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OMB
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OMB
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3235-0167
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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
15/A
CERTIFICATION
AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES
EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13
AND
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
Commission
File Number 0-9376
Innovative
Food Holdings, Inc.
(Exact
name of registrant as specified in its charter)
1923
Trade Center Way, Naples, FL 34109
(Address,
including zip code, and telephone number, including area code, of registrant’s
principal executive offices)
Common
(Title
of
each class of securities covered by this Form)
(Titles
of all other classes of securities for which a duty to file reports under
section 13(a) or 15(d) remains)
Please
place an X in the box(es) to designate the appropriate rule provision(s) relied
upon to terminate or suspend the duty to file reports:
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Rule
12g-4(a)(1)(i)
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o |
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Rule
12h-3(b)(1)(i)
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o |
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Rule
12g-4(a)(1)(ii)
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o |
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Rule
12h-3(b)(1)(ii)
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o |
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Rule
12g-4(a)(2)(i)
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o |
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Rule
12h-3(b)(2)(i)
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o |
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Rule
12g-4(a)(2)(ii)
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o |
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Rule
12h-3(b)(2)(ii)
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o |
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Rule
15d-6
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o |
Approximate
number of holders of record as of the certification or notice date:
This
Amendment is being filed for the purpose of withdrawing the registrant’s filing
of a Form 15 on October 6, 2004, inasmuch as the original filing was made in
error as the registrant had an amount of record holders of its common stock
in
excess of the amount prescribed by the applicable regulations at the time of
the
initial filing. As a result, the original filing should be deemed a nullity
and
as if it never occurred and the registrant remains subject to the mandatory
reporting requirements of the Securities Exchange Act of 1934.
Pursuant
to the requirements of the Securities Exchange Act of 1934 (Name
of registrant as specified in charter)
has
caused this certification/notice to be signed on its behalf by the undersigned
duly authorized person.
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Date:
6/26/2006
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By:
/s/ SAM
KLEPFISH
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Sam
Klepfish, Interim President
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Instruction:
This form is required by Rules 12g-4, 12h-3 and 15d-6 of the General Rules
and
Regulations under the Securities Exchange Act of 1934. The registrant shall
file
with the Commission three copies of Form 15, one of which shall be manually
signed. It may be signed by an officer of the registrant, by counsel or by
any
other duly authorized person. The name and title of the person signing the
form
shall be typed or printed under the signature.
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SEC
2069 (12-04)
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Persons
who respond to the collection of information contained in this form
are
not required to respond unless the form displays a currently valid
OMB
control number.
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