<PAGE> COVER
As filed with the Securities and Exchange Commission on
January 28, 1997
Registration No. 333-7789
SECURITIES AND EXCHANGE COMMISSION
Post Effective Amendment Two
to
Form S-3
Registration Statement under The Securities Act of 1933
OUTBACK STEAKHOUSE, INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation
or organization)
59-3061413
(I.R.S. Employer Identification No.)
550 North Reo Street, Suite 200
Tampa, Florida 33609, Telephone: (813) 282-1225
(Address, including zip code, and telephone number,
including area code, of registrant's
principal executive offices)
<PAGE 1>
OUTBACK STEAKHOUSE, INC.
Outback Steakhouse, Inc. (the "Company") hereby
deregisters 170 shares of Common Stock of the Company.
An aggregate of 104,828 shares were registered for sale
on behalf of certain stockholders of the Company. As of
the close of business of November 11, 1996, the offering
was terminated and a total of 104,658 shares of Common
Stock were sold by the selling stockholders.
<PAGE 2>
SIGNATURES
Pursuant to the requirements of the Securities Act
of 1933, the Registrant has duly caused this
Post-Effective Amendment No. Two to Registration
Statement on Form S-3 to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of
Tampa, State of Florida, on the 28th day of January,
1997.
OUTBACK STEAKHOUSE, INC.
By: /s/ Joseph J. Kadow
JOSEPH J. KADOW
Attorney-in-Fact
Pursuant to the requirements of the Securities Act
of 1933, this Post Effective Amendment No. Two to
Registration Statement on Form S-3 has been signed by the
following persons in the capacities and on the dates
indicated.
<TABLE>
<CAPTION>
Name Title Date
<C> <C> <C>
/s/ <FN1>
Chris T. Sullivan Chairman, Chief Executive January 27, 1997
Officer, and Director
(Principal Executive Officer)
/s/ <FN1>
Robert S. Merritt Senior Vice President, Chief January 27, 1997
Financial Officer, Treasurer,
and Director (Principal
Financial Officer, and
Principal Accounting Officer)
/s/ <FN1>
Robert D. Basham President, Chief Operating January 27, 1997
Officer, and Director
/s/ <FN1>
J. Timothy Gannon Senior Vice President January 27, 1997
and Director
/s/ <FN1>
Edward L. Flom Director January 27, 1997
/s/ <FN1>
John A. Brabson, Jr. Director January 27, 1997
/s/ <FN1>
Charles H. Bridges Director January 27, 1997
/s/ <FN1>
W. R. Carey, Jr. Director January 27, 1997
/s/ <FN1>
Lee Roy Selmon Director January 27, 1997
/s/ <FN1>
Nancy Schneid Director January 27, 1997
Vice President-Marketing
of Outback Steakhouse of
Florida, Inc.
/s/ <FN1>
Debbi Fields Director January 27, 1997
</TABLE>
<FOOTNOTES>
<FN1> By: JOSEPH J. KADOW, Attorney-in-Fact
