Form: 8-K

Current report filing

January 25, 2005

Documents

Published on January 25, 2005

Mr. Rod J. McDonald
January 18, 2005
Page 2

By Facsimile and Regular Mail
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January 18, 2005

Mr. Rod J. McDonald
Secretary and General Counsel
Pizza Inn, Inc.
3551 Plano Parkway
The Colony, TX 75056

Re: Pizza Inn, Inc. (the "Company")
Nasdaq Symbol: PZZI

Dear Mr. McDonald:

On January 18, 2005, the Company notified Staff of Mr. Robert B. Page's
appointment as Acting Chief Executive Officer of the Company and his resignation
from the Company's audit committee on January 4, 2005. As such, the Company no
longer complies with Nasdaq's audit committee requirements as set forth in
Marketplace Rule 4350.

Consistent with Marketplace Rule 4350(d)(4), the Company will be provided a cure
period until the earlier of the Company's next annual shareholders' meeting or
January 4, 2006, in order to regain compliance. The Company must submit to
Nasdaq documentation, including biographies of any proposed directors,
evidencing compliance with the rules no later than this date. In the event the
Company does not regain compliance within this period, Staff will provide
written notification that its securities will be delisted. At that time, the
Company may appeal Staff's determination to a Listing Qualifications Panel.

Please note that Item 3.01 of Form 8-K may require disclosure of the receipt of
this notification letter within four business days. Accordingly, the Company
should consult with counsel regarding disclosure obligations surrounding this
letter under the federal securities laws.

In addition, Nasdaq posts a list of all non-compliant Nasdaq companies and the
reason(s) for such non-compliance on our website at www.nasdaq.com. The Company
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will be included in this list commencing on or after January 25, 2005.


If you have any questions, please contact me at (301) 978-8034.

Sincerely,



W. Wayne Bush, CFA
Lead Analyst
Nasdaq Listing Qualifications


See, SEC Release No. 34-49424.