are collectively referred to as “Jerry’s Famous Deli, Inc.” or the “Company.”

JFD— Inc. and JFD— Encino include the operations of the Southern California restaurants located in Studio City, Encino, Marina del Rey, West Hollywood, Westwood, Sherman Oaks, Woodland Hills, and Costa Mesa. JFD— Inc. also includes the two Rascal House restaurants located in Miami Beach and Boca Raton, Florida.

Reclassification

Certain amounts in the previously presented financial statements have been reclassified to conform to the current period presentation.

2. Supplemental Cash Flow Information


			Six Months Ended June 30,

			2001		2000

Supplemental cash flow information:




	Cash paid for:




		Interest	$	499,100	$	537,600




		Income taxes	$	263,900	$	50,000




Supplemental information on noncash investing and financing activities:




		Capital lease obligation for new equipment	$	—	$	134,737

JERRY’S FAMOUS DELI, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

3. Net Income Per Share

In accordance with Statement of Financial Accounting Standards (“SFAS”) No. 128, “Earnings Per Share,” basic net income per share is computed by dividing the net income attributable to common shareholders by the weighted average number of common shares outstanding during the period. Diluted net income per common share is computed by dividing the net income attributable to common shareholders by the weighted average number of common and common share equivalents outstanding during the period. Common share equivalents included in the diluted computation represent shares issuable upon assumed exercise of stock options using the treasury stock method.

4. Shareholders’ Equity

As of February 3, 2000, the Company’s stock is being traded over the Nasdaq SmallCap Market.

On February 9, 2000, the Company completed a one-for-three reverse stock split of its Common Stock applicable to the shareholders of record on February 9, 2000. The reverse stock split reduced the Company’s outstanding shares from 14,019,203 to approximately 4,673,068. All common share and per share amounts have been adjusted to give retroactive effect to the one-for-three reverse stock split for the periods presented.

On April 27, 2001, the Company mailed to all of its shareholders of record as of April 6, 2001, an Offer to Purchase up to 600,000 shares of its Common Stock, at a purchase price of $5.30 per share. The Offer to Purchase will remain open until August 31, 2001, and is subject to certain conditions, as described in the Offer to Purchase.

5. New Accounting and Disclosure Standards Issued

In July, 2001, the Financial Accounting Standards Board (“FASB”) issued SFAS No. 141, “Business Combinations.” SFAS No. 141 requires that the purchase method of accounting be used for all business combinations initiated after June 30, 2001. Use of the pooling-of-interest method will be prohibited. The Company has evaluated this Standard and believes that adoption will not have an impact on its consolidated financial statements.

In July, 2001, the FASB also issued SFAS No. 142, “Goodwill and Other Intangible Assets.” SFAS No. 142, which changes the accounting for goodwill and indefinite-lived intangible assets from an amortization method to an impairment-only approach, will be effective for fiscal years beginning after December 15, 2001. The Company has not determined the impact that adoption of this Standard will have on its consolidated financial statements.

6. Subsequent Event

In July, 2001, the Company purchased the real estate parcel that it had previously leased for the Rascal House restaurant located in Boca Raton, Florida. The Company was informed that the landlord was selling the property for this restaurant and determined that it would be advantageous to exercise its right of first refusal included in the original lease. The purchase price was approximately $2,350,000. The purchase price was financed through a new term loan obtained from an existing lender.

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

General

The following table presents for the three and six months ending June 30, 2001 and 2000, the Consolidated Statements of Operations of the Company expressed as percentages of total revenue. The results of operations for the first six months of 2001 are not necessarily indicative of the results to be expected for the full year ending December 31, 2001.


			Percentage of Total Revenue

			Three Months Ended June 30,						Six Months Ended June 30,

			2001			2000			2001			2000

Revenues				100.0	%		100.0	%		100.0	%		100.0	%




Cost of sales				33.4			34.1			33.7			33.8

Gross profit				66.6			65.9			66.3			66.2




Operating expenses




	Labor			36.0			36.3			35.2			35.0




	Occupancy and other			15.3			14.8			14.7			14.2

		Total operating expenses		51.3			51.1			49.9			49.2




General and administrative expenses				6.2			6.6			6.1			6.6




Depreciation and amortization expense				5.5			5.5			5.2			5.0

		Total expenses		63.0			63.2			61.2			60.8

Income from operations				3.6			2.7			5.1			5.4




Interest income				0.0			0.0			0.0			0.0




Interest expense				(1.3	)		(1.7	)		(1.3	)		(1.5	)




Other income, net				0.1			0.1			0.1			0.0

Income before provision for income taxes and minority interest				2.4			1.1			3.9			3.9




Provision for income taxes				0.6			0.3			1.1			1.1




Minority interest				0.3			0.3			0.3			0.3

		Net income		1.5	%		0.5	%		2.5	%		2.5	%

Results of Operations

Three Months Ended June 30, 2001 Compared to Three Months Ended June 30, 2000

Revenues for the three months ended June 30, 2001 increased approximately $364,000, or 2.2%, to approximately $16,628,000 for the 2001 quarter from approximately $16,264,000 for the 2000 quarter. The overall increase in revenues was primarily due to the increase in revenues for all stores. Contributing to the increase in revenues were the following: same store sales for the eight Southern California stores in operation since January 1, 2001 increased approximately $217,000 or 2.1%; the Rascal House restaurants increased revenues by approximately $58,000 or 2.2%; and, The Epicure Market increased revenues by approximately $84,000 or 2.3%.

Cost of sales, as a percentage of revenues, decreased 0.7 percentage points to 33.4% for the 2001 quarter from 34.1% for the 2000 quarter. This decrease is primarily the result of the Company’s continued focus on more efficient buying and increased management monitoring of purchase costs at both the restaurants and Epicure.

Total expenses, as a percentage of revenues, decreased slightly by 0.2 percentage point to 63.0% for the three months ended June 30, 2001 from 63.2% for the three months ended June 30, 2000. The overall decrease in total expenses is primarily attributable to the overall decrease in general and administrative expenses, which as a percentage of revenues, decreased 0.4 percentage point to 6.2% for the 2001 quarter from 6.6% for the 2000 quarter. This decrease was partially offset by the slight increase in operating expenses. The overall increase in operating expenses is primarily attributable to an increase in occupancy and other expense of 0.5 percentage point to 15.3% for the 2001 quarter from 14.8% for the 2000 quarter, mostly due to higher utility related costs. Labor costs decreased 0.3 percentage point to 36.0% for the 2001 quarter as compared to 36.3% for the same quarter in 2000. Depreciation and amortization expense as a percentage of revenue remained comparable at 5.5% for the three months ended June 30, 2001 as compared to the same 2000 quarter.

The decrease in interest expense of approximately $49,000 to approximately $221,000 for the 2001 second quarter from approximately $270,000 for the same 2000 period, primarily resulted from the reduction of the Company’s debt.

Six Months Ended June 30, 2001 Compared to Six Months Ended June 30, 2000

Revenues increased approximately $410,000, or 1.2%, to approximately $35,495,000 for the 2001 six-month period from approximately $35,085,000 for the 2000 six-month period. The overall increase in revenues was in part due to the increase in revenue of approximately $351,000 or 1.7% in same store sales for the eight Southern California stores in operation since January 1, 2000. Also contributing to the overall increase was an increase in revenues of approximately $144,000 or 1.8% for The Epicure Market. The combined increase was partially offset by a decrease in sales of approximately $85,000 or 1.3% for the Florida restaurants.

Cost of sales, as a percentage of revenues, decreased 0.1 percentage point, to 33.7% for the 2001 period from 33.8% for the 2000 period. The reason for this decrease is discussed in the above quarter-to-quarter comparison.

Total expenses, as a percentage of revenues, increased slightly by 0.4 percentage point to 61.2% for the six months ended June 30, 2001 from 60.8% for the six months ended June 30, 2000. The overall increase in total expenses is primarily attributable to the overall increase in operating expenses, which as a percentage of revenues, increased 0.7 percentage point to 49.9% for 2001 from 49.2% for the same six month 2000 period. The overall increase in operating expenses is primarily attributable to a slight increase in labor expense of 0.2 percentage point to 35.2% for the 2001 six month period from 35.0% for the same 2000 period, coupled with an increase in occupancy and other expense of 0.5 percentage point to 14.7% for the 2001 six month period from 14.2% for the same 2000 period. Also contributing to the overall increase in operating expenses, depreciation and amortization expense increased 0.2% to 5.2% for the six months ended June 30, 2001 from 5.0% for the same six month 2000 period. The increase in operating expenses was partially offset by a slight decrease in general and administrative expenses, as a percentage of revenues, of 0.5 percentage point to 6.1% for the 2001 six month period from 6.6% for the same 2000 period. The aforementioned changes are mostly due to the same factors as those discussed above with respect to the quarter-to-quarter comparison.

Interest expense decreased approximately $74,000 to approximately $459,000 for the period ended June 30, 2001 as compared to $533,000 for the same 2000 period mostly due to the reduction in the Company’s debt.

Liquidity and Capital Resources

The Company paid approximately $3,191,000 of debt and used approximately $85,000 for the distribution of capital to the limited partners of JFD— Encino during the six months ended June 30, 2001. The Company’s capital requirements are primarily for the development, construction and equipping of new restaurants. Generally, the Company leases the property and extensively remodels the existing building. Additional capital expenditures will be required if new locations are added. The cost of renovation will depend upon the style of restaurant being converted. Renovation of Jerry’s Famous Deli restaurants have cost between $2.0 million and $3.0 million per location, or $267 to $400 per square foot. Cost of development of the new Jerry’s Famous Deli in South Miami, Florida, which is leased, is anticipated to be approximately $3.0 million.

In September 1998, the Company entered into a $15,000,000 credit facility with BankBoston, N.A. in the form of a $9,000,000 term loan and $6,000,000 revolving line of credit. In conjunction with the agreement, the Company repaid certain existing debt with the proceeds from the term loan. The term loan and the revolver mature five years from inception and bear interest at the Eurodollar rate plus a variable percentage margin totaling approximately 7.74% at June 30, 2001. The debt is collateralized by assets of the Company and includes certain financial covenants. As of June 30, 2001, the amount of borrowings under the revolving line of credit was approximately $1,500,000.

In July of 2001 the Company purchased the real estate parcel that they had previously leased for the Rascal House restaurant located in Boca Raton, Florida. The Company was informed that the landlord was selling the property for this restaurant and determined that it would be advantageous to exercise its right of first refusal included in the original lease. The purchase price was approximately $2,350,000. The purchase price was financed through a new term loan obtained from an existing lender.

Management believes that cash on hand, including cash available on the line of credit and cash flows from operations will be sufficient for operation of the Company’s existing restaurants and market, as well as the Offer to Purchase. Future anticipated capital needs cannot be projected with certainty. Additional capital expenditures will be required if new locations are added.

The Company continues to search for prime locations appropriate for its customer base and to develop them into restaurants, both in the Southern California and Southern Florida areas, as well as new areas, while continuing to provide quality food and service in its existing restaurants. However, the issue of whether or not to aggressively expand is currently under review. The Company seeks to exploit its brand names for ancillary income from licensing and possibly third party retail sales. This is a new initiative and the outlook is not yet clear.

Statements made herein that are not historical facts are forward looking statements and are subject to a number of risk factors, including the public’s acceptance of the Jerry’s Famous Deli format in each new location, consumer trends in the restaurant industry, competition from other restaurants, the costs and delays experienced in the course of remodeling or building new restaurants, the amount and rate of growth of administrative expenses associated with building the infrastructure needed for future growth, the availability, amount, type and cost of financing for the Company and general economic conditions and other factors. Further information on these and other factors is contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2000 and its other reports filed with the Securities and Exchange Commission.

Item 3. Quantitative and Qualitative Disclosure About Market Risk.

The Company is exposed to market risk from changes in interest rates on debt. The Company’s exposure to interest rate risk relates to its $9,000,000 term loan and $6,000,000 revolving line of credit. Borrowings under the agreements bear interest at the Eurodollar rate plus a variable margin. Borrowings outstanding under the agreements were $4,900,000 at June 30, 2001. Consequently, a hypothetical 1% interest rate change could have a material impact on the Company’s results of operations.

PART II — OTHER INFORMATION

Items 1. through 3. Not applicable.

Item 4. Submission of Matters to a Vote of Security Holders.

On May 29, 2001, the Company held its Annual Meeting of Shareholders. Shareholders voted upon the election of directors and upon the ratification of PricewaterhouseCoopers LLP, as the Company’s independent public accountants for the fiscal year ending December 31, 2001. Isaac Starkman, Guy Starkman, Jason Starkman, Paul Gray, Stanley Schneider and Kenneth Abdalla, all of whom were directors prior to the Annual Meeting and were nominated by management for re-election, were re-elected at the meeting. The following votes were cast for each of the nominees:


Name	For		Authority
			Withheld

Isaac Starkman		3,567,671		7,765




Guy Starkman		3,567,671		7,765




Jason Starkman		3,567,784		7,652




Paul Gray		3,567,916		7,520




Stanley Schneider		3,567,916		7,520




Kenneth Abdalla		3,567,803		7,633

The following votes were cast for the ratification of PricewaterhouseCoopers LLP as the Company’s independent public accountants for the fiscal year ending December 31, 2001: For: 3,573,704; Against: 1,424; Abstain: 308.

Shareholders who wish to submit proposals to be included in the Company’s proxy materials for the 2002 annual meeting may do so in accordance with Securities and Exchange Commission Rule 14a-8. For those shareholder proposals which are not submitted in accordance with Rule 14a-8, the Company’s management proxies may exercise their discretionary voting authority, without any discussion of the proposal in the Company’s proxy materials, for any proposal which is received by the Company after January 4, 2002.

Item 5. Other Information

On April 27, 2001, the Company issued an Offer to Purchase for cash up to 600,000 shares of it common stock at $5.30 per share. The Offer was originally scheduled to expire on June 29, 2001, and was extended until August 31, 2001 in order to allow more shareholders the opportunity to accept the Offer. The Company intends to complete the purchase of all tendered shares, up to the 600,000 shares offered to be repurchased, on or about August 31, 2001. As of the date hereof, the number of shares tendered does not exceed the 600,000 shares offered to be repurchased. However, it is possible that the number of shares tendered could increase to an amount above 600,000 shares prior to the expiration date. In that event, the Company will determine whether it may increase the amount to be repurchased or whether it will be required to purchase tendered shares pro rata in accordance with the terms of the Offer to Purchase. The Company intends to issue a press release announcing the results of the tender offer on or about August 31, 2001.

Item 6. Not applicable.

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 thereunto duly authorized.


	JERRY’S FAMOUS DELI, INC.

Date: August 13, 2001	By:	/s/ Isaac Starkman

		Isaac Starkman Chief Executive Officer and Chairman of the Board of Directors


	By:	/s/ Christina Sterling

		Christina Sterling Chief Financial Officer

JERRYS FAMOUS DELI INC 10-Q