UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549



                                   FORM 8-K/A
                                 CURRENT REPORT


                       Pursuant to Section 13 or 15(d) of
                       The Securities Exchange Act of 1934


        Date of Report (Date of Earliest Event Reported): January 3, 2001



                        CINEMASTAR LUXURY THEATERS, INC.
                        --------------------------------
               (Exact Name of Registrant as Specified in Charter)


           DELAWARE                        0-25252               33-0451054
- -----------------------------------    ----------------     --------------------
   (State or Other Jurisdiction          (Commission           (IRS Employer
         of incorporation)               File Number)        Identification No.)


           7220 AVENIDA ENCINAS SUITE 203, CARLSBAD, CALIFORNIA 92009
           ----------------------------------------------------------
          (Address of Principal Executive Offices, including Zip Code)

        Registrant's telephone number, including area code (760) 929-2525
                                                           --------------





ITEM 4.  CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT.

         This Form 8-K/A is filed to amend the Form 8-K filed by CinemaStar
Luxury Theatres, Inc. (the "Registrant") on January 19, 2001. Items 4(a)(iv) and
(v) have been amended to include the interim period through January 3, 2001.

(a)      Previous independent accountants.

         (i)      On January 3, 2001, the independent accountants for the
                  Registrant, Arthur Andersen LLP, were dismissed.

         (ii)     The reports of Arthur Andersen LLP on the financial statements
                  for the past two fiscal years contain no adverse opinion or
                  disclaimer of opinion, and such reports were not qualified or
                  modified as to uncertainty, audit scope or accounting
                  principles, with the exception of the auditors' report
                  covering the Registrant's financial statements included in the
                  Registrant's Form 10-KSB for the year ended March 31, 2000,
                  which contained a modification regarding the Registrant's
                  ability to continue as a going concern.

         (iii)    The Registrant's Audit Committee participated in and approved
                  the decision to change independent accountants.

         (iv)     In connection with the audits for the two most recent fiscal
                  years and through January 3, 2001, there have been no
                  disagreements with Arthur Andersen LLP on any matter of
                  accounting principles or practices, financial statement
                  disclosure, or auditing scope or procedure, which
                  disagreements if not resolved to the satisfaction of Arthur
                  Andersen LLP would have caused them to make reference thereto
                  in their report on the financial statements for such years.

         (v)      During the two most recent fiscal years and through January 3,
                  2001, there have been no reportable events as defined in
                  Regulation S-B Item 304(a)(1)(iv).

         (vi)     The Registrant has requested that Arthur Andersen LLP furnish
                  it with a letter addressed to the SEC stating whether or not
                  it agrees with the above statements. A copy of such letter,
                  dated January 30, 2001, is filed as Exhibit 16 of this Form
                  8-K/A.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

(b)      Exhibits.

         16       Letter of Arthur Andersen LLP dated January 30, 2001,
                  regarding the amended disclosure contained in Item 4(a)(iv)
                  and (v) of this report on Form 8-K/A.





                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this amended report to be signed on its behalf by
the undersigned hereunto duly authorized.

                                 CINEMASTAR LUXURY THEATERS, INC.


Dated:  January 30, 2001         By: /s/ Donald H. Harnois, Jr.
                                     -------------------------------------------
                                      Donald H. Harnois, Jr.
                                      Vice President and Chief Financial Officer





                                  EXHIBIT INDEX




           Exhibit #                                       Item
- ------------------------------------       -------------------------------------
                                        
               16                             Letter of Arthur Andersen LLP