8-K

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 (Date of earliest event reported): April  23, 2012

J & J SNACK FOODS CORP.

(Exact name of registrant as specified in its charter)

New Jersey	0-14616	22-1935537
(State or Other	(Commission	(I.R.S. Employer
Jurisdiction of Organization)	File Number)	Identification No.)

6000 Central Highway, Pennsauken, NJ 08109

(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (856) 665-9533

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

(  )      Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

(  )      Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

(  )      Pre-commencement communications pursuant to Rule 14d-2 (b) under the Exchange Act (17 CFR 240.14d-2(b))

(  )      Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 2.02.  RESULTS OF OPERATIONS AND FINANCIAL CONDITIONS

On April 23, 2012, J & J Snack Foods Corp. issued a press release regarding its earnings for the  second quarter of fiscal year 2012.

ITEM 9.01.  FINANCIAL STATEMENTS AND EXHIBITS.

(c) Exhibits

Exhibit Number  Description of Document

99.1  Press Release dated April  23, 2012

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:	/s/ Gerald B. Shreiber
		Gerald B. Shreiber President
		/s/ Dennis G. Moore
		Dennis G. Moore Chief Financial Officer
Date:  April 23, 2012

EXHIBIT INDEX

Exhibit Number  Description of Document

99.1  Press Release dated April  23, 2012

EX-99.1

Exhibit 99.1

IMMEDIATE RELEASE	Contact:	Dennis G. Moore
FOR:		Senior Vice President Chief Financial Officer
		(856) 532-6603
6000 Central Highway Pennsauken, NJ 08109

J & J SNACK FOODS

REPORTS SECOND QUARTER SALES

AND EARNINGS

Pennsauken, NJ, April 23, 2012 - - J & J Snack Foods Corp. (NASDAQ-JJSF) today announced sales and earnings for its second quarter and six months ended March 24, 2012 .

Sales increased 16% to $189.6 million from $162.7 million in last year’s second quarter. Net earnings were $10.4 million in the current quarter compared to $8.7 million last year.  Earnings per diluted share were $.55 for the second quarter compared to $.46 last year. Operating income increased 17% to $16.3 million in the current quarter from $14.0 million in the year ago quarter.

For the six months ended March 24, 2012, sales increased 14% to $362.2 million from $318.4 million in last year’s first half.  Net earnings increased 1% to $15.9 million in the six months from $15.8 million last year.  Earnings per diluted share were $.84 for the six months for both years.  Operating income decreased 1% to $24.7 million from $24.9 million in the year ago period.

Gerald B. Shreiber, J & J’s President and Chief Executive Officer, commented, “We are pleased with our overall results for the period and are hopeful the trend continues.  Our foodservice and ICEE beverage groups had a good quarter. “

J & J Snack Foods Corp.’s principal products include SUPERPRETZEL, PRETZEL FILLERS and other soft pretzels, ICEE and  SLUSH PUPPIE frozen beverages, LUIGI’S, MAMA TISH’S, SHAPE UPS, MINUTE MAID* and BARQ’S** frozen juice bars and ices, WHOLE FRUIT sorbet and frozen fruit bars, MARY B’S biscuits and dumplings, DADDY RAY’S fig and fruit bars, TIO PEPE’S and CALIFORNIA CHURROS churros, THE FUNNEL CAKE FACTORY funnel cakes,  MRS. GOODCOOKIE, CAMDEN CREEK, COUNTRY HOME and READI-BAKE cookies, PATIO burritos and HAND FULLS and HOLLY RIDGE BAKERY filled handheld  products.  J & J has manufacturing facilities in Pennsauken, Bridgeport and Bellmawr, New Jersey; Scranton, Hatfield and Chambersburg, Pennsylvania; Carrollton, Texas; Atlanta, Georgia; Moscow Mills, Missouri; Pensacola, Florida; Colton, Vernon  and Norwalk, California; Holly Ridge, North Carolina; and Weston, Oregon.

*MINUTE MAID is a registered trademark of The Coca-Cola Company.

**BARQ’S is a registered trademark of Barq’s Inc.

- more -

Consolidated Statement of Operations

(unaudited)

(in thousands, except per share amounts)

	Three months ended						Six months ended
	March 24,			March 26,			March 24,			March 26,
	2012			2011			2012			2011
Net Sales	$	189,554		$	162,731		$	362,240		$	318,363
Cost of goods sold		135,567			113,709			261,847			223,240
Gross Profit		53,987			49,022			100,393			95,123
Operating expenses
Marketing		17,404			16,260			35,063			32,942
Distribution		14,212			12,808			28,431			25,672
Administrative		6,219			5,907			12,285			11,535
Other general (income) expense		(121	)		93			(122	)		47
		37,714			35,068			75,657			70,196
Operating Income		16,273			13,954			24,736			24,927
Other income (expense)
Investment income		380			207			735			443
Interest expense & other		(4	)		(36	)		(43	)		(72	)
Earnings before income taxes		16,649			14,125			25,428			25,298
Income taxes		6,226			5,466			9,520			9,545
NET EARNINGS	$	10,423		$	8,659		$	15,908		$	15,753
Earnings per diluted share	$	0.55		$	0.46		$	0.84		$	0.84
Weighted average number of diluted shares		18,930			18,767			18,902			18,734
Earnings per basic share	$	0.55		$	0.46		$	0.84		$	0.85
Weighted average number of basic shares		18,858			18,638			18,832			18,608

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	Consolidated Balance Sheets
	March 24, 2012		September 24, 2011
	(unaudited)
	(in thousands)
Cash & cash equivalents	$	91,668	$	87,479
Current marketable securities held to maturity		2,454		25,506
Other current assets		149,331		146,865
Property, plant & equipment, net		132,959		124,650
Goodwill		70,070		70,070
Other intangible assets, net		50,259		52,005
Marketable securities held to maturity		67,479		42,000
Other		2,768		2,241
Total	$	566,988	$	550,816
Current liabilities	$	76,698	$	75,848
Long-term obligations under capital leases		375		523
Deferred income taxes		41,064		41,050
Other long-term obligations		945		1,007
Stockholders’ equity		447,906		432,388
Total	$	566,988	$	550,816

The forward-looking statements contained herein are subject to certain risks and uncertainties that could cause actual results to differ materially from those projected in the forward-looking statements.  Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management’s analysis only as of the date hereof.  The Company undertakes no obligation to publicly revise or update these forward-looking statements to reflect events or circumstances that arise after the date hereof.

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