UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
  
   
FORM 12b-25
SEC FILE NUMBER
000-52533
   
NOTIFICATION OF LATE FILING
  


(Check One):
o  Form 10-K   o  Form 20-F   o  Form 11-K    x  Form 10-Q   o  Form 10-D    o Form N-SAR   o Form N-CSR
 
For Period Ended September 30, 2014
 
 
o
Transition Report on Form 10-K
 
o
Transition Report on Form 20-F
 
o
Transition Report on Form 11-K
 
o
Transition Report on Form 10-Q
 
o
Transition Report on Form N-SAR
   
For the Transition Period Ended: _______________
 
If the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates:
 
 
 
PART I – REGISTRANT INFORMATION
 
HANGOVER JOE’S HOLDING CORPORATION
 
Full Name of Registrant
 
 
 
Former Name if Applicable

 
9 Music Square South
 
Address of Principal Executive Office (Street and Number)

 
Nashville  TN  37023
 
City, State and Zip Code

 
 

 
 
PART II – RULES 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 box if appropriate)
 
 
(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, Form 20-F, Form 11-K or Form N-SAR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q, or portion thereof, will be filed on or before the 5th calendar day after 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 why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.
 
The registrant was unable without unreasonable effort and expense to compile, disseminate and review the information required to be presented in the subject Form 10-Q for the period ended September 30, 2014 before the required filing date for such form.
 
PART IV – OTHER INFORMATION
 
(1)
Name and telephone number of person to contact in regard to this notification

  Matthew Veal    (303)     872-5939  
 
(Name)
  
(Area Code)
  
  (Telephone Number)
  
 
(2)
Have all other periodic reports required under Section 13 or 15(d) of 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 answer is no, identify report(s).     Yes x   No o
 
(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?     Yes o   No x
 
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.
 
 
 

 
HANGOVER JOE'S HOLDING CORPORATION
(Name of Registrant as Specified in Charter)


 
has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.
 
  By   /s/ Matthew Veal
Date:   November 14, 2014
      Matthew Veal
      CEO and Chief Financial Officer