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


                                   May 3, 1999
                Date of Report (Date of earliest event reported)


                              POORE BROTHERS, INC.
             (Exact name of registrant as specified in its charter)


         DELAWARE                       1-14556                  86-0786101
(State or other jurisdiction     (Commission File Number)      (I.R.S. Employe
      of incorporation)                                      Identification No.)


                           3500 South La Cometa Drive
                             Goodyear, Arizona 85338
               (Address of principal executive offices)(zip code)


                                 (602) 932-6200
              (Registrant's telephone number, including area code)

ITEM 5. OTHER EVENTS

     On May 3, 1999, the Registrant issued a press release regarding the signing
of a letter of intent to acquire Wabash Foods, LLC for 4.0 million shares of
common stock and assumption of debt. The Registrant simultaneously signed a
management contract pursuant to which the Registrant will manage the operations
of Wabash Foods pending completion of the acquisition. The Registrant will
receive a management fee for such services. Completion of the acquisition is
subject to the signing of a definitive purchase agreement, approval by the
Registrant's Board of Directors, and approval by the Registrant's shareholders.
The acquisition is expected to close in the third quarter. A copy of the press
release is attached hereto as Exhibit 99.1, which press release is hereby
incorporated by reference herein.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

          (c)  Exhibits.

               99.1   Press release of Poore Brothers, Inc. dated May 3, 1999.


                                    SIGNATURE

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.


                                    POORE BROTHERS, INC.
                                       (Registrant)


Date: May 5, 1999                   By: /s/ Thomas W. Freeze
                                      ------------------------------------------
                                      Thomas W. Freeze
                                      Vice President and Chief Financial Officer


                                  EXHIBIT INDEX


Exhibit Number                            Description
- --------------                            -----------

   99.1                  Press Release of Poore Brothers, Inc. dated May 3, 1999

EX-99.1

                                  EXHIBIT 99.1

                      POORE BROTHERS SIGNS LETTER OF INTENT
                     TO ACQUIRE FORMER KEEBLER SNACK BRANDS

     May 3, 1999 -- Poore Brothers,  Inc. (Nasdaq: POOR) announced today that it
has  signed a letter of intent to  acquire  Wabash  Foods,  LLC for 4.0  million
shares of common stock and assumption of debt. The Company simultaneously signed
a  management  contract  pursuant  to  which  Poore  Brothers  will  manage  the
operations of Wabash Foods pending completion of the acquisition. Poore Brothers
will receive a management fee for such services.

     Completion  of the  acquisition  is subject to the signing of a  definitive
purchase agreement, approval by Poore Brothers' Board of Directors, and approval
by Poore  Brothers'  shareholders.  The  acquisition is expected to close in the
third quarter.

     Mr. Eric J. Kufel,  President and CEO,  stated "The  acquisition  of Wabash
Foods is a very positive  financial and strategic  action for Poore Brothers and
its shareholders.  In addition to acquiring a profitable,  growing business that
is  currently  generating  over  $12.0  million  in  annualized  revenues,   the
acquisition will result in  diversification of Poore Brothers' lineup of unique,
consumer preferred snack brands and will provide Poore Brothers access to Wabash
Foods' national vending distribution network."

     "The management  contract fees, coupled with expected strong revenue growth
from Poore Brothers base business,  should  positively  impact Company operating
results  beginning in the second quarter.  Upon  completion of the  acquisition,
Poore  Brothers  is  projected  to  generate   approximately  $30.0  million  in
annualized net sales and achieve profitability in the near future."

     Wabash Foods produces and markets former Keebler Company owned salted snack
brands, including O'Boisies(R),  Tato Skins(R),  Pizzarias(R),  Ripplins(R), Cha
Chos(R),   Braids(R)  and  Knots(R),  at  its  Bluffton,  Indiana  manufacturing
facility.  Upon completion of the  acquisition,  the Company will possess potato
chip, potato crisp, tortilla chip and pretzel manufacturing capabilities.

     Mr. Thomas W. Freeze,  Poore Brothers Chief Financial  Officer,  commented,
"It is especially encouraging that Wabash Foods is profitable while operating at
approximately 15% of capacity.  Upon completion of the acquisition,  the Company
will be well positioned to grow its mid-western business by executing additional
strategic  acquisitions  and  implementing  base business  growth  programs that
leverage the Company's Bluffton, Indiana manufacturing capabilities."

     "Since its inception in April 1998,  Wabash Foods has done a tremendous job
re-building  the former  Keebler owned salted snack brands into major players in
the  vending  distribution  channel and paving the way to grow the brands in the
retail and mass merchandiser channels.  Currently,  over 80% of Wabash Foods net
sales are derived from vending channel revenues, which are sold through Wabash's
national broker network."

     "Wabash's  success  in  the  vending  channel  is a  direct  result  of the
uniqueness and consumer acceptance of the former Keebler product lines.  Keebler
supported  these  businesses  with  television  advertising  for over a  decade,
creating strong brand awareness.  Wabash intelligently capitalized on the equity
of these brands by launching  the products into the vending  channel,  which has
resulted  in mass  product  acceptance.  Wabash's  sales  currently  approximate
40,000,000 bags a year into the vending channel. This strong consumer acceptance
now needs to be translated into increased grocery  distribution,  which is Poore
Brother's strength."

     "The  synergies  from  this  acquisition   include   leveraging  the  Poore
Brothers(R)  and Bob's Texas  Style(R)  brand products into Wabash Foods vending
distribution  channel and conversely  selling the Wabash Foods brands into Poore
Brothers'  retail  sales and  distributor  network.  The  Company  also plans to
leverage  Wabash Foods  unique  manufacturing  capability  to develop and launch
innovative new products."

     Poore Brothers also announced that upon completion of the acquisition,  Mr.
Larry R. Polhill is expected to join Poore  Brothers'  Board of  Directors.  Mr.
Polhill  is  President  of  American  Pacific  Financial  Corporation,  an asset
management firm based in San Bernardino, California, with investments in over 20
companies.  The  companies  include Pate Foods  Corporation,  an Illinois  based
manufacturer of salted snack products and Pate's Bakery,  LLC, a manufacturer of
cookies and  crackers.  Wabash Foods is a wholly owned  subsidiary of Pate Foods
Corporation.  Mr.  Polhill is  currently a director of several  privately  owned
companies and functions in numerous other director and advisory roles.

     "We are  extremely  pleased  to be adding  an  executive  of Mr.  Polhill's
caliber  to the  Company's  Board  of  Directors.  He  adds to  Poore  Brothers'
extensive industry and financial  experience,  excellent capital resources,  and
strong relationships with existing and potential major customers." commented Mr.
Kufel.

     Mr. Polhill  commented,  "This acquisition is an excellent  opportunity for
shareholders  of both  companies  because it creates  an  organization  with the
management talent,  manufacturing  capabilities,  and unique brands necessary to
profitably compete long-term in the salted snack category."

                      ************************************

     Poore  Brothers  is a regional  salted  snack  manufacturer,  marketer  and
distributor  based in Goodyear,  Arizona.  The Company's primary emphasis is the
manufacture of premium batch-cooked potato chips under the Poore Brothers(R) and
Bob's Texas Style(R) brand names. In addition,  the Company manufactures private
label potato chips for major  retailers in Arizona and California and operates a
direct  store  delivery  distribution  business in Arizona  and a  merchandising
operation in south/central Texas.

     For further  information  about  Poore  Brothers  or this  release,  please
contact Thomas W. Freeze,  Vice President and Chief Financial Officer,  at (602)
932-6200.

     Certain statements contained herein may be "forward-looking" statements (as
such term is defined in the Private  Securities  Litigation Reform Act of 1995).
Because such  statements  include risks and  uncertainties,  actual  results may
differ  materially  from those  expressed  or  implied  by such  forward-looking
statements.  Factors that could cause  results to differ  materially  from those
expressed or implied by such  forward-looking  statements  include,  but are not
limited to, those  discussed in filings made by the Company with the  Securities
and Exchange Commission.