RCI HOSPITALITY HOLDINGS, INC.

Director's Dealing • Oct 7, 2002

5 1 doc1.htm Form 5

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| 1.
Name and Address of Reporting Person* Wheeler, Loren Paul | 2.
Issuer Name and Ticker or Trading Symbol Rick's Cabaret International, Inc. (RICK) | | 6. Relationship of
Reporting Person(s) to Issuer (Check all applicable) ___ Director ___ 10%
Owner _ X _ Officer (give
___ Other (specify title below)
below) Vice President |
| --- | --- | --- | --- |
| (Last)
(First) (Middle) 505 North Belt, Suite 630 | 3.
I.R.S. Identification Number of Reporting Person, if an entity (voluntary) | 4.
Statement for Month/Day/Year September 2002 | |
| (Street) Houston, Texas 77060 | | 5.
If Amendment, Date of Original (Month/Year) | 7.
Individual or Joint/Group Filing (Check Applicable Line) _ X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person |
| (City)
(State)
(Zip) | Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | | |

1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned at End of Issuer's Fiscal Year (Instr. 3 and 4)	6. Owner- ship Form: Direct (D) or Indirect (I) (Instr. 4)
		Code	V	Amount	(A) or (D)	Price
common stock, par value $.01	09/18/2002	P4		300	A	$2.28	300	D

| Reminder: Report on a separate
line for each class of securities beneficially owned directly or indirectly. * If the form is filed by more than one reporting person, see Instructions 4(b)(v). | |
| --- | --- |
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form are not required to respond unless the form displays a currently valid OMB control
number. | (Over) SEC 1474 (3-99) |

FORM 5 (continued) Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

| 1.Title of Derivative Security (Instr.3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/ Day/ Year) | 4. Transaction
Code (Instr. 8) | 5. Number
of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | | 6. Date
Exercisable and Expiration Date (Month/Day/Year) | | 7. Title
and Amount of Underlying Securities (Instr. 3 and 4) | | 9.Number of Derivative Securities Beneficially Owned at End of Year (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | Code | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | | |
| option on common stock | $2.56 | 11-99 | A3 | 5,000 | | 11-00 | 11-04 | common stock | 5,000 | 74,000 | D |
| option on common stock | $2.56 | 11-99 | A3 | 5,000 | | 11-01 | 11-04 | common stock | 5,000 | 74,000 | D |
| option on common stock | $2.56 | 05-02 | A3 | 32,000 | | 05-03 | 05-07 | common stock | 32,000 | 74,000 | D |
| option on common stock | $2.56 | 05-02 | A3 | 32,000 | | 05-04 | 05-07 | common stock | 32,000 | 74,000 | D |

Explanation of Responses:

| ** | Intentional
misstatements or omissions of facts constitute Federal Criminal Violations.
See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| --- | --- |
| Note: | File three
copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. Page 2