SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  SCHEDULE 13G

                    Under the Securities Exchange Act of 1934

                                FRESH BRANDS INC
                                (Name of Issuer)

                                  Common Stock
                         (Title of Class of Securities)

                                    35803U108
                                 (CUSIP Number)

                                 as of August 7, 2004

       Check the appropriate box to designate the rule pursuant to which
this
Schedule is filed:
       [ x ]   Rule 13d-1(b)
       [   ]   Rule 13d-1(c)
       [   ]   Rule 13d-1(d)

       The information required in the remainder of this cover page
shall not
be deemed to be filed for the purpose of Section 18 of the Securities
Exchange
Act of 1934 (Act) or otherwise subject to the liabilities of that
section of the
Act but shall be subject to all other provisions of the Act.

CUSIP No.35803U108

1)     Names of Reporting Persons
       Delphi Management, Inc

       IRS Identification Nos. of Above Persons
       04-27762-76

2)     Check the appropriate box if a Member of a Group
       (a) [   ]

3)      SEC use only

4)     Citizenship
       Massachusetts, USA

Number of shares beneficially owned by each reporting person with:

(5)    Sole Voting Power
       0

(6)    Shared Voting Power
       0

(7)    Sole Dispositive Power
       158,950

(8)    Shared Dispositive Power
       0

9)     Aggregate Amount Beneficially Owned by Each Reporting Person
       158,950

10)    Check if the Aggregate Amount in Row (9) Excludes Certain shares
       Not applicable

11)    Percent of Class Represented by Amount in Row 9
       3.2%

12)    Type of Reporting Person
       Investment Adviser (IA)

Item 1 (a):   Name of issuer:
              Fresh Brands Inc.

Item 1 (b):   Address of issuer's principal executive offices:
              2215 Union Avenue
              Sheboygan, WI 53081

Item 2 (a):   Name of person filing:
              Delphi Management, Inc.

ITEM 2 (b):   Address of principal business office:
              50 Rowes Wharf, Suite 540
              Boston, MA 02110

ITEM 2 (c):   Citizenship:
              Massachusetts Corporation

ITEM 2 (d):   Title of class of securities:
              Common Shares

ITEM 2 (e):   Cusip number:
              35803U108

ITEM 3:       If this statement is filed pursuant to Rule 13d-1(b) or
 Rule 13d-2(b) or (c), check whether the person filing is a:

ITEM 3 (a)    [   ] Broker or dealer registered under section 15 of the
Act

ITEM 3 (b)    [   ] Bank as defined in section 3(a)(6) of the Act

ITEM 3 (c)    [   ] Insurance company as defined in section 3(a)(19) of
the Act

ITEM 3 (d)    [   ] Investment company registered under section 8 of the
Investment Company Act of 1940

ITEM 3 (e)    [ x ] An investment adviser in accordance with Rule 13d -
1(b)(1)(ii)(E)

ITEM 3 (f)    [   ] An employee benefit plan or endowment fund in
accordance with Rule 13d-1(b)(1)(ii)(F)

ITEM 3 (g)    [   ] A parent holding company or control person in
accordance with Rule 13d-1(b)(1)(ii)(G)

ITEM 3 (h)    [   ] A savings associations as defined in Section 3(b) of
the Federal Deposit Insurance Act

ITEM 3 (i)    [   ] A church plan that is excluded from the definition
of an investment company under section 3(c)(14) of the Investment
Company Act of 1940

ITEM 3 (j)    [   ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

ITEM 4.       Ownership:

ITEM 4 (a)    Amount beneficially owned:
              158,950

ITEM 4 (b)    Percent of class:
              3.2 %

ITEM 4 (c)    Number of shares as to which the person has:

ITEM 4 (c)    (i) Sole power to vote or to direct the vote:
              0

ITEM 4 (c)    (ii) Shared power to vote or to direct the vote:
              0

ITEM 4 (c)    (iii) Sole power to dispose or to direct the disposition
of:
              158,950

ITEM 4 (c)    (iv) Shared power to dispose or to direct the disposition
of:
              0

ITEM 5        Ownership of Five Percent or Less of a Class:
If this statement is being filed to report the fact that as of the
date hereof the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities, check
the following [ X ].

ITEM 6        Ownership of More than Five Percent on Behalf of Another
Person:
              All securities reported upon this schedule are owned by
advisory clients of Delphi Management Inc., no one of which, to the
knowledge of Delphi Management Inc., owns more than 5% of the class

ITEM 7        Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the
Parent Holding Company or Control Person:
              Not Applicable

ITEM 8        Identification and Classification of Members of the Group:
              Not Applicable

ITEM 9        Notice of Dissolution of Group:
              Not Applicable

ITEM 10       Certification
              By signing below I certify that, to the best of my
knowledge and belief, the securities referred to above were acquired and
are held in the ordinary course of business and were not acquired and
are not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were not
acquired and are not held in connection with or as a participant in any
transaction having that purpose or effect.

              SIGNATURE
              After reasonable inquiry and to the best of my knowledge
and belief, I certify that the information set forth in this statement
is true, complete and correct.
              August 16, 2004 / Date
              Jim Bussone / Signature
              Analyst / Title