SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-C
REPORT BY ISSUER OF SECURITIES
QUOTED ON THE NASDAQ STOCK MARKET
Filed pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934 and Rule 13a-17
or 15d-17 thereunder
QUALITY DINING, INC.
(Exact name of issuer as specified in charter)
3820 EDISON LAKES PARKWAY
MISHAWAKA, INDIANA 46545
(Address of principal executive offices)
Issuer's telephone number, including area code: (219) 271-4600
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I. CHANGE IN NUMBER OF SHARES OUTSTANDING
1. TITLE OF SECURITY: Common Stock, without par value
2. NUMBER OF SHARES OUTSTANDING BEFORE THE CHANGES REFLECTED IN THIS
REPORT: 8,565,232
3. NUMBER OF SHARES OUTSTANDING AFTER THE CHANGES REFLECTED IN THIS
REPORT: 13,969,711
4. EFFECTIVE DATE OF CHANGE: June 7, 1996
5. METHOD OF CHANGE:
The number of outstanding shares of the Common Stock, without par
value, of Quality Dining, Inc. increased by an aggregate amount in excess
of 5% as a result of the following actions:
(a) The issuance of 5,127,121 shares pursuant to the merger,
consummated on June 7, 1996, of BAC, Inc., a Delaware
corporation and wholly-owned subsidiary of Quality Dining,
Inc., with and into Bruegger's Corporation, a Delaware
corporation;
(b) The issuance of 271,288 shares upon exercise of the
underwriters' overallotment option on October 16, 1995,
which related to a public offering which closed on October
6, 1995; and
(c) The issuance of an aggregate of 6,070 shares upon exercise
of stock options.
II. CHANGE IN NAME OF ISSUER
Not Applicable.
QUALITY DINING, INC.
By: ________________________________
Michael G. Sosinski
Chief Financial Officer and Treasurer
Date: June 13, 1996
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