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1.
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I
am the Chief Executive Officer and Chief Financial Officer of Chanticleer
Holdings, Inc.
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2.
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Attached
to this certification is Form 10-Q for the quarter ended June 30,
2008, a
periodic report (the “periodic report”) filed by the issuer with the
Securities Exchange Commission pursuant to Section 13(a) or 15(d)
of the
Securities and Exchange Act of 1934 (the “Exchange Act”), which contains
financial statements.
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3.
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I
hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant
to
Section 906 of the Sarbanes-Oxley Act of 2002,
that
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·
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The
periodic report containing the financial statements fully complies
with
the requirements of Section 13(a) or 15(d) of the Exchange Act,
and
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·
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The
information in the periodic report fairly presents, in all material
respects, the financial condition and results of operations of the
issuer
for the periods presented.
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/s/
Michael D. Pruitt
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Michael
D. Pruitt
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Chief
Executive Officer and
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Chief
Financial Officer
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