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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-C
REPORT OF ISSUER OF SECURITIES QUOTED ON NASDAQ INTER-DEALER
QUOTATION SYSTEM FILED PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 AND RULES 13a-17 AND 15d-17 THEREUNDER
(EXACT NAME OF ISSUER AS SPECIFIED IN CHARTER) NEW WORLD COFFEE INC.
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) 379 West Broadway
New York, NY 10012
(ISSUER'S TELEPHONE NUMBER, INCLUDING AREA CODE) 212-343-0552
I. CHANGE IN NUMBER OF SHARES OUTSTANDING
Indicate any change (increase or decrease) of five percent or more in the number
of shares outstanding:
1. TITLE OF SECURITY: Common Stock
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2. NUMBER OF SHARES OUTSTANDING BEFORE THE CHANGE: 4,741,029
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3. NUMBER OF SHARES OUTSTANDING AFTER THE CHANGE: 5,684,425*
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*Equivalent Common converted at $3.975
4. EFFECTIVE DATE OF CHANGE: June 28, 1996
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5. METHOD OF CHANGE: Placement of equity financing
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Specify method (such as merger, acquisition, exchange,
distribution, stock split, acquisition of stock for treasury, etc.)
GIVE BRIEF DESCRIPTION OF TRANSACTION:
On June, 28, 1996, the Company sold 375 shares of Series A
convertible preferred stock for $3,750,000. The preferred stock is
convertible at the option of the holder and is automatically
converted into common stock in three years. The preferred is
convertible into common stock at a rate determined by the average
closing bid price five days prior to conversion not to exceed $3.975
DATE: June 28, 1996 /s/Jerold Novack
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Jerold Novack
Vice President Finance
