Washington, DC 20549

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING

(Check One): |_| Form 10-K         |_| Form 20-F          |X| Form 10-Q
             |_| Form 11-K         |_| Form N-SAR

            For Period Ended: June 3, 2001

              |_| Transition Report on Form 10-K
              |_| Transition Report on 20-F
              |_| Transition Report on Form 11-K
              |_| Transition Report on Form 10-Q
              |_| Transition Report on N-SAR

            For the Transition Period Ended: _____________

Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.

If the notification relates to a portion of the filing checked above, identify
the item(s) to which the notification relates:


Gristede's Foods, Inc.
Full Name of Registrant

Former Name if Applicable

823 Eleventh Avenue
Address of Principal Executive Office (Street and Number)

New York, New York 10019-3535
City, State and Zip Code

PART II - RULES 12b-25(b) AND (c)

If the subject report could not be filed without unreasonable effort or expense
and the registrant seeks relief pursuant to Rule 12b-25(b), the following should
be completed. (Check box if appropriate.)

      (a)   The reasons described in reasonable detail in Part III of this form
            could not be eliminated without unreasonable effort or expense;

      (b)   The subject annual report, semi-annual report, transition report on
            Form 10-K, Form 20-F, 11-K, Form N-SAR, or portion thereof, will be
|X|         filed on or before the 15th calendar day following the prescribed
            due date; or the subject quarterly report or transition report on
            Form 10-Q, or portion thereof will be filed on or before the fifth
            calendar day following the prescribed due date; and

      (c)   The accountant's statement or other exhibit required by Rule
            12b-25(c) has been attached if applicable.


State below in reasonable detail the reasons why the Form 10-K, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period. (Attach extra sheets if needed.)

      The Company has requested this extension to enable its independent
      auditors to complete their review of the financial statements to be
      included in the Form 10-Q for the quarter ended June 3, 2001.


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

               Jay Weil, Esq.                  (212)             883-4947
      -----------------------------------   ------------------------------------
                  (Name)                    (Area Code)     (Telephone Number)

(2)   Have all other periodic reports required under Section 13 or 15(d) of the
      Securities Exchange Act of 1934 or Section 30 of the Investment Company
      Act of 1940 during the preceding 12 months or for such shorter period that
      the registrant was required to file such report(s) been filed? If the
      answer is no, identify report(s).
      |X|  Yes  |_|  No


(3)   Is it anticipated that any significant change in results of operations
      from the corresponding period for the last fiscal year will be reflected
      by the earnings statements to be included in the subject report or portion
      |_| Yes |X| No

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


                             Gristede's Foods, Inc.
                  (Name of Registrant as Specified in Charter)

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

Date July 18, 2001                      By: /s/ John A. Catsimatidis
     -------------                          ------------------------------------
                                            John A. Catsimatidis,
                                            Chairman of the Board