UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form 8-K
Current Report
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report: December 1, 2005
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Million Dollar Saloon, Inc.
(Exact name of small business issuer as specified in its charter)
Commission File Number: 0-27006
Nevada 13-3428657
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(State of incorporation) (IRS Employer ID Number)
6848 Greenville Avenue, Dallas, TX 75231
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(Address of principal executive offices)
(214) 691-6757
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(Issuer's telephone number)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[_] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[_] Pre-commencement communications pursuant to Rule 13e-4(C) under the
Exchange Act (17 CFR 240.13e-4(C))
Item 4.01 - Changes in Registrant's Certifying Accountant
On December 1, 2005, the Company's Board of Directors approved the engagement of
Blanchfield, Meyer, Kober & Rizzo, LLP of Hauppauge, NY (BMK&R) as the Company's
new registered independent public accounting firm to audit the Company's
financial statements for the year ended December 31, 2004 and subsequent
periods. Pursuant to SEC Release 34-42266, BMK&R will also review the Company's
financial statements to be reported in Quarterly Reports on Form 10-QSB.
Previously, the Company had announced, in a Current Report on Form 8-K dated
October 8, 2004, the resignation of S. W. Hatfield, CPA of Dallas, Texas as the
Company's independent auditor as a direct result of the auditor rotation
provisions of Sarbanes-Oxley Act of 2002. Due to the impact of Sarbanes-Oxley
Act of 2002 on the public accounting profession and the resulting reduction in
the number of independent public accounting firms willing to perform auditing
services for entities such as Million Dollar Saloon, Inc., the Company was
unable to secure a replacement for the Company's former auditing firm until this
time.
The Company did not consult with BMK&R at any time prior to December 1, 2005,
including the Company's two most recent fiscal years ended December 31, 2003 and
2002, and the subsequent interim periods through the date of this Report, with
respect to the application of accounting principles to a specified transaction,
either completed or proposed, or the type of audit opinion that might be
rendered on the Company's financial statements, or any other matters or
reportable events set forth in Item 304(a)(2)(i) and (ii) of Regulation S-B.
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SIGNATURES
In accordance with the requirements of the Securities Exchange Act of 1934, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
Million Dollar Saloon, Inc.
Dated: December 2, 2005 /s/ Nick Mehmeti
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Nick Mehmeti
Chief Executive Officer,
Chief Financial Officer and
and Director