SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-KSB

Annual Report Pursuant to Section 13 or 15(d)
of the Securities and Exchange Act of 1934

For the fiscal year ended September 30, 1997. 

Commission File Number                33- 3588-NY 

          TRANSPACIFIC INTERNATIONAL GROUP CORP.           
(Name of Small Business Issuer in Its Charter)

       Nevada                                         11-3860760      
(State of Incorporation)          (IRS Identification Number)

347 Fifth Ave., Suite 1507, New York, NY              10016  
(Address of principal executive offices)              (Zip Code)

                    (212) 213-6908                                
(Issuer's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:  
None              

Securities registered pursuant to Section 12(g) of the Act:  None

     Check whether the issuer: (1) filed all reports required to be filed by 
Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for 
such shorter period that the registrant was required to file such reports), 
and (2) has been subject to such filing requirements for the past 90 days.  

Yes   X   No         

     Check if there is no disclosure of delinquent filers in response to Item 
405 of Regulation S-B is not contained in this form, and no disclosure will be 
contained, to the best of registrant's knowledge, in definitive proxy or 
information statements incorporated by reference in Part III of this Form 
10-KSB or any amendment to this Form 10-KSB.          

     State issuer's revenues for its most recent fiscal year.     0    

     The aggregate market value of the voting stock held by non-affiliates of 
the registrant is $97.00.  
     As of September 30, 1997 there were 97,000 shares of the issuer's common 
stock, $.0001 par value per share, issued and outstanding.<PAGE>
TRANSPACIFIC INTERNATIONAL GROUP CORP.
10-KSB
September 30, 1997

PART I


Item 1.  DESCRIPTION OF BUSINESS

     The Company was organized under the laws of the State of Nevada on 
October 9, 1995.  Since inception, the primary activity of the Company has 
been directed to organizational efforts and obtaining initial financing.  The 
Company was formed as a vehicle to pursue a Business Combination.   

     The Company's initial public offering comprised 3,000 shares of common 
stock (the "Common Stock") at a purchase price of $6.00 per share.  

     The Company was organized for the purposes of creating a corporate 
vehicle to seek, investigate and, if such investigation warrants, engaging in 
Business Combinations presented to it by persons or firms who or which desire 
to employ the Company's funds in their business or to seek the perceived 
advantages of publicly-held corporation.  The Company's principal business 
objective is to seek long-term growth potential in a Business Combination 
venture rather than to seek immediate, short-term earnings.  The Company is 
not restricting its search to any specific business, industry or geographical 
location, and the Company may engage in a Business Combination.     

     The Company has 18 months from its date of effectiveness (February 12, 
1998) to consummate a Business Combination, including the filing of a 
post-effective amendment and shareholder reconfirmation offering.  If a 
consummated Business Combination has not occurred by the date 18 months after 
the effective date of the initial registration statement, the funds held in 
escrow shall be returned by first class mail to the purchasers within five (5) 
business days following that date.

     The Company has entered into an agreement and plan of merger (the "Merger 
Agreement") with Coffee Holding Co., Inc. ("Coffee"), a distributer, roaster 
and wholesaler of coffee.  Pursuant to the Merger Agreement dated October 31, 
1997, Coffee shall be merged into the Company, with the Company as the 
surviving entity (the "Merger").  Thus, on the Effective Date (as defined in 
the Merger Agreement), all Coffee shareholders shall become shareholders of 
the Company as a result of the Merger.  

     Pursuant to Rule 419, the Company has filed withe the Commission, a 
post-effective amendment to its registration statement on Form SB-2 under the 
Securities Act with respect to the common shares subject to the reconfirmation 
offer thereto.

     Coffee was incorporated in the State of New York on January 22, 1971.  
Coffee commenced operations in 1971, and began its business trading green 
coffee.  Since then, Coffee has diversified its operations to include 
distribution of roasted and blended coffees, as well as sales of green 
coffees. Coffee's business now incorporates many segments of the coffee 
industry, including roasting and packaging their own line of blended coffees, 
such as "Via Roma" and "Cafe Caribe," roasting and packaging private label 
coffee for large supermarket chains, roasting and packaging specialized 
blended "gourmet" coffees, selling or brokering green coffee to small roasters 
or coffee shop operators, and operating their own warehouse equipped with 
modern roasting and packaging machinery. The executive offices of Coffee are 
located at 4401 First Avenue, Brooklyn, New York 11232 .  Coffee's phone 
number is (718) 832-0800.    

     The Company does not currently engage in any business activities which 
provide any cash flow.  The costs of identifying, investigating, and analyzing 
Business Combinations are being paid with money in the Company's treasury.  
Persons who purchased shares in the Company's initial public offering and 
other shareholders have not had much opportunity to participate in any of 
these decisions.  The Company's proposed business is sometimes referred to as 
a "blank check" company because investors entrust their investment monies to 
the Company's management before they have a chance to analyze any ultimate use 
to which their money may be put.  Although substantially all of the Company's 
initial public offering are intended to be utilized generally to effect a 
Business Combination, such proceeds have not otherwise been designated for any 
specific purposes.  Pursuant to Rule 419, prospective investors who invest in 
the Company will have an opportunity to evaluate the specific merits or risks 
of only the Business Combination management decides to enter into.

     Although the Company is subject to regulation under the Securities Act of 
1933 and the Securities Exchange Act of 1934, management believes the Company 
is not subject to regulation under the Investment Company Act of 1940.  The 
regulatory scope of the Investment Company Act of 1940, as amended (the 
"Investment Company Act"), was enacted principally for the purpose of 
regulatory vehicles for pooled investments in securities, extends generally to 
companies primarily in the business of investing, reinvesting, owning, holding 
or trading securities.  The Investment Company Act may, however, also be 
deemed to be applicable to a Company which does not intend to be characterized 
as an Investment Company but which, nevertheless, engages in activities which 
may be deemed to be within the definition of the scope of certain provisions 
of the Investment Company Act.  The Company believes that its principle
activities will not subject it to regulation under the Investment Company 
Act.  Nevertheless, there can be no assurances that the Company will not be 
deemed to be an Investment Company.  Pending utilization of the proceeds from 
the exercise of the Warrants, the funds may be invested primarily in 
certificates of deposit, interest bearing savings accounts or government 
securities.  In the event the Company is deemed to be an Investment Company, 
the Company may be subject to certain restrictions relating to the Company's 
activities, including restrictions on the nature of its investments and the 
issuance of securities. The Company has obtained no formal determination from 
the Securities and Exchange Commission as to the status of the Company under 
the Investment Company Act of 1940.

     The Company presently has no employees.  

Item 2.  DESCRIPTION OF PROPERTY

     The Company is presently using the office of David Chang, CPA, Secretary 
of the Company, as its office.  Mr. Chang does not charge the Company for this 
service.  Such arrangement is expected to continue until a Business 
Combination is effected, including effectiveness of a post-effective amendment 
and shareholder reconfirmation.

     The Company at present owns no equipment, and does not intend to own any 
prior to engaging in a Business Combination.  

Item 3.  LEGAL PROCEEDINGS

     The Company is not presently a party to any litigation, nor, to the 
knowledge of management, is any litigation threatened against the Company 
which may materially affect the Company.


Item 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

     There were no shareholders meeting in the fourth quarter of this fiscal 
year.

Item 5.  MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED 
       STOCKHOLDER MATTERS                              

     There is no established public trading market for the Company's common 
shares.  As of September 30, 1997, there were 97,000 shares of common stock 
outstanding, excluding 3,000 shares currently held in escrow.  The par value 
per share is $.0001.  The Company has not paid any dividends on its common 
stock in the past, nor does it foresee paying dividends in the near future.  
Pursuant to its initial public offering, the Company offered 3,000 shares of 
Common Stock at $6.00 per share.  All 3,000 shares were sold and, along with 
the proceeds of that offering,  are presently held in escrow pending 
consummation of a Business Combination.

Item 6.  MANAGEMENT'S PLAN OF OPERATION

     The Company does not currently engage in any business activities which 
provide any cash flow.  The costs of identifying, investigating, and analyzing 
Business Combinations are being paid with money in the Company's treasury, and 
not with proceeds received from the Company's initial public offering.  

     The Company may seek a Business Combination in the form of firms which 
have recently commenced operations, are developing companies in need of 
additional funds for expansion into new products or markets, are seeking to 
develop a new product or service, or are established businesses which may be 
experiencing financial or operating difficulties and are in need of additional 
capital.   A Business Combination may involve the acquisition of, or merger 
with, a Company which does not need substantial additional capital but which 
desires to establish a public trading market for its shares, while avoiding 
what it may deem to be adverse consequences of undertaking a public offering 
itself, such as time delays, significant expense, loss of voting control and 
compliance with various Federal and State securities laws.

     The Company has entered into a merger agreement with Coffee pursuant to 
which Coffee shall merge into the Company.  The terms of the Merger are set 
forth in the Merger Agreement and consummation of the Merger is conditioned 
upon, among other things, the acceptance of the Reconfirmation Offer by 
holders of at least 80% of the shares owned by investors in the Company's 
initial public offering. As a result of the consummation of the Merger, Coffee 
will be merged into Transpacific, with Transpacific as the Surviving Entity. 
Upon consummation of the Merger, (i) each shareholder who holds shares of 
Transpacific's common stock registered pursuant to a registration statement 
declared effective by  the Securities and Exchange Commission on August 12, 
1996 ("Registered Common Stock") prior to the Merger and who accepts the 
Reconfirmation Offer shall continue to hold his or her share certificate(s) 
representing Transpacific's Registered Common Stock; and  (ii) each 
stockholder of  Registered Common Stock who rejects the Reconfirmation Offer 
will be paid his or her pro rata share of the amount in the Escrow Account of 
approximately $5.40 per share.  In the event the escrowed funds exceed $16,200 
at the consummation of the Merger, those funds shall be distributed on a pro 
rata basis to those Transpacific shareholders who reject the reconfirmation 
offering.  At the Effective Date of the Merger, 100% of the issued and 
outstanding shares of Coffee shall be canceled.  Transpacific common stock 
shall be split ten for one (10:1), after which 3,000,000 shares shall be 
issued to Coffee shareholders after the Effective Date, current Transpacific 
shareholders shall own 1,000,000 shares, representing 25% of the Surviving 
Entity.  This amount includes certain Transpacific shareholders who are also 
shareholders of Coffee. (See "Item 11 - Security Ownership of Certain 
Beneficial Owners and Management")

     Prior to execution of the Merger Agreement, certain inside shareholders 
of Transpacific entered into an agreement with Andrew Gordon and David Gordon, 
both officers, directors and shareholders of Coffee, as well as other persons 
(the "Gordon Group"), pursuant to which the Gordon Group purchased a total of 
92,000 shares of Transpacific Common Stock at $.10 per share from the 
following inside shareholders of Transpacific:  Ho Cheong Chio; Hong Cao; Weng 
Ip; Po Wa Lee.  Both the stock and the proceeds of this sale are held in 
escrow with Schonfeld & Weinstein, L.L.P., pending consummation of the Merger, 
at which time the shares shall be transferred to the Gordon Group and the 
funds released to those selling shareholders.  Such shares shall bear legends 
restricting their transfer. If the Merger is not consummated within the 18 
month period proscribed by Rule 419, Schonfeld & Weinstein, L.L.P. shall 
return the stock certificates to the Transpacific selling shareholders, and 
the funds to the Gordon Group. 

     Management anticipates that it may be able to effect only one potential 
Business Combination, due primarily to the Company's limited financing and 
time constraints.  As a result, the Company will not be able to offset 
potential losses from one venture against gains from another.  The Company 
believes if the Merger with Coffee is not consummated within the 18 month 
period proscribed by Rule 419, the Company will be unable to enter into 
another Business Combination, and all funds held in escrow shall be returned 
to the Rule 419 shareholders on a pro-rata basis.

     The analysis of Business Combinations was undertaken by the officers and 
directors of the Company, none of whom is a professional business analyst.  
Management concentrated on identifying preliminary prospective Business 
Combinations which were brought to its attention through present 
associations.  In analyzing prospective Business Combinations, management 
considered such matters as the available technical, financial, and managerial 
resources; working capital and other financial requirements; history of 
operation, if any; prospects for the future; nature of present and expected 
competition; the quality and experience of management services which may be 
available and the depth of that management; the potential for further 
research, development, or exploration; specific risk factors not now 
foreseeable but which then may be anticipated to impact the proposed 
activities of the Company; the potential for growth or expansion; the 
potential for profit; the perceived public recognition or acceptance or 
products, services, or trades; name identification; and other relevant 
factors. 

     
     The Company has adopted a policy that it will not pay a finder's fee to 
any member of management for locating a merger or acquisition candidate.  No 
member of management intends to or may seek and negotiate for the payment of 
finder's fees.  In the event there is a finder's fee, it will be paid at the 
direction of the successor management after a change in management control 
resulting from a Business Combination.  The Company's policy regarding 
finder's fees is based on a written agreement among management.  Management is 
unaware of any circumstances under which such policy through their own 
initiative may be changed. 

Item 7.  FINANCIAL STATEMENTS


                                                                       
                                                                               



German W. Chacon 78 Euclid Ave - Ardsley, N.Y. 10502
Certified Public Accountant Tel (914) 693-5029 Fax (914) 693-5030



TRANSPACIFIC INTERNATIONAL GROUP CORP.
(A Development Stage Company)
AUDITOR'S REPORT ON FINANCIAL STATEMENTS
For the period from October 9, 1995 (Date of Inception)
to September 30, 1997


Independent Auditor's Report

The Stockholders
Transpacific International Group, Corp.

We have audited the accompanying balance sheet of Transpacific International 
Group Corp. (A Development Stage Company) as of September 30, 1997 and the 
related statements of operations, retaining earnings, and cash flows for the 
year and for the period from inception then ended. These financial statements
are the responsibility of the 
Company's management.  Our responsibility is to express an opinion on these 
financial statements based on our audit.

We conducted the audit in accordance with generally accepted auditing 
standards.  Those standards require that we plan and perform the audit to 
obtain reasonable assurance about whether the financial statements are free 
of 
material misstatement.  An audit includes examining, on a test basis, 
evidence 
supporting the amounts and disclosures in the financial statements.  An audit 
also includes assessing the accounting principles used and significant 
estimates made by management, as well as evaluating the overall financial 
statement presentation.  We believe that our audit provides a reasonable 
basis 
for our opinion.

In our opinion, the financial statements referred to above present fairly, in 
all material respects, the financial position of Transpacific International 
Group Corp. as of September 30, 1997, and the results of their operations and 
cash flows for the year and for the period from inception then ended, in
conformity with generally accepted 
accounting principles.

German W. Chacon

                    


October 20, 1997
New York, New York 10502 
<PAGE>

TRANSPACIFIC INTERNATIONAL GROUP CORP.
(A Development Stage Company)
BALANCE SHEET
AS OF SEPTEMBER 30, 1997


ASSETS

CURRENT ASSETS

Cash                                          783
                                                         
     Total Current Assets                     783

OTHER ASSETS
Organization costs                            0
Deferred offering costs                        0 
                                                         
     Total Other Assets                        0

               TOTAL ASSETS                   783
                                                          

CURRENT LIABILITIES

Accounts payable                               0
                                                         
     Total Current Liabilities                 0

STOCKHOLDER'S EQUITY
Common Stock$.0001 par value, 20 million 
               shares authorized,$97,000 shares 
               issued and outstanding         10

Paid in Capital    (Note 2)               24,997
Deficit accumulated during
the development stage                   (24,224)
                                                        
             783

     Total Liabilities and Equity       783
                                                        











See accompanying independent accountant's report
and notes to the financial statements
PAGE
<PAGE>
TRANSPACIFIC INTERNATIONAL GROUP CORP.
(A Development Stage Company)
STATEMENT OF OPERATIONS & DEFICIT ACCUMULATED
DURING THE DEVELOPMENT STAGE
Year ended September 30, 1997, and
the Period from October 9, 1995 (Date of Inception)
to September 30, 1997

                                                  October 9,
                                   Year               1995
                                   ended            (Inception) to
                                 September 30,     September 30,
                                    1997               1997
Operating Income:

Revenues                              0                0
Interest Income                      15               217
Cost of revenues                      0                0
                                  
Gross profit                         15               217

Operating expenses:

General & administrative expenses     0                0
Professional fees                  1,965              24,430

                                                                  
Operating income (loss)            -1,950           -24,213
 
Non operating (income) expenses:

Depreciation & amortization           0                   0
Interest & bank charges               11                 11
                                                               
Income (loss) before taxes        -1,961            -24,224

Provision for income taxes            0                   0
                                                               
Net income (loss)                 -1,961            -24,224

Deficit accumulated during 
development stage beginning
through September 30, 1996       -22,263                  0

Deficit accumulated during
development stage beginning
through September 30, 1997       -24,224             -24,224

# of common shares outstanding
from date of inception            97,000               97,000



See accompanying independent accountant's report
and notes to the financial statements
<PAGE>
TRANSPACIFIC INTERNATIONAL GROUP CORP.
(A Development Stage Company)
STATEMENT OF CHANGE IN STOCKHOLDERS' EQUITY
Year ended September 30, 1997, and 
the Period from October 9, 1995 (Date of Inception)
to September 30, 1997

                                        Additional        Total
                                          Paid-in      Stockholders'
                              Shares       Capital             Equity   

Issuance of common stock
     Nov-29-1995                86,000      22,171     22,171

Issuance of common stock
     Nov-29-1995                11,000      2,836      2,836
                                                                  
                                97,000     25,007     25,007

Deficit accumulated during the
development stage for amounts
applicable to the statement of 
operations                                 (24,224)    (24,224)
                                                                   
                                97,000      783          783
                                                         
                         











          








See accompanying independent accountant's report
and notes to the financial statements
PAGE
<PAGE>TRANSPACIFIC INTERNATIONAL GROUP CORP.
(A Development Stage Company)
STATEMENT OF CASH FLOWS
Year ended September 30, 1997, and
the Period from October 9, 1995 (Date of Inception)
to September 30, 1997


                                                  October 9,
                                        Year        1995
                                        ended     (Inception) to
                                     September 30, September 30,
                                        1997         1997

Operating activities:

Net income (loss)                        -1,961      -24,224
Non cash charges (credit to earnings):
Depreciation and amortization               0           0

Changes in operating assets and liabilities: 0          0
                      
Net cash provided(used) in operating activities -1,961   -24,224


Cash provided by (used) in investing activities:
Equity increase (decrease)                   0          25,007   
                                                              
Net cash provided (used) in investing activities     0    25,007 


Financing activities:
                                                                       
Net cash provided (used) in financing activities    0       0

Net increase (decrease) in cash                -1,961      783      

Cash at October 9, 1995 (date of inception)     2,744       0

Cash at September 30, 1997                     783       783     
   
Supplemental disclosure of cash flow information:
Interest paid, net of amount capitalized         11       11
Income taxes paid                                0         0


          





See accompanying independent accountant's report 
and notes to the financial statements
PAGE
<PAGE>
TRANSPACIFIC INTERNATIONAL GROUP CORP.
(A Development Stage Company)
NOTES TO THE FINANCIAL STATEMENTS
PERIOD FROM OCTOBER 9, 1995 (Date of Inception)
TO SEPTEMBER 30, 1997

1.NATURE OF THE BUSINESS

Transpacific International Group Corp. (A Development Stage Company), was 
organized in 1995, as a blank check company which plans to look for a 
suitable 
business to merge with or acquire.  Operations since October 9, 1995 have 
consisted primarily of the first capital contribution by the insiders, and 
coordination activities with the law firm regarding the SEC registration of 
the company.

2.STOCKHOLDERS' EQUITY

The company was duly organized under the laws of the State of Nevada.  The 
company authorized twenty million (20,000,000) shares of Common Stock at 
$.0001 par value.  The company raised $25,007, in 1995, through a 
Subscription 
Agreement.   (See the statement of changes in stockholders' equity.)

3.RELATED PARTY TRANSACTIONS

Joel Schonfeld, attorney at law, is a legal firm whose partners are 
stockholders of Transpacific International Group Corp.  During 1995, the 
company advanced Joel Schonfeld $20,000 representing legal fees, for the 
completion of the SEC Securities Registration Agreement.

4.STATEMENT OF CASH FLOWS

Cash Equivalents - The Company recognizes cash deposited in its bank account 
as cash equivalents for purposes of the Statement of Cash Flows.

5.RULE 419 REQUIREMENTS

Rule 419 requires that offering proceeds after deduction for underwriting 
commissions, underwriting expenses and dealer allowances issued be deposited 
into an escrow or trust account (the "Deposited Funds" and "Deposited 
Securities," respectively) governed by an agreement which contains certain 
terms and provisions specified by the Rule.  Under Rule 419, the Deposited 
Funds and Deposited Securities will be released to the Company and to the 
investors, respectively, only after the Company has met the following three 
basic conditions.  First, the Company must execute an agreement(s) for an 
acquisition(s) meeting certain prescribed criteria.  Second, the Company must 
file a post-effective amendment to the registration statement which includes 
the terms of a reconfirmation offer that must contain conditions prescribed 
by 
the rules.  The post-effective amendment must also contain information 
regarding the acquisition candidate(s) and its business(es), including 
audited 
financial statements.  The agreement(s) must include, as a condition 
precedent 
to their consummation, a requirement that the number of investors 
representing 
80% of the maximum proceeds must elect to reconfirm their investments.  
Third, 
the Company must conduct the reconfirmation offer and satisfy all of the 
prescribed conditions, including the condition that investors representing 
80% 
of the Deposited Funds must elect to remain investors.  The post-effective 
amendment must also include the terms of the reconfirmation offer mandated by 
Rule 419.  The reconfirmation offer must include certain prescribed 
conditions 
which must be satisfied before the Deposited Funds and Deposited Securities 
can be released from escrow.  After the Company submits a signed 
representation to the Escrow Agent that the requirements of Rule 419 have 
been 
met and after the acquisition(s) is consummated, the Escrow Agent can release 
the Deposited Funds and Deposited Securities.  Investors who do not reconfirm 
their investments will receive the return of a pro-rata portion thereof; and 
in the event investors representing less than 80% of the Deposited Funds 
reconfirm their investments, the Deposited Funds will be returned to the 
investors on a pro-rata basis. It is expected that the Company's year end 
will 
be changed to that of its merger candidate once a merger is completed.
<PAGE>

                                                                               


                                                                               



German W. Chacon  78 Euclid Ave - Ardsley, N.Y. 10502
Certified Public Accountant  Tel (914) 693-5029 Fax (914) 693-5030




AUDITOR'S REPORT ON SUPPLEMENTARY INFORMATION




Our audit of the basic financial statements of Transpacific International 
Group Corp. for the year ending September 30, 1997, were made primarily to 
form an opinion on such financial statements taken as a whole.  The 
supplementary information contained in the following pages is presented for 
the purpose of additional analysis and, although not required for a fair 
presentation of financial position, results of operations, and changes in 
financial position, was subjected to the procedures applied in the audits of 
the basic financial statements.  In our opinion, the supplementary 
information 
is fairly presented in all material respects in relation to the basic 
financial statements.





                           


New York, N.Y.
October 20, 1997
<PAGE>       
                                      Schedule 1


TRANSPACIFIC INTERNATIONAL GROUP CORP.
(A Development Stage Company)
GENERAL & ADMINISTRATION EXPENSES
Year ended September 30, 1997, and
the Period from October 9, 1995 (Date of Inception)
to September 30, 1997


                                                  October 9,
                                        Year   1995
                                        ended     (Inception) to
                                     September 30, September 30,
                                        1997   1997


Legal fees                                0   20,000
Other professional fees                1,965    4,430
                                                       
Total General & administrative expenses 1,965   24,430
          



See accompanying independent accountant's report
and notes to the financial statements
     

Item 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND 
FINANCIAL DISCLOSURE

Not Applicable.


PART III

Item 9.  DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS; 
COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT

     The officers and directors of the Company, and further information 
concerning them are as follows:


Name(1)                         AgePosition
Ho Cheong Chio 45  President, Chairman of 
The Bank of America Building               The Board of Directors
27/F-A-D Avenida 
Doutor Mario     
Soares, Macau   

David Chang                     41Secretary, Treasurer, 
116 Pinehurst Ave., #L21                   Director 
New York, NY  10033

Christian Constantinov40         Director
922 Old Post Rd.     
Bedford, NY 10506

____________________

(1)  May be deemed "Promoters" of the Company, as that term is defined under 
the Securities Act of 1933.  

BIOGRAPHY

Ho Cheong Chio, 45, has been President and Chairman of the Board of Directors 
of the Company since the Company's organization.   Since 1982, Mr. Chio has 
been the owner and manager of Far East Trading Co., a trading company located 
in Hong Kong.  Mr. Chio graduated from South China Normal University High 
School, located in Canton, China.  

David Chang, 41, has been Secretary, Treasurer and a director of the Company 
since the Company's organization.  Mr. Chang is a certified public accountant, 
and has had his own accounting and tax practice since 1992.  From 1989 to 
1992, Mr. Chang was employed as a certified public accountant with James D. 
Miller, P.C., in New York.  Mr. Chang received his M.S. in Accounting and 
Taxation from American University, and his B.A. in English Literature from 
Zhongshan University, Canton, China.

Christian Constantinov, 40, has been a director of the Company since December 
4, 1995.  Since 1991, Mr. Constantinov has been a professor at McGill 
University in Montreal, Canada.  From 1990 to 1995, he was a vice president of 
Sony Classical Production, Inc.  Mr. Constantinov received his M.A. in Piano 
from the Conservatory of Sofia in Sofia, Bulgaria, and is a graduate of the 
Graduate School of Engineering in Sofia.



Item 10.  EXECUTIVE COMPENSATION

     No officer or director of the Company has received any cash remuneration 
since the Company's inception, and none received or accrued any remuneration 
from the Company at the completion of the initial public offering.  No 
remuneration of any nature has been paid for or on account of services 
rendered by a director in such capacity.  None of the officers and directors 
intends to devote more than twenty hours per month to the Company's affairs.
<PAGE>

Item 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
          MANAGEMENT                                         

     The following table sets forth certain information regarding the 
beneficial ownership of the Company's Common Stock as of September 30, 1997 by 
(i) each person who is known by the Company to own beneficially more than 5% 
of the Company's outstanding Common Stock; (ii) each of the Company's officers 
and directors; and (iii) all directors and officers of the Company as a group.

                               Amount and Nature of    Amount and Nature of
                               Beneficial Ownership    Beneficial Ownership
                               Prior to the Merger(1)  After the Merger (2)
                                                                                

                        
                               Number       Percent    Number       Percent
Beneficial Owners              of Shares    of Class   of Shares    of Class

Ho Cheong Chio (1)                     0           0           0           0
The Bank of China Building
27/F-A-D Avenida
Doutor Mario
Soares, Macau

David Chang (1)                        0           0           0           0
116 Pinehurst Ave., #L21 
New York, NY  10033

Christian Constantinov (1)             0           0           0           0
922 Old Post Rd.     
Bedford, NY 10506

Thomas Geisel(5)                   8,982         9.0%     89,820         2.2%
89 Summit Avenue
Suite 222
Summit, NJ 07901

Mark Russo(5)                      8,982         9.0%     89,820         2.2%
89 Summit Avenue
Suite 222
Summit, NJ 07901

David Gordon(3)(4)(5)             27,020        27.0%    270,200         6.8% 
22 Barclay Road        
Scarsdale, NY 10538

Andrew Gordon(3)(4)(5)            27,020        27.0%    270,200         6.8% 
251 Meiser Avenue
Staten Island, NY 10306

Juemin Chu                         9,000         9.0%     90,000         2.3%
67-113 Dartmouth Street
Forest Hills, NY 11375
                           
Total Officers
and Directors 
as a group                             0           0           0           0

Total Officers 
and Directors            
(3 persons)               
    
_________________________
(1) May be deemed "Promoters" of Transpacific, as that term is defined under 
the Securities Act. 

(2) Based on 4,000,000 shares outstanding; after the ten for one (10:1) Stock 
Split.

(3) Does not include any shares to be distributed to Andrew Gordon or David 
Gordon at the Merger.

(4) Andrew Gordon and David Gordon are officers and directors of Coffee (See 
"MANAGEMENT - Coffee")

(5) Represents shares previously owned by shareholders of Transpacific and 
purchased in a private transaction for $.10 per share.  (See "Certain 
Transactions").




Item 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     There are no relationships or transactions required to be disclosed under 
this Item.


Item 13.  EXHIBITS AND REPORTS ON FORM 8-K

NONE<PAGE>SIGNATURES

     In accordance with Section 13 or 15(d) of the Securities Exchange Act of 
1934, the registrant caused this report to be signed on its behalf by the 
undersigned, hereunto duly authorized.

               TRANSPACIFIC INTERNATIONAL GROUP CORP.               

By    Ho Cheong Chio                                                  
  HO CHEONG CHIO, President

Date January 8, 1998                                             

     In accordance with the Securities Exchange Act of 1934 this report has 
been signed below by the following persons on behalf of the registrant and in 
the capacities and on the dates indicated.

    Ho Cheong Chio
By                                                                   
 HO CHEONG CHIO, President, Director  

     January 8, 1998
Date                                                                            
                    *  *  *
     David Chang     

By                                                                 
   DAVID CHANG, Secretary, Director

     January 8, 1998
Date                                                              
*  *  *

     Christian Constantinov
By                                                               
   CHRISTIAN CONSTANTINOV, DIRECTOR

     January 8, 1998
Date                                                             
*  *  *



     Supplemental Information to be Furnished with Reports Filed Pursuant to 
Section 15(d) of the Act by Registrants Which Have Not Registered Securities 
Pursuant to Section 12 of the Act. 

     No annual report or proxy material has been sent to security holders.