FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
(Mark One)
[x] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended May 31, 1995
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from _________________ to_______________
Commission file number: 1-8308
LUBY'S CAFETERIAS, INC.
_____________________________________________________________________________
(Exact name of registrant as specified in its charter)
Delaware 74-1335253
____________________________ _____________________________
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2211 Northeast Loop 410, P. O. Box 33069
San Antonio, Texas 78265-3069
______________________________________________________________________________
(Address of principal executive offices) (Zip Code)
210/654-9000
______________________________________________________________________________
(Registrant's telephone number, including area code)
______________________________________________________________________________
(Former name, former address and former fiscal year, if changed since last
report)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months and (2) has been subject to such filing
requirements for the past 90 days.
Yes x No
___ ___
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Common Stock: 23,310,232 shares outstanding as of May 31, 1995
(exclusive of 4,092,835 treasury shares)<PAGE>
Part I - FINANCIAL INFORMATION
Item 1. Financial Statements.
<TABLE>
LUBY'S CAFETERIAS, INC.
STATEMENTS OF INCOME
(UNAUDITED)
<CAPTION>
Three Months Ended Nine Months Ended
May 31, May 31,
1995 1994 1995 1994
____ ____ ____ ____
(Amounts in thousands except per share data)
<S> <C> <C> <C> <C>
Sales $106,899 $101,060 $308,915 $288,945
Costs and expenses:
Cost of food 26,661 25,404 76,642 72,917
Payroll and related costs 28,715 25,986 83,943 77,346
Occupancy and other operating expenses 31,488 29,161 91,474 83,888
General and administrative expenses 4,278 4,179 13,828 11,552
________ ________ ________ ________
91,142 84,730 265,887 245,703
________ ________ ________ ________
Income from operations 15,757 16,330 43,028 43,242
Other income (expense), net (45) 302 308 915
________ ________ ________ ________
Income before income taxes and
cumulative effect of change in
accounting for income taxes 15,712 16,632 43,336 44,157
Provision for income taxes (Note 2) 5,805 6,246 16,164 16,585
________ ________ ________ ________
Income before cumulative effect of
accounting change 9,907 10,386 27,172 27,572
Cumulative effect as of August 31, 1993 of
change in method of accounting for income
taxes (Note 2) --- --- --- 1,563
________ ________ ________ ________
Net income $ 9,907 $ 10,386 $ 27,172 $ 29,135
________ ________ ________ ________
Earnings per share:
Income before cumulative effect of
accounting change $.42 $.40 $1.13 $1.05
Cumulative effect of accounting change --- --- --- .06
________ ________ ________ ________
Net income per share $.42 $.40 $1.13 $1.11
________ ________ ________ ________
Cash dividends per share $.165 $.15 $.495 $.45
________ ________ ________ ________
Average number of
shares outstanding 23,427 25,652 24,109 26,204
See accompanying notes.
/TABLE
<PAGE>
Part I - FINANCIAL INFORMATION (continued)
Item 1. Financial Statements (continued).
<TABLE>
LUBY'S CAFETERIAS, INC.
CONDENSED BALANCE SHEETS
(UNAUDITED)
<CAPTION>
May 31, August 31,
1995 1994
____ ____
(Thousands of dollars)
ASSETS
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 11,264 $ 10,909
Trade accounts and other receivables 332 275
Inventories 4,191 3,851
Prepaid expenses 3,157 2,840
Deferred income taxes 591 259
________ ________
Total current assets 19,535 18,134
Investments and other assets - at cost 14,428 13,702
Property, plant, and equipment - at cost, net 268,754 257,832
________ ________
$302,717 $289,668
________ ________
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Short-term borrowings (Note 3) $ 61,000 $ 17,000
Accounts payable - trade 8,670 10,341
Dividends payable 3,846 4,144
Accrued expenses and other liabilities 20,169 21,927
Income taxes payable 2,288 2,950
________ ________
Total current liabilities 95,973 56,362
Deferred income taxes and other credits 19,734 19,780
Shareholders' equity:
Common stock 8,769 8,769
Paid-in capital 26,945 26,945
Retained earnings 243,344 229,014
Less cost of treasury stock (92,048) (51,202)
________ ________
Total shareholders' equity 187,010 213,526
________ ________
$302,717 $289,668
________ ________
See accompanying notes.
/TABLE
<PAGE>
Part I - FINANCIAL INFORMATION (continued)
Item 1. Financial Statements (continued).
<TABLE>
LUBY'S CAFETERIAS, INC.
CONDENSED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<CAPTION>
Nine Months Ended
May 31,
1995 1994
____ ____
(Thousands of dollars)
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $27,172 $29,135
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 12,282 11,699
Cumulative effect of accounting change --- (1,563)
Decrease in accrued expenses and other liabilities (1,645) (7,366)
Other (3,582) 674
_______ _______
Net cash provided by operating activities 34,227 32,579
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from disposal of land held for future use 495 270
Proceeds from disposal of property, plant,
and equipment 368 ---
Purchases of land held for future use (5,219) (2,646)
Purchases of property, plant, and equipment (18,678) (15,842)
_______ _______
Net cash used in investing activities (23,034) (18,218)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of common stock under
employee benefit plans 3,149 2,505
Net proceeds from short-term borrowings 44,000 10,000
Purchases of treasury stock (45,916) (43,218)
Dividends paid (12,071) (11,915)
_______ _______
Net cash used in financing activities (10,838) (42,628)
_______ _______
Net increase (decrease) in cash and cash equivalents 355 (28,267)
Cash and cash equivalents at beginning of period 10,909 34,305
_______ _______
Cash and cash equivalents at end of period $11,264 $ 6,038
_______ _______
See accompanying notes.
/TABLE
<PAGE>
Part I - FINANCIAL INFORMATION (continued)
Item 1. Financial Statements (continued).
<TABLE>
LUBY'S CAFETERIAS, INC.
STATEMENTS OF SHAREHOLDERS' EQUITY
For the Nine Months Ended May 31, 1995 and 1994
(UNAUDITED)
<CAPTION>
Total
Common Stock Paid-in Retained Shareholders'
Issued Treasury Capital Earnings Equity
______ ________ _______ ________ ____________
(Thousands of dollars)
<S> <C> <C> <C> <C> <C>
Balance at August 31, 1993 $8,769 $ (3,072) $27,037 $206,214 $238,948
Net income for the period --- --- --- 29,135 29,135
Common stock issued under
employee benefit plans, net
of shares tendered in partial
payment --- 3,333 (92) (736) 2,505
Cash dividends --- --- --- (11,648) (11,648)
Purchases of treasury stock --- (43,776) --- --- (43,776)
______ ________ _______ ________ ________
Balance at May 31, 1994 $8,769 $(43,515) $26,945 $222,965 $215,164
______ ________ _______ ________ ________
Balance at August 31, 1994 $8,769 $(51,202) $26,945 $229,014 $213,526
Net income for the period --- --- --- 27,172 27,172
Common stock issued under
employee benefit plans, net
of shares tendered in partial
payment --- 4,330 --- (1,069) 3,261
Cash dividends --- --- --- (11,773) (11,773)
Purchases of treasury stock --- (45,176) --- --- (45,176)
______ ________ _______ ________ ________
Balance at May 31, 1995 $8,769 $(92,048) $26,945 $243,344 $187,010
______ ________ _______ ________ ________
See accompanying notes.
/TABLE
<PAGE>
Part I - FINANCIAL INFORMATION (continued)
Item 1. Financial Statements (continued).
LUBY'S CAFETERIAS, INC.
NOTES TO FINANCIAL STATEMENTS
May 31, 1995
(UNAUDITED)
Note 1: All adjustments which are, in the opinion of management, necessary to
a fair statement of the results for the interim periods have been
made. All such adjustments are of a normal recurring nature. The
results for the interim period are not necessarily indicative of the
results to be expected for the full year.
Note 2: Effective September 1, 1993, the Company adopted FASB Statement No.
109, "Accounting for Income Taxes." Under Statement 109, the
liability method is used in accounting for income taxes. Under this
method, deferred tax assets and liabilities are determined based on
differences between financial reporting and tax bases of assets and
liabilities ("temporary differences") and are measured using
the enacted tax rates and laws that will be in effect when the
differences are expected to reverse. Prior to the adoption of
Statement 109, income tax expense was determined using the deferred
method. Deferred tax expense was based on items of income and
expense that were reported in different years in the financial
statements and tax returns and were measured at the tax rate in
effect in the year the difference originated.
As permitted by Statement 109, the Company has elected not to restate
the financial statements of any prior years. The effect of the
change on pretax income from continuing operations for the nine month
period ended May 31, 1995, was not material; however, the cumulative
effect of the change increased net income by $1,563,000, or $.06 per
share.
Note 3: At May 31, 1995, the Company has outstanding $61,000,000 under a
$65,000,000 line of credit agreement which expires in September 1995.
The current borrowings bear interest at 6.44% and mature on June 14,
1995.
<PAGE>
Part I - FINANCIAL INFORMATION (continued)
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Liquidity and Capital Resources
_______________________________
Cash and cash equivalents increased by $355,000 from the end of the preceding
fiscal year to May 31, 1995. All capital expenditures for fiscal 1995 are
being funded from cash flows from operations, cash equivalents, and short-
term borrowings. Capital expenditures for the nine months ended May 31, 1995,
were $23,897,000. As of May 31, 1995, the Company owned 17 undeveloped land
sites and five land sites on which cafeterias are under construction.
Although the Company planned to complete thirteen new cafeterias in fiscal
year 1995, weather and other construction delays will allow only eleven to be
completed.
During the nine months ended May 31, 1995, the Company purchased 2,000,000
shares of its common stock at a cost of $45,176,000, which completed the
stock purchase program in effect. To complete this purchase and fund capital
expenditures, the Company required external financing and borrowed funds under
a $65,000,000 line of credit agreement. At May 31, 1995, the amount outstanding
under this line of credit was $61,000,000.
Results of Operations
_____________________
Quarter ended May 31, 1995 compared to the quarter ended May 31, 1994.
______________________________________________________________________
Sales increased $5,839,000, or 5.8%, due to the addition of eight new
cafeterias in fiscal 1995 and eight in fiscal 1994, and due to an increase in
average sales volume at cafeterias opened over one year.
Cost of food increased $1,257,000, or 4.9%, due primarily to the increase in
sales, and food cost margins improved from the price increase on the Lu Ann
Platter, which took effect on December 1, 1994. Payroll and related
costs increased $2,729,000, or 10.5%, due primarily to the increase in sales,
higher wages for hourly employees in existing cafeterias, and higher wage
costs associated with increased expansion over the prior period. Occupancy
and other operating expenses increased $2,327,000, or 8.0%, due primarily to
the increase in sales, higher advertising expenditures, higher costs for a new
uniform program, and higher costs for paper supplies. General and
administrative expenses increased $99,000, or 2.4%, due to the higher Company
contribution to the profit sharing and retirement plan as determined by the
plan's provisions which was offset by lower bonus provisions which are based on
earnings and performance factors.
Other income (expense), net, decreased $347,000 due primarily to interest
expense incurred in conjunction with borrowings under the line of credit.
The provision for income taxes decreased $441,000, or 7.1%, due in part to
lower operating income. Also, the effective income tax rate for the quarter
decreased from 37.6% to 36.9% since the estimated annual effective tax rate
was lowered slightly from 37.6% to 37.3%.
Nine months ended May 31, 1995 compared to the nine months ended May 31, 1994.
______________________________________________________________________________
Sales increased $19,970,000, or 6.9%, due primarily to the addition of eight
new cafeterias in fiscal 1995 and eight in fiscal 1994, and due to an increase
in average sales volume at cafeterias opened over one year.
Cost of food increased $3,725,000, or 5.1%, due primarily to the increase in
sales. Food cost margins improved from the Lu Ann price increase and an
overall favorable food cost environment. Payroll and related costs increased
$6,597,000, or 8.5%, due primarily to the increase in sales, higher wages for
hourly employees in existing cafeterias, and higher wage costs associated with
increased expansion over the prior period. Occupancy and other operating
expenses increased $7,586,000, or 9.0%, due primarily to the increase in
sales, higher advertising expenditures, higher uniform replacement costs,
higher costs for paper supplies, and higher preopening expenses associated
with increased expansion over the prior period. General and administrative
expenses increased $2,276,000, or 19.7%, due to the higher Company
contribution to the profit sharing and retirement plan as determined by the
plan's provisions.
Other income (expense), net, decreased $607,000 due primarily to interest
expense incurred in conjunction with borrowings under the line of credit.
The provision for income taxes decreased $421,000, or 2.5%, due primarily to
the decrease in operating income. The effective income tax rate decreased
slightly from 37.6% to 37.3%.<PAGE>
Part II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
2 Agreement and Plan of Merger dated November 1, 1991, between
Luby's Cafeterias, Inc., a Texas corporation, and Luby's
Cafeterias, Inc., a Delaware corporation (filed as Exhibit 2
to the Company's Quarterly Report on Form 10-Q for the quarter
ended November 30, 1991, and incorporated herein by
reference).
3(a) Certificate of Incorporation of Luby's Cafeterias, Inc., a
Delaware corporation, as in effect February 28, 1994 (filed
as Exhibit 3(a) to the Company's Quarterly Report on Form 10-Q
for the quarter ended February 28, 1994, and incorporated
herein by reference).
3(b) Bylaws of Luby's Cafeterias, Inc., a Delaware corporation,
(filed as Exhibit 3(b) to the Company's Quarterly Report on
Form 10-Q for the quarter ended November 30, 1991, and
incorporated herein by reference).
4(a) Description of Common Stock Purchase Rights of Luby's
Cafeterias, Inc., in Form 8-A (filed April 17, 1991, effective
April 26, 1991, File No. 1-8308, and incorporated herein by
reference).
4(b) Amendment No. 1 dated December 19, 1991, to Rights Agreement
dated April 16, 1991 (filed as Exhibit 4(b) to the Company's
Quarterly Report on Form 10-Q for the quarter ended November
30, 1991, and incorporated herein by reference).
4(c) Amendment No. 2 dated February 7, 1995, to Rights Agreement
dated April 16, 1991 (filed as Exhibit 4(d) to the Company's
Quarterly Report on Form 10-Q for the quarter ended February
28, 1995, and incorporated herein by reference).
4(d) Amendment No. 3 dated May 29, 1995, to Rights Agreement dated
April 16, 1991.
4(e) Promissory Note (Loan Agreement) dated February 15, 1995, in
favor of NationsBank of Texas, N.A., in the maximum amount of
$65,000,000 (filed as Exhibit 4(e) to the Company's Quarterly
Report on Form 10-Q for the quarter ended February 28, 1995,
and incorporated herein by reference).
10(a) Form of Deferred Compensation Agreement entered into between
Luby's Cafeterias, Inc. and various officers (filed as Exhibit
10(b) to the Company's Annual Report on Form 10-K for the
fiscal year ended August 31, 1981, and incorporated herein
by reference).
10(b) Annual Incentive Plan for Area Vice Presidents of Luby's
Cafeterias, Inc. adopted October 19, 1983 (filed as Exhibit
10(d) to the Company's Annual Report on Form 10-K for the
fiscal year ended August 31, 1983, and incorporated herein by
reference).
10(c) Incentive Bonus Plan of Luby's Cafeterias, Inc. adopted
October 19, 1983 (filed as Exhibit 10(e) to the Company's
Annual Report on Form 10-K for the fiscal year ended August
31, 1983, and incorporated herein by reference).
10(d) Performance Unit Plan of Luby's Cafeterias, Inc. approved by
the shareholders on January 12, 1984 (filed as Exhibit 10(f)
to the Company's Annual Report on Form 10-K for the fiscal
year ended August 31, 1984, and incorporated herein by
reference).
10(e) Employment Contract dated January 8, 1988, between Luby's
Cafeterias, Inc. and George H. Wenglein (filed as Exhibit 10(h)
to the Company's Annual Report on Form 10-K for the fiscal year
ended August 31, 1988, and incorporated herein by reference).
10(f) Management Incentive Stock Plan of Luby's Cafeterias, Inc.
(filed as Exhibit 10(i) to the Company's Annual Report on Form
10-K for the fiscal year ended August 31, 1989, and
incorporated herein by reference).
10(g) Nonemployee Director Deferred Compensation Plan of Luby's
Cafeterias, Inc. adopted October 27, 1994 (filed as Exhibit
10(g) to the Company's Quarterly Report on Form 10-Q for the
quarter ended November 30, 1994, and incorporated herein
by reference).
10(h) Nonemployee Director Stock Option Plan of Luby's Cafeterias,
Inc. approved by the shareholders on January 13, 1995 (filed as
Exhibit 10(h) to the Company's Quarterly Report on Form 10-Q
for the quarter ended February 28, 1995, and incorporated
herein by reference).
11 Statement re computation of per share earnings.
(b) Reports on Form 8-K
No reports on Form 8-K have been filed during the quarter for which
this report is filed.
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.
LUBY'S CAFETERIAS, INC.
(Registrant)
By: Ralph Erben
_____________________________
Ralph Erben
President
Chief Executive Officer
By: John E. Curtis, Jr.
_____________________________
John E. Curtis, Jr.
Executive Vice President
Chief Financial Officer
Dated: July 10, 1995<PAGE>
EXHIBIT INDEX
Number Document
2 Agreement and Plan of Merger dated November 1, 1991,
between Luby's Cafeterias, Inc., a Texas corporation,
and Luby's Cafeterias, Inc., a Delaware corporation
(filed as Exhibit 2 to the Company's Quarterly Report
on Form 10-Q for the quarter ended November 30, 1991,
and incorporated herein by reference).
3(a) Certificate of Incorporation of Luby's Cafeterias, Inc., a
Delaware corporation, as in effect February 28, 1994 (filed
as Exhibit 3(a) to the Company's Quarterly Report on Form 10-Q
for the quarter ended February 28, 1994, and incorporated
herein by reference).
3(b) Bylaws of Luby's Cafeterias, Inc., a Delaware corporation,
(filed as Exhibit 3(b) to the Company's Quarterly Report on
Form 10-Q for the quarter ended November 30, 1991, and
incorporated herein by reference).
4(a) Description of Common Stock Purchase Rights of Luby's
Cafeterias, Inc. in Form 8-A (filed April 17, 1991,
effective April 26, 1991, File No. 1-8308, and
incorporated herein by reference).
4(b) Amendment No. 1 dated December 19, 1991, to Rights
Agreement dated April 16, 1991 (filed as Exhibit 4(b)
to the Company's Quarterly Report on Form 10-Q for
the quarter ended November 30, 1991, and incorporated
herein by reference).
4(c) Amendment No. 2 dated February 7, 1995, to Rights
Agreement dated April 16, 1991 (filed as Exhibit
4(d) to the Company's Quarterly Report on Form 10-Q
for the quarter ended February 28, 1995, and
incorporated herein by reference).
4(d) Amendment No. 3 dated May 29, 1995, to Rights
Agreement dated April 16, 1991.
4(e) Promissory Note (Loan Agreement) dated February 15,
1995, in favor of NationsBank of Texas, N.A., in the
maximum amount of $65,000,000 (filed as Exhibit 4(e)
to the Company's Quarterly Report on Form 10-Q for the
quarter ended February 28, 1995, and incorporated
herein by reference).
10(a) Form of Deferred Compensation Agreement entered into
between Luby's Cafeterias, Inc. and various officers
(filed as Exhibit 10(b) to the Company's Annual Report
on Form 10-K for the fiscal year ended August 31, 1981,
and incorporated herein by reference).
10(b) Annual Incentive Plan for Area Vice Presidents of Luby's
Cafeterias, Inc. adopted October 19, 1983 (filed as
Exhibit 10(d) to the Company's Annual Report on Form
10-K for the fiscal year ended August 31, 1983, and
incorporated herein by reference).
10(c) Incentive Bonus Plan of Luby's Cafeterias, Inc. adopted
October 19, 1983 (filed as Exhibit 10(e) to the Company's
Annual Report on Form 10-K or the fiscal year ended
August 31, 1983, and incorporated herein by reference).
10(d) Performance Unit Plan of Luby's Cafeterias, Inc. approved
by the shareholders on January 12, 1984 (filed as
Exhibit 10(f) to the Company's Annual Report on Form 10-K
for the fiscal year ended August 31, 1984, and incorporated
herein by reference).
10(e) Employment Contract dated January 8, 1988, between
Luby's Cafeterias, Inc. and George H. Wenglein
(filed as Exhibit 10(h) to the Company's Annual
Report on Form 10-K for the fiscal year ended
August 31, 1988, and incorporated herein by reference).
10(f) Management Incentive Stock Plan of Luby's Cafeterias,
Inc. (filed as Exhibit 10(i) to the Company's Annual
Report on Form 10-K for the fiscal year ended August 31,
1989, and incorporated herein by reference).
10(g) Nonemployee Director Deferred Compensation Plan of Luby's
Cafeterias, Inc. adopted October 27, 1994 (filed as
Exhibit 10(g) to the Company's Quarterly Report on Form
10-Q for the quarter ended November 30, 1994, and
incorporated herein by reference).
10(h) Nonemployee Director Stock Option Plan of Luby's Cafeterias,
Inc. approved by the shareholders on January 13, 1995
(filed as Exhibit 10(h) to the Company's Quarterly Report
on Form 10-Q for the quarter ended February 28, 1995, and
incorporated herein by reference).
11 Statement re computation of per share earnings.
Exhibit 4(d)
AMENDMENT NO. 3 TO RIGHTS AGREEMENT
This Amendment made as of May 29, 1995, by and between LUBY'S CAFETERIAS,
INC., a Delaware corporation (the "Company"), and AMERICAN STOCK TRANSFER &
TRUST COMPANY ("AST").
WITNESSETH:
WHEREAS, a Rights Agreement dated as of April 16, 1991, was entered into
between Luby's Cafeterias, Inc., a Texas corporation ("Old Luby's"), and
AMERITRUST COMPANY, N.A., ("Ameritrust"), as Rights Agent, and was amended by
Amendment No. 1 to Rights Agreement dated as of December 19, 1991, and by
Amendment No. 2 to Rights Agreement dated as of February 7, 1995, which Rights
Agreement as so amended by Amendments Nos. 1 and 2, is referred to hereinafter
as the "Rights Agreement;" and
WHEREAS, the Company has succeeded to all of the covenants, agreements,
obligations, rights and benefits of Old Luby's under the Rights Agreement; and
WHEREAS, the Company has appointed AST as successor Rights Agent under
the Rights Agreement pursuant to Section 21 thereof, and AST has accepted such
appointment; and
WHEREAS, AST has succeeded to all of the covenants, agreements,
obligations, rights and benefits of Ameritrust, as Rights Agent, under the
Rights Agreement; and
WHEREAS, Section 27 of the Rights Agreement provides that, prior to the
Distribution Date (as therein defined), the Company and the Rights Agent, if
the Company so directs, shall supplement or amend any provision of the Rights
Agreement without the approval of any holders of certificates representing
shares of Common Stock (as therein defined);
NOW, THEREFORE, the parties hereto agree as follows:
Section 1. The foregoing recitals are adopted and made a part of this
Amendment.
Section 2. The Company hereby directs that the Rights Agreement be
amended as provided in Section 3 below.
Section 3. The stock certificate legend set forth in Section 3(d) of the
Rights Agreement is hereby amended so as to read as follows:
This certificate also evidences certain Rights as set forth in a
Rights Agreement between LUBY'S CAFETERIAS, INC. and the initial
Rights Agent dated as of April 16, 1991, as amended (the "Rights
Agreement"), the terms of which are hereby incorporated herein by
reference and a copy of which is on file at the principal executive
offices of the Company. The Company will mail to the holder of
this certificate a copy of the Rights Agreement without charge
promptly after receipt of a written request therefor. Under certain
circumstances, as set forth in the Rights Agreement, such Rights
may be evidenced by separate certificates and no longer be evidenced
by this certificate, may be redeemed or exchanged or may expire.
As set forth in the Rights Agreement, Rights issued to, or held by,
any Person who is, was or becomes an Acquiring Person or an
Affiliate or Associate thereof (as such terms are defined in the
Rights Agreement), whether currently held by or on behalf of such
Person or by any subsequent holder, may be null and void.
<PAGE>
IN WITNESS WHEREOF, the parties have caused this Amendment to be duly
executed as of the day and year first above written.
LUBY'S CAFETERIAS, INC.
By: Ralph Erben
______________________
Ralph Erben, President and
Chief Executive Officer
AMERICAN STOCK TRANSFER &
TRUST COMPANY
By: Herbert J. Lemmer
______________________
Herbert J. Lemmer
Vice President
Exhibit 11
COMPUTATION OF PER SHARE EARNINGS
The following is a computation of the weighted average number of shares
outstanding which is used in the computation of per share earnings for Luby's
Cafeterias, Inc. for the three and nine months ended May 31, 1995 and
1994.
Three months ended May 31, 1995:
23,660,154 x shares outstanding for 14 days 331,242,156
23,575,659 x shares outstanding for 17 days 400,786,203
23,424,790 x shares outstanding for 12 days 281,097,480
23,310,232 x shares outstanding for 49 days 1,142,201,368
_____________
2,155,327,207
Divided by number of days in period 92
_____________
23,427,470
Nine months ended May 31, 1995:
25,074,982 x shares outstanding for 18 days 451,349,676
24,941,910 x shares outstanding for 12 days 299,302,920
24,934,917 x shares outstanding for 16 days 398,958,672
24,713,278 x shares outstanding for 15 days 370,699,170
24,520,641 x shares outstanding for 17 days 416,850,897
24,416,386 x shares outstanding for 13 days 317,413,018
24,383,698 x shares outstanding for 14 days 341,371,772
24,270,808 x shares outstanding for 20 days 485,416,160
24,189,103 x shares outstanding for 28 days 677,294,884
23,851,100 x shares outstanding for 28 days 667,830,800
23,660,154 x shares outstanding for 14 days 331,242,156
23,575,659 x shares outstanding for 17 days 400,786,203
23,424,790 x shares outstanding for 12 days 281,097,480
23,310,232 x shares outstanding for 49 days 1,142,201,368
_____________
6,581,815,176
Divided by number of days in period 273
_____________
24,109,213
Three months ended May 31, 1994:
25,813,627 x shares outstanding for 17 days 438,831,659
25,768,465 x shares outstanding for 14 days 360,758,510
25,679,895 x shares outstanding for 19 days 487,918,005
25,588,896 x shares outstanding for 14 days 358,244,544
25,543,726 x shares outstanding for 16 days 408,699,616
25,462,707 x shares outstanding for 12 days 305,552,484
_____________
2,360,004,818
Divided by number of days in period 92
_____________
25,652,226
Nine months ended May 31, 1994:
27,227,108 x shares outstanding for 1 day 27,227,108
27,214,570 x shares outstanding for 15 days 408,218,550
27,145,448 x shares outstanding for 14 days 380,036,272
27,022,276 x shares outstanding for 12 days 324,267,312
26,820,618 x shares outstanding for 19 days 509,591,742
26,420,208 x shares outstanding for 11 days 290,622,288
26,388,690 x shares outstanding for 21 days 554,162,490
26,389,190 x shares outstanding for 10 days 263,891,900
26,314,582 x shares outstanding for 19 days 499,977,058
26,077,694 x shares outstanding for 16 days 417,243,104
26,066,151 x shares outstanding for 15 days 390,992,265
26,054,664 x shares outstanding for 14 days 364,765,296
25,907,814 x shares outstanding for 14 days 362,709,396
25,813,627 x shares outstanding for 17 days 438,831,659
25,768,465 x shares outstanding for 14 days 360,758,510
25,679,895 x shares outstanding for 19 days 487,918,005
25,588,896 x shares outstanding for 14 days 358,244,544
25,543,726 x shares outstanding for 16 days 408,699,616
25,462,707 x shares outstanding for 12 days 305,552,484
_____________
7,153,709,599
Divided by number of days in period 273
_____________
26,204,064
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> AUG-31-1995
<PERIOD-END> MAY-31-1995
<CASH> 11,264
<SECURITIES> 0
<RECEIVABLES> 332
<ALLOWANCES> 0
<INVENTORY> 4,191
<CURRENT-ASSETS> 19,535
<PP&E> 396,564
<DEPRECIATION> 127,810
<TOTAL-ASSETS> 302,717
<CURRENT-LIABILITIES> 95,973
<BONDS> 0
<COMMON> 8,769
0
0
<OTHER-SE> 178,241<F1>
<TOTAL-LIABILITY-AND-EQUITY> 302,717
<SALES> 308,915
<TOTAL-REVENUES> 308,915
<CGS> 160,585
<TOTAL-COSTS> 160,585
<OTHER-EXPENSES> 91,474
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,089
<INCOME-PRETAX> 43,336
<INCOME-TAX> 16,164
<INCOME-CONTINUING> 27,172
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 27,172
<EPS-PRIMARY> 1.13
<EPS-DILUTED> 1.13
<FN>
<F1>Other stockholders' equity amount is less cost of treasury stock of $92,048.
</FN>
</TABLE>
