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) ~~December~~March 2312, ~~2011~~2012

DREAMS, INC.

(Exact name of registrant as specified in its charter)

Utah	001-33405	87-0368170
(State or other jurisdiction of incorporation)	(~~Commission~~CommissionFile ~~File~~ Number)	(IRS Employer Identification No.)
2 South University Drive, Plantation, Florida		33324
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (954) 377-0002

Registrant’s facsimile number, including area code: (954) 475-8785

Not Applicable

(Former name or former address, if changed since last report)

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

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

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

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

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

ITEM 12.0102 ~~Entry~~Results ~~into~~of aOperations ~~Material~~and ~~Definitive~~Financial ~~Agreement~~Condition

On ~~December~~March 2312, ~~2011~~2012, Dreams, Inc. (the “Company”) ~~and~~issued ~~its subsidiaries (collectively the “Debtors”) closed on~~ a ~~$35~~press ~~million revolving~~release ~~credit~~regarding ~~facility~~its ~~with~~preliminary ~~PNC~~unaudited ~~Bank.~~revenues ~~$35~~for ~~million~~the ~~will~~year beended ~~available from August 1 to~~ December 31, ~~reducing to $30 million on January 1 of every year~~2011. ~~The~~A ~~revolving~~copy ~~note (the “Note”) has a maturity date~~ of ~~December 23, 2014. The amount outstanding from time to time under~~ the ~~Note~~press ~~may~~release ~~not exceed the sum of: (i) 85% of the Borrowers’ eligible accounts receivable; plus (ii) 85% of Borrowers’ eligible credit cards receivable; plus (iii) up to~~is ~~the~~furnished ~~lesser~~as ofExhibit ~~(x) 60% of eligible Borrowers’ inventory or (y) 90% of the net Borrowers’ orderly liquidation value of eligible inventory; minus (iv) any applicable reserves~~99. ~~The initial principal balance under the Note is $9~~1.0 ~~million.~~

~~Interest~~ITEM ~~shall initially accrue on all outstanding amounts under the Note at the PNC base rate floating plus~~ 7.~~25%~~01 orRegulation atFD the rate of LIBOR plus 2.25% per annum, and is due and payable monthly in arrears. The rate may further adjust based upon the Company’s Fixed Change Coverage Ratio and Seasonal Overadvances (up to $2.5 million for three (3) months beginning in June and $5 million for six (6) months beginning in September. Seasonal Overadvances will be priced at 50 basis points above the then applicable margin. The default rate of interest is the applicable rate plus 2% per annum. An unused line fee in the amount of 0.25% per annum is payable monthly in arrears based on the average daily unused portion of the facility. All outstanding principal, and any remaining outstanding interest, shall be paid in one lump sum on the maturity date. Disclosure

The Company’s ~~Debtors~~press ~~have~~release ~~granted~~described ~~PNC~~above, ~~Bank a security interest in all of Debtors’ assets~~ and afurnished ~~pledge~~herewith, ofalso ~~Debtors~~includes ~~equity~~disclosure ~~in all~~ of the Company’s ~~subsidiaries~~projected torevenues ~~secure~~for ~~Debtors~~the ~~payment~~year ~~when~~ending ~~due~~December 31, ~~of all of Debtors existing and future indebtedness to PNC Bank~~2012.

On March 12, 2012, at 9:00 a.m. PDT, the Company will be delivering a presentation at the Roth Capital Partners Conference being held at The ~~transaction~~ ~~documents~~Ritz ~~contain~~Carlton ~~standard~~Hotel ~~affirmative~~in ~~and~~Dana ~~negative~~Point, ~~loan~~CA. ~~covenants~~A copy of the presentation is furnished as Exhibit 99.2.

The description of the loan facility set forth herein is qualified in its entirety by the specific terms of the Loan and Security Agreement, a copy of which is attached hereto as an Exhibit 99.2.

A copy of the press release announcing the closing of the loan facility is attached hereto as an Exhibit 99.1.

ITEM 9.01

Financial Statements and Exhibits

The information furnished herein, including Exhibit 99.1 and Exhibit 99.2, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that Section. This information shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except to the extent that the registrant specifically incorporates any such information by reference.

(d)

Exhibits

99.1		~~Press~~Copy ~~Release~~of press release dated ~~December~~March 2812, ~~2011~~2012
99.2		~~Loan~~Copy ~~and~~of ~~Security Agreement~~presentation
99.3		Revolving Note

SIGNATURES

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

Date: December 28, 2011		DREAMS, INC.
Date: March 12, 2012			DREAMS, INC.
	~~By:~~	~~/s/ Ross Tannenbaum~~By:	/s/ ROSS TANNENBAUM
		~~Ross Tannenbaum~~	Ross Tannenbaum
		~~Chief Executive Officer~~	Chief Executive Officer

~~Exhibits~~Exhibit Index

ExhibitNo.		Description
Exhibit No.		Description
99.1		Copy of Press Release dated ~~December~~March 2812, ~~2011~~2012.
99.2		~~Loan~~Copy ~~and~~of ~~Security Agreement~~presentation
99.3		Revolving Note

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