SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the fiscal year end December 31, 1995
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from to
Commission file number 1-12454
A. Full title of the plan and the address of the plan, if
different from that of the issuer named below:
RUBY TUESDAY,INC. SALARY DEFERRAL PLAN
B. Name of issuer of the securities held pursuant to the Plan
and address of its principal executive office:
RUBY TUESDAY,INC.
P.O. Box 160266
Mobile, Alabama 36625
NOTE: Previously, the Form 11K for this plan was filed under the issuer name
of Morrison Restaurants Inc. ("MRI"). Effective March 9, 1996, in conjunction
with the distribution by MRI of all of the outstanding shares of common stock of
its wholly-owned subsidiaries, Morrison Fresh Cooking, Inc. and Morrison Health
Care, Inc., MRI was reincorporated in Georgia, changed its name to Ruby Tuesday,
Inc.and the Salary Deferral Plan was renamed the "Ruby Tuesday, Inc. Salary
Deferral Plan."
Exhibit index appears at page 2. This report contains a total of
20 pages.
EXHIBIT INDEX
Exhibit Page
Number Description Number
13 Annual Report to Security-Holders 5
23 Consent of Independent Auditors 20
SIGNATURES
Ruby Tuesday, Inc. Salary Deferral Plan. Pursuant to the
requirements of the Securities Exchange Act of 1934, the
Compensation Committee of the Ruby Tuesday, Inc. Salary
Deferral Plan have duly caused this annual report to be signed on
its behalf by the undersigned hereunto duly authorized.
Ruby Tuesday, Inc.
Salary Deferral Plan
(Name of Plan)
Date June 26, 1996 /s/ Dolph Von Arx
Dolph Von Arx
Director; Chairman, Compensation
Committee
Morrison Restaurants Inc. Salary Deferral Plan
Financial Statements
and Supplemental Schedules
Years ended December 31, 1995 and 1994
Contents
Report of Independent Auditors.................................5
Audited Financial Statements
Statements of Net Assets Available for Benefits................6
Statements of Changes in Net Assets Available for Benefits.....7
Notes to Financial Statements..................................8
Supplemental Schedules
Item 27a-Schedule of Assets Held for Investment Purposes.......18
Item 27d-Schedule of Reportable (5%) Transactions..............19
Report of Independent Auditors
Employee Benefits Committee of
Morrison Restaurants Inc.
We have audited the accompanying statements of net assets available for
benefits of the Morrison Restaurants Inc. Salary Deferral Plan as of December
31, 1995 and 1994, and the related statements of changes in net assets
available for benefits for the years then ended. These financial statements
are the responsibility of the Plan's management. Our responsibility is to
express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Plan at
December 31, 1995 and 1994, and the changes in its net assets available for
benefits for the years then ended, in conformity with generally accepted
accounting principles.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The accompanying supplemental
schedules of Assets Held for Investment Purposes and Reportable (5%)
Transactions as of or for the year ended December 31, 1995, are presented for
purposes of complying with the Department of Labor's Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income Security Act of
1974, and are not a required part of the basic financial statements. The
supplemental schedules have been subjected to the auditing procedures applied
in our audit of the basic financial statements and, in our opinion, are fairly
stated in all material respects in relation to the basic financial statements
taken as a whole.
/s/ Ernst & Young LLP
Ernst & Young LLP
Birmingham, Alabama
June 25, 1996
<PAGE>
<TABLE>
Morrison Restaurants Inc. Salary Deferral Plan
Statements of Net Assets Available for Benefits
<CAPTION>
December 31
1995 1994
<S> <C> <C>
Assets
Investments, at fair value:
Morrison Restaurants Inc.
common stock $ 7,232,750 $ 12,982,991
Other equity securities:
Delaware Group Value Fund 2,257,380 1,874,802
Templeton Growth Fund 2,106,823 1,778,194
11,596,953 16,635,987
Guaranteed investment contracts
with insurance companies,
at contract value 16,138,043 20,760,985
Total investments 27,734,996 37,396,972
Contributions receivable:
Participants 429,248 387,372
Employer 87,229 81,700
516,477 469,072
Dividends and interest receivable 52,514 26,135
Total receivables 568,991 495,207
Cash 5,865,422 3,150,417
34,169,409 41,042,596
Liabilities
Accrued Expenses (264,045) -
Net assets available for benefits $ 33,905,364 $41,042,596
See accompanying notes.
</TABLE>
</PAGE>
<PAGE>
<TABLE>
Morrison Restaurants Inc. Salary Deferral Plan
Statements of Changes in Net Assets Available for Benefits
<CAPTION>
Year ended December 31
1995 1994
<S> <C> <C>
Net investment income:
Dividends on Morrison
Restaurants Inc. common stock $ 184,651 $ 165,739
Other dividends 233,300 225,994
Interest 1,589,902 1,728,016
2,007,853 2,119,749
Administrative expenses (216,156) (201,368)
1,791,697 1,918,381
Net depreciation in
fair value of investments (4,923,241) (1,108,006)
Contributions:
Participants 3,661,737 3,772,436
Employer 725,484 778,489
4,387,221 4,550,925
Withdrawals by participants (8,392,909) (4,896,578)
Net (deductions) additions (7,137,232) 464,722
Net assets available for benefits
at beginning of year 41,042,596 40,577,874
Net assets available for benefits
at end of year $ 33,905,364 $ 41,042,596
See accompanying notes.
</TABLE>
</PAGE>
<PAGE>
Morrison Restaurants Inc. Salary Deferral Plan
Notes to Financial Statements
December 31, 1995 and 1994
1. Significant Accounting Policies
The financial statements of the Morrison Restaurants Inc. Salary
Deferral Plan (the Plan) are presented on the accrual basis of
accounting.
Investments in common trust funds are stated at fair value based on
quoted redemption values on the last business day of the plan year.
Morrison Restaurants Inc. common stock is traded on the New York Stock
Exchange and is valued at the closing sales price on the last business
day of the plan year.
Guaranteed investment contracts are stated at the contract value as
determined by the insurance companies. Contract value represents
contributions made under the contracts, plus interest at the contract
rates, less funds used to pay benefits and the insurance companies'
administrative expenses.
Certain previously reported amounts have been reclassified to conform
to the current year's presentation. Such reclassifications have no
effect on previously reported net assets available for benefits.
The preparation of the financial statements in conformity with
generally accepted accounting principles requires management to make
estimates and assumptions that affect the amounts reported in the
financial statements and accompanying notes. Actual results could
differ from those estimates.
2. Description of the Plan
The Plan was established June 1, 1968 to provide additional incentive
and retirement security for eligible employees of Morrison Restaurants
Inc. and its subsidiaries (the Company). Effective September 30, 1992
the Plan was amended and renamed the Morrison Restaurants Inc. Salary
Deferral Plan.
The general administration of the Plan is the responsibility of the
Employee Benefits Committee (the Committee) which consists of at least
two persons and not more than seven persons appointed by the Board of
Directors. Costs of administering the Plan are paid by the Company to
the extent not paid by the Trust. The Plan's assets are held by
AmSouth Bank of Alabama, trustee for the Plan. Smith Barney Shearson
Inc. is the investment advisor for the Plan assets. AmSouth Bank of
Alabama and Morley Capital Management, Inc. are the investment
managers for Plan assets.
</PAGE>
<PAGE>
2. Description of Plan (continued)
The Plan may be terminated at any time by the Company's Board of
Directors. Upon termination, all Company contributions become
nonforfeitable and all assets are to be distributed to plan
participants or their beneficiaries. Each participant would receive a
proportionate share of the remaining assets, as determined by the
individual account balances, on the date of termination.
To participate in the Plan, the employee must have completed one year
of service, attained the age of 21, and authorized, on a form
prescribed by the Committee, the deduction from his pay of the basic
contribution as defined by the Plan. Participants may contribute
amounts ranging from 2% to 10% of their compensation and specify the
various investment alternatives to which the Plan's assets will be
directed. Participants contributing a pre-tax contribution of at
least 2% may elect to make after-tax contributions not in excess of
10% of annual earnings.
These investment alternatives are:
Short-Term Investment Fund (Money Market Fund)
The investment policy of the short-term investment fund is to invest
in income-producing assets with relatively short terms and relatively
high security of principal. These assets can include government
securities, commercial paper (publicly traded or privately placed),
other debt securities, shares of money market mutual funds, units of
participation in the Trustee's short-term investment trust, and time
deposits or certificates of deposit of any member bank of the Federal
Deposit Insurance Corporation.
Equity Fund
The investment policy of the equity fund is to invest in relatively
high quality equity assets producing either income or capital
appreciation, or both. These assets can include common stocks and
similar equity securities (including warrants or rights to subscribe
to or securities convertible into stock or securities), shares of
mutual funds which invest in common stock and units of participation
in the Trustee's general equity fund or that of an investment manager.
Fixed Income Fund
The investment policy of the fixed income fund is to achieve income
through investment in income-producing assets with relatively high
security of principal. These assets can include guaranteed investment
contracts issued by insurance companies, bonds, notes, debentures,
mortgages, preferred stocks, interests in leases of either real or
</PAGE>
<PAGE>
Morrison Restaurants Inc. Salary Deferral Plan
Notes to Financial Statements (continued)
2. Description of Plan (continued)
personal property, or both, contracts or other evidences of
indebtedness, endowment or annuity contracts, shares of mutual funds,
or other tangible or intangible property or interests in property,
either real or personal, the income return from which is fixed or
limited by the terms of the instrument creating or evidencing the
property or interest in property.
Morrison Stock Fund
The investment policy of the Morrison stock fund is to allow
participants to participate in the profits of the Company. These
assets include qualifying employer securities.
The Company matches 20% of contributions by participants with 3 to 9
years of service, 30% for participants with 10 to 19 years, and 40%
for participants with 20 or more years of service. In January 1990,
the Company established a Post-1989 Stock Match Fund. Matching
contributions are made to the fund and are invested entirely in
Company stock.
Participants or their beneficiaries have a 100% vested interest in the
value of their respective contributions and employer matching
accounts. The basic form of distribution is a single lump sum payment
in cash.
3. Investments
The Plan's investments are held by a trust fund administered by
AmSouth Bank of Alabama except for its guaranteed investment contracts
with insurance companies (see Note 6) and its investments in mutual
funds which are held by the funds themselves.
The Plan's investments (including investments bought, sold and held
during the year) depreciated in value by $(4,923,241) and $(1,108,006)
during the years ended December 31, 1995 and 1994, respectively, as
shown on the following page:
</PAGE>
<PAGE>
Morrison Restaurants Inc. Salary Deferral Plan
Notes to Financial Statements (continued)
<TABLE>
3. Investments (continued)
<CAPTION>
Year Ended December 31
1995 1994
<S> <C> <C>
Morrison Restaurants Inc.
common stock $ (5,474,054) $ (774,536)
Other securities:
Sun Bank Corporate Equity Fund - (85,736)
Delaware Group Value Fund 401,149 (103,204)
Templeton Growth Fund 106,597 (144,530)
Morrison GIC Fund 43,067 -
Totals $ (4,923,241) $ (1,108,006)
</TABLE>
The fair values of individual investments that represent 5% or more of
the Plan's net assets at December 31, 1995 and 1994 are as follows:
<TABLE>
<CAPTION>
1995 1994
<S> <C> <C>
Morrison Restaurants Inc.
common stock $ 7,232,750 $12,982,991
Delaware Group Value Fund 2,257,380 -
Templeton Growth Fund 2,106,823 -
Allstate Life Insurance Company,
guaranteed investment contract #GA-4894 - 2,737,520
Allstate Life Insurance Company,
guaranteed investment contract #GA-5050 3,660,496 6,855,932
New York Life Insurance Company,
guaranteed investment contract 2,344,214 2,076,157
Principal Mutual Life Insurance Company,
guaranteed investment contract 2,677,027 2,453,617
First Wisconsin National Bank,
guaranteed investment contract - 2,102,096
AmSouth Master Money Market account 5,865,422 3,150,417
</TABLE>
The Plan's exposure to accounting loss with respect to these financial
instruments is limited to the carrying values stated in the Statement
of Net Assets Available for Benefits.
4. Income Tax Status
The Internal Revenue Service has ruled that the Plan qualifies under
Sections 401(a) and (k) of the Internal Revenue Code (IRC) and,
therefore, the Trust is not subject to tax under present income tax
law. The Plan is required to operate in conformity with the IRC to
maintain its qualification. The plan administrator is not aware of
any course of action or series of events that have occurred that might
adversely affect the Plan's qualified status.
</PAGE>
<PAGE>
Morrison Restaurants Inc. Salary Deferral Plan
Notes to Financial Statements (continued)
5. Transactions with Parties-In-Interest
The Morrison Stock Fund and the Post-1989 Stock Match Fund invest
primarily in Morrison Restaurants Inc. common stock. At December 31,
1995 and 1994, these funds held 516,625 and 529,918 shares of this
stock, respectively, with market values of $7,232,750 or $14.00 per
share and $12,982,991 or $24.50 per share, respectively.
6. Guaranteed Investment Contracts with Insurance Companies
The Plan has guaranteed investment contracts with several insurance
companies. Deposits made under these contracts earn interest at
guaranteed rates between 6.10% and 8.65%. The contracts have various
terms relating to the allowance of withdrawals. Each contains
provisions for investment loss (surrender) charges which the Plan
would have to pay in the event of early withdrawal prior to contract
maturity date. The contract values of the individual investments
which comprise the total of the guaranteed investment contracts at
December 31, 1995 and 1994 are as follows:
<TABLE>
<CAPTION>
<S> <C> <C>
Ohio National Life,
guaranteed investment contract $ 1,079,121 $ -
Transamerica Occidental Life,
guaranteed investment contract 1,046,594 -
Allstate Life Insurance Company,
guaranteed investment contract #GA-4894 - 2,737,520
Allstate Life Insurance Company,
guaranteed investment contract #GA-5050 3,631,373 6,855,932
New York Life Insurance Company,
guaranteed investment contract 2,225,413 2,076,157
Principal Mutual Life Insurance Company,
guaranteed investment contract 2,631,504 2,453,617
First Wisconsin National Bank,
guaranteed investment contract 671,364 2,102,096
Hartford Life Insurance Company,
guaranteed investment contract 1,110,946 1,033,438
State Mutual Life Insurance Company,
guaranteed investment contract 1,100,119 1,026,526
Protective Life Insurance Company,
guaranteed investment contract 1,093,429 1,016,529
Life Insurance of Virginia,
guaranteed investment contract 1,548,180 1,459,170
Totals $ 16,138,043 $ 20,760,985
</TABLE>
</PAGE>
Morrison Restaurants Inc. Salary Deferral Plan
Notes to Financial Statements (continued)
6. Guaranteed Investment Contracts with Insurance Companies
(continued)
The average yield on the contracts for the year ended December 31,
1995 was 7.94%.
The fair value of the contracts listed below were determined using the
sum of the present values of each of the contract's projected cash
flows, discounted at the December 31, 1995 rates based on current
yields of similar investments with comparable durations and are as
follows:
<TABLE>
<S> <C>
Ohio National Life
guaranteed investment contract $ 1,132,965
Transamerica Occidental Life
guaranteed investment contract 1,100,000
Allstate Life Insurance Company,
guaranteed investment contract #GA-5050 3,660,496
New York Life Insurance Company,
guaranteed investment contract 2,344,214
Principal Mutual Life Insurance Company,
guaranteed investment contract 2,677,027
First Wisconsin National Bank,
guaranteed investment contract 671,364
Hartford Life Insurance Company,
guaranteed investment contract 1,188,074
State Mutual Life Insurance Company,
guaranteed investment contract 1,141,838
Protective Life Insurance Company,
guaranteed investment contract 1,143,143
Life Insurance of Virginia,
guaranteed investment contract 1,559,584
Total $ 16,618,705
</TABLE>
</PAGE>
<PAGE>
<TABLE>
Morrison Restaurants Inc. Salary Deferral Plan
Notes to Financial Statements (continued)
7. Investment Programs
The allocation of Plan assets and liabilities to the separate investment programs at December 31, 1995
and 1994 was as follows:
<CAPTION>
Short-term Fixed Morrison Post-1989
Investment Equity Income Stock Stock Match
Fund Fund Fund Fund Fund Total
<S> <C> <C> <C> <C> <C> <C>
December 31, 1995
Assets
Investments, at fair value:
Morrison Restaurants Inc. common stock $ - $ - $ 17,584 $ 7,215,166 $ - $ 7,232,750
Other equity securities:
Templeton Growth Fund - 2,106,823 - - - 2,106,823
Delaware Group Fund - 2,257,380 - - - 2,257,380
Guaranteed investment contracts,
at contract value - - 16,138,043 - - 16,138,043
Total Investments - 4,364,203 16,155,627 7,215,166 - 27,734,996
Contributions receivable:
Participants 22,885 73,255 146,627 186,481 - 429,248
Employer - - - 87,229 - 87,229
22,885 73,255 146,627 273,710 - 516,477
Dividends and interest receivable 4,836 28,605 19,073 - - 52,514
Cash 1,101,102 133,931 4,299,647 330,742 - 5,865,422
Liabilities to the Plan (2,385) (91,163) (115,493) (55,004) - (264,045)
Net assets available for benefits $ 1,126,438 $ 4,508,831 $20,505,481 $ 7,764,614 $ - $ 33,905,364
</TABLE>
</PAGE>
<PAGE>
<TABLE>
Morrison Restaurants Inc. Salary Deferral Plan
Notes to Financial Statements (continued)
7. Investment Programs (continued)
<CAPTION>
Short-term Fixed Morrison Post-1989
Investment Equity Income Stock Stock Match
Fund Fund Fund Fund Fund Total
<S> <C> <C> <C> <C> <C> <C>
December 31, 1994
Assets
Investments, at fair value:
Morrison Restaurants Inc. common stock $ - $ - $ 24,500 $ 8,637,121 $ 4,321,370 $ 12,982,991
Other equity securities:
Templeton Growth Fund - 1,778,194 - - - 1,778,194
Delaware Group Fund - 1,874,802 - - - 1,874,802
Guaranteed investment contracts,
at contract value - - 20,760,985 - - 20,760,985
Total Investments - 3,652,996 20,785,485 8,637,121 4,321,370 37,396,972
Contributions receivable:
Participants 14,060 46,588 123,980 202,744 - 387,372
Employer - - - - 81,700 81,700
14,060 46,588 123,980 202,744 81,700 469,072
Dividends and interest receivable 5,772 652 18,905 626 180 26,135
Cash 1,363,479 174,909 1,276,239 333,415 2,375 3,150,417
Net assets available for benefits $ 1,383,311 $ 3,875,145 $ 22,204,609 $ 9,173,906 $ 4,405,625 $ 41,042,596
</TABLE>
</PAGE>
<PAGE>
<TABLE>
Morrison Restaurants Inc. Salary Deferral Plan
Notes to Financial Statements (continued)
7. Investment Programs (continued)
Changes in net assets available for benefits for each of the two years in the period ended December 31,
1995 were allocated to separate investment programs as follows:
<CAPTION>
Money Fixed Morrison Post-1989
Market Equity Income Stock Stock Match
Fund Fund Fund Fund Fund Total
<S> <C> <C> <C> <C> <C> <C>
Net assets available for benefits at
January 1, 1994 $ 1,485,977 $ 3,448,255 $ 23,960,233 $ 7,423,200 $ 4,260,209 $ 40,577,874
Dividends on Morrison Restaurants Inc.
common stock - - 55 109,546 56,138 165,739
Other dividends - 225,994 - - - 225,994
Interest income 51,559 8,263 1,653,528 12,894 1,772 1,728,016
Administrative expenses (9,010) (41,011) (101,075) (33,733) (16,539) (201,368)
Net (depreciation) appreciation
in fair value of investments - (333,470) 3,740 (466,066) (312,210) (1,108,006)
Contributions:
Participants 181,302 491,019 1,491,064 1,609,051 - 3,772,436
Employer - - - - 778,489 778,489
Withdrawals by participants (223,123) (342,112) (3,180,545) (805,109) (345,689) (4,896,578)
Interfund transfers (103,394) 418,207 (1,622,391) 1,324,123 (16,545) -
Net assets available for benefits at
December 31, 1994 1,383,311 3,875,145 22,204,609 9,173,906 4,405,625 41,042,596
Dividends on Morrison Restaurants Inc.
common stock - - 142 153,655 30,854 184,651
Other dividends - 233,300 - - - 233,300
Interest income 64,836 31,333 1,489,689 2,965 1,079 1,589,902
Administrative expenses (7,590) (24,357) (129,153) (50,833) (4,223) (216,156)
Net appreciation (depreciation) in
fair value of investments - 507,746 42,024 (3,720,471) (1,752,540) (4,923,241)
Contributions:
Participants 188,769 464,848 1,343,096 1,665,024 - 3,661,737
Employer - - - 564,120 161,364 725,484
Withdrawals by participants (484,265) (1,012,766) (4,487,041) (1,821,272) (587,565) (8,392,909)
Interfund transfers (18,623) 433,582 42,115 1,797,520 (2,254,594) -
Net assets available for benefits at
December 31, 1995 $ 1,126,438 $ 4,508,831 $ 20,505,481 $ 7,764,614 $ - $ 33,905,364
There were 2883 active participants in the Plan at December 31, 1995.
</TABLE>
</PAGE>
<PAGE>
Morrison Restaurants Inc. Salary Deferral Plan
Notes to Financial Statements (continued)
8. Subsequent Event
On March 7, 1996, the Stockholders of Morrison Restaurants Inc., a Delaware
corporation (the "Company"), approved the distribution by the Company of all
the outstanding shares of common stock of Morrison Fresh Cooking, Inc., a
wholly-owned subsidiary of the Company and a Georgia corporation ("MFCI"),
and of all the outstanding shares of common stock of Morrison Health Care,
Inc., a wholly-owned subsidiary of the Company and a Georgia corporation
("MHCI"), (collectively known as the "Distribution"). The Distribution was
effective March 9, 1996 (the"Distribution Date"). Also approved was the Plan
of Merger between the Company and Ruby Tuesday (Georgia), Inc. ("RTI"), a
newly formed Georgia corporation and a wholly-owned subsidiary of the Company,
providing for the reincorporation of the Company in Georgia pursuant to a
statutory merger of the Company into RTI.
In conjunction with the Distribution, the Company amended the Plan to clarify
that the Distribution did not constitute a termination of employment for
benefit distribution or other related purposes under the Plan so long as a
participant remained continuously employed by RTI, MFCI or MHCI from and
after the Distribution Date. Prior to the Distribution Date, MFCI and MHCI
adopted the Plan but, effective as of the Distribution Date, MFCI and MHCI
withdrew from the Plan and the Plan was renamed the "Ruby Tuesday, Inc. Salary
Deferral Plan" thereafter to be maintained for the benefit of RTI employees.
In accordance with the terms of the Distribution, MFCI and MHCI each
established as of the Distribution Date a defined contribution savings plan
designed to qualify under Sections 401(a), 401(k) and 4975(e)(7) of the
Internal Revenue Code, and to preserve "protective benefits," within the
meaning of Section 411(d)(6) of the Internal Revenue Code, accrued by
participants under the Plan as of the Distribution Date. Those participants
of the Plan who became employees of either MFCI or MHCI as of the
Distribution Date were given the opportunity to participate in the
Replacement Salary Deferral Plans, with full credit for their service with
the Company prior to the Distribution Date for purposes of determining the
level of each participant's matching contributions.
As of the Distribution Date, MFCI and MHCI requested that RTI, as successor
to the Company, cause a spin-off and transfer from the Salary Deferral Plan
trust to each appropriate Replacement Salary Deferral Plan trust an amount in
kind equal to the aggregate account balances, as of the date of the transfer,
of those Plan participants who, as of the Distribution Date, became employees
of the requesting party. The transfer of assets to the MFCI and MHCI plans
will be recorded in the 1996 financial statements of this plan as of the
Distribution Date.
</PAGE>
<PAGE>
Supplemental Schedules
</PAGE>
<PAGE>
<TABLE>
Morrison Restaurants Inc. Salary Deferral Plan
Schedule 27a - Schedule of Assets Held for Investment Purposes
December 31, 1995
<CAPTION>
Identity of Issuer,
Borrower, Lessor or Description of Current
Similar Party Investment Cost Value
<S> <C> <C> <C>
Investments
Morrison Restaurants Inc. 516,625 shares of
common stock $ 9,228,194 $ 7,232,750
Other equity securities:
Delaware Group Value Fund 101,666 units of
equity fund 2,061,161 2,257,380
Templeton Growth Fund 121,258 shares of
growth fund 1,958,960 2,106,823
13,248,315 11,596,953
Guaranteed investment
contracts with insurance
companies, at contract
value:
Ohio National Life Guaranteed investment
contract 1,079,121 1,079,121
Transamerica Guaranteed investment
contract 1,046,594 1,046,594
Allstate Life Insurance Guaranteed investment
Company contract #GA-5050 3,631,373 3,631,373
Principal Mutual Life Guaranteed investment
Insurance Company contract 2,631,504 2,631,504
First Wisconsin National Guaranteed investment
Bank contract 671,364 671,364
New York Life Insurance Guaranteed investment
Company contract 2,225,413 2,225,413
Hartford Life Insurance Guaranteed investment
Company contract 1,110,946 1,110,946
State Mutual Life Guaranteed investment
Insurance Company contract 1,100,119 1,100,119
Protective Life Insurance Guaranteed investment
Company contract 1,093,429 1,093,429
Life Insurance of Guaranteed investment
Virginia contract 1,548,180 1,548,180
16,138,043 16,138,043
Totals $ 29,386,358 $ 27,734,996
Cash
AmSouth Bank of Alabama Master money market
account $ 5,865,422 $ 5,865,422
</TABLE>
</PAGE>
<TABLE>
Morrison Restaurants Inc. Salary Deferral Plan
Item 27d - Schedule of Reportable (5%) Transactions
Year Ended December 31, 1995
<CAPTION>
Identity of Purchase Selling Cost of Transaciton Net Gain
Party Involved Description of Assets Price Price Asset Date or (Loss)
<S> <C> <C> <C> <C> <C> <C>
ASO Outlook Group
Prime Obligation Money market account $ 16,869,589 $ - $ 16,869,589 $ 16,869,589 $ -
ASO Outlook Group
Prime Obligation Money market account - 14,154,584 14,154,584 14,154,584 -
Allstate Life
Insurance Company Guaranteed investment contract
#GA-4894 58,980 - 58,980 58,980 -
#GA-5050 511,222 - 511,222 511,222 -
Allstate Life
Insurance Company Guaranteed investment contract
#GA-4894 - 2,796,500 2,796,500 2,796,500 -
#GA-5050 - 3,735,781 3,735,781 3,735,781 -
Morrison
Restaurants Inc. 132,108 shares of common stock 2,903,360 - 2,903,360 2,903,360 -
Morrison
Restaurants Inc. 142,336 shares of common stock - 2,812,280 2,550,191 2,812,280 262,089
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Consent of Ernst & Young LLP, Independent Auditors
We consent to the incorporation by reference in the Registration
Statements (Form S-8 No. 33-20585 and Form S-8 No. 333-03153) pertaining
to the Salary Deferral Plan of Ruby Tuesday, Inc. (formerly Morrison
Restaurants Inc.) and in the related Prospectus of our report dated June
25, 1996, with respect to the financial statements and supplemental
schedules of the Morrison Restaurants Inc. Salary Deferral Plan included
in this Annual Report (Form 11-K) for the year ended December 31, 1995.
/s/ Ernst & Young LLP
Ernst & Young LLP
Birmingham, Alabama
June 25, 1996
