SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12B-25
NOTIFICATION OF LATE FILING
Commission File Number: 333-00588-NY
(Check One): [X] Form 10-K and Form 10-KSB [ ] Form 11-K [ ] Form 10-Q
[ ] Form N-SAR
For Period Ended: October 31, 2004
-----------------------------------------------------
[ ] Transition Report on Form 10-K [ ] Transition Report on Form 10-Q
[ ] Transition Report on Form 20-F [ ] Transition Report on Form N-SAR
[ ] Transition Report on Form 11-K
For the Transition Period Ended:
Read attached instruction sheet before preparing form. Please print or
type.
Nothing in this form shall be construed to imply that the Commission
has verified any information contained herein.
If the notification relates to a portion of the filing checked above,
identify the Item(s) to which the notification relates: Annual Report on Form
10-KSB.
PART I. REGISTRANT INFORMATION
Full name of registrant Coffee Holding Co., Inc.
----------------------------
Former name if applicable,
--------------------------------------------
Address of principal executive office (Street and number) 4401 First Avenue
-----------------------
City, State and Zip Code Brooklyn, New York 11232-0005
-------------------------------------
PART II. RULE 12B-25 (B) AND (C)
If the subject report could not be filed without unreasonable effort or
expense and the registrant seeks relief pursuant to Rule 12b-25(b), the
following should be completed. (Check box if appropriate.)
(a) The reasons described in reasonable detail in Part III of this
form could not be eliminated without unreasonable effort or
expense;
(b) The subject annual report, semi-annual report, transition report
on Form 10-K, 20-F, 11-K or Form N-SAR, or portion thereof will
be filed on or before the 15th calendar day following the
prescribed due date; or the subject quarterly report or
[X] transition report on Form 10-Q, or portion thereof will be filed
on or before the fifth calendar day following the prescribed due
date; and
(c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached if applicable.
PART III. NARRATIVE
State below in reasonable detail the reasons why Form 10-K, 11-K, 20-F,
10-Q, N-SAR or transition report portion thereof could not be filed within the
prescribed time period. (Attach extra sheets if needed.)
The Registrant has encountered unanticipated delays in compiling the
financial information necessary to complete the financial statements for its
Annual Report on Form 10-KSB, which delays could not be eliminated by the
Registrant without unreasonable effort or expense.
As a result of the foregoing unusual circumstances and in the interest
of full and accurate disclosure and to avoid incurring unreasonable effort or
expense, the Registrant requires additional time to prepare its Form 10-KSB
filing. The Registrant represents that the filing will be made no later than the
fifth calendar day following the prescribed due date.
PART IV. OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Andrew Gordon, Chief Executive Officer, President and Treasurer
(718) 832-0800
---------------------------------------------------------------
(Name) (Area code) (Telephone number)
(2) Have all other periodic reports required under Section 13 or 15(d) of the
Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of
1940 during the preceding 12 months or for such shorter period that the
registrant was required to file such report(s) been filed? If the answer is no,
identify report(s).
Yes [X] No [ ]
(3) Is it anticipated that any significant change in results of operations from
the corresponding period for the last fiscal year will be reflected by the
earnings statements to be included in the subject report or portion thereof?
Yes [ ] No [X]
If so: attach an explanation of the anticipated change, both
narratively and quantitatively, and, if appropriate, state the reasons why a
reasonable estimate of the results cannot be made.
================================================================================
Coffee Holding Co., Inc.
--------------------------------------------------------------------------------
(Name of Registrant as specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: January 31, 2005 By: /s/ Andrew Gordon
------------------------------------------
Andrew Gordon
Chief Executive Officer, President and Treasurer
================================================================================
ATTENTION
Intentional misstatements or omissions of fact constitute Federal Criminal
Violations (See 18 U.S.C. 1001).