content: 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 thirteen weeks ended March 27, 1999
  
  ( )  TRANSITION  REPORT  PURSUANT  TO  SECTION  13 OR  15(d)  OF THE  SECURITIES
       EXCHANGE ACT OF 1934
  
       For the transition period from __________ to __________
  
                            Commission File Number 1-5084
  
                                TASTY BAKING COMPANY
  
                 (Exact name of company as specified in its charter)
  
          Pennsylvania                                23-1145880        
  --------------------------------------------------------------------------------
    (State of Incorporation)              (IRS Employer Identification Number)
  
  
             2801 Hunting Park Avenue, Philadelphia, Pennsylvania 19129
  --------------------------------------------------------------------------------
                 (Address of Principal Executive Offices) (Zip Code)
  
  
                                   (215) 221-8500
  --------------------------------------------------------------------------------
                  (Company's Telephone Number, including area code)
  
  Indicate by check mark whether the company (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  company  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.
  
       Common Stock, par value $.50                   7,827,724    
            (Title of Class)                (No. of Shares Outstanding
                                                    at May 7, 1999)
  
                    INDEX OF EXHIBITS IS LOCATED ON PAGE 9 OF 10.
  
                                      1 of 10
  <PAGE>
                        TASTY BAKING COMPANY AND SUBSIDIARIES
  
                                        INDEX
  <TABLE>
  <CAPTION>
                                                                                                                      Page
  
  <S>                                                                                                                 <C>
  PART I.       FINANCIAL INFORMATION
  
  Item 1.       Financial Statements
  
                Consolidated Condensed Balance Sheets
                March 27, 1999 and December 26, 1998....................................................................3
  
                Consolidated Condensed Statements of Operations
                Thirteen weeks ended March 27, 1999 and March 28, 1998..................................................4
  
                Consolidated Condensed Statements of Cash Flows
                Thirteen weeks ended March 27, 1999 and March 28, 1998..................................................5
  
                Notes to Consolidated Condensed Financial Statements....................................................6
  
  Item 2.       Management's Discussion and Analysis of Financial
                Condition and Results of Operations...................................................................7-9
  
  Item 3.       Quantitative and Qualitative Disclosure
                About Market Risk9
  
  PART II.      OTHER INFORMATION
  
  Item 4.       Submission of Matters to a Vote of Security Holders ....................................................9
  
  Item 6.       Exhibits and Reports on Form 8-K........................................................................9
  
  Signature............................................................................................................10
  </TABLE>
  
                                      2 of 10
  <PAGE>
  
   PART I. FINANCIAL INFORMATION
   Item 1. Financial Statements
  
                        TASTY BAKING COMPANY AND SUBSIDIARIES
                        CONSOLIDATED CONDENSED BALANCE SHEETS
                                (unaudited)
  <TABLE>
  <CAPTION>
  <S>                                                                                       <C>                            <C>      
  ------------------------------------------------------------------------------------------------------------------------------------
                                                                                       March 27, 1999                December 26, 1998
  ------------------------------------------------------------------------------------------------------------------------------------
   Current assets:
         Cash                                                                               $ 49,547                       $ 372,871
         Accounts and notes receivable, net of
           allowance for doubtful accounts                                                23,049,459                      21,214,576
         Inventories:
               Raw materials                                                               2,569,372                       2,407,042
               Work in progress                                                              732,598                         530,863
               Finished goods                                                                965,449                       1,330,016
                                                                                      -----------------------------------------------
                                                                                           4,267,419                       4,267,921
         Deferred income taxes, prepayments and other                                      3,504,555                       2,426,784
                                                                                      -----------------------------------------------
               Total current assets                                                       30,870,980                      28,282,152
                                                                                      -----------------------------------------------
   Property, plant and equipment:                                                        162,211,714                     159,419,070
         Less accumulated depreciation                                                   108,972,473                     110,998,936
                                                                                      -----------------------------------------------
                                                                                          53,239,241                      48,420,134
                                                                                      -----------------------------------------------
   Long-term receivables                                                                  11,066,362                      10,851,320
                                                                                      -----------------------------------------------
   Deferred income taxes                                                                  10,452,681                      10,452,681
                                                                                      -----------------------------------------------
   Spare parts inventory and miscellaneous assets                                          3,328,568                       3,436,481
                                                                                      -----------------------------------------------
   Total assets                                                                         $108,957,832                    $101,442,768
                                                                                      ===============================================
   Current liabilities:
         Current portion of long-term debt                                                 $ 265,342                       $ 273,053
         Current obligations under capital leases                                            261,835                         325,873
         Notes payable, banks                                                              1,900,000                       1,200,000
         Accounts payable                                                                  6,536,107                       4,204,211
         Accrued liabilities                                                               6,193,446                       6,733,029
                                                                                      -----------------------------------------------
            Total current liabilities                                                     15,156,730                      12,736,166
                                                                                      -----------------------------------------------
   Long-term debt, less current portion                                                   17,500,000                      13,500,000
                                                                                      -----------------------------------------------
   Long-term obligations under capital leases,
         less current portion                                                                192,575                         261,283
                                                                                      -----------------------------------------------
   Accrued pensions and other liabilities                                                 14,297,273                      12,683,231
                                                                                      -----------------------------------------------
   Postretirement benefits other than pensions                                            18,319,709                      18,160,785
                                                                                      -----------------------------------------------
   Shareholders' equity:
         Common stock                                                                      4,558,243                       4,558,243
         Capital in excess of par value of stock                                          29,678,680                      29,762,210
         Retained earnings                                                                26,148,866                      26,766,403
                                                                                      -----------------------------------------------
                                                                                          60,385,789                      61,086,856
         Less:
         Treasury stock, at cost                                                          16,306,905                      16,372,219
         Management Stock Purchase Plan
               receivables and deferrals                                                     587,339                         613,334
                                                                                      -----------------------------------------------
                                                                                          43,491,545                      44,101,303
                                                                                      -----------------------------------------------
   Total liabilities and shareholders' equity                                           $108,957,832                    $101,442,768
                                                                                      ===============================================
  </TABLE>
  
       See accompanying notes to consolidated condensed financial statements.
  
                                      3 of 10
  <PAGE>
  
                        TASTY BAKING COMPANY AND SUBSIDIARIES
                   CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
                                     (unaudited)
  
  <TABLE>
  <CAPTION>
  --------------------------------------------------------------------------------------------------------------------------
                                                                                          For the Thirteen Weeks Ended
                                                                                   March 27, 1999           March 28, 1998
  --------------------------------------------------------------------------------------------------------------------------
  <S>                                                                               <C>                      <C>        
   Gross Sales                                                                      $57,146,174              $57,160,752
   Less discounts and allowances                                                    (19,293,525)             (18,840,284)
                                                                            ------------------------------------------------
   Net Sales                                                                         37,852,649               38,320,468
                                                                            ------------------------------------------------
   Costs and expenses:
        Cost of sales                                                                23,632,065               23,824,979
  
        Depreciation                                                                  1,785,783                1,751,378
  
        Selling, general and
           administrative                                                            11,000,903               10,471,017
  
        Interest expense                                                                222,508                  141,243
  
        Restructure charge                                                              950,000                        -
  
        Other income, net                                                              (414,359)                (351,364)
                                                                            ------------------------------------------------
  
                                                                                     37,176,900               35,837,253
                                                                            ------------------------------------------------
  
   Income before provision for
        income taxes                                                                    675,749                2,483,215
  
   Provision for income taxes                                                           149,470                  842,113
                                                                            ------------------------------------------------
  
   Income before cumulative effect of a change
        in accounting principle                                                         526,279                1,641,102
  
   Cumulative effect of a change in accounting
        principle for start-up costs                                                   (204,709)                       -
                                                                            ------------------------------------------------
  
   Net income                                                                         $ 321,570              $ 1,641,102
                                                                            ================================================
  
  
   Average common shares outstanding:
             Basic                                                                    7,825,586                7,791,652
             Diluted                                                                  7,921,517                7,965,199
  
   Per share of common stock:
  
   Income before cumulative effect of a change
        in accounting principle: Basic and Diluted                                        $0.07                    $0.21
                                                                            =====================    =======================
   Cumulative effect of a change in accounting
        principle for start-up costs: Basic and Diluted                                  ($0.03)                       -
                                                                            =====================    =======================
   Net income: Basic and Diluted                                                          $0.04                    $0.21
                                                                            =====================    =======================
  
        Cash dividend                                                                     $0.12                    $0.12
                                                                            =====================    =======================
  </TABLE>
  
       See accompanying notes to consolidated condensed financial statements.
  
                                      4 of 10
  <PAGE>
                        TASTY BAKING COMPANY AND SUBSIDIARIES
                   CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
                                     (unaudited)
  
  <TABLE>
  <CAPTION>
  ----------------------------------------------------------------------------------------------------------
                                                                            For the Thirteen Weeks Ended
                                                                       March 27, 1999         March 28, 1998
  ----------------------------------------------------------------------------------------------------------
  Cash flows from (used for) operating activities
  <S>                                                                   <C>                   <C>        
        Net income                                                      $   321,570           $ 1,641,102
        Adjustments to reconcile net income to net
         cash provided by operating activities:
           Depreciation                                                   1,785,783             1,751,378
           Amortization                                                      19,895                43,651
           Cumulative effect of change in accounting principle              204,709                    --
           Other                                                          1,535,039               883,774
        Changes in assets and liabilities
         affecting operations                                              (954,717)           (3,481,810)
                                                                   -----------------------------------------
  
        Net cash from operating activities                                2,912,279               838,095
                                                                   -----------------------------------------
  
  Cash flows from (used for) investing activities
        Purchase of property, plant and equipment                        (6,633,880)           (2,344,325)
        Proceeds from owner/operators' loan repayments                    1,138,842               875,832
        Loans to owner/operators                                         (1,354,956)             (970,408)
        Other                                                                12,171                  (179)
                                                                   -----------------------------------------
  
        Net cash used for investing activities                           (6,837,823)           (2,439,080)
                                                                   -----------------------------------------
  
  Cash flows from (used for) financing activities
        Additional long-term debt                                         5,000,000             3,000,000
        Dividends paid                                                     (939,107)             (934,891)
        Payment of long-term debt                                        (1,140,457)           (1,149,264)
        Net increase in short-term debt                                     700,000                50,000
        Other                                                               (18,216)               32,775
                                                                   -----------------------------------------
  
        Net cash from financing activities                                3,602,220               998,620
                                                                   -----------------------------------------
  
        Net decrease in cash                                               (323,324)             (602,365)
  
        Cash, beginning of year                                             372,871               748,117
                                                                   -----------------------------------------
  
        Cash, end of period                                             $    49,547           $   145,752
                                                                   =========================================
  
  
        Supplemental Cash Flow Information:
        Cash paid during the period for:
           Interest                                                     $   223,376           $   152,893
                                                                   =========================================
           Income taxes                                                 $     9,884           $   235,648
                                                                   =========================================
  </TABLE>
  
            See accompanying notes to consolidated condensed financial statements.
  
  
  
                                      5 of 10
  <PAGE>
                        TASTY BAKING COMPANY AND SUBSIDIARIES
                NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
  
  1.     Interim Financial Information
         In the opinion of management,  the  accompanying  unaudited  consolidated
         condensed  financial  statements  contain all adjustments  (consisting of
         only normal recurring accruals) necessary to present fairly the financial
         position of the company as of March 27, 1999 and December  26, 1998,  the
         results of its operations for the thirteen weeks ended March 27, 1999 and
         March 28, 1998 and cash flows for the thirteen weeks ended March 27, 1999
         and March 28, 1998.  These  unaudited  consolidated  condensed  financial
         statements should be read in conjunction with the consolidated  financial
         statements  and footnotes  thereto in the company's 1998 Annual Report to
         Shareholders.  In addition,  the results of  operations  for the thirteen
         weeks ended March 27, 1999 are not necessarily  indicative of the results
         to be expected for the full year.
  
         Certain  expense items are charged to  operations  in the year  incurred.
         However,  for interim  reporting  purposes  the  expenses  are charged to
         operations on a pro-rata basis over the company's accounting periods. For
         the  thirteen  weeks  ended  March  27,  1999 and  March  28,  1998,  the
         difference  between the actual expenses incurred and the expenses charged
         to operations was not material.
  
  2.     Net Income Per Common Share
         Net income per common share is calculated  according to the  requirements
         of Statement of Financial  Accounting  Standards  No. 128 - "Earnings Per
         Share" which requires companies to present basic and diluted earnings per
         share.  Net  income  per  common  share - Basic is based on the  weighted
         average number of common shares  outstanding  during the year. Net income
         per common  share - Diluted is based on the  weighted  average  number of
         common shares and dilutive potential common shares outstanding during the
         year. The company's  dilutive  potential common shares outstanding during
         the year result entirely from dilutive stock options.
  
  3.       Restructure Charge
         During the first  quarter  the  company  discontinued  forty-three  route
         territories   in  those  areas  not  achieving   appropriate   levels  of
         profitability,   assigning   most  of  those   territories   to  regional
         distributorships.  As a result, the company incurred a charge of $950,000
         resulting  in a  reduction  in net income of  $570,570 or $.07 per share,
         primarily  relating  to  costs  associated  with the  repurchase  of some
         owner/operator  territories  as  well as  severance  payments  and  other
         related costs.  The company expects that this liability will be satisfied
         by the second quarter of 1999.
  
  
                                      6 of 10
  <PAGE>
                        TASTY BAKING COMPANY AND SUBSIDIARIES
  
  Item 2.       Management's Discussion and Analysis of Financial Condition
                and Results of Operations
  
  Results of Operations
  
  Net  income  for the  first  quarter  of 1999 was  $321,570  or $.04 per  share.
  Included  in net income for 1999 were two  non-recurring  charges.  The  company
  discontinued   forty-three  route  territories  in  those  areas  not  achieving
  appropriate  levels of  profitability,  assigning  most of those  territories to
  regional  distributorships.  This resulted in an after-tax charge of $570,570 or
  $.07 per share,  primarily  relating to costs  associated with the repurchase of
  some owner/operator  territories as well as severance payments and other related
  costs. The second charge relates to the adoption of a new accounting regulation,
  which required the write off of the remaining  start-up costs  pertaining to the
  company's  acquision  of it's Oxford  facility.  This charge is  reflected  as a
  cumulative  effect of a change in  accounting  principle  which  resulted  in an
  after-tax  charge to net  income in the  amount of  $204,709  or $.03 per share.
  After eliminating the effect of these two non-recurring  charges, the 1999 first
  quarter results were $1,096,849 or $.14 per share compared to $1,641,102 or $.21
  per share for the first quarter of 1998.
  
  For the first  quarter,  gross sales were  $57,146,174,  compared to $57,160,752
  last year. The flat sales for the first quarter of 1999 are directly  related to
  dimininshed production  capabilities from the startup of the plant modernization
  program, as well as the decision to discontinue the sale of the Dutch Mill donut
  varieties on owner/operator  routes. Gross sales, less discounts and allowances,
  resulted in net sales of  $37,852,649,  compared to  $38,320,468  reported  last
  year,  representing  a decrease of 1.2% which was related to increased  national
  sales which carry a higher discount rate.
  
  Cost of sales, as a percentage of gross sales, was 41.4% and 41.7% for the first
  quarters of 1999 and 1998, respectively. The improvement in 1999 resulted from a
  decrease in  ingredient  costs due to a larger  percentage  of sales coming from
  in-house production, as well as a price increase instituted in the third quarter
  of 1998.
  
  Selling,  general  and  administrative  expenses  for the first  quarter of 1999
  increased by $529,886 or 5.1% over the  comparable  period in 1998. The increase
  came  primarily  from an  increase  in  selling  expenses  associated  with  the
  expansion into new geographic regions.
  
  Interest  expense  increased  for the first  quarter  of 1999  versus  the first
  quarter of 1998 as a result of increased average borrowing levels.
  
  The  effective tax rate was 22.1% for the quarter ended March 27, 1999 and 34.0%
  for the quarter ended March 28, 1998 which compares to a federal  statutory rate
  of 34%. The difference  between the effective rate and the statutory rate in the
  first quarter of 1999 was due to low taxable income  compounded by the effect of
  state tax benefits arising from passive income.  There was no difference between
  the effective  rate and the statutory  rate in the first quarter of 1998 because
  the  effect of state  taxes was  offset by tax  benefits  arising  from  passive
  income.
  
                                      7 of 10
  <PAGE>
  Year 2000 disclosure
  
       The company has been engaged in an ongoing  process to determine the effect
  that the change to the year 2000 (Y2K) will have on operations.  The company has
  completed  an  assessment  of its internal  hardware  and  software  information
  technology  systems and has  determined  that the systems will be Y2K compliant.
  During 1998, all new, Y2K compliant, hardware was installed. New business system
  software is being  installed.  To date,  approximately  60% of the new  business
  system modules have been installed and are  operational.  The remaining  modules
  are currently being  installed,  the  implementation  of which will be completed
  during the third quarter of 1999. The software  supplier has warranted that this
  system is Y2K  compliant  and the company  believes  that the  supplier has done
  sufficient testing of its product to make such a claim. The decisions to replace
  these systems were  primarily  based on the ongoing and expected  future company
  and industry  requirements and the inability of the current applications to meet
  these  expectations.  The company has not accelerated the plans to replace these
  systems because of the Y2K issue.
  
  The company  utilizes  an  automated  hand-held  sales  order  system  which is,
  however,  not currently Y2K compliant.  The existing system is in the process of
  being  repaired to bring it into Y2K  compliance.  Repair is proceeding  without
  difficulty and completion is targeted for the third quarter of 1999.
  
  A committee  was formed to take an  inventory  of all  manufacturing  systems to
  determine Y2K compliance.  The raw ingredient distribution machinery has already
  been corrected to resolve a Y2K problem;  the cost was  immaterial.  The company
  received positive responses to inquiries regarding the Y2K compliance of certain
  manufacturing  equipment  from the  individual  manufacturers  of the equipment.
  There were minor  repairs that had to be made to computers in the  manufacturing
  system  to  prevent  Y2K  complications.  These  repairs  have been made and the
  equipment  has been tested.  The company feels secure that  production  will not
  experience any complications as a result of the change to the year 2000.
  
  The company's Human Resource/Payroll  system requires a version upgrade to bring
  the software into Y2K compliance.  This project is also underway with completion
  targeted for the third quarter of 1999. The cost of the repair is immaterial.
  
  Questionnaires  have been sent to approximately 800 of our vendors and customers
  to  identify  any issues that may impact the company  externally.  To date,  the
  company has received an estimated 60% return response to these questionnaires. A
  project to compile a more detailed analysis of these responses is underway.  The
  initial review of the responses did not raise any concern. There are limitations
  to the  amount of  reliance  the  company  can place on the  responses  to these
  questionnaires  considering the respondents have to rely on responses from their
  suppliers and customers.  Should any suppliers have complications going into the
  year 2000 the company has alternative suppliers. In the case of major customers,
  the company does not have a single  customer whose  purchases  exceed 10% of the
  net sales of the company.  The three top customers  contributed  7.8%,  3.9% and
  2.8%  respectively  to net sales in 1998. If any of these customers were to have
  complications,  more of the product would be sold through other retailers. Since
  ordering for most customers in the principal  marketing area is  accomplished by
  independent  route  operators  and not by the retailer  directly,  any losses in
  revenues the company would incur would not be expected to be material.
  
  To date,  the company has not  incurred  any  significant  costs  related to the
  assessment of, and preliminary efforts in connection with, its Y2K issues. Based
  on the  evaluations to date,  the company does not  anticipate  any  significant
  complications   related  to  Y2K  or  any  significant   costs  to  avoid  those
  complications.
  
                                      8 of 10
  <PAGE>
  Financial Condition
  
  The company has  consistently  demonstrated  the ability to generate  sufficient
  cash  flow from  operations.  Bank  borrowings,  under  various  lines of credit
  arrangements, are used to supplement cash flow from operations during periods of
  cyclical shortages.
  
  For the thirteen weeks ended March 27, 1999, net cash from operating  activities
  increased by $2,074,184 to $2,912,279 from $838,095 for the same period in 1998.
  The increase over 1998 was  principally due to the payment of the IRS settlement
  in the first quarter of 1998, which was accrued in 1997.
  
  Net cash used for investing  activities  for the thirteen  weeks ended March 27,
  1999 increased by $4,398,743 relative to the same period in 1998 principally due
  to the  upgrade  of the  bakery's  production  equipment  as a part  of a  plant
  modernization program.
  
  Net cash from  financing  activities for the thirteen weeks ended March 27, 1999
  increased  by  $2,603,600  relative  to the same  thirteen  weeks  in 1998.  The
  increase is primarily the result of a net increase in short and  long-term  debt
  relative to the prior year.
  
  For  the  remainder  of  1999  the  company  anticipates  that  cash  flow  from
  operations,  along with the continued  availability of bank lines of credit, the
  revolving  credit  agreement  and  other  long-term   financing,   will  provide
  sufficient cash to meet operating and financing requirements.
  
  Item 3.       Quantitative and Qualitative Disclosure About Market Risk
  
           The company has certain floating rate debt notes.  Under current market
  conditions, the company believes that changes in interest rates would not have a
  material impact on the financial statements of the company. The company also has
  notes receivable from owner operators whose rates adjust every three years, and,
  therefore,  would offset the  fluctuations in the company's  notes payable.  The
  company also has the right to sell these notes  receivable,  and could use these
  proceeds to liquidate a corresponding amount of the debt notes payable.
  
                        TASTY BAKING COMPANY AND SUBSIDIARIES
  
  PART II.      OTHER INFORMATION
  
  Item 4.       Submission of Matters to a Vote of Security Holders
  
       No matters were  submitted to a vote of security  holders  during the first
  quarter of the fiscal year covered by this report.
  
  Item 6.       Exhibits and Reports on Form 8-K
  
       (a)      Exhibits:  Exhibit 27 - Financial Data Schedule
  
       (b)      Reports on Form 8-K
  
                The company did not file a report on Form 8-K during the  thirteen
  weeks ended March 27, 1999.
  
                                    Exhibit Index
  
                        Exhibit 27 - Financial Data Schedule
  
  
                                      9 of 10
  <PAGE>
                        TASTY BAKING COMPANY AND SUBSIDIARIES
  
                                      SIGNATURE
  
  Pursuant to the requirements of the Securities Exchange Act of 1934, the company
  has duly  caused  this  report  to be signed  on its  behalf by the  undersigned
  thereunto duly authorized.
  
  
  
  
  
                                                 TASTY BAKING COMPANY
                                                      (Company)
  
  
  
  
  
  
  
  
       May 10, 1999                             /S/ John M. Pettine  
          (Date)                                   JOHN M. PETTINE
                                              EXECUTIVE VICE PRESIDENT AND
                                                CHIEF FINANCIAL OFFICER
                                      (PRINCIPAL FINANCIAL AND ACCOUNTING OFFICER)
  
  
                                      10 of 10
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text: 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 thirteen weeks ended March 27, 1999
  
  ( )  TRANSITION  REPORT  PURSUANT  TO  SECTION  13 OR  15(d)  OF THE  SECURITIES
       EXCHANGE ACT OF 1934
  
       For the transition period from __________ to __________
  
                            Commission File Number 1-5084
  
                                TASTY BAKING COMPANY
  
                 (Exact name of company as specified in its charter)
  
          Pennsylvania                                23-1145880        
  --------------------------------------------------------------------------------
    (State of Incorporation)              (IRS Employer Identification Number)
  
             2801 Hunting Park Avenue, Philadelphia, Pennsylvania 19129
  --------------------------------------------------------------------------------
                 (Address of Principal Executive Offices) (Zip Code)
  
                                   (215) 221-8500
  --------------------------------------------------------------------------------
                  (Company's Telephone Number, including area code)
  
  Indicate by check mark whether the company (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  company  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.
  
       Common Stock, par value $.50                   7,827,724    
            (Title of Class)                (No. of Shares Outstanding
                                                    at May 7, 1999)
  
                    INDEX OF EXHIBITS IS LOCATED ON PAGE 9 OF 10.
  
                                      1 of 10
  TASTY BAKING COMPANY AND SUBSIDIARIES
  
                                        INDEX
  Page
  PART I.       FINANCIAL INFORMATION
  
  Item 1.       Financial Statements
  
                Consolidated Condensed Balance Sheets
                March 27, 1999 and December 26, 1998....................................................................3
  
                Consolidated Condensed Statements of Operations
                Thirteen weeks ended March 27, 1999 and March 28, 1998..................................................4
  
                Consolidated Condensed Statements of Cash Flows
                Thirteen weeks ended March 27, 1999 and March 28, 1998..................................................5
  
                Notes to Consolidated Condensed Financial Statements....................................................6
  
  Item 2.       Management's Discussion and Analysis of Financial
                Condition and Results of Operations...................................................................7-9
  
  Item 3.       Quantitative and Qualitative Disclosure
                About Market Risk9
  
  PART II.      OTHER INFORMATION
  
  Item 4.       Submission of Matters to a Vote of Security Holders ....................................................9
  
  Item 6.       Exhibits and Reports on Form 8-K........................................................................9
  
  Signature............................................................................................................10
  2 of 10
  PART I. FINANCIAL INFORMATION
   Item 1. Financial Statements
  
                        TASTY BAKING COMPANY AND SUBSIDIARIES
                        CONSOLIDATED CONDENSED BALANCE SHEETS
                                (unaudited)
  ------------------------------------------------------------------------------------------------------------------------------------
                                                                                       March 27, 1999                December 26, 1998
  ------------------------------------------------------------------------------------------------------------------------------------
   Current assets:
         Cash                                                                               $ 49,547                       $ 372,871
         Accounts and notes receivable, net of
           allowance for doubtful accounts                                                23,049,459                      21,214,576
         Inventories:
               Raw materials                                                               2,569,372                       2,407,042
               Work in progress                                                              732,598                         530,863
               Finished goods                                                                965,449                       1,330,016
                                                                                      -----------------------------------------------
                                                                                           4,267,419                       4,267,921
         Deferred income taxes, prepayments and other                                      3,504,555                       2,426,784
                                                                                      -----------------------------------------------
               Total current assets                                                       30,870,980                      28,282,152
                                                                                      -----------------------------------------------
   Property, plant and equipment:                                                        162,211,714                     159,419,070
         Less accumulated depreciation                                                   108,972,473                     110,998,936
                                                                                      -----------------------------------------------
                                                                                          53,239,241                      48,420,134
                                                                                      -----------------------------------------------
   Long-term receivables                                                                  11,066,362                      10,851,320
                                                                                      -----------------------------------------------
   Deferred income taxes                                                                  10,452,681                      10,452,681
                                                                                      -----------------------------------------------
   Spare parts inventory and miscellaneous assets                                          3,328,568                       3,436,481
                                                                                      -----------------------------------------------
   Total assets                                                                         $108,957,832                    $101,442,768
                                                                                      ===============================================
   Current liabilities:
         Current portion of long-term debt                                                 $ 265,342                       $ 273,053
         Current obligations under capital leases                                            261,835                         325,873
         Notes payable, banks                                                              1,900,000                       1,200,000
         Accounts payable                                                                  6,536,107                       4,204,211
         Accrued liabilities                                                               6,193,446                       6,733,029
                                                                                      -----------------------------------------------
            Total current liabilities                                                     15,156,730                      12,736,166
                                                                                      -----------------------------------------------
   Long-term debt, less current portion                                                   17,500,000                      13,500,000
                                                                                      -----------------------------------------------
   Long-term obligations under capital leases,
         less current portion                                                                192,575                         261,283
                                                                                      -----------------------------------------------
   Accrued pensions and other liabilities                                                 14,297,273                      12,683,231
                                                                                      -----------------------------------------------
   Postretirement benefits other than pensions                                            18,319,709                      18,160,785
                                                                                      -----------------------------------------------
   Shareholders' equity:
         Common stock                                                                      4,558,243                       4,558,243
         Capital in excess of par value of stock                                          29,678,680                      29,762,210
         Retained earnings                                                                26,148,866                      26,766,403
                                                                                      -----------------------------------------------
                                                                                          60,385,789                      61,086,856
         Less:
         Treasury stock, at cost                                                          16,306,905                      16,372,219
         Management Stock Purchase Plan
               receivables and deferrals                                                     587,339                         613,334
                                                                                      -----------------------------------------------
                                                                                          43,491,545                      44,101,303
                                                                                      -----------------------------------------------
   Total liabilities and shareholders' equity                                           $108,957,832                    $101,442,768
                                                                                      ===============================================
  See accompanying notes to consolidated condensed financial statements.
  
                                      3 of 10
  TASTY BAKING COMPANY AND SUBSIDIARIES
                   CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
                                     (unaudited)
  --------------------------------------------------------------------------------------------------------------------------
                                                                                          For the Thirteen Weeks Ended
                                                                                   March 27, 1999           March 28, 1998
  --------------------------------------------------------------------------------------------------------------------------
  Gross Sales                                                                      $57,146,174              $57,160,752
   Less discounts and allowances                                                    (19,293,525)             (18,840,284)
                                                                            ------------------------------------------------
   Net Sales                                                                         37,852,649               38,320,468
                                                                            ------------------------------------------------
   Costs and expenses:
        Cost of sales                                                                23,632,065               23,824,979
  
        Depreciation                                                                  1,785,783                1,751,378
  
        Selling, general and
           administrative                                                            11,000,903               10,471,017
  
        Interest expense                                                                222,508                  141,243
  
        Restructure charge                                                              950,000                        -
  
        Other income, net                                                              (414,359)                (351,364)
                                                                            ------------------------------------------------
  
                                                                                     37,176,900               35,837,253
                                                                            ------------------------------------------------
  
   Income before provision for
        income taxes                                                                    675,749                2,483,215
  
   Provision for income taxes                                                           149,470                  842,113
                                                                            ------------------------------------------------
  
   Income before cumulative effect of a change
        in accounting principle                                                         526,279                1,641,102
  
   Cumulative effect of a change in accounting
        principle for start-up costs                                                   (204,709)                       -
                                                                            ------------------------------------------------
  
   Net income                                                                         $ 321,570              $ 1,641,102
                                                                            ================================================
  
   Average common shares outstanding:
             Basic                                                                    7,825,586                7,791,652
             Diluted                                                                  7,921,517                7,965,199
  
   Per share of common stock:
  
   Income before cumulative effect of a change
        in accounting principle: Basic and Diluted                                        $0.07                    $0.21
                                                                            =====================    =======================
   Cumulative effect of a change in accounting
        principle for start-up costs: Basic and Diluted                                  ($0.03)                       -
                                                                            =====================    =======================
   Net income: Basic and Diluted                                                          $0.04                    $0.21
                                                                            =====================    =======================
  
        Cash dividend                                                                     $0.12                    $0.12
                                                                            =====================    =======================
  See accompanying notes to consolidated condensed financial statements.
  
                                      4 of 10
  TASTY BAKING COMPANY AND SUBSIDIARIES
                   CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
                                     (unaudited)
  ----------------------------------------------------------------------------------------------------------
                                                                            For the Thirteen Weeks Ended
                                                                       March 27, 1999         March 28, 1998
  ----------------------------------------------------------------------------------------------------------
  Cash flows from (used for) operating activities
  Net income                                                      $   321,570           $ 1,641,102
        Adjustments to reconcile net income to net
         cash provided by operating activities:
           Depreciation                                                   1,785,783             1,751,378
           Amortization                                                      19,895                43,651
           Cumulative effect of change in accounting principle              204,709                    --
           Other                                                          1,535,039               883,774
        Changes in assets and liabilities
         affecting operations                                              (954,717)           (3,481,810)
                                                                   -----------------------------------------
  
        Net cash from operating activities                                2,912,279               838,095
                                                                   -----------------------------------------
  
  Cash flows from (used for) investing activities
        Purchase of property, plant and equipment                        (6,633,880)           (2,344,325)
        Proceeds from owner/operators' loan repayments                    1,138,842               875,832
        Loans to owner/operators                                         (1,354,956)             (970,408)
        Other                                                                12,171                  (179)
                                                                   -----------------------------------------
  
        Net cash used for investing activities                           (6,837,823)           (2,439,080)
                                                                   -----------------------------------------
  
  Cash flows from (used for) financing activities
        Additional long-term debt                                         5,000,000             3,000,000
        Dividends paid                                                     (939,107)             (934,891)
        Payment of long-term debt                                        (1,140,457)           (1,149,264)
        Net increase in short-term debt                                     700,000                50,000
        Other                                                               (18,216)               32,775
                                                                   -----------------------------------------
  
        Net cash from financing activities                                3,602,220               998,620
                                                                   -----------------------------------------
  
        Net decrease in cash                                               (323,324)             (602,365)
  
        Cash, beginning of year                                             372,871               748,117
                                                                   -----------------------------------------
  
        Cash, end of period                                             $    49,547           $   145,752
                                                                   =========================================
  
        Supplemental Cash Flow Information:
        Cash paid during the period for:
           Interest                                                     $   223,376           $   152,893
                                                                   =========================================
           Income taxes                                                 $     9,884           $   235,648
                                                                   =========================================
  See accompanying notes to consolidated condensed financial statements.
  
                                      5 of 10
  TASTY BAKING COMPANY AND SUBSIDIARIES
                NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
  
  1.     Interim Financial Information
         In the opinion of management,  the  accompanying  unaudited  consolidated
         condensed  financial  statements  contain all adjustments  (consisting of
         only normal recurring accruals) necessary to present fairly the financial
         position of the company as of March 27, 1999 and December  26, 1998,  the
         results of its operations for the thirteen weeks ended March 27, 1999 and
         March 28, 1998 and cash flows for the thirteen weeks ended March 27, 1999
         and March 28, 1998.  These  unaudited  consolidated  condensed  financial
         statements should be read in conjunction with the consolidated  financial
         statements  and footnotes  thereto in the company's 1998 Annual Report to
         Shareholders.  In addition,  the results of  operations  for the thirteen
         weeks ended March 27, 1999 are not necessarily  indicative of the results
         to be expected for the full year.
  
         Certain  expense items are charged to  operations  in the year  incurred.
         However,  for interim  reporting  purposes  the  expenses  are charged to
         operations on a pro-rata basis over the company's accounting periods. For
         the  thirteen  weeks  ended  March  27,  1999 and  March  28,  1998,  the
         difference  between the actual expenses incurred and the expenses charged
         to operations was not material.
  
  2.     Net Income Per Common Share
         Net income per common share is calculated  according to the  requirements
         of Statement of Financial  Accounting  Standards  No. 128 - "Earnings Per
         Share" which requires companies to present basic and diluted earnings per
         share.  Net  income  per  common  share - Basic is based on the  weighted
         average number of common shares  outstanding  during the year. Net income
         per common  share - Diluted is based on the  weighted  average  number of
         common shares and dilutive potential common shares outstanding during the
         year. The company's  dilutive  potential common shares outstanding during
         the year result entirely from dilutive stock options.
  
  3.       Restructure Charge
         During the first  quarter  the  company  discontinued  forty-three  route
         territories   in  those  areas  not  achieving   appropriate   levels  of
         profitability,   assigning   most  of  those   territories   to  regional
         distributorships.  As a result, the company incurred a charge of $950,000
         resulting  in a  reduction  in net income of  $570,570 or $.07 per share,
         primarily  relating  to  costs  associated  with the  repurchase  of some
         owner/operator  territories  as  well as  severance  payments  and  other
         related costs.  The company expects that this liability will be satisfied
         by the second quarter of 1999.
  
                                      6 of 10
  TASTY BAKING COMPANY AND SUBSIDIARIES
  
  Item 2.       Management's Discussion and Analysis of Financial Condition
                and Results of Operations
  
  Results of Operations
  
  Net  income  for the  first  quarter  of 1999 was  $321,570  or $.04 per  share.
  Included  in net income for 1999 were two  non-recurring  charges.  The  company
  discontinued   forty-three  route  territories  in  those  areas  not  achieving
  appropriate  levels of  profitability,  assigning  most of those  territories to
  regional  distributorships.  This resulted in an after-tax charge of $570,570 or
  $.07 per share,  primarily  relating to costs  associated with the repurchase of
  some owner/operator  territories as well as severance payments and other related
  costs. The second charge relates to the adoption of a new accounting regulation,
  which required the write off of the remaining  start-up costs  pertaining to the
  company's  acquision  of it's Oxford  facility.  This charge is  reflected  as a
  cumulative  effect of a change in  accounting  principle  which  resulted  in an
  after-tax  charge to net  income in the  amount of  $204,709  or $.03 per share.
  After eliminating the effect of these two non-recurring  charges, the 1999 first
  quarter results were $1,096,849 or $.14 per share compared to $1,641,102 or $.21
  per share for the first quarter of 1998.
  
  For the first  quarter,  gross sales were  $57,146,174,  compared to $57,160,752
  last year. The flat sales for the first quarter of 1999 are directly  related to
  dimininshed production  capabilities from the startup of the plant modernization
  program, as well as the decision to discontinue the sale of the Dutch Mill donut
  varieties on owner/operator  routes. Gross sales, less discounts and allowances,
  resulted in net sales of  $37,852,649,  compared to  $38,320,468  reported  last
  year,  representing  a decrease of 1.2% which was related to increased  national
  sales which carry a higher discount rate.
  
  Cost of sales, as a percentage of gross sales, was 41.4% and 41.7% for the first
  quarters of 1999 and 1998, respectively. The improvement in 1999 resulted from a
  decrease in  ingredient  costs due to a larger  percentage  of sales coming from
  in-house production, as well as a price increase instituted in the third quarter
  of 1998.
  
  Selling,  general  and  administrative  expenses  for the first  quarter of 1999
  increased by $529,886 or 5.1% over the  comparable  period in 1998. The increase
  came  primarily  from an  increase  in  selling  expenses  associated  with  the
  expansion into new geographic regions.
  
  Interest  expense  increased  for the first  quarter  of 1999  versus  the first
  quarter of 1998 as a result of increased average borrowing levels.
  
  The  effective tax rate was 22.1% for the quarter ended March 27, 1999 and 34.0%
  for the quarter ended March 28, 1998 which compares to a federal  statutory rate
  of 34%. The difference  between the effective rate and the statutory rate in the
  first quarter of 1999 was due to low taxable income  compounded by the effect of
  state tax benefits arising from passive income.  There was no difference between
  the effective  rate and the statutory  rate in the first quarter of 1998 because
  the  effect of state  taxes was  offset by tax  benefits  arising  from  passive
  income.
  
                                      7 of 10
  Year 2000 disclosure
  
       The company has been engaged in an ongoing  process to determine the effect
  that the change to the year 2000 (Y2K) will have on operations.  The company has
  completed  an  assessment  of its internal  hardware  and  software  information
  technology  systems and has  determined  that the systems will be Y2K compliant.
  During 1998, all new, Y2K compliant, hardware was installed. New business system
  software is being  installed.  To date,  approximately  60% of the new  business
  system modules have been installed and are  operational.  The remaining  modules
  are currently being  installed,  the  implementation  of which will be completed
  during the third quarter of 1999. The software  supplier has warranted that this
  system is Y2K  compliant  and the company  believes  that the  supplier has done
  sufficient testing of its product to make such a claim. The decisions to replace
  these systems were  primarily  based on the ongoing and expected  future company
  and industry  requirements and the inability of the current applications to meet
  these  expectations.  The company has not accelerated the plans to replace these
  systems because of the Y2K issue.
  
  The company  utilizes  an  automated  hand-held  sales  order  system  which is,
  however,  not currently Y2K compliant.  The existing system is in the process of
  being  repaired to bring it into Y2K  compliance.  Repair is proceeding  without
  difficulty and completion is targeted for the third quarter of 1999.
  
  A committee  was formed to take an  inventory  of all  manufacturing  systems to
  determine Y2K compliance.  The raw ingredient distribution machinery has already
  been corrected to resolve a Y2K problem;  the cost was  immaterial.  The company
  received positive responses to inquiries regarding the Y2K compliance of certain
  manufacturing  equipment  from the  individual  manufacturers  of the equipment.
  There were minor  repairs that had to be made to computers in the  manufacturing
  system  to  prevent  Y2K  complications.  These  repairs  have been made and the
  equipment  has been tested.  The company feels secure that  production  will not
  experience any complications as a result of the change to the year 2000.
  
  The company's Human Resource/Payroll  system requires a version upgrade to bring
  the software into Y2K compliance.  This project is also underway with completion
  targeted for the third quarter of 1999. The cost of the repair is immaterial.
  
  Questionnaires  have been sent to approximately 800 of our vendors and customers
  to  identify  any issues that may impact the company  externally.  To date,  the
  company has received an estimated 60% return response to these questionnaires. A
  project to compile a more detailed analysis of these responses is underway.  The
  initial review of the responses did not raise any concern. There are limitations
  to the  amount of  reliance  the  company  can place on the  responses  to these
  questionnaires  considering the respondents have to rely on responses from their
  suppliers and customers.  Should any suppliers have complications going into the
  year 2000 the company has alternative suppliers. In the case of major customers,
  the company does not have a single  customer whose  purchases  exceed 10% of the
  net sales of the company.  The three top customers  contributed  7.8%,  3.9% and
  2.8%  respectively  to net sales in 1998. If any of these customers were to have
  complications,  more of the product would be sold through other retailers. Since
  ordering for most customers in the principal  marketing area is  accomplished by
  independent  route  operators  and not by the retailer  directly,  any losses in
  revenues the company would incur would not be expected to be material.
  
  To date,  the company has not  incurred  any  significant  costs  related to the
  assessment of, and preliminary efforts in connection with, its Y2K issues. Based
  on the  evaluations to date,  the company does not  anticipate  any  significant
  complications   related  to  Y2K  or  any  significant   costs  to  avoid  those
  complications.
  
                                      8 of 10
  Financial Condition
  
  The company has  consistently  demonstrated  the ability to generate  sufficient
  cash  flow from  operations.  Bank  borrowings,  under  various  lines of credit
  arrangements, are used to supplement cash flow from operations during periods of
  cyclical shortages.
  
  For the thirteen weeks ended March 27, 1999, net cash from operating  activities
  increased by $2,074,184 to $2,912,279 from $838,095 for the same period in 1998.
  The increase over 1998 was  principally due to the payment of the IRS settlement
  in the first quarter of 1998, which was accrued in 1997.
  
  Net cash used for investing  activities  for the thirteen  weeks ended March 27,
  1999 increased by $4,398,743 relative to the same period in 1998 principally due
  to the  upgrade  of the  bakery's  production  equipment  as a part  of a  plant
  modernization program.
  
  Net cash from  financing  activities for the thirteen weeks ended March 27, 1999
  increased  by  $2,603,600  relative  to the same  thirteen  weeks  in 1998.  The
  increase is primarily the result of a net increase in short and  long-term  debt
  relative to the prior year.
  
  For  the  remainder  of  1999  the  company  anticipates  that  cash  flow  from
  operations,  along with the continued  availability of bank lines of credit, the
  revolving  credit  agreement  and  other  long-term   financing,   will  provide
  sufficient cash to meet operating and financing requirements.
  
  Item 3.       Quantitative and Qualitative Disclosure About Market Risk
  
           The company has certain floating rate debt notes.  Under current market
  conditions, the company believes that changes in interest rates would not have a
  material impact on the financial statements of the company. The company also has
  notes receivable from owner operators whose rates adjust every three years, and,
  therefore,  would offset the  fluctuations in the company's  notes payable.  The
  company also has the right to sell these notes  receivable,  and could use these
  proceeds to liquidate a corresponding amount of the debt notes payable.
  
                        TASTY BAKING COMPANY AND SUBSIDIARIES
  
  PART II.      OTHER INFORMATION
  
  Item 4.       Submission of Matters to a Vote of Security Holders
  
       No matters were  submitted to a vote of security  holders  during the first
  quarter of the fiscal year covered by this report.
  
  Item 6.       Exhibits and Reports on Form 8-K
  
       (a)      Exhibits:  Exhibit 27 - Financial Data Schedule
  
       (b)      Reports on Form 8-K
  
                The company did not file a report on Form 8-K during the  thirteen
  weeks ended March 27, 1999.
  
                                    Exhibit Index
  
                        Exhibit 27 - Financial Data Schedule
  
                                      9 of 10
  TASTY BAKING COMPANY AND SUBSIDIARIES
  
                                      SIGNATURE
  
  Pursuant to the requirements of the Securities Exchange Act of 1934, the company
  has duly  caused  this  report  to be signed  on its  behalf by the  undersigned
  thereunto duly authorized.
  
                                                 TASTY BAKING COMPANY
                                                      (Company)
  
       May 10, 1999                             /S/ John M. Pettine  
          (Date)                                   JOHN M. PETTINE
                                              EXECUTIVE VICE PRESIDENT AND
                                                CHIEF FINANCIAL OFFICER
                                      (PRINCIPAL FINANCIAL AND ACCOUNTING OFFICER)
  
                                      10 of 10