PICCADILLY CAFETERIAS INC
10-Q, 2000-04-26
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                               UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, D. C. 20549
                                 FORM 10-Q

[X]  Quarterly  report  pursuant  to  section 13 or 15(d) of the securities
exchange act of 1934

               For the quarterly period ended MARCH 31, 2000

[  ] 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:            1-11754


                         PICCADILLY CAFETERIAS, INC.
          (Exact name of registrant as specified in its charter)

          LOUISIANA                          72-0604977
     (State or other jurisdiction of         (I.R.S. Employer
      incorporation or organization)         Identification No.)

     3232 SHERWOOD FOREST BLVD., BATON ROUGE, LOUISIANA    70816
          (Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code  (504)293-9440

                              NOT APPLICABLE
          (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 (or for such shorter period that the
registrant was required to file such  reports), and (2) has been subject to
such filing requirements for the past 90 days.
                                                          Yes [X]   No [  ]

The number of shares outstanding of Common  Stock, without par value, as of
April 14, 2000, was 10,528,368.
<PAGE>
                      PART I -- FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS (UNAUDITED)

             CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
                        PICCADILLY CAFETERIAS, INC.

<TABLE>
<CAPTION>
                                                         (AMOUNTS IN THOUSANDS EXCEPT SHARE DATA)
BALANCES AT                                                              MARCH 31         June 30
<S>                                                                     <C>             <C>
                                                                           2000            1999
                                                                        ----------      ----------
ASSETS
CURRENT ASSETS
  Accounts and notes receivable                                         $     936       $   1,970
  Inventories                                                              12,671          12,595
  Recoverable income taxes                                                    ---           5,578
  Deferred income taxes                                                    11,416          11,216
  Other current assets                                                      2,324             888
                                                                        ---------       ---------
           TOTAL CURRENT ASSETS                                            27,347          32,247
PROPERTY, PLANT AND EQUIPMENT                                             308,949         310,285
  Less allowances for depreciation and unit closings                      140,720         134,035
                                                                        ---------       ---------
           NET PROPERTY, PLANT AND EQUIPMENT                              168,229         176,250
GOODWILL,   net  of  $826,000  and  $532,000  accumulated
  amortization at March 31, 2000 and at June 30, 1999,
  respectively                                                             12,397          12,982
OTHER ASSETS                                                               10,256          11,460
                                                                        ---------       ---------
TOTAL ASSETS                                                            $ 218,229       $ 232,939
                                                                        =========       =========

LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
  Accounts payable                                                      $  11,907       $  18,612
  Accrued interest                                                            248             275
  Accrued salaries, benefits and related taxes                             22,222          22,824
  Accrued rent                                                              4,562           5,183
  Other accrued expenses                                                    4,257           6,267
                                                                        ---------       ---------
           TOTAL CURRENT LIABILITIES                                       43,196          53,161

LONG-TERM DEBT                                                             73,352          74,226

DEFERRED INCOME TAXES                                                       4,292           3,992

RESERVE FOR UNIT CLOSINGS                                                  10,649          12,693

ACCRUED EMPLOYEE BENEFITS, less current portion                             9,135           9,465

SHAREHOLDERS' EQUITY
   Preferred  Stock,  no par value; authorized 50,000,000
     shares; issued and outstanding: none                                     ---             ---
   Common  Stock,  no  par value, stated value $1.82 per
     share; authorized   100,000,000   shares;   issued
     and outstanding 10,528,368 shares at March 31, 2000
     and at June 30, 1999                                                  19,141          19,141
  Additional paid-in capital                                               18,735          18,735
  Retained earnings                                                        40,002          41,804
                                                                        ---------       ---------
                                                                           77,878          79,680

  Less treasury stock at cost:  25,000 Common Shares at
      March 31, 2000 and at June 30, 1999                                     273             278
                                                                        ---------       ---------

          TOTAL SHAREHOLDERS' EQUITY                                       77,605          79,402
                                                                        ---------       ---------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY                              $ 218,229       $ 232,939
                                                                        =========       =========
</TABLE>
   SEE NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

<PAGE>
               CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
                        PICCADILLY CAFETERIAS, INC.

<TABLE>
<CAPTION>

                                                            (Amounts in thousands - except per share data)
                                                      THREE MONTHS ENDED MARCH 31       NINE MONTHS ENDED MARCH 31
                                                          2000            1999            2000            1999
                                                        ---------       ---------       ---------       ---------
<S>                                                     <C>             <C>             <C>             <C>
Net sales                                               $ 110,022       $ 122,498       $ 340,516       $ 381,809
Cost and expenses:
   Cost of sales                                           64,233          73,566         201,426         229,213
   Other operating expense                                 38,843          42,568         121,785         127,899
   General and administrative expense                       3,592           4,249          11,521          13,219
   Interest expense                                         2,005           1,704           5,064           4,969
   Other expense (income)                                    (101)           (326)           (624)           (517)
                                                        ---------       ---------       ---------       ---------
                                                          108,572         121,761         339,172         374,783
                                                        ---------       ---------       ---------       ---------
Gain on sale of Ralph & Kacoo's                               ---           1,556             ---           1,556
                                                        ---------       ---------       ---------       ---------
   INCOME BEFORE INCOME TAXES                               1,450           2,293           1,344           8,582
Provision for income taxes (benefit)                          578            (505)            609           1,920
                                                        ---------       ---------       ---------       ---------
   NET INCOME                                           $     872       $   2,798       $     735       $   6,662
                                                        =========       =========       =========       =========
Weighted average number of shares outstanding              10,502          10,505          10,503          10,504
                                                        =========       =========       =========       =========
   Net income per share - basic and assuming dilution   $     .08       $     .27       $     .07       $     .63
                                                        =========       =========       =========       =========
   Cash dividends per share                             $     ---       $     .12       $     .24       $     .36
                                                        =========       =========       =========       =========
</TABLE>
SEE NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

             CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
                        PICCADILLY CAFETERIAS, INC.
<TABLE>
<CAPTION>
                                                                         (AMOUNTS IN THOUSANDS)
NINE MONTHS ENDED MARCH 31                                                2000            1999
                                                                        --------        --------
<S>                                                                     <C>             <C>
OPERATING ACTIVITIES
       Net income                                                       $    735        $  6,662
       Adjustments to reconcile net income to net cash
            Provided by operating activities:
              Depreciation and amortization                               12,364          12,863
              Costs associated with closed units                          (2,044)           (145)
              Gain on sale of Ralph & Kacoo's                                ---          (1,556)
              Provision for deferred income taxes                            300             600
              Loss on sales of assets                                        157             362
              Pension expense, net of contributions                          850          (1,400)
              Change in operating assets and liabilities                  (3,433)         (8,594)
                                                                        --------        --------
              NET CASH PROVIDED BY OPERATING ACTIVITIES                    8,929           8,792

INVESTING ACTIVITIES
      Net proceeds from sale of Ralph & Kacoo's                              ---          20,473
      Acquisition of business                                                ---          (5,697)
      Purchases of property, plant and equipment                          (6,742)        (10,096)
      Proceeds from sales of property, plant and equipment                 2,462             751
                                                                        --------        --------
              CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES             (4,280)          5,431

FINANCING ACTIVITIES
      Payments on long-term debt - net                                      (874)         (8,894)
      Treasury stock transactions - net                                        5            (288)
      Dividends paid                                                      (3,780)         (5,041)
                                                                        --------        --------
              NET CASH USED IN FINANCING ACTIVITIES                       (4,649)        (14,223)
                                                                        --------        --------

      Change in cash and cash equivalents                                    ---             ---
      Cash and cash equivalents at beginning of period                       ---             ---
                                                                        --------        --------
      Cash and cash equivalents at end of period                        $    ---        $    ---
                                                                        ========        ========
</TABLE>
   SEE NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

<PAGE>
            NOTE TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
                        PICCADILLY CAFETERIAS, INC.
                              March 31, 2000


NOTE 1 - FINANCIAL STATEMENT PRESENTATION

     The accompanying unaudited condensed consolidated financial statements
have  been prepared in accordance with the instructions to Form 10-Q and do
not include  all  of  the  information  and footnotes required by generally
accepted accounting principles for complete  financial  statements.  In the
opinion  of  management,  all  adjustments (consisting of normal  recurring
accruals) considered necessary for  a fair presentation have been included.
The balance sheet data for June 30, 1999  is derived from audited financial
statements.

     Comparative results of operations by periods  may  be  affected by the
timing  of  the  opening  of  new units and the closing of existing  units.
Quarterly results are additionally  affected  by  seasonal  fluctuations in
customer volume.  Customer volume at established units is generally  higher
in  the  second  quarter  ended  December 31 and lower in the third quarter
ending March 31 reflecting seasonal retail activity.

NOTE 2 - SALE OF RALPH & KACOO'S

     On March 30, 1999, the Company  completed  the  sale  of  the  Ralph &
Kacoo's  seafood  restaurants  and related commissary business (Cajun Bayou
Distributors and Management, Inc.)   to  Cobb  Investment Company, Inc. for
$21,314,000  in  cash.   The transaction resulted in  a  recorded  gain  of
$1,556,000, and a net tax benefit of $826,000.

     The tax benefit was the result of the sale of the stock of Cajun Bayou
Distributors  and  Management,  Inc.   The  tax  basis  in  the  stock  was
$6,057,000 higher than  the book basis in the stock due to differences that
were not classified as temporary  differences  under SFAS 109, and resulted
in a loss on the stock sale for tax purposes when  compared  to  the amount
recorded for financial statement purposes.  This tax loss on the stock sale
generated  a  net  overall  tax  loss on the sale of Ralph & Kacoo's.   The
remaining portion of the Ralph & Kacoo's  business, a catering facility was
sold on June 1, 1999.

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

THE MORRISON ACQUISITION

     In May 1998, the Company acquired 89%  of the common stock of Morrison
Restaurants, Inc. (Morrison) for $5.00 per share.  The merger was completed
on  July  31,  1998  when the Company purchased the  remaining  outstanding
Morrison  shares  for  $5.00   per   share   (the   Morrison  Acquisition).
Management  believes that, in some instances, separate  discussion  of  the
results  of  operations   of   the  Morrison  units  is  necessary  for  an
understanding of the Company's results  of  operations  on  the  whole. The
discussion  that  follows  refers  to  the  units  acquired in the Morrison
Acquisition as "Morrison units".  Likewise, all other units are referred to
as "Piccadilly units".

     The Company began converting Morrison units to  Piccadilly-style units
(the Morrison Conversions) in fiscal 1999.  As of September  30,  1999  the
Company  had  completed  112  Morrison Conversions.  There were no Morrison
Conversions subsequent to September 30, 1999.  Expenses associated with the
Morrison Conversions averaged approximately  $40,000 per unit for training-
team  labor,  new  uniforms, repairs, and supplies.   Additional  costs  of
approximately $25,000  per  unit,  primarily for signage, were capitalized.
Nine Morrison units have not been converted as of March 31, 2000.  Three of
these  units  will  continue  to operate  as  a  Morrison  cafeteria.   The
remaining six units are in varying stages of lease renewal negotiations and
the  timing  for  converting  these  units  to  Piccadilly-style  units  is
uncertain.  The table below shows  the  number  of  Morrison Conversions by
quarter:


                        Morrison Units Converted in
                            the Quarter ended
                        ---------------------------
                        September 30, 1998       12
                        December 31, 1998        16
                        March 31, 1999           32
                        June 30, 1999            39
                        September 30, 1999       13
                        December 31, 1999         0
                        March 31, 2000            0
                        ---------------------------
                                     Total      112
                        ===========================

FISCAL 2000 THIRD QUARTER COMPARED TO FISCAL 1999 THIRD QUARTER

        Total  net  sales  for  the  quarter  ended  March  31,  2000  were
$110,022,000,  down 10.2% from net sales of $122,498,000 reported  in  last
year's third quarter.   Net  sales  for  the  third  quarter of fiscal 1999
include net sales of $5,646,000 from the Ralph & Kacoo's restaurants, which
were sold on March 30, 1999 (see Note 2).  The following  table  reconciles
total  cafeteria sales to same-store cafeteria sales (units that were  open
for three  full  months  in  both periods) for the third quarters of fiscal
years 2000 and 1999:

<TABLE>
<CAPTION>                                                         (SALES IN THOUSANDS)
Three months ended March 31                             2000                             1999
                                                 --------------------           ---------------------       SALES
                                                   SALES        UNITS             SALES         UNITS       CHANGE
                                                 --------------------           ----------------------------------
<S>                                              <C>             <C>            <C>              <C>       <C>
Total cafeteria sales                            $ 110,022       245            $ 116,852        260       -5.8%
Less new units (A)                                  (2,796)       (6)                 ---        ---
Less closed units (B)                                 (456)       (2)              (3,912)       (23)
                                                 -------------------            --------------------
Net same-store cafeteria sales                   $ 106,770       237            $ 112,940        237       -5.5%
                                                 ===================            ====================
</TABLE>
(A) CAFETERIAS OPENED SINCE DECEMBER 31, 1998.
(B) CAFETERIAS CLOSED SINCE DECEMBER 31, 1998.


     The  net  decrease  in  same-store sales of 5.5% reflects a decline in
same-store customer traffic of  6.5% combined with a check average increase
of 0.9%.  The check average increase  results  from various price increases
implemented  at  certain units since March 31, 1999.   Management  believes
that it will continue  to  report lower same-store sales as compared to the
prior fiscal year for the remainder  of  the  fiscal  year  ending June 30,
2000.

     Piccadilly  customer  traffic  began  trending downward in 1997.   The
Company attributes these declines to general  patterns  of customer traffic
declines   experienced  in  the  family-dining  sector  of  the  restaurant
industry.  Additionally,  the  Morrison Conversions have adversely affected
customer  traffic in the Morrison  units.   While  several  Morrison  units
increased customer traffic immediately after converting to Piccadilly-style
units, most  units  suffered  customer count declines, and in some markets,
these declines were significant.   The  largest declines for Morrison units
are in Florida, comprising approximately  31%  of  the  Morrison  units and
approximately  62%  of  the  same-store  sales  decline  in the comparative
quarters.   The Company attributes these declines to adverse  reactions  to
the Morrison Conversions by a segment of loyal Morrison customers.

     To address  declines  in customer traffic, the Company tested a sales-
building initiative targeting the Tampa, Florida area during the second and
third quarters.  The Tampa area  encompasses  14 cafeterias, 9 of which are
Morrison units.  That advertising program was designed to increase sales by
addressing  customer  perceptions  of  value and convenience.  The  program
reversed a year-over-year 22.6% customer  traffic  decline  for these units
experienced in the first quarter of fiscal 2000 to a 2.4% customer  traffic
increase  in  the  quarter ended March 31, 2000 compared to the same period
last year.  The Company  is  in  various  stages of developing other sales-
building initiatives.

     During the third quarters of fiscal 2000  and  1999,  consolidated net
operating  income  (net  sales  less  cost  of  sales  and  other operating
expenses)  as  a  percent  of  net  sales  was 6.3% and 5.2%, respectively.
Excluding  the  operations  of Ralph & Kacoo's  restaurants  in  the  third
quarter of fiscal 1999, net operating  income as a percent of net sales was
4.8%.   The  following table illustrates cost  of  sales,  other  operating
expenses, and  general and administrative expense as a percent of net sales
for the comparative  periods.   The  table  and the discussion that follows
explain results of operations net of the Ralph & Kacoo's operations in last
year's results.

<TABLE>
<CAPTION>
 THREE MONTHS ENDED MARCH 31 (EXCLUDES RESULTS OF
OPERATIONS RELATING TO THE RALPH & KACOO'S SEAFOOD      PERCENT OF NET SALES     CHANGE
                   RESTAURANTS)                         --------------------
                                                          2000        1999
- ----------------------------------------------------------------------------------------
<S>                                                     <C>         <C>         <C>
Cost of sales                                             58.4%       60.2%      -1.8%
Other operating expenses                                  35.3%       35.1%       0.2%
General & administrative expense                           3.2%        3.5%      -0.3%
</TABLE>

     Cost  of  sales as a percent of net sales declined 1.8%.  That decline
is a combination  of a 1.1% decrease in food cost as a percent of net sales
and a 0.7% decrease  in  labor costs as a percent of net sales.  Food costs
as a percent of net sales  improved  as food cost efficiency experienced in
Morrison units has begun to more closely match the operations of Piccadilly
units.

     Movement in labor costs, as a percent  of net sales, is the net result
of a number of factors.  Factors that improved performance include:
     1. Prices increased July 1999.
     2. The tip-wage program implemented in the  fourth  quarter  of fiscal
        year 1999 lowered overall wages-per-hour.
     3. Until  the second quarter of this fiscal year, labor efficiency  at
        Morrison units did not reflect Piccadilly standards.
     4. No Morrison  units  were  converted  in  the  third quarter of this
        fiscal year while 32 Morrison units were converted  in  last year's
        third quarter.  Labor costs were generally higher for three to four
        months following the conversion of a Morrison unit to a Piccadilly-
        style unit.

Factors that negatively impacted performance include:
     1. Lower  year-over-year  unit  sales  volumes  to  offset fixed labor
        costs.
     2. Opening team labor costs associated with one new unit opened in the
        third  quarter of fiscal 2000 compared to no new unit  openings  in
        the third quarter of last fiscal year.

     Other operating  expense  (net  of Ralph & Kacoo's related expenses in
the prior fiscal year) decreased $2,172,000.   As  a  percent of net sales,
other operating expense increased 0.2% as a percent of  net sales.  The net
movement  in  other  operating  expenses is the result of several  factors.
First,  other operating expense in  the  third  quarter  last  fiscal  year
includes costs relating to 32 Morrison Conversions.  There were no Morrison
Conversions  in  the  third  quarter  of this fiscal year.  Conversely, the
fixed portion of certain operating costs as a percent of net sales, such as
rent, repairs and maintenance, utilities,  and depreciation, have increased
as unit sales decreased.

     General and administrative expense (net  of  Ralph  &  Kacoo's related
expenses in the prior fiscal year) as a percent of net sales decreased 0.3%
and decreased in absolute dollars by $628,000 due primarily to transitional
costs  incurred  in  the  prior year quarter related to the integration  of
Morrison-related reporting systems.

       Interest expense increased  $301,000 as a result of higher rates the
effect of which was partially offset  by  lower  debt  levels  in the third
quarter compared to the same quarter last year.

NINE  MONTHS  ENDED MARCH 31, 2000 COMPARED TO NINE MONTHS ENDED MARCH  31,
1999

      Total net  sales  for  the  nine  months  ended  March  31, 2000 were
$340,516,000,  down 10.8% from net sales of $381,809,000 reported  in  same
nine-month period  last year. Net sales for the first nine months of fiscal
1999 include net sales of $17,683,000 from the Ralph & Kacoo's restaurants,
which were sold on March  30,  1999  (see  Note  2).   The  following table
reconciles total cafeteria sales to same-store cafeteria sales  (units that
were  open for nine full months in both periods) for the nine months  ended
March 31, 2000 and 1999.

<TABLE>
<CAPTION>                                                         (SALES IN THOUSANDS)
Nine Months Ended March 31                              2000                             1999
                                                 --------------------           ---------------------       SALES
                                                   SALES        UNITS             SALES         UNITS       CHANGE
                                                 --------------------           ----------------------------------
<S>                                              <C>             <C>            <C>              <C>       <C>
Total cafeteria sales                            $ 340,516       260            $ 364,126        270       -6.5%
Less new units (A)                                  (6,951)       (6)                 ---        ---
Less closed units (B)                               (2,471)      (17)             (13,062)       (33)
                                                 -------------------            --------------------
Net  same-store cafeteria sales                  $ 331,094       237            $ 351,064        237       -5.7%
                                                 ===================            ====================
</TABLE>
(A) CAFETERIAS OPENED SINCE JUNE 30, 1998.
(B) CAFETERIAS CLOSED SINCE JUNE 30, 1998.

     The  net  decrease  in  same-store sales of 5.7% reflects a decline in
same-store customer traffic of  7.9% combined with a check average increase
of 1.7%.  The check average increase  results  from various price increases
implemented  at  certain  units  since  March  31,  1999.   See  the  above
discussion,  "Fiscal  2000  Third  Quarter  Compared to Fiscal  1999  Third
Quarter", for related information on same-store sales declines.

     During the nine months ended March 31, 2000 and 1999, consolidated net
operating  income  (net  sales  less  cost  of sales  and  other  operating
expenses)  as  a  percent  of net sales was 5.1%  and  6.5%,  respectively.
Excluding the operations of  the  Ralph  & Kacoo's restaurants in the first
three quarters of fiscal 1999, net operating  income  as  a  percent of net
sales  was  6.2%.   The  following  table illustrates cost of sales,  other
operating expenses, and general and administrative  expense as a percent of
net sales for the comparative periods.  The table and  the  discussion that
follows explain results of operations net of the Ralph & Kacoo's operations
in last year's results.

<TABLE>
<CAPTION>
 NINE MONTHS  ENDED MARCH 31 (EXCLUDES RESULTS OF
OPERATIONS RELATING TO THE RALPH & KACOO'S SEAFOOD      PERCENT OF NET SALES     CHANGE
                   RESTAURANTS)                         --------------------
                                                          2000        1999
- ----------------------------------------------------------------------------------------
<S>                                                     <C>         <C>         <C>

Cost of sales                                           59.2%       60.1%       -0.9%
Other operating expenses                                35.8%       33.9%        1.9%
General & administrative expense                         3.3%        3.4%       -0.1%
</TABLE>

     Cost  of sales as a percent of net sales decreased 0.9%.  That decline
is a combination  of a 0.8% decrease in food cost as a percent of net sales
and a 0.1% decrease in labor cost as a percent of net sales.  Food costs as
a percent of net sales  improved  primarily  as  a  result of the July 1999
price increase.

     Movement in labor costs, as a percent of net sales,  is the net result
of a number of factors.  Factors that improved performance include:
     1. Prices increased July 1999.
     2. The  tip-wage program implemented in the fourth quarter  of  fiscal
        year 1999 lowered overall wages-per-hour.
     3. Until  the  second quarter of this fiscal year, labor efficiency at
        Morrison units did not reflect Piccadilly standards.
     4. 13 Morrison units  were  converted  in  the first three quarters of
        this fiscal year while 60 Morrison units  were  converted  in first
        three quarters of last year.  Labor costs were generally higher for
        three to four months following the conversion of a Morrison unit to
        a Piccadilly-style unit.

Factors that negatively impacted performance include:
     1. Lower year-over-year unit sales volumes to offset fixed labor costs.
     2. Opening team labor costs associated with six new units opened in the
        first nine months of fiscal 2000 compared to no new unit openings in
        the first three quarters of last fiscal year.
     3. Management  staffing  levels  at  Morrison  units  began to increase
        during the second quarter of last fiscal year.

Other  operating  expense (net of Ralph & Kacoo's related expenses  in  the
prior fiscal year)  decreased $1,212,000.  As a percent of net sales, other
operating expense increased  1.9%.   The  net  movement  in other operating
expenses is the result of several factors.  First, other operating  expense
in  the  three  quarters of last fiscal year includes costs relating to  60
Morrison Conversions.  There were 13 Morrison Conversions in the first half
of this fiscal year.   Conversely,  the  fixed portion of certain operating
costs  as a percent of net sales, such as rent,  repairs  and  maintenance,
utilities,  and  depreciation,  have increased as unit net sales decreased.
Additionally, the Company incurred opening costs for five new cafeterias in
the first half of fiscal 2000.  No  cafeterias opened in the three quarters
of fiscal 1999.

     General and administrative expense  (net  of  Ralph  & Kacoo's related
expenses in the prior fiscal year) as a percent of net sales decreased 0.1%
and  decreased in absolute dollars by $1,091,000 due to transitional  costs
incurred  in  the prior year related to the integration of Morrison-related
reporting systems  and processes combined with the elimination of duplicate
Morrison costs.

       Interest expense  increased  $95,000 as a result of higher rates the
effect of which was substantially offset  by  lower debt levels this fiscal
year compared to last fiscal year.

TRENDS AND UNCERTAINTIES

     Unless the Company experiences additional  and  unexpected  erosion in
net sales, it believes that it will remain in compliance with the  terms of
its  amended  credit  facility.  It is possible that continuing erosion  of
customer traffic at individual  units  could  result in the closing of such
units  or additional non-cash charges, including  impairment  of  goodwill,
under SFAS  121.   At  the  present  time  no  impairment  adjustments  for
Morrison-related goodwill are necessary.

        The  U.S. Congress is considering proposals to increase the federal
minimum wage.   An  increase  in  the  federal  minimum  wage would have an
adverse effect on the Company's operating costs.  Historically, the Company
has absorbed minimum wage increases through price increases.   The  Company
operates in a highly competitive industry and may be unable to transfer all
or a portion of such higher operating costs to its customers.

LIQUIDITY AND CAPITAL RESOURCES

     The Company has a $90 million credit facility with a syndicated  group
of  banks  maturing on June 22, 2001.  On November 18, 1999 the Company and
its lenders  amended  the  credit  facility.   The  amended credit facility
provides  that  beginning with the third fiscal quarter  ending  March  31,
2000, the Board may  only declare a dividend to the extent of the Company's
net  income  for the prior  fiscal  quarter.   Accordingly,  the  Company's
ability to declare  dividends  in  compliance with the terms of the amended
credit facility will be determined by its future operating performance.

     On  February  7, 2000, the Board  elected  to  suspend  the  Company's
regular quarterly dividend  of  $.12  per  share.   The  suspension  of the
dividend  will save approximately $1.26 million per quarter.  The Company's
net income  of   $0.14  per  share  for the quarter ended December 31, 1999
would have allowed the declaration of  a  dividend  under  the terms of its
restructured credit facility.  The Board concluded that until  the  Company
had  demonstrated  a  sustained operating performance that would support  a
dividend that could be  safely  maintained,  suspension of the dividend was
the prudent course of action.

     Management  believes  that  its  cash from operations,  together  with
remaining credit available under the amended  facility,  will be sufficient
to provide for the Company's operational needs for the foreseeable  future.
At  March  31,  2000,  approximately  $4,241,000  was  available under this
facility.

FORWARD-LOOKING STATEMENTS

     Forward-looking  statements  regarding management's present  plans  or
expectations for new unit openings,  remodels,  other capital expenditures,
the financing thereof, and disposition of impaired  units involve risks and
uncertainties  relative  to return expectations and related  allocation  of
resources, and changing economic  or competitive conditions, as well as the
negotiation of agreements with third  parties,  which  could  cause  actual
results  to differ from present plans or expectations, and such differences
could  be  material.    Similarly,   forward-looking  statements  regarding
management's present expectations for  operating  results involve risks and
uncertainties  relative  to these and other factors,  such  as  advertising
effectiveness and the ability  to achieve cost reductions, which also would
cause actual results to differ from  present plans.  Such differences could
be material.  Management does not expect  to  update  such  forward-looking
statements  continually  as conditions change, and readers should  consider
that such statements speak only as the date hereof.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

     The Company is exposed to changes in short-term interest rates related
to its $90,000,000 credit  arrangement.   If  the  variable  rates  on  the
Company's  credit arrangement were to increase by 1% from the rate at March
31, 2000 and  the  Company  had borrowed the maximum amount available under
its senior credit facility ($77.0  million)  for  the  remaining quarter of
fiscal  2000, then, solely as a result of the increase in  interest  rates,
the Company's  interest  expense  would  increase,  resulting in a $122,000
decrease in net income, assuming an effective tax rate  of  37%.   The fair
value  of  the  Company's credit arrangement is not affected by changes  in
market interest rates.   This  discussion  does not consider the effects of
the reduced level of overall economic activity  that  could exist following
such  changes.   Further,  in  the  event  of  changes  in such  magnitude,
management  would  likely  take  actions to mitigate its exposure  to  such
changes.  The Company has not used  derivative  instruments  to  engage  in
speculative transactions or hedging activities.




<PAGE>
                        PART II -- OTHER INFORMATION


ITEM 1.  LEGAL PROCEEDINGS
None.

ITEM 2.  CHANGES IN SECURITIES
None.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES
None.

ITEM 4.  SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS
None.

ITEM 5.  OTHER INFORMATION
None.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a)  Exhibits

     3.   (a)  Articles  of  Incorporation of the Company, as restated
               through March 12, 1999.(1)

          (b)  By-laws of the Company, as amended and restated through March
               12, 1999.(1)

    27.  Financial Data Schedule

- ------------------------
     1) Incorporated by reference from the Registrant's Quarterly Report on
        Form 10-Q for the quarter ended March 31, 1999.






SIGNATURES

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




                                   PICCADILLY CAFETERIAS, INC.
                                   (Registrant)



                                   BY: /S/RONALD A. LABORDE
                                       --------------------
                                        Ronald A. LaBorde
                                        President and Chief Executive Officer
                                           04/19/00


/s/ Ronald A. LaBorde                                             04/19/00
Ronald  A.  LaBorde,  President,  Chief  Executive  Officer, and    Date
Director

/s/ Mark L. Mestayer                                              04/18/00
Mark  L.  Mestayer,  Executive  Vice President & Chief Financial    Date
Officer (Principal Financial Officer)

/s/ W. Scott Bozzell                                              04/18/00
W. Scott Bozzell, Executive Vice President & Controller             Date
(Principal Accounting Officer)



<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
Statements for the period ending March 31, 2000 and is qualified in its entirety
by reference to such financial statements.  Amounts are in thousands of
dollars.
</LEGEND>
<MULTIPLIER> 1,000

<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          JUN-30-2000
<PERIOD-END>                               MAR-31-2000
<CASH>                                               0
<SECURITIES>                                         0
<RECEIVABLES>                                      936
<ALLOWANCES>                                         0
<INVENTORY>                                     12,671
<CURRENT-ASSETS>                                27,347
<PP&E>                                         307,671
<DEPRECIATION>                                 139,442
<TOTAL-ASSETS>                                 218,229
<CURRENT-LIABILITIES>                           43,196
<BONDS>                                              0
                                0
                                          0
<COMMON>                                        19,141
<OTHER-SE>                                      58,464
<TOTAL-LIABILITY-AND-EQUITY>                   218,229
<SALES>                                        340,516
<TOTAL-REVENUES>                               340,516
<CGS>                                          201,426
<TOTAL-COSTS>                                  334,108
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                               5,064
<INCOME-PRETAX>                                  1,344
<INCOME-TAX>                                       609
<INCOME-CONTINUING>                                735
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                       735
<EPS-BASIC>                                        .07
<EPS-DILUTED>                                      .07


</TABLE>


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