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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                                                 
                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING

          (CHECK ONE): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K
                       [X] Form 10-Q [ ] Form N-SAR

                       For Period Ended: September 30, 2004
                                                                 

     If the  notification  relates  to a portion of the  filing  checked  above,
identify the Item(s) to which the notification relates: N/A
                                                           

                         PART I. REGISTRANT INFORMATION

                          SUTTER HOLDING COMPANY, INC.
                            (Full Name of Registrant)

             Former Name if Applicable: Shochet Holding Corporation

      220 Montgomery Street, Suite 2100, San Francisco, CA        94104
   (Address of Principal Executive Office, Street and Number)   (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) [ X ]

         (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 or Form N-SAR, or portion
                  thereof, will be filed on or before the fifteenth calendar day
                  following the prescribe 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.






                               PART III. NARRATIVE

         State below in reasonable detail the reasons why Forms 10-K, 20-F,
11-K, 10-Q, N-SAR, or the transition report or portion thereof, could not be
filed within the prescribed time period.

         The Registrant is requesting an extension for the filing of the
Quarterly Report on Form 10-Q for the period ended September 30, 2004 because
the Company changed auditors late in the third quarter, and such change has
delayed some of the processes necessary to be completed prior to filing. The
Company will file the Quarterly Report on Form 10-Q for the period ended
September 30, 2004 with completed financial statements on or before the extended
due date of November 22, 2004.

                                                          
                           PART IV. OTHER INFORMATION

(1)      The name and telephone number of the person to contact in regard to
         this notification is Karen La Monte at (415) 788-1441.

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

         / 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 thereof?

         /  / Yes      / X/ No


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



                                            By: /s/ William G. Knuff III
                                                ------------------------
                                                William G. Knuff III
                                                Chief Financial Officer
                                            Date: November 15, 2004