COFFEE HOLDING CO INC — Earnings Release 2006

Nov 27, 2006

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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): November 20, 2006

| 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):

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

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

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

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

Item 2.02 Results of Operations and Financial Condition.

On November 20, 2006, Coffee Holding Co., Inc. issued a press release disclosing certain information regarding its fiscal year 2006 results of operations. A copy of the press release is attached as exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

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

| Exhibit
No. | Description |
| --- | --- |
| 99.1 | Coffee
Holding Co., Inc. press release dated November 20, 2006 |

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:
November 27, 2006 | |
| --- | --- |
| By: | /s/
Andrew Gordon |
| Name: | Andrew
Gordon |
| Title: | President
and Chief Executive Officer |

EXHIBIT INDEX

| Exhibit
No. | Description |
| --- | --- |
| 99.1 | Coffee
Holding Co., Inc. press release dated November 20,
2006 |