HOMETOWN BUFFET INC
15-12G, 1996-09-30
EATING PLACES
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                               UNITED STATES
                     SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549


                                  FORM 15


       CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER
          SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR
       SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d)
                  OF THE SECURITIES EXCHANGE ACT OF 1934.

                                           Commission File Number  0-22402

   HomeTown Buffet, Inc.
- -------------------------------------------------------------------------------
           (Exact name of registrant as specified in its charter)

   9171 Towne Centre Drive, Suite 575, San Diego, California  92122
- -------------------------------------------------------------------------------
       (Address, including zip code, and telephone number, including
          area code, of registrant's principal executive offices)

   Common Stock, par value $.01 per share
- -------------------------------------------------------------------------------
         (Title of each class of securities covered by this Form)

   7% Convertible Subordinated Notes due 2002
- -------------------------------------------------------------------------------
        (Titles of all other classes of securities for which a duty
           to file reports under section 13(a) or 15(d) remains)

     Please place an X in the box(es) to designate the appropriate rule
provision(s) relied upon to terminate or suspend the duty to file reports:

     Rule 12g - 4(a)(1)(i)      [ X ]     Rule 12h - 3(b)(1)(i)     [   ]
     Rule 12g - 4(a)(1)(ii)     [   ]     Rule 12h - 3(b)(1)(ii)    [   ]
     Rule 12g - 4(a)(2)(i)      [   ]     Rule 12h - 3(b)(2)(i)     [   ]
     Rule 12g - 4(a)(2)(ii)     [   ]     Rule 12h - 3(b)(2)(ii)    [   ]
                                          Rule 15d - 6              [   ]

     Approximate number of holders of record as of the certification or
notice date: One

     Pursuant to the requirements of the Securities Exchange Act of 1934
HomeTown Buffet, Inc. has caused this certification/notice to be signed on
its behalf by the undersigned duly authorized person.

Date: September 30, 1996           By: /s/ C. DENNIS SCOTT
                                   Title: Chief Executive Officer


Instruction: This form is required by Rules 12g-4, 12h-3 and 15d-6 of the
General Rules and Regulations under the Securities Exchange Act of 1934.
The registrant shall file with the Commission three copies of Form 15, one
of which shall be manually signed. It may be signed by an officer of the
registrant, by counsel or by any other duly authorized person. The name and
title of the person signing the form shall be typed or printed under the
signature.




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