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

                                   FORM 12b-25           SEC File Number 1-13636
                                                       CUSIP Number: 586579 10 4
                           NOTIFICATION OF LATE FILING

(Check  One):|_|  Form 10-K and Form 10-KSB |_| Form 11-K |_| Form 20-F |X| Form
10-Q and Form 10-QSB |_| Form N-SAR
                              For the  Period  Ended:  March 31,  1997
                          [ ] Transition   Report   on   Form   10-K
                          [ ] Transition   Report   on   Form   20-F
                          [ ] Transition   Report   on   Form   11-K
                          [ ] Transition   Report   on   Form   10-Q
                          [ ] Transition Report on Form 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: _____________________

PART I -- REGISTRANT INFORMATION

Mendocino Brewing Company, Inc.
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Full Name of Registrant


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Former Name if Applicable

P.O. Box 400, 13351 South Highway 101
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Address of Principal Executive Office (Street and Number)

Hopland, California 95440-0400
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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;
         |
|X|      |   (b)   The subject annual report,  semi-annual  report,  transition 
         |         report on Form 10-K, 20-F, 11-K or N-SAR, or portion thereof,
         |         will be 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 pre-
         |         scribed 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 Form 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.

         Due  to  temporary  and  unusual   circumstances,   including   without
         limitation  simultaneous  audits by its  independent  auditors  and the
         Internal  Revenue Service,  administrative  staff of the registrant had
         insufficient  available  resources to compile and analyze its financial
         data in sufficient  time to file Form 10-QSB for the  quarterly  period
         ended March 31, 1997 by the May 15, 1997 deadline.


PART IV -- OTHER INFORMATION

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

                        Nelson D. Crandall                415-462-4700
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                              (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 answer is no, identify report(s). |X| Yes |_| No

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(3)      Is it anticipated  that any significant  change in results of operation
         for 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? |X| Yes |_| 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.

         The registrant's sales during the first quarter of 1997 were $1,051,500
         compared to $683,900  in 1996.  Net loss for the first  quarter of 1997
         was  $122,400  compared to a net loss of $112,800 in the same period in
         1996.

                   Mendocino Brewing Company, Inc.
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                  (Name of Registrant as Specified in Charter)

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


         April 15, 1997                 /s/ Norman H. Franks
Date:    -----------------------    By  ----------------------------------------
                                        Norman H. Franks
                                        Vice President and Chief Financial
                                        Officer


Instruction: The form may be signed by an executive officer of the registrant or
by any other duly  authorized  representative.  The name and title of the person
signing  the form  shall  be typed or  printed  beneath  the  signature.  If the
statement is signed on behalf of the registrant by an authorized  representative
(other than an executive officer), evidence of the representative's authority to
sign on behalf of the registrant shall be filed with the form.

                                   ATTENTION
Intentional  misstatements  or omissions  of fact  constitute  Federal  criminal
violations. (See 18 U.S.C. 1001)

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