ORIGINAL ITALIAN PASTA PRODUCTS CO INC
NT 10-Q, 1997-11-14
MISCELLANEOUS FOOD PREPARATIONS & KINDRED PRODUCTS
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                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM 12B-25

                           NOTIFICATION OF LATE FILING

                                                 Commission File Number: 0-16161
(Check One)

[ ] Form 10-K and Form 10-KSB Form [ ] 11-K  
[ ] Form 20-F |X| Form 10-Q and Form 10-QSB [ ] Form N-SAR
         For the period ended  September  30, 1997   
[ ] Transition  Report on Form  10-K  and  Form  10-KSB    
[ ] Transition  Report  on Form  20-F  
[ ] Transition  Report on Form 11-K   
[ ] Transition  Report on Form 10-Q and Form 10-QSB  
[ ] Transition Report on Form N-SAR

         For the transition period ended _____________

         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  check  above,
identify the item(s) to which the notification relates:_________________________
________________________________________________________________________________

                                     PART I
                             REGISTRANT INFORMATION

  Full name of registrant:  Original Italian Pasta Products Co., Inc.
                            ----------------------------------------------------
  Former name if applicable:
                             ---------------------------------------------------
  Address of principal executive office (Street and Number):  36 Auburn Street
                                                             -------------------
  City, State and Zip Code:  Chelsea, Massachusetts  02150
                            ----------------------------------------------------
  
                                     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 appropriate box.)

         |X| (a) The reasons  described in reasonable detail in Part III of this
form could not be eliminated without unreasonable effort or expense;








         |X| (b) The  subject  annual  report,  semi-annual  report,  transition
report on Form 10-K,  10-KSB,  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 transition  report on Form 10-Q,  10-QSB, 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,  10-KSB,
11-K, 20-F, 10-Q,  10-QSB,  N-SAR or the transition report portion thereof could
not be filed within the prescribed time period. (Attach extra sheets if needed).

         The  delay  in the  filing  of the form  10-QSB  for the  period  ended
September  30,  1997  could not be  eliminated  without  unreasonable  effort or
expense due to the recent  departure  from the company of its controller and the
resignation of its Chief Financial Officer.

                                     PART IV
                                OTHER INFORMATION

         (1) Name and  telephone  number of person to  contact in regard to this
notification.

Paul K. Stevens            (617) 884-5211
- --------------------------------------------------------------------------------
(Name)                     (Area Code) (Telephone Number)

         (2) Have all other periodic  reports required under Section 13 or 15(d)
or 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).

                                                    [X] Yes    [ ] 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?

                                                    [X] Yes    [ ] No

         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.

         SEE EXHIBIT A ATTACHED HERETO.

  Original Italian Pasta Products 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:  November 14, 1997                    By: /s/Paul K. Stevens
                                                ------------------
                                            Paul K. Stevens, President








                                    EXHIBIT A

            ORIGINAL ITALIAN PASTA PRODUCTS CO., INC. ("THE COMPANY")

         Due to a  substantial  reduction in the  Company's  sales  volume,  the
Company  anticipates a significant  change in its results of operations  for the
period ended  September  30, 1997 as compared to the period ended  September 30,
1996.  Specific  quantitative  results  with  respect  to  such  change  are not
presently   available  due  to  the  reasons  described  in  Part  III  of  this
notification.




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