SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 4
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)
July 6, 2000
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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)
OO
(5) Check if Disclosure of Legal Proceedings
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 692,406
Shares
Bene-
ficially (8) Shared Voting Power
Owned 578,632
by
Each
Report- (9) Sole Dispositive Power
ing 442,406
Person
With:
(10) Shared Dispositive Power
578,632
(11) Aggregate Amount Owned by Each Reporting Person
1,036,038
(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)
20.4%
(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.
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 July 6, 2000, Rick's acquired the adult Internet web site
www.XXXPassword.com from Voice Media, Inc. Pursuant to an Asset Purchase
Agreement. Among the terms of the acquisition, Rick's issued 700,000 restricted
shares of its common stock to Voice Media, of which 250,000 shares will remain
in escrow until certain earnings benchmarks are achieved. As part of this
transaction, the 250,000 escrow shares are subject to a Voting Agreement,
whereby Mr. Langan has sole voting power over the 250,000 shares as long as
these 250,000 shares are in escrow.
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CUSIP No. 765641-30 3 Page 5 of 6
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ITEM 4. Purpose of Transaction
On July 6, 2000, Rick's issued 700,000 restricted shares of its common
stock to Voice Media, of which 250,000 shares will remain in escrow until
certain earnings benchmarks are achieved. As part of this transaction, the
250,000 escrow shares are subject to a Voting Agreement, to which Mr. Langan is
also a party, whereby Mr. Langan has sole voting power over the 250,000 shares
as long as these 250,000 shares are in escrow. The Escrow Agreement sets forth
the conditions under which the shares will be released to Voice Media, Inc. or
returned to Rick's for cancellation. The Voting Agreement sets forth that Eric
Langan has sole voting power for the 250,000 escrow shares.
Rick's and Voice Media, Inc. have entered into a Letter of Intent whereby
Rick's may acquire from Voice Media, Inc. a web site named www.Clubpix.com. If
this transaction is consummated on the conditions set forth in the Letter of
Intent, then Mr. Langan could acquire voting power over an additional 700,000
shares of Rick's common stock
(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. Mr. Langan could acquire voting power over
additional securities of the Company as a result of future acquisitions
(b) Mr. Langan has no present plans or proposals for an extraordinary
corporate transaction involving the Company.
(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.
(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.
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(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
1,036,038 Shares and which represents 20.4% of the class of
securities.
1,036,038
(b) Mr. Langan has sole voting power for 692,406 shares, and sole
dispositive power for 442,406 Shares.
Mr. Langan has shared voting and dispositive power for 578,632
Shares.
(c) None.
(d) Pursuant to the Escrow Agreement, dividends, if any, on the 250,000
escrow shares will be escrowed as well and dividends are subject to
the same terms as the escrow shares.
(e) Not applicable.
ITEM 6. Contract, Agreements, Understandings or Relationships with Respect
to Securities of the Issuer
On July 6, 2000, Rick's acquired the adult Internet web site
www.XXXPassword.com from Voice Media, Inc. Among the terms of the acquisition,
Rick's issued 700,000 restricted shares of its common stock to Voice Media, of
which 250,000 shares will remain in escrow until certain earnings benchmarks are
achieved. As part of this transaction, the 250,000 escrow shares are subject
to a Voting Agreement, whereby Mr. Langan has sole voting power over the 250,000
shares as long as these 250,000 shares are in escrow.
ITEM 7. Material to be Filed as Exhibits
10.1 Asset Purchase Agreement
10.2 Escrow Agreement
10.3 Voting Agreement
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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.
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July 12, 2000 /s/ Eric Scott Langan
--------------- Eric Scott Langan
Date
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