FAST FOOD OPERATORS INC
8-K, 1998-04-29
EATING PLACES
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               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 16, 1998
                    ------------------------
                                
                   FAST FOOD OPERATORS, INC.
       -------------------------------------------------
       (Exact Name of Registrant as Specified in Charter)
                                
                            0-10213
                    ------------------------
                    (Commission File Number)
                                
       New York                                   13-2974867
- ----------------------------               ------------------------
(State or Other Jurisdiction                   (I.R.S. Employer
     of Incorporation)                       Identification Number)

 42-40 Bell Boulevard
  Bayside, New York                                 11361
- ----------------------                          --------------
 (Address of Principal                            (Zip Code)
   Executive Offices)


Registrant's telephone number, including area code:(718) 229-1113
                                                   --------------
                         
                           
                              
- -----------------------------------------------------------------
 (Former Name or Former Address, if Changed Since Last Report)
                                
                                
ITEM 5.  Other Events.

     On April 16, 1998, Fast Food Operators, Inc., a New York
corporation (the "Company") received a verbal offer to purchase
substantially all of its assets.  The offer, in the amount of
$900,000 for four of the Company's restaurants, was made by Gary
Monie, a former Vice President of the Company.  Since resigning this
position in the fall of 1995, Mr. Monie has continued to provide
restaurant operation supervisory services for the Company, as a
consultant.  The offer contemplates that if ultimately consummated,
the purchase will be made by a limited liability company of which
Mr. Monie will be a managing member. 

     Any sale by the Company of substantially all of its assets
is subject to certain conditions, including acceptance of the
offer, execution of a definitive asset purchase agreement and the
approval of the board of directors and shareholders of the
Company.  Such approval by the shareholders will require the
Company to prepare and file a proxy statement with the Securities
and Exchange Commission.

ITEM 7.  Financial Statements, Pro Forma Financial Information
         and Exhibits.


                            EXHIBITS
                            --------

Designation          Description             Method of Filing
- -----------          -----------             ----------------
Exhibit 20           News release dated      Filed with this      
                     April 29, 1998          Report


                           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 hereunto duly authorized.

                                   Fast Food Operators, Inc. 
                                   -------------------------
                                         (Registrant)

April 29, 1998                     By:  
                                   -------------------------
                                   Name:   Lewis E. Topper
                                   Title:  President
                                                      


EXHIBITS INDEX
- --------------

       DESIGNATION       DESCRIPTION         PAGE
       ------------      -----------         ----

       Exhibit 20        News release dated             
                         April 29, 1998













      
    
      For:              Fast Food Operators, Inc.
                        42-40 Bell Boulevard, Suite 200
                        Bayside, New York 11361
                   
    
      Company Contact:  Daniel A. Poganski, Secretary
      
    
    FOR IMMEDIATE RELEASE
                                 
                                
     FAST FOOD OPERATORS, INC. ANNOUNCES OFFER TO PURCHASE
               SUBSTANTIALLY ALL OF ITS ASSETS
                                   
         Bayside, NY. April 29, 1998.  Fast Food Operators, Inc.
    (NASDAQ: POPI) (the "Company") today announced that it has
    received a verbal offer to purchase substantially all of its
    assets. The offer, in the amount of $900,000 for four of the
    Company's restaurants, was made by Gary Monie, a former
    Vice President of the Company.  Since resigning this position
    in the fall of 1995, Mr. Monie has continued to provide
    restaurant operation supervisory services for the Company, as
    a consultant. 
    
         Any sale by the Company of substantially all of its
    assets is subject to certain conditions, including
    acceptance of the offer, execution of a definitive asset
    purchase agreement and the approval of the board of
    directors and shareholders of the Company.  Such approval by
    the shareholders will require the Company to prepare and
    file a proxy statement with the Securities and Exchange
    Commission.
    
    
    
    
    
    
    
    
    


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