SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  20549
                                
                     _______________________
                                
                                
                            FORM 8-K
                         CURRENT REPORT
                                
                                
                 Pursuant to Section 13 or 15(d)
                             of the
                 Securities Exchange Act of 1934
                                
                     _______________________
                                
                                
   Date of Report                          December 8, 1997
(Date of earliest event reported)

                                
                     J & J SNACK FOODS CORP.
     (Exact name of registrant as specified in its charter)



    New Jersey                0-14616             22-1935537
(State or other       (Commission File Number)   (I.R.S. Employer
 jurisdiction                          				     Identification Number)
of incorporation 
or organization)



                      6000 Central Highway,
                  Pennsauken, New Jersey 08109
                 (Address, including zip code, of
                  Principal Executive Offices)
                                
                                
                                
                         (609) 665-9533
                 (Registrant's telephone number,
                      including area code)



Item 2.   Acquisition or Disposition of Assets


     On  December 8, 1997, J & J Snack Foods Corp. ("Registrant")
through  its ICEE-USA Corp. subsidiary ("ICEE") acquired  99%  of
the common stock of National ICEE Corporation ("NIC"), a marketer
and   distributor  of  frozen  carbonated  beverages  under   the
tradename ICEE, with approximate annual sales of $40,000,000.  As
a  result  of the acquisition, the Company now has the rights  to
market and distribute frozen carbonated beverages under the  name
ICEE to all of the continental United States, except for portions
of four states.

     The  purchase price paid to the former shareholders  of  NIC
was  $8,910,000 in the form of cash.  Additionally, ICEE  assumed
approximately   $44,000,000  of  debt,  of  which   approximately
$42,000,000 was retired at closing.  The source of cash  utilized
to  retire  the  debt  and  to fund  the  purchase  price  was  a
$40,000,000  term loan and a revolving line of  credit  with  the
Registrant's existing banks.


Item 7.  Financial Statements and Exhibits

     Financial statements required by this item will be filed  by
amendment  not later than 60 days from the date of  this  initial
report.



                           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.


                              J & J SNACK FOODS CORP.


                              By:_____________________________
                                 Dennis G. Moore
                                 Senior Vice President & Chief
                                 Financial Officer


Date: December 23, 1997