SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 2
to
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Rick's Cabaret International, Inc.
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(Name of Issuer)
Common Stock, par value $0.01
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(Title of Class of Securities)
765641-30 3
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(CUSIP Number)
Eric Langan, 505 North Belt, Suite 630, Houston, Texas 77060, (281) 820-1181
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(Name, Address, and Telephone Number of Person Authorized to Receive Notices and
Communications)
March 29, 1999
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D and is filing this
schedule because of ''240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box. |_|
NOTE: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See '240,13d-7(b) for other
parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 (Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
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CUSIP No. 765641-30 3 Page 2 of 6
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(1) Name of Reporting Person and IRS Identification No. of Above Person:
Eric Scott Langan
(2) Check the Appropriate Box if a Member of a Group (See Instructions).
(a) |X|
(b) |_|
(3) SEC Use Only
(4) Source of Funds (See Instructions)
AF
(5) Check if Disclosure of Legal Proceeding
is Required Pursuant to Items 2(d)or 2(e). |_|
(6) Citizenship or Place of Organization
U.S.A.
Number (7) Sole Voting Power
of 207,406
Shares
Bene-
ficially (8) Shared Voting Power
Owned 566,732
by
Each
Report- (9) Sole Dispositive Power
ing 207,406
Person
With:
(10) Shared Dispositive Power
566,732
(11) Aggregate Amount Owned by Each Reporting Person
774,138
(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) |_|
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CUSIP No. 765641-30 3 Page 3 of 6
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(13) Percent of Class Represented by Amount in Row (11)
24.1%
(14) Type of Reporting Person
IN
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CUSIP No. 765641-30 3 Page 4 of 6
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ITEM 1 Security and Issuer
This statement is filed with respect to shares of common stock par value
$0.01 (the "Shares") of Rick's Cabaret International, Inc. (the "Company",
"Rick's" or the "Issuer"), whose address is 505 North Belt, Suite 630, Houston,
Texas 77060. The shares described herein take into account the reverse split
with respect to the Company's 2:1 reverse split effective March 15, 1999.
ITEM 2. Identity and Background
(a) Eric Scott Langan
(b) Business address: 505 North Belt, Suite 630, Houston, Texas 77060
(c) Director and President of Rick's, and Director and President of
Taurus Entertainment Companies, Inc. ("Taurus"). The address of
Rick's and Taurus is 505 North Belt, Suite 630, Houston, Texas
77060. Mr. Langan is also the General Partner of E.S. Langan,
L.P. at the same address.
(d) No.
(e) No.
(f) U.S.A.
ITEM 3. Source and Amount of Funds or Other Consideration
On August 11, 1998, Rick's and Mr. Langan entered into a Stock Exchange
Agreement which provided for the acquisition by Rick's of certain shares of
Taurus owned by Mr. Langan in exchange for 402,146 shares of Rick's, which,
after the reverse split of March 15, 1999, equals 201,073 shares.
On August 14, 1999, Mr. Langan purchased a total of 665 shares for cash in
market transactions, which, after the reverse split of March 15, 1999, equals
333 shares.
On January 13, 14, & 15, 1999, Mr. Langan purchased a total of 104,400
shares for cash in market transactions, which, after the reverse split of March
15, 1999, equals 52,200 shares. Of these shares, 92,400 are owned indirectly
through E.S. Langan, L.P., which, after the reverse split of March 15, 1999,
equals 46,200 shares.
On March 29, 1999, E. S. Langan, L. P. purchased a total of 1,041,064
shares, which, after the reverse split of March 15, 1999, equals 520,532 shares,
for cash and promissory notes in a private transaction. These shares are owned
indirectly by Mr. Langan, who is the General Partner of E.S. Langan, L.P. E.S.
Langan, L.P. has filed a separate Form 13D. Mr. Langan and E.S. Langan, L.P.
are a group.
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CUSIP No. 765641-30 3 Page 5 of 6
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ITEM 4. Purpose of Transaction
Mr. Langan made these transactions as investments in an industry in which
Mr. Langan has invested in the past. Mr. Langan is a Director and the President
of Rick's.
(a) Mr. Langan may, from time to time, acquire additional securities of the
Company for investment purposes. In connection with Mr. Langan's position as
Director and President of Rick's, Mr. Langan may receive options to acquire
shares of common stock of Rick's.
(b) Mr. Langan has no present plans or proposals for an extraordinary
corporate transaction involving the Company.
E. S. Langan L.P. acquired the shares in the March 29, 1999 transaction
from Robert L. Watters, who resigned as President of Rick's. Mr. Langan is the
General Partner of E.S. Langan, L.P. Also on March 29, 1999, Mr. Watters
acquired a subsidiary of Rick's, RCI Entertainment Louisiana, Inc., which was
reported by Rick's on a Form 8-K dated March 29, 1999.
(c) Mr. Langan has no present plans or proposals involving the sale or
transfer of a material amount of assets of the Company or any of its
subsidiaries.
(d) Mr. Langan has plans to add Board members, but no plans or proposals to
change the term of directors. Mr. Langan was appointed as President of Rick's
on March 29, 1999. Mr. Langan continues to be a Director.
(e) Mr. Langan has no present plans or proposals for material change in the
present capitalization or dividend policy of the Company.
(f) Mr. Langan has no present plans or proposals for a material change in
the Company's business or corporate structure.
(g) Mr. Langan has no present plans or proposals for changes in the
Company's charter or bylaws, or instruments corresponding thereto or other
actions which may impede the acquisition of control of the Company by any
person.
(h) Mr. Langan has no present plans or proposals for causing a class of
securities of the Company to be delisted from a national securities exchange or
to cease to be authorized to be quoted in an inter-dealer quotation system of a
registered national securities association.
(i) Mr. Langan has no present plans or proposals for a class of securities
of the Company becoming eligible for termination of registration pursuant to
Section 12(g)(4) of the Act.
(j) Mr. Langan has no present plans or proposals for any actions similar to
those enumerated above.
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CUSIP No. 765641-30 3 Page 6 of 6
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ITEM 5. Interest in Securities of the Issuer
(a) Mr. Langan is the beneficial owner directly or indirectly of 1,548,275
Shares of the Company, which, after the reverse split of March 15,
1999, equals 774,138 shares and which represents 24.1% of the class of
securities.
(b) Mr. Langan has sole voting and dispositive power for 414,811 Shares of
the Company, which, after the reverse split of March 15, 1999, equals
207,406 shares.
Mr. Langan has shared voting and dispositive power for 1,133,464
Shares of the Company, which, after the reverse split of March 15,
1999, equals 566,732 shares.
(c) None.
(d) E.S. Langan, L.P. has the right to receive and power to direct receipt
of dividends from or the proceeds from the sale of 1,133,464 Shares,
which, after the reverse split of March 15, 1999, equals 566,732
shares.
(e) Not applicable.
ITEM 6. Contract, Agreements, Understandings or Relationships with Respect to
Securities of the Issuer
Mr. Langan, as General Partner of E. S. Langan, L.P., has voting
rights for E. S. Langan, L.P. and as such, Mr. Langan and E. S.
Langan, L.P. will vote as a group. Mr. Langan and Rick's entered into
an Employment Agreement in connection with the appointment of Mr.
Langan as a Director and Vice-president-Operations of Rick's which
provides for the issuance by Rick's to Mr. Langan of options for up to
250,000 shares of common stock of Ricks, which, after the reverse
split of March 15, 1999, equals 125,000 options.
ITEM 7. Material to be Filed as Exhibits
None.
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete, and
correct.
April 6, 1999 /s/ Eric Scott Langan
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Date Eric Scott Langan
