EXHIBIT 4

                                [G&P LETTERHEAD]

January 4, 2005

Mr. Richard Goldring Scores Holding Company, Inc. 533-535 West 27th Street
New York, NY 10001

    RE:  MODIFIED RETAINER AGREEMENT


Dear Mr. Goldring:

         Please accept this letter as confirmation  that Scores Holding Company,
Inc. (the "Company"),  has agreed to modify the retainer agreement dated June 7,
2000 (the  "Retainer")  between  the  Company and  Gottbetter  & Partners,  LLP.
("G&P"),  effective January 4, 2005. The  modification,  which we understand was
approved by the Company's Board of Directors,  is for the Company to pay part of
its  outstanding  bill for legal  services with shares of the  Company's  common
stock, $.001 par value.

         We understand  that part of the  outstanding  bill will be satisfied by
the  issuance of 1,600,000  shares  valued at $.025 per share or an aggregate of
$40,000.  The board of directors  has approved the filing of a  registration  on
Form S-8 for these 1,600,000  shares.  The legal services for which these shares
are being registered and subsequently issued to Adam S. Gottbetter, a partner in
G&P,  did not  include  any  services  in  connection  with the offer or sale of
securities in a capital raising transaction,  and did not directly or indirectly
promote or maintain a market for the Company's securities.

         Please  note that this  letter  may be filed as an  exhibit to the Form
S-8. In order to effectuate the  modification of the Retainer,  please sign this
letter and return it to my office. If you have any questions, please call me.

Sincerely,

GOTTBETTER & PARTNERS, LLP

/s/ Gottbetter & Partners, LLP

ACCEPTED AND AGREED:

SCORES HOLDING COMPANY, INC.

By:    /s/ Richard Goldring
       -----------------------
Name:  Richard Goldring
Title: President