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<SEC-DOCUMENT>0001144204-05-029248.txt : 20050919
<SEC-HEADER>0001144204-05-029248.hdr.sgml : 20050919
<ACCEPTANCE-DATETIME>20050919170903
ACCESSION NUMBER:		0001144204-05-029248
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20050915
ITEM INFORMATION:		Results of Operations and Financial Condition
ITEM INFORMATION:		Financial Statements and Exhibits
FILED AS OF DATE:		20050919
DATE AS OF CHANGE:		20050919

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			COFFEE HOLDING CO INC
		CENTRAL INDEX KEY:			0001007019
		STANDARD INDUSTRIAL CLASSIFICATION:	BEVERAGES [2080]
		IRS NUMBER:				113860760
		STATE OF INCORPORATION:			NV
		FISCAL YEAR END:			0930

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-32491
		FILM NUMBER:		051091834

	BUSINESS ADDRESS:	
		STREET 1:		4401 FIRST AVENUE
		STREET 2:		STE 1507
		CITY:			BROOKLYN
		STATE:			NY
		ZIP:			11232
		BUSINESS PHONE:		7188320800

	MAIL ADDRESS:	
		STREET 1:		4401 FIRST AVENUE
		STREET 2:		STE 1507
		CITY:			BROOKLYN
		STATE:			NY
		ZIP:			11232

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	TRANSPACIFIC INTERNATIONAL GROUP CORP
		DATE OF NAME CHANGE:	19960201
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>v025899.txt
<TEXT>

                                  UNITED STATES
                       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

      Date of Report (Date of earliest event reported): September 15, 2005

                            COFFEE HOLDING CO., INC.
                            ------------------------
             (Exact name of registrant as specified in its charter)

       Nevada                         001-32491                   11-2238111
       ------                         ---------                   ----------
(State or other jurisdiction          (Commission              (IRS Employer
      of incorporation)               File Number)           Identification No.)


           4401 First Avenue, Brooklyn, New York                  11232-0005
           -------------------------------------                  ----------
           (Address of principal executive offices)               (Zip Code)

       Registrant's telephone number, including area code: (718) 832-0800

                                 Not Applicable
                                 --------------
         (Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

|_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)

|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)

|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))

|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))

- --------------------------------------------------------------------------------

<PAGE>

Item 2.02   Results of Operations and Financial Condition.

      On September 15, 2005, Coffee Holding Co., Inc. announced its earnings for
      the third quarter ended July 31, 2005. A copy of the press release
      describing the earnings is attached as exhibit 99.1.

Item 9.01   Financial Statements and Exhibits.

      (c)   The following exhibit is furnished with this report:

            Exhibit No.                Description

            99.1                       Coffee Holding Co., Inc. press release
                                       dated September 15, 2005

<PAGE>

                                   SIGNATURES

      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.

Dated:  September 15, 2005           COFFEE HOLDING CO., INC.

                                     By:  /s/ Andrew Gordon
                                          --------------------------------------
                                     Name:Andrew Gordon
                                     Title:President and Chief Executive Officer

<PAGE>

                                  EXHIBIT INDEX

Exhibit No.      Description

99.1             Coffee Holding Co., Inc. press release dated September 15, 2005
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>2
<FILENAME>v025899_ex99.txt
<TEXT>
           Coffee Holding Company, Inc. Reports Third Quarter Earnings

BROOKLYN, New York--September 15, 2005--Coffee Holding Company, Inc. (AMEX:JVA)
today announced its results for the three and nine month periods ended July 31,
2005, which included 13 weeks.

In this release, the company:

o     Reports sales growth for the quarter of 68.6 percent;

o     Announces an earnings decrease of $322,420 compared to the three months
      ended July 31, 2004;

o     Records earnings per share loss of $(.08);

Net sales totaled $10,782,680 for the three months ended July 31, 2005, an
increase of $4,386,112 or 68.6 percent from $6,396,568 for the three months
ended July 31, 2004.

Net earnings decreased $322,420, or 257.0 percent, to $447,875 or $(.08) per
share for the three months ended July 31, 2005 compared to $125,455 or $(.03)
per share for the three months ended July 31, 2004.

Andrew Gordon, President and CEO of Coffee Holding, remarked, "Obviously, we are
never going to be satisfied with a losing quarter but quite frankly we remain
upbeat. The loss itself was a result of a $270,000 increase in allowance for
doubtful accounts receivable and an unrealized hedging loss - marked - to market
at the end of the quarter. As of August 31, 2005 the majority of this unrealized
loss has been reversed out. However, the coffee market continues to remain
extremely volatile. Beyond these two one time events, the quarter was overall a
positive considering prices declined by over 20% in roughly a 30 day period."

Gordon commented further, "Our sales of specialty green coffee remained high and
profitable during the summer months and our branded and private label sales were
healthy as well. In addition, we decreased prices by approximately 7% on our
branded and private label coffees during this period in response to a price
decline by national brands. However, despite the 20% decline in the price of
green coffee and pricing pressure from national brands our overall gross margins
declined by only 5.6%. In addition, we are extremely pleased with our 68% gain
in revenue quarter to quarter."

In closing, Gordon stated, "The third quarter is always our toughest. Although
there is little seasonality in the coffee business, the threat of a frost in
Brazil coupled with vacation and summer malaise makes running a coffee business
during the summer months a real challenge. We anticipate a strong rebound in the
fourth quarter."

About Coffee Holding

Coffee Holding is a leading integrated wholesale coffee roaster and dealer in
the United States and one of the few coffee companies that offers a broad array
of coffee products across the entire spectrum of consumer tastes, preferences
and price points. Coffee Holding has been a family operated business for three
generations and has remained profitable through varying cycles in the coffee
industry and the economy. The Company's private label and branded coffee
products are sold through the United States, Canada and abroad to supermarkets,
wholesalers, and individually owned and multi unit retail customers.

<PAGE>

Any statements that are not historical facts contained in this release are
"forward-looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995. It is possible that the assumptions made by
management for purposes of such statements may not materialize. Actual results
may differ materially from those projected or implied in any forward-looking
statements. Such statements may involve risks and uncertainties, including but
not limited to those relating to product demand, pricing, market acceptance, the
effect of economic conditions, intellectual property rights, the outcome of
competitive products, risks in product development, the results of financing
efforts, the ability to complete transactions, and other factors discussed from
time to time in the Company's Securities and Exchange Commission filings. The
Company undertakes no obligation to update or revise any forward-looking
statement for events or circumstances after the date on which such statement is
made.

<PAGE>

                                         COFFEE HOLDING CO., INC.
                                         CONDENSED BALANCE SHEETS
                                    JULY 31, 2005 AND OCTOBER 31, 2004
<TABLE>
<CAPTION>

                                                                                    July 31,      October 31,
                                                                                      2005           2004
                                                                                  (unaudited)
                                   - ASSETS -
CURRENT ASSETS:
<S>                                                                               <C>           <C>
     Cash                                                                         $ 1,234,142   $   642,145
     Due from broker                                                                2,154,937       873,901
     Accounts receivable, net of allowance for doubtful
       accounts of $420,349 for 2005 and $150,349 for 2004                          4,070,460     4,005,755
     Inventories                                                                    3,559,831     2,258,289
     Prepaid expenses and other current assets                                        434,620       676,395
     Deferred tax asset                                                               238,200       136,900
                                                                                  -----------   -----------
         TOTAL CURRENT ASSETS                                                      11,692,190     8,593,385

Property and equipment, at cost, net of accumulated depreciation of
    $3,635,827 and  $3,354,418 for 2005 and 2004, respectively                      2,363,463     2,286,936
Deposits and other assets                                                              41,521        33,496
                                                                                  -----------   -----------
               TOTAL ASSETS                                                       $14,097,174   $10,913,817
                                                                                  ===========   ===========

                    - LIABILITIES AND STOCKHOLDERS' EQUITY -
CURRENT LIABILITIES:
     Current portion of term loan                                                 $        --   $   252,000
     Current portion of obligations under capital lease                                 9,216       111,060
     Line of credit borrowings                                                      1,328,161     2,685,045
     Accounts payable and accrued expenses                                          2,681,050     4,658,836
     Income taxes payable - current                                                        --       160,000
                                                                                  -----------   -----------
         TOTAL CURRENT LIABILITIES                                                  4,018,427     7,866,941

Obligations under capital lease, net of current portion                                    --         5,855
Income taxes payable - deferred                                                        69,500        45,200
                                                                                  -----------   -----------
         TOTAL LIABILITIES                                                          4,087,927     7,917,996
                                                                                  -----------   -----------

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY:
     Preferred stock, par value $.001 per share; 10,000,000 shares authorized;
       none issued                                                                         --            --
     Common stock, par value $.001 per share; 30,000,000 shares authorized,
       5,529,830 and 3,999,650 shares issued and outstanding for 2005 and 2004,
       respectively                                                                     5,530         4,000
     Additional paid-in capital                                                     7,327,023       867,887
     Retained earnings                                                              2,676,694     2,123,934
                                                                                  -----------   -----------
         TOTAL STOCKHOLDERS' EQUITY                                                10,009,247     2,995,821
                                                                                  -----------   -----------
                 TOTAL LIABILITIES AND STOCKHOLDERS EQUITY                        $14,097,174   $10,913,817
                                                                                  ===========   ===========


- -----------------------------------------------------------------------------------------------------------------------------
</TABLE>
<PAGE>

                                              COFFEE HOLDING CO., INC.
                                          CONDENSED STATEMENTS OF INCOME
                              THREE AND NINE MONTHS ENDED JULY 31, 2005 AND 2004
                                                         (Unaudited)

<TABLE>
<CAPTION>
                                                    Nine Months Ended                 Three Months Ended
                                                       July 31,                          July, 31

                                                  2005            2004            2005            2004
                                                  ----            ----            ----            ----
<S>                                           <C>             <C>             <C>             <C>
NET SALES                                     $ 29,016,190    $ 18,577,528    $ 10,782,680    $  6,396,568

COST OF SALES                                   23,657,607      13,892,695       9,749,222       5,421,709
                                              ------------    ------------    ------------    ------------

GROSS PROFIT                                     5,358,583       4,684,833       1,033,458         974,859
                                              ------------    ------------    ------------    ------------

OPERATING EXPENSES:
     Selling and administrative                  3,801,669       3,091,110       1,420,090       1,036,381
     Bad debt expense                              270,000              --         270,000              --
     Officers' salaries                            399,271         370,424         135,975         123,475
                                              ------------    ------------    ------------    ------------
         TOTALS                                  4,470,940       3,461,534       1,826,065       1,159,856
                                              ------------    ------------    ------------    ------------

INCOME (LOSS) FROM OPERATIONS                      887,643       1,223,299        (792,607)       (184,997)
                                              ------------    ------------    ------------    ------------

OTHER INCOME (EXPENSE)
   Interest income                                  25,426           9,195          18,219           2,692

   Interest expense                                (88,130)       (137,846)        (24,908)        (56,250)
                                              ------------    ------------    ------------    ------------
                                                   (62,704)       (128,651)         (6,689)        (53,558)
                                              ------------    ------------    ------------    ------------

INCOME (LOSS) BEFORE INCOME TAXES                  824,939       1,094,648        (799,296)       (238,555)

   Provision (benefit) for income                  272,179         482,100        (351,421)       (113,100)
                                              ------------    ------------    ------------    ------------
   taxes

NET INCOME (LOSS)                             $    552,760    $    612,548    $   (447,875) $     (125,455)
                                              ============    ============    ============    ============

Basic  and diluted earnings (loss)            $        .12    $        .15    $       (.08)   $       (.03)
                                              ============    ============    ============    ============
per share

Weighted average common shares outstanding:

       Basic                                     4,448,864       3,999,650       5,332,644       3,999,650
                                              ============    ============    ============    ============
       Diluted                                   4,508,757       3,999,650       5,332,644       3,999,650
                                              ============    ============    ============    ============


- ----------------------------------------------------------------------------------------------------------
</TABLE>

</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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