UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                                       SEC File Number:000-32307
                                                       CUSIP Number: 020731 10 5

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING

(Check One):  ( ) Form 10-K    ( ) Form 11-K   (X) Form 10-QSB    ( ) Form N-SAR

         For Period Ended: September 30, 2003

        ( )   Transition Report on Form 10-KSB
        ( )   Transition Report on Form 20-K
        ( )   Transition Report on Form 11-K
        ( )   Transition Report on Form 10-Q
        ( )   Transition Report on Form N-SAR

           For the Transition Period Ended:
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  Read instructions (on back page) Before Preparing Form, Please Print or Type,
      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 checked above, identify
the Item(s) to which the notification relates:

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                         PART I - REGISTRANT INFORMATION

Alpha Holding, Inc.
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Full Name of Registrant

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Former Name if Applicable

515 Madison Avenue  Suite 2100
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Address of Principal Executive Office (Street and Number)

New York                   New York                                   10022
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   City                     State                 Country            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, 11K, Fork 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 the Form 10-Q, 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 the Form 10-K,  11-K,  10-Q,
N-SAR, or the transition report or portions thereof, could not be filed with the
prescribed time period. (Attach Extra sheets if Needed)

                     FINANCIAL STATEMENTS NOT YET COMPLETED

                           PART IV - OTHER INFORMATION

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

John Beasty                          212                       755-3636
- -----------                          ---                       --------
(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 reports) been filed? If the answer is no,
identify report(s).
                      Yes   X                    No
                          -------                   --------

(3) It is 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                        No    X
                          -------                   --------







If so, attach an explanation of the anticipated change, both narratively and
quantativly, and, if appropriate, state the reasons why a reasonable estimate of
the results cannot be made.

                               Alpha Holding, Inc.
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                  (Name of Registrant as Specified in Charter)

has  caused  this  notification  to be signed on its  behalf by the  undersigned
hereunto duly authorized.


Date: November 17, 2003                By: /s/ John R. Rice, III
                                           -------------------------------------
                                               John R. Rice, III, President