##### Table of Contents





UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549





FORM 10-Q







|x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ---------------------------------------------------------------------------------------

For the Quarterly Period Ended March 31, 2011

OR



| ̈ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ----------------------------------------------------------------------------------------

For the Transition Period From  To

Commission File Number: 33-96070-LA





THANKSGIVING COFFEE COMPANY, INC.

(Exact name of registrant as specified in its charter)







|                                                               |  |                                     
|-------------------------------------------------------------- |  | ------------------------------------
|California                                                     |  | 94-2823626                          
|(State or other jurisdiction of
incorporation or organization) |  | (I.R.S. Employer Identification No.)



|                                                 |  |           
|------------------------------------------------ |  | ----------
|19100 South Harbor Drive, Fort Bragg, California |  | 95437     
|(Address of principal executive offices)         |  | (Zip Code)

(707)
964-0118

(Registrants telephone number, including area code)





Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 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   ̈

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every
Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such
files).    YES   ̈    NO   ̈

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a nonaccelerated filer, or a
smaller reporting company. See the definitions of large accelerated filer, accelerated filer and smaller reporting company in Rule 12b2 of the Exchange Act. (Check one):



|                        |  |                                                  |  |                           |  |  
|----------------------- |  | ------------------------------------------------ |  | ------------------------- |  | -
|Large Accelerated Filer |  |  ̈                                                |  | Accelerated Filer         |  |  ̈
|                        |  |                                                  | 
|Non-Accelerated Filer   |  |  ̈  (Do not check if a smaller reporting company) |  | Smaller Reporting Company |  | x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b2 of the Exchange
Act).    Yes   ̈    No   x

On May 13, 2011 the registrant had 1,236,744 shares of Class A common stock, no par value per share, outstanding.











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##### Table of Contents

FORM 10-Q

TABLE OF CONTENTS



|                            |  |                                                                                                                |  |   
|--------------------------- |  | -------------------------------------------------------------------------------------------------------------- |  | --
|                            |  | PART I  FINANCIAL INFORMATION                                                                                 |  |   
|                            |  |                                                                                                               
|Item 1.                     |  | Consolidated Financial Statements                                                                              |  | 3 
|                            |  |                                                                                                               
|                            |  | Consolidated Balance Sheets as of March 31, 2011 (unaudited) and December 31, 2010.                            |  | 4 
|                            |  |                                                                                                               
|                            |  | Consolidated Statements of Operations for the three months ended March 31, 2011 and March 31, 2010 (unaudited) |  | 6 
|                            |  |                                                                                                               
|                            |  | Consolidated Statements of Cash Flows for the three months ended March 31, 2011 and March 31, 2010 (unaudited) |  | 7 
|                            |  |                                                                                                               
|                            |  | Notes to Consolidated Financial Statements                                                                     |  | 8 
|                            |  |                                                                                                               
|Item 2.                     |  | Managements Discussion and Analysis of Financial Condition and Results of Operations                          |  | 17
|                            |  |                                                                                                               
|Item 3.                     |  | Quantitative and Qualitative Disclosures About Market Risk                                                     |  | 20
|                            |  |                                                                                                               
|Item 4.                     |  | Controls and Procedures                                                                                        |  | 20
|                            | 
|PART II  OTHER INFORMATION |  |                                                                                                               
|                            |  |                                                                                                               
|Item 1.                     |  | Legal Proceedings                                                                                              |  | 21
|                            |  |                                                                                                               
|Item 1A.                    |  | Risk Factors                                                                                                   |  | 21
|                            |  |                                                                                                               
|Item 2.                     |  | Unregistered Sales of Equity Securities and Use of Proceeds                                                    |  | 21
|                            |  |                                                                                                               
|Item 3.                     |  | Defaults Upon Senior Securities                                                                                |  | 21
|                            |  |                                                                                                               
|Item 4.                     |  | Removed and Reserved                                                                                           |  | 21
|                            |  |                                                                                                               
|Item 5.                     |  | Other Information                                                                                              |  | 21
|                            |  |                                                                                                               
|Item 6.                     |  | Exhibits and Reports on Form 8K                                                                                |  | 22
|                            |  |                                                                                                               
|Signatures                  |  |                                                                                                                |  | 23



2



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##### Table of Contents

Financial Statements

and Notes to Financial Statements

Thanksgiving Coffee Company, Inc.

For the Three Months Ended
March 31, 2011 and 2010

PART 1. Financial Information

Item 1. Financial Statements

The consolidated financial statements included herein have been prepared by Thanksgiving Coffee Company, Inc. (the Company) without audit, pursuant to the rules and regulations of the Securities and
Exchange Commission (SEC). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been omitted pursuant to such
SEC rules and regulations. In the opinion of management of the Company, the accompanying statements contain all adjustments necessary to present fairly the financial position of the Company as of March 31, 2011 and December 31, 2010, and
its results of operations for the three month periods ended March 31, 2011 and 2010 and its cash flows for the three month periods ended March 31, 2011 and 2010. The results for these interim periods are not necessarily indicative of the
results for the entire year. The accompanying financial statements should be read in conjunction with the financial statements and the notes thereto filed as a part of the Companys annual report on Form 10-K.



3



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##### Table of Contents

Thanksgiving Coffee Company, Inc.

Balance Sheets



|                                       |  |                          |           |   |                            |   |           |  
|-------------------------------------- |  | ------------------------ | --------- | - | -------------------------- | - | --------- | -
|                                       |  | March 31,2011(Unaudited) |           |   | December 31,2010See Note 1 |  
|Assets                                 |  |                          |           |   |                            |   |           |  
|Current assets                         |  |                          |           |   |                            |   |           |  
|Cash                                   |  | $                        | 81,418    |   |                            | $ | 191,618   |  
|Accounts receivable, net of allowance  |  |                          | 238,558   |   |                            |   | 297,586   |  
|Inventories                            |  |                          | 288,236   |   |                            |   | 346,333   |  
|Prepaid expenses                       |  |                          | 9,891     |   |                            |   | 20,559    |  
|                                       |  |                          |           |   |                            |   |           |  
|Total current assets                   |  |                          | 618,103   |   |                            |   | 856,096   |  
|                                       |  |                         
|Property and equipment                 |  |                          |           |   |                            |   |           |  
|Property and equipment                 |  |                          | 1,088,426 |   |                            |   | 1,034,785 |  
|Accumulated depreciation               |  |                          | (659,604  | ) |                            |   | (631,177  | )
|                                       |  |                          |           |   |                            |   |           |  
|Total property and equipment           |  |                          | 428,822   |   |                            |   | 403,608   |  
|                                       |  |                         
|Other assets                           |  |                          |           |   |                            |   |           |  
|Deposits and other assets              |  |                          | 4,927     |   |                            |   | 4,927     |  
|Other intangibles, net of amortization |  |                          | 279       |   |                            |   | 1,485     |  
|                                       |  |                          |           |   |                            |   |           |  
|Total other assets                     |  |                          | 5,206     |   |                            |   | 6,412     |  
|                                       |  |                          |           |   |                            |   |           |  
|                                       |  |                         
|Total assets                           |  | $                        | 1,052,131 |   |                            | $ | 1,266,116 |  
|                                       |  |                          |           |   |                            |   |           |  

See accompanying notes to financial statements



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Thanksgiving Coffee Company, Inc.

Balance Sheets



|                                                                                                |  |             |           |   |              |   |           |  
|----------------------------------------------------------------------------------------------- |  | ----------- | --------- | - | ------------ | - | --------- | -
|                                                                                                |  | March 31,   |           |   | December 31, |  
|                                                                                                |  | 2011        |           |   | 2010         |  
|                                                                                                |  | (Unaudited) |           |   | See Note 1   |  
|Liabilities and shareholders equity                                                            |  |             |           |   |              |   |           |  
|Current liabilities                                                                             |  |             |           |   |              |   |           |  
|Accounts payable                                                                                |  | $           | 347,058   |   |              | $ | 430,899   |  
|Notes payable - bank                                                                            |  |             | 51,198    |   |              |   | 51,793    |  
|Notes payable - other                                                                           |  |             |          |   |              |   | 325       |  
|Note payable - shareholders                                                                     |  |             | 19,919    |   |              |   | 19,919    |  
|Capital lease obligations                                                                       |  |             | 20,134    |   |              |   | 19,416    |  
|Accrued liabilities                                                                             |  |             | 74,059    |   |              |   | 109,983   |  
|                                                                                                |  |             |           |   |              |   |           |  
|Total current liabilities                                                                       |  |             | 512,368   |   |              |   | 632,335   |  
|                                                                                                |  |            
|Long term debt                                                                                  |  |             |           |   |              |   |           |  
|Notes payable - Bank                                                                            |  |             | 125,327   |   |              |   | 135,573   |  
|Notes payable - Other                                                                           |  |             |          |   |              |   |          |  
|Capital lease obligations                                                                       |  |             | 36,798    |   |              |   | 42,128    |  
|                                                                                                |  |             |           |   |              |   |           |  
|Total long term debt                                                                            |  |             | 162,125   |   |              |   | 177,701   |  
|                                                                                                |  |             |           |   |              |   |           |  
|Total liabilities                                                                               |  |             | 674,493   |   |              |   | 810,036   |  
|                                                                                                |  |            
|Shareholders equity                                                                            |  |             |           |   |              |   |           |  
|Common stock, no par value, 1,960,000 shares authorized, 1,236,744 shares issued and oustanding |  |             | 861,816   |   |              |   | 861,816   |  
|Additional paid in capital                                                                      |  |             | 24,600    |   |              |   | 24,600    |  
|Accumulated deficit                                                                             |  |             | (508,778  | ) |              |   | (430,336  | )
|                                                                                                |  |             |           |   |              |   |           |  
|Total shareholders equity                                                                      |  |             | 377,638   |   |              |   | 456,080   |  
|                                                                                                |  |             |           |   |              |   |           |  
|                                                                                                |  |            
|Total liabilities and shareholders equity                                                      |  | $           | 1,052,131 |   |              | $ | 1,266,116 |  
|                                                                                                |  |             |           |   |              |   |           |  

See accompanying notes to financial statements



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Thanksgiving Coffee Company, Inc.

Statements of Operations

Unaudited



|                                             |  |                                      |           |   |      |   |           |  
|-------------------------------------------- |  | ------------------------------------ | --------- | - | ---- | - | --------- | -
|                                             |  | For the Three Months
Ended March 31, |          
|                                             |  | 2011                                 |           |   | 2010 |  
|Income                                       |  |                                      |           |   |      |   |           |  
|Net sales                                    |  | $                                    | 959,213   |   |      | $ | 1,003,088 |  
|Cost of sales                                |  |                                      | 638,993   |   |      |   | 648,305   |  
|                                             |  |                                      |           |   |      |   |           |  
|Gross profit                                 |  |                                      | 320,220   |   |      |   | 354,783   |  
|                                             |  |                                     
|Operating expenses                           |  |                                      |           |   |      |   |           |  
|Selling, general and administrative expenses |  |                                      | 396,352   |   |      |   | 390,593   |  
|Depreciation and amortization                |  |                                      | 19,808    |   |      |   | 23,671    |  
|                                             |  |                                      |           |   |      |   |           |  
|Total operating expenses                     |  |                                      | 416,160   |   |      |   | 414,264   |  
|                                             |  |                                      |           |   |      |   |           |  
|Operating loss                               |  |                                      | (95,940   | ) |      |   | (59,481   | )
|                                             |  |                                     
|Other income (expense)                       |  |                                      |           |   |      |   |           |  
|Miscellaneous income (expense)               |  |                                      | 32,429    |   |      |   | (2,216    | )
|Loss on disposal of assets                   |  |                                      | (7,755    | ) |      |   |          |  
|Interest expense                             |  |                                      | (6,376    | ) |      |   | (7,766    | )
|                                             |  |                                      |           |   |      |   |           |  
|Total other income (expense)                 |  |                                      | 18,298    |   |      |   | (9,982    | )
|                                             |  |                                      |           |   |      |   |           |  
|Loss before income taxes                     |  |                                      | (77,642   | ) |      |   | (69,463   | )
|Income tax expense                           |  |                                      | (800      | ) |      |   | (800      | )
|                                             |  |                                      |           |   |      |   |           |  
|Net loss                                     |  | $                                    | (78,442   | ) |      | $ | (70,263   | )
|                                             |  |                                      |           |   |      |   |           |  
|Loss per share (basic)                       |  | $                                    | (0.063    | ) |      | $ | (0.057    | )
|                                             |  |                                      |           |   |      |   |           |  
|Loss per share (dilutive)                    |  | $                                    | (0.063    | ) |      | $ | (0.057    | )
|                                             |  |                                      |           |   |      |   |           |  
|Weighted average number of shares            |  |                                      | 1,236,744 |   |      |   | 1,236,744 |  
|                                             |  |                                      |           |   |      |   |           |  

See accompanying notes to financial statements



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Thanksgiving Coffee Company, Inc.

Statements of Cash Flows

Unaudited



|                                                                           |  |                                      |          |   |      |   |         |  
|-------------------------------------------------------------------------- |  | ------------------------------------ | -------- | - | ---- | - | ------- | -
|                                                                           |  | For the Three Months Ended
March 31, |         
|                                                                           |  | 2011                                 |          |   | 2010 |  
|Operating activities                                                       |  |                                      |          |   |      |   |         |  
|Net loss                                                                   |  | $                                    | (78,442  | ) |      | $ | (70,263 | )
|Adjustments to reconcile net loss to cash flows from operating activities: |  |                                      |          |   |      |   |         |  
|Depreciation and amortization                                              |  |                                      | 28,452   |   |      |   | 27,117  |  
|Loss on disposal of assets                                                 |  |                                      | 7,755    |   |      |   |        |  
|Allowance for bad debts                                                    |  |                                      | (1,923   | ) |      |   | (2,419  | )
|(Increase) decrease in:                                                    |  |                                      |          |   |      |   |         |  
|Accounts receivable                                                        |  |                                      | 60,951   |   |      |   | 34,193  |  
|Inventories                                                                |  |                                      | 58,097   |   |      |   | 20,170  |  
|Prepaid expenses                                                           |  |                                      | 10,670   |   |      |   | 11,580  |  
|Deposits and other assets                                                  |  |                                      |         |   |      |   | 10,569  |  
|Increase (decrease) in:                                                    |  |                                      |          |   |      |   |         |  
|Accounts payable                                                           |  |                                      | (83,841  | ) |      |   | (31,315 | )
|Accrued liabilities                                                        |  |                                      | (35,925  | ) |      |   | 21,192  |  
|                                                                           |  |                                      |          |   |      |   |         |  
|Net cash provided by (used in) operating activities                        |  |                                      | (34,206  | ) |      |   | 20,824  |  
|                                                                           |  |                                     
|Investing activities                                                       |  |                                      |          |   |      |   |         |  
|Purchases of property and equipment                                        |  |                                      | (60,217  | ) |      |   | (12,978 | )
|                                                                           |  |                                      |          |   |      |   |         |  
|Net cash (used in) investing activities                                    |  |                                      | (60,217  | ) |      |   | (12,978 | )
|Financing activities                                                       |  |                                      |          |   |      |   |         |  
|Repayments of notes payable and capital leases                             |  |                                      | (15,777  | ) |      |   | (23,585 | )
|                                                                           |  |                                      |          |   |      |   |         |  
|Net cash (used in) financing activities                                    |  |                                      | (15,777  | ) |      |   | (23,585 | )
|                                                                           |  |                                     
|Decrease in cash                                                           |  |                                      | (110,200 | ) |      |   | (15,739 | )
|Cash at beginning of period                                                |  |                                      | 191,618  |   |      |   | 54,743  |  
|                                                                           |  |                                      |          |   |      |   |         |  
|Cash at end of period                                                      |  | $                                    | 81,418   |   |      | $ | 39,004  |  
|                                                                           |  |                                      |          |   |      |   |         |  
|                                                                           |  |                                     
|Supplemental Cash Flow Information:                                        |  |                                      |          |   |      |   |         |  
|Cash paid for Interest                                                     |  | $                                    | 6,376    |   |      | $ | 7,766   |  
|Cash paid for Income Taxes                                                 |  | $                                    | 800      |   |      | $ | 800     |  

See accompanying notes to
financial statements



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##### Table of Contents

Thanksgiving Coffee Company, Inc.

Notes to Financial Statements

March 31, 2011 and December 31, 2010



|1. | Basis of Presentation
|-- | ---------------------

The unaudited
condensed financial statements in this Form 10-Q have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Form 10-Q and Article 10 of
Regulation S-X. We have continued to follow the accounting policies disclosed in the financial statements included in our 2010 Form 10-K filed with the Securities and Exchange Commission (SEC). It is suggested that these statements be read in
conjunction with the December 31, 2010 audited financial statements and the accompanying notes on Form 10-K, as filed with the SEC.

The
interim financial information in this Form 10-Q reflects all adjustments (consisting of normal recurring accruals) necessary for a fair presentation of our results of operations for the interim periods. The results of operations for the three months
ended March 31, 2011 are not necessarily indicative of results to be expected for the full year.

Concentration of Risk

In the first quarter of fiscal 2011, one customer accounted for 18.3% of the Companys revenue. The account has purchased from the
Company since 1992. The account has serving locations and is a distributor of the Companys product. A loss of this account or any other large account, or a significant reduction in sales to any of the Companys principal customers, could
have an adverse impact on the Company.

Segment Reporting

ASC 280, Disclosures about Segments of an Enterprise and Related Information, changed the way public companies report information about segments of their business in their financial
statements. It also requires entity-wide disclosures about the products and services an entity provides, the material countries in which it holds assets and reports revenues and its major customers. See Note 12

Income Taxes

The Company accounts for
income taxes under the asset and liability method as prescribed by ASC 740, Accounting for Income Taxes. As such, deferred income tax assets and liabilities are recognized for the future tax consequences of the differences between the
financial statement carrying amount of existing assets and liabilities and their respective tax basses. Deferred income tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those
temporary differences are expected to be recovered or settled.

A valuation allowance is established, when necessary, to reduce deferred tax
assets to the amount expected to be realized.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the
amounts reported in the financial statements and accompanying notes. Accordingly, actual results could differ from those estimates.



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##### Table of Contents

Thanksgiving Coffee Company, Inc.

Notes to Financial Statements (continued)

March 31, 2011 and December 31, 2010



|2. | Accounts Receivable
|-- | -------------------

Accounts receivable
consist of the following:



|                                      |  |           |         |   |            |   |         |  
|------------------------------------- |  | --------- | ------- | - | ---------- | - | ------- | -
|                                      |  | 3/31/2011 |         |   | 12/31/2010 |  
|Accounts receivable                   |  | $         | 244,670 |   |            | $ | 305,621 |  
|Less: allowance for doubtful accounts |  |           | (6,112  | ) |            |   | (8,035  | )
|                                      |  |           |         |   |            |   |         |  
|Net accounts receivable               |  | $         | 238,558 |   |            | $ | 297,586 |  
|                                      |  |           |         |   |            |   |         |  

The Company utilizes a percentage method to establish the allowance for doubtful accounts. The estimated allowance ranges
from 1% to 10% of outstanding receivables based on factors pertaining to the credit risk of specific customers, historical trends and other information. Delinquent accounts are written off when it is determined that amounts are uncollectible. Bad
debt expense (recovery) for the three months ended March 31, 2011 and 2010 was $(1,923) and $(2,480) respectively.



|3. | Inventories
|-- | -----------

Inventories consist of the
following:



|                                                        |  |           |         |  |            |   |         | 
|------------------------------------------------------- |  | --------- | ------- |  | ---------- | - | ------- | 
|                                                        |  | 3/31/2011 |         |  | 12/31/2010 |  
|Coffee                                                  |  |           |         |  |            |   |         | 
|Unroasted                                               |  | $         | 144,672 |  |            | $ | 200,775 | 
|Roasted                                                 |  |           | 40,892  |  |            |   | 43,796  | 
|Tea                                                     |  |           | 433     |  |            |   | 371     | 
|Packaging, supplies and other merchandise held for sale |  |           | 102,239 |  |            |   | 101,391 | 
|                                                        |  |           |         |  |            |   |         | 
|Total inventories                                       |  | $         | 288,236 |  |            | $ | 346,333 | 
|                                                        |  |           |         |  |            |   |         | 



|4. | Property and Equipment
|-- | ----------------------

Property and
equipment consist of the following:



|                                   |  |           |           |   |            |   |           |  
|---------------------------------- |  | --------- | --------- | - | ---------- | - | --------- | -
|                                   |  | 3/31/2011 |           |   | 12/31/2010 |  
|Equipment                          |  | $         | 389,887   |   |            | $ | 373,072   |  
|Furniture and fixtures             |  |           | 71,404    |   |            |   | 66,747    |  
|Leasehold improvements             |  |           | 418,491   |   |            |   | 395,350   |  
|Transportation equipment           |  |           | 101,758   |   |            |   | 92,730    |  
|Property held under capital leases |  |           | 106,886   |   |            |   | 106,886   |  
|                                   |  |           |           |   |            |   |           |  
|Total property and equipment       |  |           | 1,088,426 |   |            |   | 1,034,785 |  
|Accumulated depreciation           |  |           | (659,604  | ) |            |   | (631,177  | )
|                                   |  |           |           |   |            |   |           |  
|Property and equipment, net        |  | $         | 428,822   |   |            | $ | 403,608   |  
|                                   |  |           |           |   |            |   |           |  

Depreciation expense for the three months ended March 31, 2011 and 2010 was $27,246 and $25,911 respectively.



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Thanksgiving Coffee Company, Inc.

Notes to Financial Statements (continued)

March 31, 2011 and December 31, 2010



|5. | Intangible Assets
|-- | -----------------

Intangible assets
subject to amortization consist of the following:



|                                       |  |           |         |   |            |   |         |  
|-------------------------------------- |  | --------- | ------- | - | ---------- | - | ------- | -
|                                       |  | 3/31/2011 |         |   | 12/31/2010 |  
|Leasehold value                        |  | $         | 67,000  |   |            | $ | 67,000  |  
|Trademarks                             |  |           | 5,127   |   |            |   | 5,127   |  
|                                       |  |           |         |   |            |   |         |  
|Total intangible assets                |  |           | 72,127  |   |            |   | 72,127  |  
|Accumulated amortization               |  |           | (71,848 | ) |            |   | (70,642 | )
|                                       |  |           |         |   |            |   |         |  
|Other intangibles, net of amortization |  | $         | 279     |   |            | $ | 1,485   |  
|                                       |  |           |         |   |            |   |         |  

Amortization expense for the three months ended March 31, 2011 and 2010 was $1,206 for both years.



|6. | Deposits and Other Assets
|-- | -------------------------

Included in
Other Assets is $4,377 for website development costs net of amortization.



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##### Table of Contents

Thanksgiving Coffee Company, Inc.

Notes to Financial Statements (continued)

March 31, 2011 and December 31, 2010



|7. | Long Term Debt
|-- | --------------



|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |  |           |         |  |            |   |         | 
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | --------- | ------- |  | ---------- | - | ------- | 
|Notes Payable                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    |  | 3/31/2011 |         |  | 12/31/2010 |  
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |  |          
|Note payable to Savings Bank of Mendocino, payable in monthly installments of $4,309 plus interest at 7.25% renewed December 1, 2009, final payment is due on December 1,
2014. The note payable is collateralized by a security interest of first priority in all accounts receivable, inventory, equipment, instruments, general intangibles and contract rights along with a personal guarantee from the Companys majority
shareholders.                                                                                                                                     |  | $         | 166,025 |  |            | $ | 175,866 | 
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |  |          
|Line of credit to Savings Bank of Mendocino, payable in monthly installments of interest only at 2% over prime rate verbally renewed March 2011 with a minimum rate of 6.50% (6.500%
at March 31, 2011). The note payable for the line of credit is collateralized by a security interest of first priority in all accounts receivable, inventory, equipment, instruments, general intangibles and contract rights along with a personal
guarantee from the Companys majority shareholders.The line is for a maximum of $25,000 and $10,500 has been used as of March 31, 2011. |  |           | 10,500  |  |            |   | 11,500  | 
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |  |          
|Note payable to majority shareholders, Paul and Joan Katzeff, payable in monthly installments of interest only at 12%, with balance due on demand after June 30,
1996.                                                                                                                                                                                                                                                                                                                                                                                                           |  |           | 19,919  |  |            |   | 19,919  | 
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |  |          
|Note payable to Chrysler Financing, payable in monthly installments of $329, including interest at 15.492%, collateralized by a vehicle, final payment due on January 24,
2011                                                                                                                                                                                                                                                                                                                                                                                                   |  |           |        |  |            |   | 325     | 



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##### Table of Contents

Thanksgiving Coffee Company, Inc.

Notes to Financial Statements (continued)

March 31, 2011 and December 31, 2010



|7. | Long Term Debt (continued)
|-- | --------------------------



|                                                                                                                                                                                                |  |           |         |   |            |   |         |  
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | --------- | ------- | - | ---------- | - | ------- | -
|Capital Lease Obligations                                                                                                                                                                       |  | 3/31/2011 |         |   | 12/31/2010 |  
|Note payable to Bank of the West payable in monthly installments of $489, including interest at 12.69% collateralized by equipment, final payment due on May 1,
2013                            |  | $         | 11,065  |   |            | $ | 12,158  |  
|                                                                                                                                                                                                |  |          
|Note payable to Bank of the West payable in monthly installments of $427, including interest at 11.83% collateralized by equipment, final payment due on
April 1,2015                           |  |           | 16,274  |   |            |   | 17,058  |  
|                                                                                                                                                                                                |  |          
|Note payable to BSB Leasing payable in monthly installments of $285, including interest at 15.89%, colateralized by equipment, final payment due on June 2,
2012                                |  |           | 5,298   |   |            |   | 6,242   |  
|                                                                                                                                                                                                |  |          
|Note payable to US Bancorp Manifest Funding Services payable in monthly installments of $621, including interest at 14.32%, collateralized by equipment, final payment due
on September 8, 2014 |  |           | 20,439  |   |            |   | 21,546  |  
|                                                                                                                                                                                                |  |          
|Note payable to BSB Leasing payable in monthly installments of $390, including interest at 14.30%, collateralized by equipment, final payment due June 2,
2012                                  |  |           | 3,856   |   |            |   | 4,540   |  
|                                                                                                                                                                                                |  |           |         |   |            |   |         |  
|                                                                                                                                                                                                |  | $         | 253,376 |   |            | $ | 269,154 |  
|Less current portion                                                                                                                                                                            |  |           | (91,251 | ) |            |   | (91,453 | )
|                                                                                                                                                                                                |  |           |         |   |            |   |         |  
|Long term portion of notes payable                                                                                                                                                              |  | $         | 162,125 |   |            | $ | 177,701 |  
|                                                                                                                                                                                                |  |           |         |   |            |   |         |  

Interest paid for the three months ended March 31, 2011 and 2010 was $6,376 and $7,766, respectively.

As of March 31, 2011, maturities of notes payable and capital lease obligations for each of the next five years and in the aggregate were as
follows:



|                               |  |   |         | 
|------------------------------ |  | - | ------- | 
|Twelve Months Ending March 31, |  |   |        
|2012                           |  | $ | 91,251  | 
|2013                           |  |   | 61,418  | 
|2014                           |  |   | 59,251  | 
|2015                           |  |   | 41,456  | 
|                               |  |   |         | 
|                               |  | $ | 253,376 | 
|                               |  |   |         | 

Based on current borrowing rates, the fair value of the notes payable and capital lease obligations approximate their
carrying amounts.



12



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##### Table of Contents

Thanksgiving Coffee Company, Inc.

Notes to Financial Statements (continued)

March 31, 2011 and December 31, 2010



|8. | Income Taxes
|-- | ------------

Deferred income taxes arise
from temporary timing differences in the recognition of income and expenses for financial reporting and tax purposes. The Companys deferred tax assets consist of the benefit from net operating loss (NOL) carryforwards and temporary
differences. The net operating loss carryforwards expire in various years through 2031. The Companys deferred tax assets are offset by a valuation allowance due to the uncertainty of the realization of the net operating loss carryforwards. Net
operating loss carryforwards may be further limited by a change in company ownership and other provisions of the tax laws.

The Companys
deferred tax assets, valuation allowance, and change in valuation allowance as of March 31, 2011 are as follows:



|               |  |                                                    |         |  |            |  |      |                 |  |   |                    |  |  |                             |         |   |                |   |         |   |  |   |   | 
|-------------- |  | -------------------------------------------------- | ------- |  | ---------- |  | ---- | --------------- |  | - | ------------------ |  |  | --------------------------- | ------- | - | -------------- | - | ------- | - |  | - | - | 
|Period Ending  |  | Estimated NOLCarryforward LessTemporaryDifferences |         |  | NOLExpires |  |      | BenefitFrom NOL |  |   | ValuationAllowance |  |  | Change inValuationAllowance |         |   | Net TaxBenefit |  
|March 31, 2011 |  |                                                    |         |  |            |  |      |                 |  |   |                    |  |  |                             |         |   |                |   |         |   |  |   |   | 
|Federal        |  | $                                                  | 122,128 |  |            |  | 2018 |                 |  |   | 18,319             |  |  |                             | (18,319 | ) |                |   | (18,319 | ) |  |   |  | 
|               |  |                                                    | 96,867  |  |            |  | 2023 |                 |  |   | 14,530             |  |  |                             | (14,530 | ) |                |   | (14,530 | ) |  |   |  | 
|               |  |                                                    | 49,714  |  |            |  | 2024 |                 |  |   | 7,457              |  |  |                             | (7,457  | ) |                |   | (7,457  | ) |  |   |  | 
|               |  |                                                    | 118,013 |  |            |  | 2026 |                 |  |   | 17,702             |  |  |                             | (17,702 | ) |                |   | (17,702 | ) |  |   |  | 
|               |  |                                                    | 63,303  |  |            |  | 2028 |                 |  |   | 9,495              |  |  |                             | (9,495  | ) |                |   | (9,495  | ) |  |   |  | 
|               |  |                                                    | 83,663  |  |            |  | 2031 |                 |  |   | 12,549             |  |  |                             | (12,549 | ) |                |   | (12,549 | ) |  |   |  | 
|               |  |                                                    |         |  |            |  |      |                 |  |   |                    |  |  |                             |         |   |                |   |         |   |  |   |   | 
|               |  | $                                                  | 533,688 |  |            |  |      |                 |  | $ | 80,052             |  |  | $                           | (80,052 | ) |                | $ | (80,052 | ) |  | $ |  | 
|               |  |                                                    |         |  |            |  |      |                 |  |   |                    |  |  |                             |         |   |                |   |         |   |  |   |   | 
|               |  | $                                                  | 59,718  |  |            |  | 2018 |                 |  | $ | 5,279              |  |  | $                           | (5,279  | ) |                | $ | (5,279  | ) |  | $ |  | 
|State          |  |                                                    | 83,150  |  |            |  | 2031 |                 |  |   | 7,350              |  |  |                             | (7,350  | ) |                |   | (7,350  | ) |  |   |  | 
|               |  |                                                    |         |  |            |  |      |                 |  |   |                    |  |  |                             |         |   |                |   |         |   |  |   |   | 
|               |  | $                                                  | 142,868 |  |            |  |      |                 |  | $ | 12,629             |  |  | $                           | (12,629 | ) |                | $ | (12,629 | ) |  | $ |  | 
|               |  |                                                    |         |  |            |  |      |                 |  |   |                    |  |  |                             |         |   |                |   |         |   |  |   |   | 

Income taxes at the expected statutory rate are reconciled to the Companys actual income taxes as follows:



|                                           |  |      |        |   
|------------------------------------------ |  | ---- | ------ | --
|                                           |  | 2011 |       
|Tax (benefit) at federal statutory rate    |  |      | (15.00 | )%
|State tax (benefit) net of federal benefit |  |      | (7.50  | ) 
|Non-taxable differences                    |  |      | 0.27   |   
|Temporary differences                      |  |      | (1.96  | ) 
|Valuation allowance                        |  |      | 25.22  |   
|                                           |  |      |        |   
|Tax provision - effective rate             |  |      | 1.03   |   
|                                           |  |      |        |   

Income taxes paid for the three months ended March 31, 2011 and the year ended December 31, 2010 were $800 and
$800 respectively.



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##### Table of Contents

Thanksgiving Coffee Company, Inc.

Notes to Financial Statements (continued)

March 31, 2011 and December 31, 2010



|9. | Operating Leases
|-- | ----------------

The Company leases some
office equipment under noncancelable operating leases with terms ranging from three to five years.

As of March 31, 2011, minimum annual
lease payments due under these agreements for each of the next five years and in the aggregate were:



|                               |  |   |        | 
|------------------------------ |  | - | ------ | 
|Twelve Months Ending March 31, |  |   |       
|2012                           |  | $ | 9,490  | 
|2013                           |  |   | 6,652  | 
|2014                           |  |   | 5,961  | 
|2015                           |  |   | 1,045  | 
|                               |  |   |        | 
|                               |  | $ | 23,148 | 
|                               |  |   |        | 

Total operating lease payments for the three months ended March 31, 2011 and 2010 was $2,727 for both years.



|10. | Long Term Leases
|--- | ----------------

The Company leases its
corporate headquarters, warehouse and waterfront facilities from Paul and Joan Katzeff (the Companys majority shareholders, directors and officers). The lease is classified as an operating lease and provides for monthly rental payments of
$8,600. The Company is responsible for all real estate taxes, insurance and maintenance costs related to the facilities. The ten-year lease term ends May 31, 2015.

The Company also leases a bakery establishment in Mendocino, California under an operating lease expiring September 30, 2011. The lease provides for monthly rental payments of approximately $4,600



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##### Table of Contents

Thanksgiving Coffee Company, Inc.

Notes to Financial Statements (continued)

March 31, 2011 and December 31, 2010



|10. | Long Term Leases (continued)
|--- | ----------------------------



As of March 31, 2011, minimum future rental payments under noncancelable facilities operating
leases for each of the next five years and in the aggregate are as follows:



|                               |  |   |         | 
|------------------------------ |  | - | ------- | 
|Twelve months ending March 31, |  |   |        
|2012                           |  | $ | 129,144 | 
|2013                           |  |   | 103,200 | 
|2014                           |  |   | 103,200 | 
|2015                           |  |   | 103,200 | 
|2016                           |  |   | 17,200  | 
|                               |  |   |         | 
|                               |  | $ | 455,944 | 
|                               |  |   |         | 



|11. | Related Party Transactions
|--- | --------------------------

As of
March 31, 2011, the Company has an interest only, uncollateralized note payable for $19,919, due on demand after 1996 and bears an interest rate of 12% per annum, to Paul and Joan Katzeff, (the Companys majority shareholders,
directors and officers). The Company also leases properties from its majority shareholders.

The Company purchased a container of coffee
(37,500 pounds) costing $104,600 from three cooperatives in Nicaragua in June 2010 and has paid for the container through February of 2011. Ethical Trading and Investment Company of Nicaragua (Etico) acted as importer and financed the transaction.
Nicolas Hoskyns, a director of the Company, is the managing director of Etico.

The summary of payments made to Paul and Joan Katzeff in
connection with these related party transactions for the three months ended March 31, 2011, is as follows:



|                  |  |   |        | 
|----------------- |  | - | ------ | 
|Interest payments |  | $ | 658    | 
|Rent payments     |  | $ | 25,800 | 

The Companys majority
shareholders also guarantee certain notes payable of the Company (See Note 7).



|12. | Information on Business Segments
|--- | --------------------------------

As
noted in Note 1 in the Notes to the Financial Statements, the Company operates in two different business segments: the specialty coffee business and the retail bakery business. The specialty coffee business, although primarily based in California,
sells to grocery stores, serving locations and other retail outlets throughout the United States and some international business. The bakery sells exclusively on the north coast of California in Mendocino and Fort Bragg.



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##### Table of Contents

Thanksgiving Coffee Company, Inc.

Notes to Financial Statements (continued)

March 31, 2011 and December 31, 2010



|12. | Information on Business Segments (continued)
|--- | --------------------------------------------



Selected financial data by business segment



|                              |  |           |           |   |            |   |           |  
|----------------------------- |  | --------- | --------- | - | ---------- | - | --------- | -
|                              |  | 3/31/2011 |           |   | 3/31/2010  |  
|Net Sales                     |  |           |           |   |            |   |           |  
|                              |  |          
|Specialty Coffee              |  | $         | 874,840   |   |            | $ | 905,114   |  
|Bakery                        |  |           | 92,712    |   |            |   | 109,904   |  
|                              |  |           |           |   |            |   |           |  
|Total                         |  | $         | 967,552   |   |            | $ | 1,015,018 |  
|                              |  |           |           |   |            |   |           |  
|                              |  |          
|Intersegment Sales            |  |           |           |   |            |   |           |  
|                              |  |          
|Specialty Coffee              |  |           | 8,339     |   |            |   | 11,930    |  
|                              |  |           |           |   |            |   |           |  
|Total Sales                   |  | $         | 959,213   |   |            | $ | 1,003,088 |  
|                              |  |           |           |   |            |   |           |  
|Operating Income/(Loss)       |  |           |           |   |            |   |           |  
|                              |  |          
|Specialty Coffee              |  | $         | (69,007   | ) |            | $ | (21,708   | )
|Bakery                        |  |           | (26,933   | ) |            |   | (37,773   | )
|                              |  |           |           |   |            |   |           |  
|Total                         |  | $         | (95,940   | ) |            | $ | (59,481   | )
|                              |  |           |           |   |            |   |           |  
|Depreciation and Amortization |  |           |           |   |            |   |           |  
|                              |  |          
|Specialty Coffee              |  | $         | 14,318    |   |            | $ | 17,552    |  
|Bakery                        |  |           | 5,490     |   |            |   | 6,119     |  
|                              |  |           |           |   |            |   |           |  
|Total                         |  | $         | 19,808    |   |            | $ | 23,671    |  
|                              |  |           |           |   |            |   |           |  
|Interest Expense              |  |           |           |   |            |   |           |  
|                              |  |          
|Specialty Coffee              |  | $         | 5,978     |   |            | $ | 7,071     |  
|Bakery                        |  |           | 398       |   |            |   | 695       |  
|                              |  |           |           |   |            |   |           |  
|Total                         |  | $         | 6,376     |   |            | $ | 7,766     |  
|                              |  |           |           |   |            |   |           |  
|                              |  |          
|                              |  | 3/31/2011 |           |   | 12/31/2010 |  
|Assets                        |  |           |           |   |            |   |           |  
|                              |  |          
|Specialty Coffee              |  | $         | 980,751   |   |            | $ | 1,188,298 |  
|Bakery                        |  |           | 71,380    |   |            |   | 77,818    |  
|                              |  |           |           |   |            |   |           |  
|Total                         |  | $         | 1,052,131 |   |            | $ | 1,266,116 |  
|                              |  |           |           |   |            |   |           |  
|Fixed Assets                  |  |           |           |   |            |   |           |  
|                              |  |          
|Specialty Coffee              |  | $         | 381,856   |   |            | $ | 352,357   |  
|Bakery                        |  |           | 46,966    |   |            |   | 51,251    |  
|                              |  |           |           |   |            |   |           |  
|Total                         |  | $         | 428,822   |   |            | $ | 403,608   |  



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##### Table of Contents

ITEM 2. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

FORWARD LOOKING STATEMENTS

In addition to historical information, this Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the
Securities Exchange Act of 1934. In some cases, forward-looking statements may be identified by words such as believe, anticipate, expect, intend, plan, will, may,
and other similar expressions. In addition, any statements that refer to expectations, projections or other characterizations of future events or circumstances are forward-looking statements. These statements relate to, among other things, possible
expansions into new and existing markets and trends in the operations of Thanksgiving Coffee Company, Inc. (the Company). Any forward-looking statements should be considered in light of various risks and uncertainties that could cause
results to differ materially from expectations, estimates or forecasts expressed. These various risks and uncertainties include, but are not limited to: changes in general economic conditions, changes in business conditions in the coffee industry,
fluctuations in consumer demand for coffee products and in the availability and costs of green beans, continuing competition within the Companys businesses, variances from budgeted sales mix and growth rate, consumer acceptance of the
Companys products, inability to secure adequate capital to fund its operating expenses and working capital requirements, inability to hire, train and retain qualified personnel, concentration of production and sales in Northern California, the
loss of one or more major customers, inability to successfully implement the Companys sales goals, natural disasters, civil unrest in countries which produce coffee and tea, weather and other risks identified herein. Readers are cautioned not
to place undue reliance on these forward-looking statements that speak only as of the date of this Quarterly Report on Form 10-Q. The Companys forward-looking statements should also be considered in light of its reviewed financial statements,
related notes and the other financial information appearing elsewhere in this report and in its other filings with the Securities and Exchange Commission. As a result of these risks and uncertainties, the Companys actual results may differ
materially and adversely from those expressed in any forward-looking statements. The Company assumes no obligation to update any forward-looking statements.

SUMMARY

Sales of the Company have eroded over the last five years primarily due to
declines in the direct distribution sales method of the Companys business (i.e., delivery by company truck). Increased competition, customer attrition and customers roasting green beans for their own use have all had a negative impact on the
Companys sales. The Company has tried a number of strategies that have not proven effective in abating these declines. The Company has changed its method of distribution to rely less on direct distribution (with only two routes) and instead
uses independent distributors or shipping direct (via UPS or other common carrier). The effect of these changes on the Companys sales has been limited but has reduced distribution expenses. Because of the limited impact of these changes, as
well as the increase in cost of sales and other factors noted herein, there can be no assurances that the Company will be profitable in any future period, and, as a consequence, the Company is considering various strategic alternatives.

The Company pays substantially more for its green beans than the market price, because of quality, organic nature of many of its lines and the fact that
it uses fair-traded coffees. Green bean costs have continued to rise and have placed pressure on margins. If green bean costs do not decline or continue to rise, whether as a consequence of inclement weather in a major producing area or any other
event that affects green bean pricing, and the Company cannot offset costs by raising prices, it would have a negative impact on the Company and its margins.

The Company has a revolving line of credit for $25,000 of which $10,500 is currently outstanding and a term debt facility of $166,025 with the Savings Bank of Mendocino. The term debt is a five-year note
renewed December 1, 2009 and is due December 1, 2014. The line of credit was verbally renewed on March 2011 and is renewed annually. If the credit line should not be renewed, the stability of the Companys business would be in
question. See Liquidity and Capital Resources.

The Company experienced a major fire at its plant and office facility on
July 5, 2010. There were no reported injuries. The fire was deemed by the Mendocino County Sheriffs office to be arson. As a result of the fire, the Companys offices, packaging, tasting room and shipping facility were destroyed.
However, the Companys roasting and warehouse facility, where the Company stored most of its green beans, was not damaged. The Company has resumed it administrative, packaging, tasting and shipping activities using its remaining facility and
renting additional office and warehouse space in the Fort Bragg area. The damaged portion of the facility has been razed and the Company is currently working with an architect to reconstruct the building. The Company expects that a portion of the
loss resulting from the fire will be covered by its current building, personal property, business interruption and additional expense insurance, however, the full amount that the Company will be able to recover under this insurance policy is still
being determined. Up to the first $1,000 of the loss will be borne by the Company as a deductible expense of the policy.



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##### Table of Contents

Results of Operations

Three months ended March 31, 2011 versus March 31, 2010



|                              |  |                     |         |    |                |  |       |   
|----------------------------- |  | ------------------- | ------- | -- | -------------- |  | ----- | --
|Combined                      |  | Increase (Decrease) |         |    | Percent Change | 
|Net Sales                     |  | $                   | (43,875 | )  |                |  | (4.4  | )%
|Cost of Sales                 |  |                     | (9,312  | )  |                |  | (1.4  | )%
|Gross Margin %                |  |                     | (2.0    | )% |                |  | (5.6  | )%
|Selling, G&A Expense          |  |                     | 5,759   |    |                |  | 1.5   | % 
|Depreciation And Amortization |  |                     | (3,863  | )  |                |  | (16.3 | )%
|Interest Expense              |  |                     | (1,390  | )  |                |  | (17.9 | )%
|Net Income (Loss)             |  |                     | (8,179  | )  |                |  |      | % 

Combined net sales for the three months
ended March 31, 2011 were $959,213, down 4.4%, or nearly $44,000 when compared with net sales of $1,003,088 for the same period in fiscal 2010.

Distribution revenues (e.g., revenues generated on the Companys own truck distribution) were up $11,000 or 3% for the three months ended March 31, 2011, when compared with distribution sales
for the same period in 2010.

National revenues (e.g., revenues not derived by mail order and direct truck distribution) were down $28,000, or
7% for the three months ended March 31, 2011 when compared to national sales for the same period in 2010. Lower volume for the distributor in southern California resulted in a drop in sales in this segment of the Companys sales.

Mail order revenues (e.g., revenues generated from product sold directly to the consumer either through print media or the Internet)
decreased $10,000, or 10% for the three months ended March 31, 2011 when compared to mail order sales for the same period in 2010. The decrease was attributable to a decline in the Companys online store.

Sales of the Companys bakery were down $17,000 for the three months ended March 31, 2011 when compared to bakery sales for the same period in
2010. The Company has reduced the hours that the bakery is open and eliminated unprofitable items which resulted in lower sales.

Combined
cost of sales for the three months ended March 31, 2011 were $638,993, down 1.4%, or over $9,000 when compared with the cost of sales of $648,305 for the same period in 2010. Lower sales volume was offset by higher cost of green coffee. The
average cost of green coffee for the first quarter of 2011was $2.72 per pound compared to $2.42 for the same period in 2010 or an increase of $42,000.

Combined gross margin percentage (gross profit as a percentage of net sales) for the three months ended March 31, 2011 was 33.4%, down 2 percentage points when compared with gross margin of 35.4% for
the same period in 2010. Higher costs for green coffee as noted above resulted in a drop in gross margin.

Combined selling, general and
administrative expenses were $396,352 for the three months ended March 31, 2011, an increase of 1.5% or nearly $6,000 when compared with the selling, general and administrative expenses of $390,593 for the same period in 2010.

Combined depreciation and amortization expenses for the three months ended March 31, 2011 were $19,808, a 16.3% decrease, or nearly $4,000, when
compared to depreciation expense of $23,671 for the same period in 2010.

Combined interest expense for the three months ended March 31,
2011 was $6,376, a 17.9% decrease or over $1,000 compared with interest expense of $7,766 for the same period in 2010. Total debt is $253,376 at March 31, 2011 versus $269,154 at December 31, 2010.

As a result of the foregoing factors, the Company had a combined net loss of $78,442 for the three months ended March 31, 2011, compared to a loss
of $70,263 for the same period in 2010. Because of the declines in sales and increases in the cost of green beans, there can be no assurances that the Company will be profitable in future periods



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##### Table of Contents

LIQUIDITY AND CAPITAL RESOURCES

As of March 31, 2011, the Company had working capital of $105,735 versus working capital of $223,761 as of December 31, 2010. The decrease in working capital is due primarily to the decrease in
cash, accounts receivable and inventory offset by a reduction in accounts payable and accrued liabilities in the first quarter. The reduction in cash in the first quarter was a result of an advance from the insurance company at year end which was
used to reduce accounts payable and accrued liabilities in the first quarter.

Net cash used in operating activities was $34,206 for the three
months ended March 31, 2011 compared to net cash provided by operating activities of $20,824 during the same period in 2010. The decrease in cash from operating activities in the first three months of 2011 was the result of a decrease in
accounts payable offset somewhat by a reduction in accounts receivable and inventories.

Cash used in investing activities was $60,217 for the
three months ended March 31, 2011 compared to $12,978 used in the same period in 2010. Capital additions for the first three months of 2011 were $23,000 for electrical upgrades in the warehouse to accommodate the packaging equipment, $20,000
for a new packaging sealer, $7,000 for a used pickup truck for the plant, $4,500 for additional computer equipment, $4,000 for brewing equipment.

Net cash used in financing activities for the three months ended March 31, 2011 was $15,777 compared to net cash used in financing activities of $23,585 during the same period in 2010. The cash used
by financing activities was a result of paying existing debt.

Because of the decline in cash used by operating activities and purchases of
capital expenditures, cash at March 31, 2011 dropped by over $110,200 from the cash balance at January 1, 2011, but was $42,414 higher than cash at March 31, 2010.

In December 2009, the Company extended a term note with the Savings Bank of Mendocino. This note is for five years and is due on December 1, 2014 with an interest rate of 7.25%. The note is
collateralized by the Companys accounts receivable, inventory, equipment, instruments, general intangibles and contract rights. This note is personally guaranteed by the Companys majority shareholders. As of March 31, 2011, the
balance on the note is $166,025 (See Note 7 of Notes to the Financial Statements).

The Company also has a $25,000 line of credit with the
Savings Bank of Mendocino. The credit line is interest only payments renewable annually at 2% over the prime rate with a minimum rate of 6.5 % and was verbally renewed in March, 2011. The rate was 6.50% at March 31, 2011 with an
outstanding balance on the line of $10,500. The credit line is collateralized by a security interest of first priority in all accounts receivable, inventory, equipment, instruments, general intangibles and contract rights. The line of credit is
personally guaranteed by the Companys majority shareholders. (See Note 7 of Notes to Financial Statements)

The Company has an
interest-only note for $19,919 at March 31, 2011, payable to the majority shareholders, directors and officers, Joan and Paul Katzeff. The interest-only note is at 12%, with balance due on demand after June 30, 1996 and is
uncollateralized. (See Note 7 and Note 11 of Notes to Financial Statements)

At March 31, 2011, the Company had total borrowings of
$253,376 including $176,525 owing to the Savings Bank of Mendocino. This compares to total borrowings of $269,154 as of December 31, 2010, including $187,366 outstanding to the Savings Bank of Mendocino.

For long-term debt, see Note 7 of the Notes to Financial Statements. For operating leases, see Note 9 of the Notes to Financial Statements. For real
estate leases, see Note 10 and Note 11 of the Notes to Financial Statements.



|                        |  |                        |         |  |                   |   |         |           |  |   |           |  |  |               |         |  |  |   |   | 
|----------------------- |  | ---------------------- | ------- |  | ----------------- | - | ------- | --------- |  | - | --------- |  |  | ------------- | ------- |  |  | - | - | 
|                        |  | Payments Due By Period |        
|Contractual Obligations |  | Total                  |         |  | Less thanOne year |   |         | 1-3 years |  |   | 4-5 years |  |  | After 5 years |        
|Debt                    |  | $                      | 253,376 |  |                   | $ | 91,251  |           |  | $ | 120,669   |  |  | $             | 41,456  |  |  | $ |  | 
|Operating Leases        |  |                        | 23,148  |  |                   |   | 9,490   |           |  |   | 12,613    |  |  |               | 1,045   |  |  |   |  | 
|Real Estate Leases      |  |                        | 455,944 |  |                   |   | 129,144 |           |  |   | 206,400   |  |  |               | 120,400 |  |  |   |  | 
|Total Cash Obligations  |  | $                      | 732,468 |  |                   | $ | 229,885 |           |  | $ | 339,682   |  |  | $             | 162,901 |  |  | $ |  | 



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The Company is dependent on successfully executing its business plan to achieve profitable operations,
obtaining additional sources of borrowings (including normal trade credit) and securing favorable financing arrangements (including lease financing) to finance its working capital needs. There can be no assurance that the Company will be successful
in this regard. If the Company is not able to meet its credit obligations the stability of the Companys business would be in question.

RELATED PARTY TRANSACTIONS

From time to time, the Company enters into various transactions with its majority shareholders, Paul and Joan Katzeff. See note 11  Related Party Transactions in the Notes to the
Financial Statements.

SEASONALITY AND OTHER FACTORS AFFECTING PERFORMANCE

The Companys business is seasonal in nature. The seasonal availability of green bean coffee in the first two quarters of the year and increased sales in the last quarter historically creates a high
use of cash and a build up in inventories in the first two quarters, with a corresponding decrease in inventory and increase in cash in the last quarter. Because of the seasonality of the Companys business, results for any quarter are not
necessarily indicative of the results that may be achieved for the full fiscal year. Furthermore, past seasonal patterns are not necessarily indicative of future results.

INDEMNIFICATION MATTERS

The Companys Bylaws provide that the Company may indemnify
its directors, officers, employees and other agents to the fullest extent permitted by California law. The Company believes that indemnification under its Bylaws also permits the Company to secure insurance on behalf of any officer, director,
employee or other agent for any liability arising out of his or her actions in such capacity, regardless of whether California law would permit indemnification. The Company maintains such liability insurance for its directors and certain officers
and employees.

At present, there is no pending litigation or proceeding involving any director, officer, employee or agent of the Company
where indemnification would be required or permitted. The Company is not aware of any pending or threatened litigation or proceeding that might result in a claim for such indemnification.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The Companys stock is generally illiquid and there have been few trades in recent years. There have been three trades in the Companys Common Stock since 1999. In June 2004, 750 shares were
traded at $4.50 per share. In December 2005, 400 shares were traded at $2.00 per share.

ITEM 4.
CONTROLS AND PROCEDURES

An evaluation was performed under the supervision and with the participation of the Companys
management, including the Chief Executive Officer, the President and Chief Financial Officer, of the effectiveness of the Companys disclosure controls and procedures as of March 31, 2011. Based on that evaluation, the Companys
management, including the Chief Executive Officer, the President and Chief Financial Officer concluded that the Companys disclosure controls and procedures were effective.

There have been no changes in the Companys internal controls over financial reporting during the first quarter of 2011 that have materially affected or are reasonably likely to affect the
Companys internal controls over financial reporting.



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Part II  OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

-None-

ITEM 1A. RISK Factors

We have concerns regarding the current economic situation. The United States continues with high unemployment and slow economic growth. The price of
coffee on the New York Coffee Sugar and Cocoa Exchange has more than doubled since June 2010. The unemployment rate for Mendocino County continues to be above the national average. All of these factors could have a significant effect on the
Companys ability to be profitable.

Our coffee roasting facility is subject to state and local air-quality and emissions regulations. If
we encounter difficulties in obtaining any necessary licenses or complying with these laws and regulations our ability to produce any of our roasted products would be severely limited. We believe that we are in compliance in all material respects
with all such laws and regulations and we have obtained all material licenses that are required for the operation of our business. We are not aware of any environmental regulations that have or that we believe will have a material adverse effect on
our operations.

The Company experienced a major fire on July 5, 2010. The Company has building, personal property, extra expense, loss
of rent and business interruption coverage which has been renewed at April 1, 2011. Although we have continued our packaging and shipping operations and have located our administrative and warehousing operations in leased facilities, we have
not had a final settlement on the building and business personal property insurance. The Company has not begun to rebuild its facility. Up to the first $1,000 of the loss will be borne by the Company as a deductible per the terms of the policy.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

- None 

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

- None 

ITEM 4. REMOVED AND RESERVED

- None -

ITEM 5. OTHER INFORMATION

- None 



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##### Table of Contents

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K



| | a. | Exhibits
| | -- | --------



|     |  |                                                                                                                                                    
|---- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------
|12.2 |  | 8-K Filed January 18, 2011                                                                                                                         
|     | 
|31.1 |  | Certification pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (Chief Executive Officer).
|     | 
|31.2 |  | Certification pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (President)               
|     | 
|31.3 |  | Certification pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (Chief Financial Officer) 
|     | 
|32.1 |  | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Chief Executive Officer).  
|     | 
|32.2 |  | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (President).                
|     | 
|32.3 |  | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Chief Financial Officer).  



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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, The Registrant has duly caused this Quarterly Report to be signed on it behalf by
the undersigned, thereunto duly authorized.

THANKSGIVING COFFEE COMPANY, INC.



|                    |  |                         |  |             
|------------------- |  | ----------------------- |  | ------------
|Name                |  | Title                   |  | Date        
|                    |  |                        
|/s/ Sam Kraynek     |  | Chief Executive Officer |  | May 13, 2011
|Sam Kraynek         |  |                         |  |             
|                    |  |                        
|/s/ Ben Corey-Moran |  | President               |  | May 13, 2011
|Ben Corey-Moran     |  |                         |  |             
|                    |  |                        
|/s/ Sam Kraynek     |  | Chief Financial Officer |  | May 13, 2011
|Sam Kraynek         |  |                         |  |             



23