BRINKER INTERNATIONAL INC
8-K, 1995-11-03
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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):  October 18, 1995



                          BRINKER INTERNATIONAL, INC.
            (Exact name of registrant as specified in its charter)




        Delaware                                 75-1914582 
(State or other jurisdiction of              (I.R.S. employer
incorporation or organization)              identification no.)



                                    1-10275
                           (Commission File Number)



6820 LBJ Freeway, Dallas, Texas                  75240
(Address of principal executive offices)       (Zip Code)




                        Registrant's telephone number,
                      including area code (214) 980-9917



Item 5:     The  registrant incorporates  herein the  text of  two
            Press Releases,  one issued  on October 18,  1995, and
            the other issued on  November 2, 1995, copies of which
            are attached hereto.


                                  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.


                              BRINKER INTERNATIONAL, INC.,
                              a Delaware corporation



                              By: /Debra L. Smithart                        
                                 Debra L. Smithart, Executive Vice President
                                 and Chief Financial Officer


Date: November 3, 1995



                                    ITEM 5


                             FOR IMMEDIATE RELEASE


DALLAS, TEXAS (October 18, 1995)  BRINKER INTERNATIONAL, INC. REPORTS REVENUES
UP 17.2% FOR THE FIRST FISCAL QUARTER.

Brinker International, Inc.  ("Brinker or the  Company") reported revenues  of
$289.5  million  for the  first fiscal  quarter  ended September 27,  1995, an
increase  of 17.2% over  the $247.1 million  reported for the  same quarter of
fiscal  1995. Net income and primary net  income per share declined 16.0% from
$18.5 million to $15.6 million and from $0.25 to $0.21.

Brinker  owns and operates eight  restaurant concepts under  the names Chili's
Grill & Bar ("Chili's"), Grady's American Grill ("Grady's"), Romano's Macaroni
Grill  ("Macaroni Grill"), On The  Border Cafes ("On  The Border"), Spageddies
Italian   Kitchen   ("Spageddies"),  Cozymel's   -   A   Very  Mexican   Grill
("Cozymel's"),  Maggiano's Little  Italy  ("Maggiano's"),  and  Corner  Bakery
("Corner Bakery"). The previously announced  acquisitions of the Cozymel's and
Maggiano's/Corner  Bakery concepts  were completed  on July 19  and August 29,
1995, respectively.  The results of operations for the first quarter of fiscal
1996  include the  operations of  the  Cozymel's and  Maggiano's/Corner Bakery
restaurants from the dates of their acquisition.

Brinker increased  its capacity (as measured  in store weeks) by  21.3% in the
first quarter of fiscal 1996, as compared to the  same quarter in fiscal 1995.
During the quarter, 29 company-owned restaurants and nine franchise units were
opened and one company-owned unit and one franchise unit were closed.  Average
weekly sales  at company-owned stores  declined 3.3%  in the first  quarter of
fiscal  1996,  as compared  to  the  same quarter  in  fiscal  1995, including
declines of 2.8% and 8.3% at Chili's and Macaroni Grill, respectively.

On October 17, 1995, the Board of Directors approved a strategic plan intended
to support the  Company's long-term  growth target that  focuses on  continued
development  of  those  restaurant  concepts  that  have  the  greatest return
potential  for the  Company and  it's shareholders.  In conjunction  with this
plan, the Company will  dispose of or convert 30-40  company-owned restaurants
that have not met management's expectation. As of today, 10  units have ceased
operations under this plan. The remaining  restaurants will be disposed of  or
converted during  the current fiscal  year. The  Company expects to  record an
estimated pre-tax charge of approximately $50 million in the second quarter of
fiscal 1996 to cover the costs related to the execution of this plan.

Notwithstanding the above, the Company's overall development plan will  remain
on track  for  fiscal  1996,  bolstered  by the  recent  acquisitions  of  the
Cozymel's and Maggiano's/Corner  Bakery concepts. Store weeks  for Brinker are
expected to increase approximately 19-20% for the year.

<TABLE>
<CAPTION>
                                      BRINKER INTERNATIONAL, INC.
                                             UNIT SUMMARY

                                       First Quarter Fiscal 1996

                         Total Units                                            Total Units
                        June 28, 1995    Acquisitions   Openings   Closings   Sept. 27, 1995
<S>                          <C>              <C>          <C>        <C>          <C>

Company Units
     Chili's                 316              --           14         --           330
     Macaroni Grill           50              --            4         --            54
     On The Border            16              --            2        (1)            17
     Cozymel's                --               3            1         --             4
     Maggiano's               --               3           --         --             3
     Corner Bakery            --               5           --         --             5
     Grady's                  44              --            5         --            49
     Spageddies               12              --            3         --            15
     Test Concept              1              --           --         --             1
                             439              11           29        (1)           478


JV/Franchise Units
     Chili's                 108              --            8         --           116
     Macaroni Grill            1              --           --         --             1
     On The Border             5              --           --        (1)             4
     Cozymel's                 3             (3)           --         --            --
     Spageddies                4              --            1         --             5
                             121             (3)            9        (1)           126


Total Units
     Chili's                 424              --           22         --           446
     Macaroni Grill           51              --            4         --            55
     On The Border            21              --            2        (2)            21
     Cozymel's                 3              --            1         --             4
     Maggiano's               --               3           --         --             3
     Corner Bakery            --               5           --         --             5
     Grady's                  44              --            5         --            49
     Spageddies               16              --            4         --            20
     Test Concept              1              --           --         --             1
                             560               8           38        (2)           604

</TABLE>
<TABLE>
<CAPTION>
                                      BRINKER INTERNATIONAL, INC.
                                   CONSOLIDATED STATEMENTS OF INCOME
                               (In thousands, except per share amounts)
                                              (Unaudited)


                                             Thirteen Week Periods Ended
                                     September 27, 1995      September 28, 1994

<S>                                      <C>                      <C>

Revenues                                 $  289,460               $  247,072

Costs and Expenses:
  Cost of Sales                              83,658                   66,276
  Restaurant Expenses                       152,905                  126,847
  Depreciation and Amortization              16,072                   13,786
  General and Administrative                 12,997                   12,224
  Interest Expense                              767                      ---
  Other, Net                                   (906)                    (817)

Total Costs and Expenses                    265,493                  218,316

Income Before Provision
  for Income Taxes                           23,967                   28,756

Provision for Income Taxes                    8,388                   28,756

        Net Income                         $ 15,579                 $ 18,548

Primary Net Income Per Share               $   0.21                 $   0.25

Primary Weighted Average
  Shares Outstanding                         75,721                   74,799
</TABLE>


                     FOR ADDITIONAL INFORMATION, CONTACT:

                                DEBRA SMITHART
             EXECUTIVE VICE PRESIDENT AND CHIEF FINANCIAL OFFICER
                               6820 LBJ FREEWAY
                             DALLAS, TEXAS  75240
                                (214) 980-9917


                             FOR IMMEDIATE RELEASE


             BRINKER INTERNATIONAL, INC. AND QUALITY DINING, INC.
                         ANNOUNCE PURCHASE AGREEMENTS
                                                         

                   Agreements Involve Grady's American Grill
                    and Spageddies Italian Kitchen Concepts

Mishawaka, Indiana (November 2, 1995) - Brinker International, Inc. (NYSE/EAT)
and  Quality  Dining, Inc.  (Nasdaq/NM:QDIN)  today announced  that  they have
executed  agreements providing for the sale  of the Grady's American Grill and
Spageddies Italian Kitchen concepts to Quality Dining.

      Pursuant to  the  Grady's  agreement,  Quality Dining  will  acquire  37
Grady's American  Grill restaurants  for $70  million, payable  in cash.   The
restaurants to  be  purchased are  located in  14 states  and have  annualized
revenues  in excess  of  $100 million.    The acquisition  is  subject to  due
diligence as  well as other customary  conditions and is expected  to close by
December 31, 1995.

      Ronald A. McDougall,  President and  Chief Executive Officer  of Brinker
International, commented on the  Grady's agreement, "Brinker International and
Quality Dining have had an outstanding relationship for many years.  As one of
our franchise  partners, Quality  Dining has demonstrated  superior management
skills.  We have confidence in the company's ability to effectively manage the
Grady's concept  today and in  the future.   While the Grady's  American Grill
concept does  not strategically  fit with Brinker  International's development
plans, it is a promising  concept for Quality Dining;  and we are excited  for
the Grady's team."

      Daniel B. Fitzpatrick,  Chairman, President and Chief  Executive Officer
of Quality Dining,  Inc., added, "We are extremely pleased  to have reached an
agreement  with Brinker International.  Grady's American Grill is a successful
casual  dining concept which represents not only a value-laden asset presently
for  our  shareholders,  but  a  concept  with  significant  long-term  growth
potential.   Brinker International has  done an outstanding  job of developing
the  Grady's  concept,  as  evidenced  by  great  locations,  an   outstanding
management  team and strong  sales volumes.  Grady's  will become an important
component of  our restaurant  portfolio  and is  expected to  have a  positive
impact  on our earnings per share.  We look forward to working with the entire
Grady's team."

      Pursuant  to  the  Spageddies   agreement,  Brinker  International  will
transfer to Quality Dining all rights  to the Spageddies concept in the United
States  while Brinker  will retain  the international  rights to  the concept.
Effective with the execution  of the agreement, all development  and franchise
agreements  will terminate.  In addition to Brinker's international rights, it
will retain the right to operate a core group of Spageddies units domestically
under a license agreement with Quality Dining.

      Fitzpatrick  commented   on   the  Spageddies   agreement,   "Spageddies
represents   a  viable  concept  with   significant  growth  potential.    The
development  of Spageddies to its  current prototype, menu  and service format
should allow the  concept to evolve as  a powerful, mid-priced Italian  casual
dining  success.  We enthusiastically look forward to continuing the evolution
of this concept and the development of new units in various markets."

                     FOR ADDITIONAL INFORMATION, CONTACT:

                               DAVID M. FINDLAY
            VICE PRESIDENT STRATEGIC PLANNING & INVESTOR RELATIONS
                             QUALITY DINING, INC.
                                (219) 271-4600

                                      or

                               ROBERT T. VIVIAN
                      VICE PRESIDENT - INVESTOR RELATIONS
                          BRINKER INTERNATIONAL, INC.
                                (214) 980-9917



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