DARDEN RESTAURANTS INC
8-K, 1999-12-17
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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):
                                December 16, 1999


                            Darden Restaurants, Inc.
             (Exact name of registrant as specified in its charter)


        Florida                     1-13666                   59-3305930
 (State or other juris-     (Commission file number)        (IRS employer
diction of incorporation)                                 identification No.)



                 5900 Lake Ellenor Drive, Orlando, Florida 32809
                    (Address of principal executive offices)



               Registrant's telephone number, including area code:
                                 (407) 245-4000



                                 Not Applicable
          (Former name or former address, if changed since last report)



<PAGE>

Item 5.           Other Events.

                  On December 16, 1999, the Registrant issued four news releases
                  reporting  earnings for the second  quarter of fiscal 2000 and
                  certain officer promotions.

Item 7.           Financial Statements and Exhibits.

                  (c)      Exhibits.

                           Exhibit Number            Description

                                 99         Press  Releases  dated  December 16,
                                            1999,  announcing  second  quarter
                                            earnings for fiscal 2000 and certain
                                            officer promotions.


                                       2

<PAGE>
                                   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.



Dated:  December 17, 1999                  DARDEN RESTAURANTS, INC.

                                           By:  /s/ Paula J. Shives
                                                Paula J. Shives
                                                Senior Vice President,
                                                General Counsel and Secretary


                                       3

<PAGE>


                                INDEX TO EXHIBITS


Exhibit Number                                                            Page

     99            Press Releases dated December 16, 1999, reporting
                   earnings for the second quarter of fiscal 2000 and
                   certain officer promotions.                              5


                                       4



                                                                     EXHIBIT 99

           DARDEN REPORTS 64% INCREASE IN SECOND QUARTER EARNINGS PER
            DILUTED SHARE ON CONTINUED SAME-RESTAURANT SALES STRENGTH

ORLANDO,  FL - Darden  Restaurants,  Inc. today  reported  record second quarter
earnings of 18 cents per diluted share for the quarter ended  November 28, 1999,
a 64% increase over last year.  Earnings  after tax for the quarter were up over
54% to $24.5 million. The world's largest casual-dining  restaurant company said
second quarter sales rose  approximately 7% to $848.2 million,  driven by strong
same-restaurant sales growth at Red Lobster and Olive Garden.

"We are  exceptionally  pleased with the very strong results at both Red Lobster
and Olive Garden," said Joe R. Lee,  Chairman and Chief Executive  Officer,  "as
well as the positive performance of the newer concepts, Bahama Breeze and Smokey
Bones. As a result of our focus on operating  excellence and brand building,  we
are taking full advantage of the current strong economy. We believe that even as
economic  conditions  change,  the casual  dining  industry  will continue to be
propelled by favorable  consumer  lifestyle  changes and  long-term  demographic
trends. Darden is committed to ongoing brilliance and innovation with the basics
to ensure long-term leadership as this growth takes place."

Highlights for the quarter ended November 28, 1999, included:

o    Earnings after tax in the second  quarter were $24.5  million,  or 18 cents
     per diluted share,  on sales of $848.2 million.  Last year,  earnings after
     tax were $15.9  million,  or 11 cents per diluted  share on sales of $791.2
     million.

o    Red Lobster recorded strong sales growth, reporting an 8.2% same-restaurant
     sales increase. This outstanding performance represents the 8th consecutive
     quarter  of   same-restaurant   sales  increases,   and  contributed  to  a
     triple-digit increase in operating profit for Red Lobster.

o    Olive  Garden's   impressive   record  of  growth  continued  with  a  6.8%
     same-restaurant  sales increase,  representing the 21st consecutive quarter
     of  same-restaurant  sales  increases.  As a result  of  healthy  sales and
     traffic  growth,  Olive  Garden  posted a strong  double-digit  increase in
     operating profit to set a new record for second quarter performance.

o    Bahama Breeze sales continue to exceed  management's  expectations  at both
     newly opened and existing  restaurants.  Two more  restaurants  were opened
     during  the  quarter,  bringing  the  number in  operation  to eight.  Four
     additional restaurants are under construction.

o    Smokey Bones,  Darden's  latest test concept , opened during the quarter in
     Orlando,  FL.  Business at the BBQ and Sports Bar  prototype  restaurant is
     surpassing management's initial expectations.

o    The Company  purchased 2.8 million shares of its common stock in the second
     quarter.


                                       5

<PAGE>

Operating Highlights

RED LOBSTER'S second quarter sales of $461.9 million were 6.3% higher than prior
year.  Same-restaurant  sales  increased  8.2%  in  the  quarter,  significantly
outpacing  an already  strong  5.4%  increase in the second  quarter  last year.
Operating profit for the quarter increased at a triple-digit rate as a result of
the strong sales growth and favorable  food,  beverage and restaurant  expenses.
These  results  were  achieved  even  though  Red  Lobster   operated  26  fewer
restaurants than last year.

"We are  excited  with  our  second  quarter  performance,"  said  Dick  Rivera,
President of Red Lobster.  "We have strengthened our leadership teams throughout
our company, but especially in our restaurants.  These leaders are inspiring our
restaurant  crews,  who are  providing  guests with great food and service in an
energetic, upbeat environment,  and doing so on a much more consistent basis. We
will continue our focus on operational excellence as we strive to be the best in
casual dining."

OLIVE GARDEN'S  second quarter sales of $376.0 million were 6.8% above the prior
year. The 6.8%  same-restaurant  sales  increase in the quarter is  particularly
strong  coming on top of an 8.7%  same-restaurant  sales  increase in the second
quarter  last year.  Olive  Garden's  sales  improvement  continued to be driven
primarily by guest count growth.  This  performance,  combined  with  restaurant
labor  efficiencies,  generated  a very  strong  double-digit  operating  profit
increase.

"Our team is dedicated to delighting  every guest with a genuine  Italian dining
experience,"  said Brad Blum,  President  of Olive  Garden.  "This  resulted  in
another quarter of excellent performance.  We were particularly pleased that our
efforts to make wine an integral  part of the dining  experience  led to overall
beverage  alcohol  sales  being  up for 13 out of the  last 13  weeks  with  the
momentum  continuing  to grow.  Our teams are focused on  providing  exceptional
Italian foods and wines with great hospitality in a warm, inviting environment."

BAHAMA BREEZE sales continue to exceed  management's  expectations at both newly
opened and previously existing  restaurants,  offering good evidence the company
is  successfully  building  a brand  that is  attractive  to a  broad  range  of
consumers. Two more locations,  Louisville,  KY and Birmingham,  AL, were opened
during the quarter, bringing the total number of units in operation to eight. In
addition,  construction has begun on four more  restaurants,  located in Atlanta
(Kennesaw),  GA, Austin,  TX, Miami, FL, and Phoenix,  AZ. These restaurants are
expected to open during the current fiscal year which ends in May 2000.

SMOKEY BONES,  Darden's  latest test concept,  opened in Orlando,  FL during the
quarter. Business at this BBQ and Sports Bar prototype has been strong.

Other Actions

In other  actions,  the Board of Directors  approved the  promotions of Clarence
Otis to Senior Vice President,  Chief Financial  Officer and Linda Dimopoulos to
Senior Vice President, Chief Information Officer.

                                       6

<PAGE>

Darden continued its buyback of common stock in the open market,  purchasing 2.8
million shares in the second quarter. Cumulatively,  since initial authorization
of its repurchase  program in December 1995,  the Company has  repurchased  36.8
million shares from a total authorization of 44.6 million shares.

In October,  the Olive Garden in partnership  with a major wine supplier,  Rocca
delle Macie of Tuscany,  Italy,  opened a restaurant  and a culinary  institute.
Both the restaurant,  Olive Garden Riserva di Fizzano,  and culinary school, The
Culinary  Institute  of  Tuscany,  are  located in Tuscany.  The  restaurant  is
expected to inspire new menu items for Olive Garden and Olive Garden's  culinary
teams  will use the  school  to learn  first-hand  more  about  Italian  cooking
techniques.

Darden  Restaurants  Inc.,  headquartered in Orlando,  FL, owns and operates Red
Lobster,  Olive Garden,  Bahama Breeze and Smokey Bones  restaurants with annual
sales of $3.5 billion.

                            DARDEN RESTAURANTS, INC.
                              NUMBER OF RESTAURANTS

    11/29/98                                                    11/28/99

         642                      Red Lobster USA                    618
          34                      Red Lobster Canada                  32
      ------                                                      ------
         676                           Total Red Lobster             650

         459                      Olive Garden USA                   458
           5                      Olive Garden Canada                  5
      ------                                                      ------
         464                           Total Olive Garden            463

           3                      Bahama Breeze                        8

           0                      Smokey Bones                         1
      ------                                                      ------

       1,143                           Total Restaurants           1,122
      ======                                                      ======


                                       7

<PAGE>

             DARDEN PROMOTES CLARENCE OTIS TO SENIOR VICE PRESIDENT,
                 CHIEF FINANCIAL OFFICER AND LINDA DIMOPOULOS TO
                SENIOR VICE PRESIDENT, CHIEF INFORMATION OFFICER


ORLANDO, FL - Clarence Otis, Darden's Senior Vice President,  Finance,  has been
promoted  to  Senior  Vice  President,   Chief  Financial  Officer,   and  Linda
Dimopoulos,  Darden's Senior Vice President,  Corporate  Controller and Business
Information   Systems  has  been  promoted  to  Senior  Vice  President,   Chief
Information Officer.

"Clarence  and  Linda  have  been key  leaders  in  developing  Darden's  growth
strategy,"  said Joe Lee,  Darden  Chief  Executive  Officer.  "They are  proven
leaders  and bring a wealth of business  experience.  They are exactly the right
team to lead our technology and finance areas."

Darden  has long  been a  restaurant  industry  leader in using  technology  and
finance to enhance  business  processes to facilitate  operating  excellence and
serve as solid platforms for growth.

Clarence  and the  finance  team  will  focus on  managing  and  growing  assets
consistent  with the company's  business  strategies,  evaluating  acquisitions,
securing  sufficient  capital from worldwide markets to fund growth,  developing
efficient tax strategies and practicing cost-effective risk management.

Linda and the  Information  Services  team will work to adapt our core  business
processes  to  better  support  restaurant   operations  in  production,   labor
management,  customer  service,  design and  development.  New  technologies  in
e-commerce,  Internet and consumer communications will also be explored to drive
additional business growth.

"The two focused teams we have created with this  realignment  will enable us to
capitalize fully on  opportunities  to create industry leading  technologies and
financial  strategies,"  said Lee.  "These two areas are critical to  operations
excellence  and future  growth,  and they  require  top talent.  Clarence's  and
Linda's wealth of experience provides that."

Otis joined Darden as Vice President,  Treasurer,  in July 1995. He was promoted
to Senior Vice President,  Investor Relations and Treasurer, in July 1997 and to
Senior  Vice  President,  Finance,  in August  1998.  Prior to  joining  Darden,
Clarence was a Managing  Director of Chemical  Securities,  Inc., the investment
banking  subsidiary of what is now Chase  Manhattan Bank where he was co-head of
the Municipal Securities Group. Prior to that he worked in investment banking at
First Boston and Kidder Peabody and practiced law at a New York law firm.

Dimopoulos  joined the  company in 1982 as a Senior  Financial  Analyst  for Red
Lobster Eastern Division.  She has served in increasingly  responsible positions
at Darden,  including Senior Vice President,  Controller for Red Lobster and her
most recent position as Darden's Senior Vice President, Corporate Controller and
Business Information Systems. Prior to joining Darden she worked with Foodmaker,
Inc. and Cabelcom General.


                                       8

<PAGE>

Darden  Restaurants,  in Orlando,  Florida, is the world's largest casual dining
company with more than 1,120 restaurants operating under the Red Lobster,  Olive
Garden,  Bahama Breeze and Smokey Bones brands,  with over 115,000 employees and
annual sales of $3.5 billion.


                                       9

<PAGE>

                          DARDEN PROMOTES STEVE HELSEL
            SENIOR VICE PRESIDENT, CONTROLLER, OF DARDEN RESTAURANTS


ORLANDO, FL - Steve Helsel, Senior Vice President, Information Services has been
promoted to Senior Vice President,  Corporate Controller, for Darden Restaurants
and will become a member of the Darden Executive  Management team as a Corporate
Officer. He will report to Clarence Otis, Senior Vice President, Chief Financial
Officer.

"Steve's made many  contributions to our business and has been a key part of the
financial team at Darden," said Clarence Otis,  Senior Vice President and CFO of
Darden.  "With his experience in Internal Audit and Information Services and his
operations experience, Steve brings strong leadership to the company's financial
strategy."

In his  new  position,  Helsel  will be  responsible  for  day-to-day  financial
controls in Accounting, Operations Information, Corporate Reporting and Analysis
and Payroll Services.

Helsel joined the company in 1973 as an Accountant with Red Lobster and has been
promoted to increasingly responsible positions throughout the company during his
career,  including  Vice  President,  Controller,  for  Red  Lobster  USA,  Vice
President,  Controller,  Accounting  Services  and his most  recent  position as
Senior Vice President, Information Services.

Darden  Restaurants,  in Orlando,  Florida, is the world's largest casual dining
company with more than 1,200 restaurants operating under the Red Lobster,  Olive
Garden,  Bahama Breeze and Smokey Bones brands,  with over 115,000 employees and
annual sales of $3.5 billion.


                                       10

<PAGE>

                          DARDEN PROMOTES DAVID COX TO
                     VICE PRESIDENT, COMMODITIES PURCHASING


ORLANDO,  FL - David  Cox  has  been  promoted  to  Vice  President  Commodities
Purchasing,  for Darden  Restaurants,  Inc.  Cox,  previously  Director  of Food
Commodities and Smallwares Purchasing,  will assume responsibility for directing
the purchase of $700 million in food commodities, packaging and smallwares.

"Combining   the  Commodity  team  under  David's   leadership   recognizes  the
significant  contributions  he has  made  to  Darden  Restaurants,"  said  Barry
Moullet, Senior Vice President Purchasing,  Distribution and Food Safety. "David
is exactly the right person to manage the combined strengths of the new team and
ensure we deliver world-class purchasing support to our restaurants."

Cox joined the Darden team in 1997 as  Director,  Fish and Crab  Purchasing.  He
then held subsequent positions as Director,  Purchasing Operations, and his most
recent position as Director of Food, Commodities and Smallwares Purchasing.

Prior to joining Darden,  David was with Bruegger's Bagles / Quality Dining, RTM
Restaurant  Group and  Restaurant  Services,  Inc.,  the Burger King  Purchasing
Cooperative.

Darden  Restaurants,  in Orlando,  Florida, is the world's largest casual dining
company with more than 1,200 restaurants operating under the Red Lobster,  Olive
Garden,  Bahama Breeze and Smokey Bones brands,  with over 115,000 employees and
annual sales of $3.5 billion.


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