GIANT GROUP LTD
8-K, 1998-11-04
NON-OPERATING ESTABLISHMENTS
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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) - NOVEMBER 2, 1998




                                  GIANT GROUP, LTD.

                (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)



                 DELAWARE               1-4323            23-0622690  
      (STATE OR OTHER JURISDICTION   (COMMISSION       (I.R.S. EMPLOYER  
            OF INCORPORATION)        FILE NUMBER)     IDENTIFICATION NO.)



          9000 SUNSET BOULEVARD, LOS ANGELES, CALIFORNIA          90069
            (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)            (ZIP CODE)


        REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE - (310) 273-5678



                                     NOT APPLICABLE                        
          ----------------------------------------------------------------
            (FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)



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     <PAGE>


          ITEM 5. OTHER EVENTS

               On November 2, 1998, GIANT GROUP, LTD. (the "Company"),
          Rally's Hamburgers, Inc. and Checkers Drive-In Restaurants, Inc.
          announced the termination of the Letter of Intent, dated as of
          September 25, 1998, which had provided for an exclusive
          negotiation period during which the three companies would seek to
          enter into an agreement for a merger to combine the three
          companies.  The Company had filed a Current Report on Form 8-K
          for an event of September 25, 1998 announcing its entry into the
          Letter of Intent and included a copy of the Letter of Intent as
          an exhibit thereto.


          ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS

          (c)  Exhibits

               99.1 Press Release, dated November 2, 1998.


                                      -2-
     <PAGE>

                                      SIGNATURE


                    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.


                                   GIANT GROUP, LTD.



                                   By:      /s/ William H. Pennington
                                        -----------------------------------

                                        Name:     William H. Pennington
                                        Title:    Vice President


          Dated:  November 4, 1998


                                      -3-
     <PAGE>

                                    Exhibit Index
                                    -------------

               Exhibit        Description
               -------        -----------

               99.1         Press Release, dated November 2, 1998.




                                      -4-





                                  GIANT GROUP, LTD.
                               RALLY'S HAMBURGERS, INC.
                       AND CHECKERS DRIVE-IN RESTAURANTS, INC.
                              TERMINATE PROPOSED MERGER



          FOR IMMEDIATE RELEASE
          NOVEMBER 2, 1998


               GIANT GROUP, LTD. (NYSE:GPO), RALLY'S HAMBURGERS, INC.
          (NASDAQ:RLLY), AND CHECKERS DRIVE-IN RESTAURANTS, INC.
          (NASDAQ:CHKR) announced today the termination of their proposed
          merger.  The merger was terminated when the definitive merger
          agreement could not be finalized within the allowed time period. 
          GIANT owns approximately 11% of Rally's stock and Rally's owns
          approximately 26% of Checkers' stock.

               Jay Gillespie, CEO of Checkers and Rally's stated that "we
          will continue to move forward on our strategic initiatives, which
          are designed to increase sales and improve margins".

               A spokesman for GIANT said that despite the termination of
          the transaction, GIANT remains enthusiastic about the progress
          made by the management of Rally's and Checkers.



          Additional Information:

          Jay Gillespie, CEO of Rally's and Checkers at (727) 519-2000
          Burt Sugarman, CEO of GIANT at (310) 273-5678



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