COFFEE HOLDING CO INC — Earnings Release 2006

Sep 8, 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): September 7, 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 September 7, 2006, Coffee Holding Co., Inc. announced its earnings for the quarter and nine months ended July 31, 2006. A copy of the press release describing the earnings 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 September 7, 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.

| /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 September 7, 2006