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
For the fiscal year end December 31, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
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
Exhibit index appears at page 2. This report contains a total of 20
pages.
<PAGE>
EXHIBIT INDEX
Exhibit Page
Number Description Number
13 Annual Report to Security-Holders 5
23 Consent of Independent Auditors 20
</PAGE>
<PAGE>
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, 1997 /s/ Dolph Von Arx
Dolph Von Arx
Director; Chairman, Compensation
Committee
</PAGE>
<PAGE>
Ruby Tuesday, Inc. Salary Deferral Plan
Financial Statements and Supplemental Schedules
Years ended December 31, 1996 and 1995
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
</PAGE>
<PAGE>
Report of Independent Auditors
Employee Benefits Committee of
Ruby Tuesday, Inc.
We have audited the accompanying statements of net assets available for
benefits of the Ruby Tuesday, Inc. Salary Deferral Plan as of December 31,
1996 and 1995, 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, 1996 and 1995, 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 as of December 31, 1996, and
Reportable (5%) Transactions for the year then ended, 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 1996 basic financial statements and, in our opinion, are
fairly stated in all material respects in relation to the 1996 basic financial
statements taken as a whole.
/s/ Ernst & Young LLP
Ernst & Young LLP
Birmingham, Alabama
June 19, 1997
</PAGE>
<PAGE>
Ruby Tuesday, Inc. Salary Deferral Plan
Statements of Net Assets Available for Benefits
December 31
1996 1995
Assets
Investments, at fair value:
Morrison Restaurants Inc.
common stock $ - $ 7,232,750
Ruby Tuesday, Inc.
common stock 1,933,285 -
Morrison Health Care, Inc.
common stock 418,553 -
Morrison Fresh Cooking, Inc.
common stock 82,523 -
Other equity securities:
Delaware Group Value Fund 1,500,626 2,257,380
Templeton Growth Fund 1,431,147 2,106,823
Phoenix multi-sector fixed fund 2,268,731 -
7,634,865 11,596,953
Guaranteed investment contracts
with insurance companies,
at contract value 1,638,289 16,138,043
Total investments 9,273,154 27,734,996
Contributions receivable:
Participants 115,970 429,248
Employer 17,379 87,229
133,349 516,477
Dividends and interest receivable 1,564 52,514
Total receivables 134,913 568,991
Cash 236,537 5,865,422
9,644,604 34,169,409
Liabilities
Accrued Expenses (30,559) (264,045)
Net assets available for benefits $ 9,614,045 $ 33,905,364
See accompanying notes.
</PAGE>
<PAGE>
Ruby Tuesday, Inc. Salary Deferral Plan
Statements of Changes in Net Assets Available for Benefits
Year ended December 31
1996 1995
Net investment income:
Dividends on Morrison
Restaurants Inc. common stock $ - $ 184,651
Dividends on Morrison Health
Care, Inc. common stock 21,430 -
Dividends on Morrison Fresh
Cooking, Inc. common stock 6,120 -
Other dividends 319,998 233,300
Interest 288,638 1,589,902
636,186 2,007,853
Administrative expenses (119,810) (216,156)
516,376 1,791,697
Net appreciation (depreciation)
in fair value of investments 502,123 (4,923,241)
Contributions:
Participants 1,616,158 3,661,737
Employer 277,435 725,484
1,893,593 4,387,221
Distributions to participants (27,203,411) (8,392,909)
Net deductions (24,291,319) (7,137,232)
Net assets available for benefits
at beginning of year 33,905,364 41,042,596
Net assets available for benefits
at end of year $ 9,614,045 $ 33,905,364
See accompanying notes.
</PAGE>
<PAGE>
Ruby Tuesday, Inc. Salary Deferral Plan
Notes to Financial Statements
December 31, 1996 and 1995
1. Significant Accounting Policies
The financial statements of the Ruby Tuesday, 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.
Ruby Tuesday, Inc. common stock, Morrison Health Care, Inc. common
stock and Morrison Fresh Cooking, Inc. are traded on the New York
Stock Exchange and are 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.
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 to provide additional incentive and
retirement security for eligible employees of Ruby Tuesday, Inc. and
its subsidiaries (the Company).
Effective March 9, 1996, in conjunction with the distribution by
Morrison Restaurants Inc. ("MRI") of all the outstanding shares of
common stock of its wholly-owned subsidiaries Morrison Fresh Cooking,
Inc. ("MFCI") and Morrison Health Care, Inc. ("MHCI"), MRI was
reincorporated in Georgia, changed its name to Ruby Tuesday (Georgia),
Inc. ("RTI") and the Salary Deferral Plan was renamed the "Ruby
Tuesday, Inc. Salary Deferral Plan."
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.
</PAGE>
<PAGE>
Ruby Tuesday, Inc. Salary Deferral Plan
Notes to Financial Statements (continued)
2. Description of Plan (continued)
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 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.
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
</PAGE>
<PAGE>
Ruby Tuesday, Inc. Salary Deferral Plan
Notes to Financial Statements (continued)
2. Description of Plan (continued)
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>
Ruby Tuesday, 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.
Company Stock Fund
The investment policy of the Ruby Tuesday, Inc. stock fund is to allow
participants to participate in the profits of the Company. These
assets include qualifying employer securities.
In conjunction with the spin-off, two additional funds were set up
within the Company Stock Fund to hold shares of MHCI common stock and
MFCI common stock. As a result of the Distribution, the
Reincorporation and the Reverse Stock Split each holder of MRI common
stock became the holder of (i) one share of RTI common stock for every
two shares of MRI common stock held of record on the Distribution
Record Date (ii) one share of MHCI common stock for every three shares
of MRI stock held of record on the Distribution Record Date, and (iii)
one share of MFCI common stock for every four shares of MRI common
stock held of record on the Distribution Record Date. Participants of
the Plan are not allowed to purchase additional shares of MHCI common
stock and MFCI common stock.
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. In conjunction
with the spin-off the Post-1989 Stock Match Fund was dissolved with
matching contributions then being placed immediately in the Company
Stock Fund. Matching contributions are invested entirely in RTI
common 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.
</PAGE>
<PAGE>
Ruby Tuesday, Inc. Salary Deferral Plan
Notes to Financial Statements (continued)
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) appreciated (depreciated) in value by $502,123 and
$(4,923,241) during the years ended December 31, 1996 and 1995,
respectively, as follows:
Year Ended December 31
1996 1995
Ruby Tuesday, Inc. common stock $ 15,907 $ -
Morrison Restaurants Inc.
common stock - (5,474,054)
Morrison Health Care, Inc.
common stock 294,032 -
Morrison Fresh Cooking, Inc.
common stock (89,075) -
Other securities:
Delaware Group Value Fund 4,097 401,149
Templeton Growth Fund 124,214 106,597
Ruby Tuesday GIC Fund 152,948 43,067
Totals $ 502,123 $ (4,923,241)
The fair values of individual investments that represent 5% or more of
the Plan's net assets at December 31, 1996 and 1995 are as follows:
1996 1995
Ruby Tuesday, Inc. common stock $ 1,933,285 $ -
Morrison Restaurants Inc.
common stock - 7,232,750
Delaware Group Value Fund 1,500,626 2,257,380
Templeton Growth Fund 1,431,147 2,106,823
Phoenix Multi-sector Fund 2,268,731 -
Allstate Life Insurance Company,
guaranteed investment contract - 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
AmSouth Master Money Market account - 5,865,422
</PAGE>
<PAGE>
Ruby Tuesday, Inc. Salary Deferral Plan
Notes to Financial Statements (continued)
3. Investments (continued)
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.
5. Transactions with Parties-In-Interest
The Company Stock Fund invests primarily in Company stock except as
described above. At December 31, 1996 and 1995, this funds held
103,108.53 and 516,625 shares of this stock, respectively, with market
values of $1,933,285 or $18.75 per share and $7,232,750 or $14.00 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 8.12%. 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, 1996 and 1995 are shown on the following page:
</PAGE>
<PAGE>
Ruby Tuesday, Inc. Salary Deferral Plan
Notes to Financial Statements (continued)
6. Guaranteed Investment Contracts with Insurance Companies
(continued)
1996 1995
Ohio National Life,
guaranteed investment contract $ 182,822 $ 1,079,121
Transamerica Occidental Life,
guaranteed investment contract 175,607 1,046,594
Allstate Life Insurance Company,
guaranteed investment contract #GA-5050 - 3,631,373
New York Life Insurance Company,
guaranteed investment contract 373,854 2,225,413
Principal Mutual Life Insurance Company,
guaranteed investment contract 221,122 2,631,504
First Wisconsin National Bank,
guaranteed investment contract - 671,364
Hartford Life Insurance Company,
guaranteed investment contract 187,134 1,110,946
State Mutual Life Insurance Company,
guaranteed investment contract 184,744 1,100,119
Protective Life Insurance Company,
guaranteed investment contract 184,312 1,093,429
Life Insurance of Virginia,
guaranteed investment contract 128,694 1,548,180
Totals $ 1,638,289 $ 16,138,043
The average yield on the contracts for the years ended December 31,
1996 and December 31, 1995 was 6.56% and 7.94%, respectively.
The fair value of the contracts determined using the sum of the
present values of each of the contracts' projected cash flows,
discounted at the December 31, 1996 rates based on current yields of
similar investments with comparable durations approximates the
contract value of the contracts at December 31, 1996.
</PAGE>
<TABLE>
Ruby Tuesday, 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, 1996
and 1995 was as follows:
<CAPTION>
Short-term Fixed Company
Investment Equity Income Stock
Fund Fund Fund Fund Total
<S> <C> <C> <C> <C> <C>
December 31, 1996
Assets
Investments, at fair value:
Ruby Tuesday, Inc. common stock $ - $ - $ - $ 1,933,285 $ 1,933,285
Morrison Health Care, Inc. common stock - - - 418,553 418,553
Morrison Fresh Cooking, Inc. common stock - - - 82,523 82,523
Other equity securities:
Templeton Growth Fund - 1,431,147 - - 1,431,147
Delaware Group Fund - 1,500,626 - 1,500,626
Phoenix Multi-sector bond fund - - 2,268,731 - 2,268,731
Guaranteed investment contracts,
at contract value - - 1,638,289 - 1,638,289
Total Investments - 2,931,773 3,907,020 2,434,361 9,273,154
Contributions receivable:
Participants - - 115,970 - 115,970
Employer - - 17,379 - 17,379
- - 133,349 - 133,349
Dividends and interest receivable 805 - 759 - 1,564
Cash 207,267 (38,109) 29,255 38,124 236,537
Liabilities to the Plan (626) (7,031) (13,136) (9,766) (30,559)
Net assets available for benefits $ 207,446 $ 2,886,633 $ 4,057,247 $ 2,462,719 $ 9,614,045
</TABLE>
<TABLE>
Ruby Tuesday, Inc. Salary Deferral Plan
Notes to Financial Statements (continued)
7. Investment Programs (continued)
<CAPTION>
Short-term Fixed Company
Investment Equity Income Stock
Fund Fund Fund Fund Total
<S> <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>
<TABLE>
Ruby Tuesday, 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,
1996 were allocated to separate investment programs as follows:
<CAPTION>
Money Fixed Company Post-1989
Market Equity Income Stock Stock Match
Fund Fund Fund Fund Fund Total
<S> <C> <C> <C> <C> <C>
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
Dividends on common stock:
Ruby Tuesday, Inc. - - - - - -
Morrison Health Care, Inc. - - - 21,430 - 21,430
Morrison Fresh Cooking, Inc. - - - 6,120 - 6,120
Other dividends - 319,945 53 - - 319,998
Interest income 17,191 (28,552) 299,999 - - 288,638
Administrative expenses (2,980) (28,469) (44,411) (43,950) - (119,810)
Net appreciation (depreciation) in
fair value of investments - 128,311 152,948 220,864 - 502,123
Contributions:
Participants - - 1,616,158 - - 1,616,158
Employer - - 277,435 - - 277,435
Distributions to participants (880,996) (2,628,120) (18,749,686) (4,944,609) - (27,203,411)
Interfund transfers (52,207) 614,687 (730) (561,750) - -
Net assets available for benefits at
December 31, 1996 $ 207,446 $ 2,886,633 $ 4,057,247 $ 2,462,719 $ - $ 9,614,045
There were 941 active participants in the Plan at December 31, 1996.
</TABLE>
<PAGE>
Supplemental Schedules
</PAGE>
Ruby Tuesday, Inc. Salary Deferral Plan
Schedule 27a - Schedule of Assets Held for Investment Purposes
December 31, 1996
Identity of Issuer,
Borrower, Lessor or Description of Current
Similar Party Investment Cost Value
Investments
Ruby Tuesday, Inc. 103,108.53 shares
of common stock $ 2,162,186 $ 1,933,285
Morrison Health Care, Inc. 28,376.47 shares
of common stock 368,894 418,553
Morrison Fresh Cooking, Inc. 17,862.12 shares
of common stock 169,154 82,523
Other equity securities:
Delaware Group Value Fund 65,415.26 units of
equity fund 1,379,608 1,500,626
Templeton Growth Fund 73,241.91 shares of
growth fund 1,227,534 1,431,147
Phoenix multi-sector
fixed fund 168,178.72 units of
bond fund 2,226,686 2,268,731
7,534,062 7,634,865
Guaranteed investment
contracts with insurance
companies, at contract
value:
Ohio National Life Guaranteed investment
contract 182,822 182,822
Transamerica Occidental Guaranteed investment
Life contract 175,607 175,607
Principal Mutual Life Guaranteed investment
Insurance Company contract 221,122 221,122
New York Life Insurance Guaranteed investment
Company contract 373,854 373,854
Hartford Life Insurance Guaranteed investment
Company contract 187,134 187,134
State Mutual Life Guaranteed investment
Insurance Company contract 184,744 184,744
Protective Life Insurance Guaranteed investment
Company contract 184,312 184,312
Life Insurance of Guaranteed investment
Virginia contract 128,694 128,694
1,638,289 1,638,289
Totals $ 9,172,351 $ 9,273,154
Cash
AmSouth Bank of Alabama Master money market
account $ 236,537 $ 236,537
</PAGE>
<PAGE>
<TABLE>
Ruby Tuesday, Inc. Salary Deferral Plan
Item 27d - Schedule of Reportable (5%) Transactions
Year Ended December 31, 1996
<CAPTION>
Current Value
of Asset on
Purchase Selling Cost of Transaction Net Gain
Identity of Party Involved Description of Assets Price Price Asset Date or (Loss)
<S> <S> <C> <C> <C> <C>
ASO Outlook Group Prime
Obligation Money market account $ 6,435,188 $ - $ 6,435,188 $ 6,435,188 $ -
ASO Outlook Group Prime
Obligation Money market account - 7,596,975 7,596,975 7,596,975 -
</TABLE>
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
19, 1997, with respect to the financial statements and supplemental
schedules of the Ruby Tuesday, Inc. Salary Deferral Plan included in this
Annual Report (Form 11-K) for the year ended December 31, 1996.
/s/ Ernst & Young LLP
Ernst & Young LLP
Birmingham, Alabama
June 19, 1997
