UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB Amendment Number 1 * (AMENDED SOLELY TO REFLECT CORRECTED EXHIBIT 31.1) [X] Quarterly report pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934; For the quarterly period ended: June 30, 2004 [ ] Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 0-26958 RICK'S CABARET INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Texas 76-0458229 (State or other jurisdiction IRS Employer of incorporation or organization) Identification No.) 505 North Belt, Suite 630 Houston, Texas 77060 (Address of principal executive offices, including zip code) (281) 820-1181 (Registrant's telephone number, including area code) APPLICABLE ONLY TO CORPORATE ISSUERS On August 12, 2004, there were 3,700,148 shares of common stock, $.01 par value, outstanding. Transitional Small Business Disclosure Format (check one): Yes [_] No [X] RICK'S CABARET INTERNATIONAL, INC. TABLE OF CONTENTS ----------------- PART II OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K . . . . . . . . . . . . . . . . . . 2 Signatures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 1 This Amendment Number 1 to Registrant's Form 10-QSB is made solely to reflect corrected language to Exhibit 31.1. No other revisions or changes have been made to the Form 10-QSB for the period ending June 30, 2004, which was previously filed with the Securities and Exchange Commission on August 13, 2004. PART II OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K. (a) Exhibits Exhibit 31.1 - Certification of Chief Executive Officer and Acting Chief Financial Officer of Rick's Cabaret International, Inc. required by Rule 13a - 14(1) or Rule 15d - 14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. RICK'S CABARET INTERNATIONAL, INC. Date: August 30, 2004 By: /s/ Eric S. Langan ---------------------------------- Eric S. Langan Chief Executive Officer and Acting Chief Financial Officer 2