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Form 4 Filed by Pef Advisors Ltd on April 23, 2008


This form 4 (insider trading filing) was submitted to the Securities and Exchange Commission (SEC) by insider Pef Advisors Ltd on April 23, 2008. The CIK number of this insider is 1365431. At the time of this reporting, Pef Advisors Ltd is the 10% Owner of Chanticleer Holdings, Inc. . See all insider stock transactions reported by Pef Advisors Ltd and all stock buys, sales, and option exercises made by insiders at Chanticleer Holdings, Inc. . The stock ticker symbol of Chanticleer Holdings, Inc. is CEEH.

FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
PALISADES MASTER FUND LP

(Last) (First) (Middle)
HARBOUR HOUSE, 2ND FL., WATERFRONT DRIVE
P.O. BOX 972, ROAD TOWN

(Street)
TORTOLA D8 00000

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Chanticleer Holdings, Inc. [ CEEH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
04/21/2008
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (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 Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common stock, par value $.0001 per share (the"Common Stock") 04/21/2008 S 431,034 D $0.5713 3,069,988 D
Common Stock 04/22/2008 S 25,587 D $0.5713 3,044,401 D
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) 3A. Deemed Execution Date, if any (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 Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
PALISADES MASTER FUND LP

(Last) (First) (Middle)
HARBOUR HOUSE, 2ND FL., WATERFRONT DRIVE
P.O. BOX 972, ROAD TOWN

(Street)
TORTOLA D8 00000

(City) (State) (Zip)
1. Name and Address of Reporting Person*
PEF ADVISORS LTD

(Last) (First) (Middle)
HARBOUR HOUSE, 2ND FL., WATERFRONT DRIVE
P.O. BOX 972, ROAD TOWN

(Street)
TORTOLA D8 00000

(City) (State) (Zip)
Explanation of Responses:
Remarks:
On April 21, 2008, the Reporting Person sold 431,034 shares of Common Stock in an open market transaction at a price of $0.5713 per share. On April 22, 2008, the Reporting Person sold 25,587 shares of Common Stock in an open market transaction at a price of $0.5713 per share.
PALISADES MASTER FUND, L.P. By: Discovery Management Ltd., its authorized signatory, By: /s/ David Sims, Authorized Signatory 04/23/2008
PEF ADVISORS, LTD. By: /s/ Paul T. Mannion, Jr., Authorized Signatory 04/23/2008
** Signature of Reporting Person Date
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 Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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