Edgar Filing: DORF CARL

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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3235-0287

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

DORF CARL

2. Issuer Name and Ticker or Trading Symbol
21ST CENTURY HOLDING CO [TCHC]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

__X__ Director	_____ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

(Last)

(First)

(Middle)

3661 WEST OAKLAND PARK BLVD., SUITE 300

3. Date of Earliest Transaction (Month/Day/Year)
06/03/2003

(Street)

LAUDERDALE LAKES, FL 33311

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/03/2003⁽¹⁾		L		33.8983	A ⁽¹⁾	$ 12.39	6,033.8983 ⁽²⁾	I	Held by Dorf Trust ⁽¹⁾
Common Stock	09/03/2003⁽¹⁾		L		35.263	A ⁽¹⁾	$ 15.4	6,069.1613 ⁽²⁾	I	Held by Dorf Trust ⁽¹⁾
Common Stock	12/02/2003⁽¹⁾		L		39.3338	A ⁽¹⁾	$ 15.43	6,108.4951 ⁽²⁾	I	Held by Dorf Trust ⁽¹⁾
Common Stock	08/18/2004⁽³⁾		S		286	D ⁽³⁾	$ 19.9	8,734.4951 ⁽²⁾	I	Held by Dorf Trust ⁽³⁾
Common Stock	08/18/2004⁽³⁾		S		500	D ⁽³⁾	$ 19.91	7,984.4951 ⁽²⁾	I	Held by Dorf Trust ⁽³⁾
Common Stock								14,250 ⁽²⁾	I	Held by Dorf Partners 2001 LP
Common Stock								1,500 ⁽²⁾	I	Held jointly with spouse ⁽⁴⁾
Common Stock								900 ⁽²⁾	I	Held by Spouse's child ⁽⁵⁾
Common Stock								59,400 ⁽²⁾	D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.		SEC 1474 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Options ⁽⁶⁾

$ 8.333 ⁽²⁾

06/04/2003

06/04/2008

Common Stock

15,000 ⁽²⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
DORF CARL 3661 WEST OAKLAND PARK BLVD., SUITE 300 LAUDERDALE LAKES, FL 33311	X

Signatures

/s/ Carl Dorf		10/22/2004
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	Shares acquired through a dividend reinvestment option on the account, which shares were inadvertently omitted from the previously reported total.
(2)	All share totals have been adjusted for the issuer's 3-for-2 stock split in September 2004.
(3)	Shares owned with spouse that were subsequently transferred to an account controlled by the reporting person's spouse. Shares sold were sold due to margin call by broker. The reporting person disclaims beneficial ownership of these shares.
(4)	Shares remaining jointly owned with spouse.
(5)	The reporting person no longer has investment authority over this account and disclaims beneficial ownership of these shares.
(6)	The options are fully vested.

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