UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): ~~April~~ 25May 24, 2005

MRS. FIELDS FAMOUS BRANDS, LLC

(Exact name of registrant as specified in charter)

DELAWARE		333-115046		80-0096938
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

2855 East Cottonwood Parkway, Suite 400

Salt Lake City, Utah 84121-1050

801-736-5600

(Address of Principal Executive Offices and Telephone Number, Including Area Code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)

ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS

(dc) ~~Effective~~ On ~~as of April 25~~May 24, 2005, ~~the~~ ~~sole~~the ~~member~~Board of Managers of Mrs. Fields Famous Brands, ~~LLC~~ (the “Company”)~~, acting by~~ ~~resolution~~appointed inMark ~~accordance~~C. ~~with~~McBride as the Company’s ~~limited~~Interim ~~liability~~Chief ~~company~~Accounting Officer and ~~agreement~~Interim Treasurer, ~~appointed~~effective ~~John~~as D.of ~~Shafer~~May 31, ~~Jr.~~2005, to serve asuntil the Company appoints a ~~member~~Chief Financial Officer and Treasurer following the resignation of Sandra Buffa, as reported in the Company’s Current Report on Form 8-K ~~Board~~filed ofon ~~Managers~~May 13, 2005. Mr. ~~Shafer was also~~ McBride ~~appointed~~will byserve in the ~~Board~~same ofcapacities ~~Managers~~for tocertain ~~serve~~of onthe ~~its~~Company’s ~~Compensation~~parent ~~Committee~~entities and subsidiaries. ~~Mr.~~The ~~Shafer~~Company ~~will~~has ~~serve~~not entered asinto an ~~independent~~employment ~~member~~agreement with Mr. McBride, age 43, as a result of the ~~Board~~interim ~~and~~appointment. Prior ~~will~~to joining ~~receive~~ the ~~standard~~Company ~~compensation~~in ~~paid~~August, to2002 ~~non-employee~~as its Vice President and Corporate ~~members~~Controller, Mr. McBride served as Chief Financial Officer of Ovid Technologies, Inc. in Salt Lake City, Utah. From September, 1996 to April, 2001, he was the ~~Company’s~~Vice ~~Board~~President, Corporate Controller and Corporate Secretary of ~~Managers~~Evans & Sutherland Computer Corporation in Salt Lake City, Utah.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

MRS. FIELDS FAMOUS BRANDS, LLC /s/ Michael Ward Michael Ward Executive Vice President and General Counsel

	MRS. FIELDS FAMOUS BRANDS, LLC


	/s/ Michael Ward
	Michael Ward
	Executive Vice President, General Counsel and Secretary


Date: May 31, 2005

~~Date: April 27, 2005~~3

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