SEC FILE NUMBER

000-51439

CUSIP NUMBER

252603105

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 10-D     ¨  Form N-SAR     ¨  Form N-CSR
	For Period Ended: October 31, 2012
	¨   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:

Not Applicable

PART I — REGISTRANT INFORMATION

DIAMOND FOODS, INC.

Full Name of Registrant

Not Applicable

Former Name if Applicable

600 Montgomery Street, 13^th Floor

Address of Principal Executive Office (Street and Number)

San Francisco, California 94111-2702

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)

x	(a)	The reason 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, Form 11-K, Form N-SAR or Form N-CSR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q or subject distribution report on Form 10-D 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, 10-D, N-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.

Diamond Food, Inc. (“Diamond”) recently completed the restatement of its consolidated financial statements for the fiscal years ended July 31, 2011 and 2010, and certain quarterly periods in such fiscal years. Diamond has recently filed all required reports including the second amendment to the Annual Report on Form 10-K for fiscal year ended July 31, 2011, Quarterly Reports on Form 10-Q for the periods ended October 31, 2011, January 31, 2012 and April 30, 2012, and its Annual Report on Form 10-K for the fiscal year ended July 31, 2012. In addition, Diamond filed is proxy statement with respect to an Annual Meeting of Stockholders, which the company expects to hold on January 14, 2013. As a result of the effort required to complete these filings, Diamond is presently not able to file, without unreasonable effort and expense, its Form 10-Q for the fiscal quarter ended October 31, 2012. Diamond undertakes the responsibility to file such report no later than five days after its original prescribed due date.

PART IV — OTHER INFORMATION

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

Michael Murphy	415	445-7444
(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

(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

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.

DIAMOND 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:	December 11, 2012	By:	/s/ Michael Murphy
		Name:	Michael Murphy
		Title	Chief Financial Officer