Back to GetFilings.com





UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 10-K

[X] Annual Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934 [Fee Required]
For the fiscal year ended June 30, 1994
_____________

[ ] Transition Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934 [No Fee Required]

For the transition period from ______________ to _________________

Commission file Number 0-9037
_______________

Piccadilly Cafeterias, Inc.
____________________________

(Exact name of registrant as specified in its charter)

Louisiana 72-0604977
________________________ ________________
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)

3232 Sherwood Forest Blvd., Baton Rouge, Louisiana 70816
_______________________________________________________________
(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code (504) 293-9440
_______________

Securities registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which registered

Common Stock New York Stock Exchange
___________________ _____________________________

Securities registered pursuant to Section 12(g) of the Act:
None
______________
(Title of class)

Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15 (d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes [X] No [ ]

Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K (229.405 of this
chapter) is not contained herein, and will not be contained, to
the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of
this Form 10-K or any amendment to this Form 10-K. [ ]

The aggregate market value of the voting stock held by non-
affiliates of the registrant based on the closing price of such
stock on September 20, 1994 was $68,175,259.

The number of shares outstanding of Common Stock, without par
value, as of September 20, 1994 was 10,141,399.


DOCUMENTS INCORPORATED BY REFERENCE

Portions of the Annual Shareholders Report for the year ended
June 30, 1994 are incorporated by reference into Part II.
Portions of the proxy statement for the year ended June 30,
1994 are incorporated by reference into Part III.
Exhibit Index is on Page 15.


2


PART I
Item 1. Business

General Development of Business

Piccadilly Cafeterias, Inc. was incorporated under the laws of
Louisiana in 1965 and is the successor to various predecessor
corporations and partnerships which operated "Piccadilly"
cafeterias beginning with the acquisition of the first unit in
1944. Except where the context otherwise indicates, the terms
"Company", "Piccadilly", and "Registrant" as used herein refer
to Piccadilly Cafeterias, Inc., its predecessors and its
subsidiaries.

At June 30, 1994, the Company operated 130 cafeterias in 16
states. Of these, 63 were in suburban malls, 22 were in
suburban strip centers, and 45 were free-standing suburban
locations. Approximately 10 new cafeterias are expected to be
opened during the year ending June 30, 1995. The following
table sets forth certain information regarding development of
the Company's cafeteria chain during the five years ended June
30, 1994:




____________________________________________________________________________________________________
Year Ended June 30 1994 1993 1992 1991 1990
____________________________________________________________________________________________________

Net sales per unit (in thousands) $1,916 $1,868 $1,880 $1,903 $2,001

Units opened 3 1 3 2 9

Units closed 4 11 5 0 0

Units open at year-end 130 131 141 143 141

Total customer volume (in thousands) 48,098 50,564 54,298 56,441 58,155


Excludes cafeterias opened or closed during period.


__________________________________


During 1988, the Company acquired substantially all of the
assets of the Ralph & Kacoo's seafood restaurant chain,
headquartered in Baton Rouge, Louisiana, including six
restaurants, a warehouse and seafood distribution facility, a
catering facility, and a seafood processing facility. The
Company holds a federally registered tradename, "Ralph &
Kacoo's," and a federally registered trademark on its Ralph &
Kacoo's catfish logo.

At June 30, 1994 the Company operated seven "Ralph and Kacoo's"
seafood restaurants in Louisiana, Mississippi and Texas. One
Ralph & Kacoo's seafood restaurant is expected to be opened in
the year ending June 30, 1995. The following table sets forth
certain information regarding development of the Company's
restaurant chain during the five years ended June 30, 1994:




____________________________________________________________________________________________________
Year Ended June 30 1994 1993 1992 1991 1990
____________________________________________________________________________________________________

Net sales per unit (in thousands) $3,343 $3,362 $3,151 $3,995 $4,241
Units opened 0 0 1 3 0
Units closed 0 2 1 0 0
Units open at year-end 7 7 9 9 6


Excludes restaurants opened or closed during period.


Although the Company's operations are in the southern, southwestern, and
western regions of the United States, the Company does not consider its
growth to be limited to such areas. During the year ended June 30, 1994,
the Company opened its first cafeterias in Kansas City, Kansas and St. Louis,
Missouri. During the year ending June 30, 1995, the Company expects to open
its first cafeterias in Louisville, Kentucky and Chicago, Illinois.
Piccadilly evaluates numerous potential expansion locations each year,
focusing on demographic data such as population densities, population
profiles, income levels, traffic counts, as well as the extent of competition.
The number of new cafeterias and restaurants that the Company can open depends
upon its ability to secure appropriate locations, generate necessary financial
Resources, and develop personnel for expansion.

3

Financial Information about Industry Segments
_______________________________________________

Under the provisions of Statement 14 of the Financial Accounting Standards
Board, the Company has determined that, during all periods included herein,
its business constituted a single reportable industry segment -- "cafeteria
and restaurant operations."

Cafeteria and Restaurant Operations
____________________________________

The Company's cafeterias seat from 250 to 450 customers each. Each unit
offers a wide variety of food, at reasonable prices, and with the convenience
of cafeteria service, to a diverse luncheon and dinner clientele. Cafeteria
personnel cook and prepare from scratch substantially all food served. All
items are prepared from standardized recipes. Menus are varied at the
discretion of unit management in response to local and seasonal food
preferences.

Like most industry participants, the Company purchases foodstuffs (other than
some basic staples) through local or regional suppliers in small quantities in
order to better ensure freshness. As a result, inventory is kept relatively
low; average per-cafeteria-inventory at June 30, 1994 was $15,000. Food is
typically purchased on 30-day credit terms and sold for cash within such 30-
day period, thereby favorably affecting cash flow.

Ralph & Kacoo's restaurants seat from 250 to 600 customers each. These
restaurants are full-service menu facilities. All of the food served is
cooked and prepared by the restaurant staff from standardized recipes.
Substantially all of the food, supplies, and other materials required for the
preparation of meals are supplied by the Company-owned commissary.

The commissary, located in Baton Rouge, Louisiana, contains approximately
26,500 square feet of restaurant food and supplies storage. Seafood accounts
for approximately 50% of inventory at the commissary. In order to provide
consistent quality, selection, and price throughout the year, the commissary
purchases in-season seafood in quantities sufficient to supply the restaurants
during periods when such products would otherwise not be available at
reasonable prices in the marketplace. On the average, seafood inventory turns
approximately once every four months. Inventory maintained at the commissary
at June 30, 1994, was approximately $2,692,000 while the average restaurant
inventory level at year-end was approximately $44,000. The commissary is not
dependent upon a single supplier nor a small group of suppliers.

Each cafeteria and restaurant is operated as a separate unit under the control
of a manager and associate manager who have responsibility for virtually all
aspects of the unit's business including purchasing, food preparation, and
employee matters. Twelve district managers, under the supervision of three
region managers, the president, and the chief executive officer, oversee and
regularly inspect cafeteria operations. Three district managers, under the
supervision of a region manager and the chief executive officer, oversee
restaurant operations. The Company employed approximately 7,300 persons at
June 30, 1994, of whom all but 77 general office employees worked at
Piccadilly's 137 cafeteria and restaurant locations and its commissary.

The food service industry is highly competitive. Competitive factors include
food quality and variety, price, customer service, location, the number and
proximity of competitors, decor, and public reputation. The Company considers
its principal competitors to be other cafeterias, casual dining concepts, and
fast-food operations. Like other food service operations, the Company must
remain attuned to changes in both consumer preferences for food and habits in
patronizing eating establishments.

Customer volume at established cafeterias and sales volume at established
restaurants are generally higher in the Company's second fiscal quarter and
lower in the third quarter. These patterns reflect the general seasonal
fluctuations of the retail industry.

Cost of sales is affected by statutory minimum wage rates. The Company's
operations are subject to federal, state, and local laws and regulations
relating to environmental protection, including regulation of discharges into
the air and water, and relating to safety and labor, including the Federal
Occupational Safety and Health Act and wage and hour laws. Additionally, the
Company's operations are regulated pursuant to state and local sanitation and
public health laws. Operating units utilize electricity and natural gas,
which are subject to various federal and state regulations concerning the
allocation of energy. The Company's operating costs have been and will
continue to be affected by increases in the cost of energy.


4

Item 2. Properties

All but 18 of the cafeterias and restaurants operated by the Company at June
30, 1994, were held under long-term leases with differing provisions and
expiration dates. The 18 cafeterias and restaurants not held under long-term
leases are owned. Leases provide for monthly rentals, typically computed on
the basis of a fixed amount plus a percentage of sales. Most leases contain
provisions permitting the Company to renew for one or more specified terms.
These leases are scheduled to expire, exclusive of renewal provisions, as
follows:

________________________________________
Five-year
periods Units Units
ending June 30 Operating Closed
_______________________________________

1998 46 1
2003 27 1
2008 31 11
2013 14 3
2018 1 -
_______________________________________
Total 119 16
=======================================
_________________________

Reference is made to Note D of the Notes to Consolidated Financial Statements
for certain additional information regarding the Company's leases.

All cafeterias and restaurants have been constructed or remodeled since 1984
and all cafeteria equipment is maintained and modernized as necessary to
maintain appearance and utility. For a discussion of the Company's current
remodeling program see Management's Discussion and Analysis of Financial
Condition and Results of Operations on pages 10 and 11 of the Annual
Shareholders Report for the year ended June 30, 1994. The list below provides
a general geographic review of the locations of the Company's cafeterias and
restaurants at June 30, 1994:

__________________________________________
State Cafeterias Restaurants
__________________________________________

Alabama 6
Arizona 4
California 1
Florida 22
Georgia 18
Kansas 1
Louisiana 26 5
Mississippi 3 1
Missouri 2
North Carolina 5
Oklahoma 5
South Carolina 2
Tennessee 11
Texas 17 1
Virginia 7

___________________________________

The Company utilizes generally standardized building configurations for its
new cafeterias and restaurants in terms of seating, food display, preparation
areas, and other factors and attempts to build out floor space to maximize
efficient use of available space.

The Company continues to pursue strategies to increase the capacity and
utilization of its cafeterias. Although most of the Company's cafeterias are
single-line, 33 of the Company's cafeterias are double-line which provide
increased capacity at peak hours. The Company does not currently intend to
convert any of its single-line cafeterias to double-line.

Piccadilly's general offices occupy approximately two-thirds of a Company-
owned 45,000 square foot office building completed in 1974 and located on a
Company-owned tract comprising approximately five acres in Baton Rouge,
Louisiana. The remainder of the building is leased to commercial tenants.

5
Item 3. Legal Proceedings

The Company is not a party to and does not have any property that is the
subject of any legal proceedings pending or, to the knowledge of management,
threatened, other than ordinary routine litigation incidental to its business
and proceedings which are not material or as to which management believes the
Company has adequate insurance.

Item 4. Submission of Matters to a Vote of Security Holders

None.

Executive Officers of the Registrant

On September 27, 1994 James W. Bennett resigned as Chairman of the Board and
Chief Executive Officer of the Company. Dr. Paul W. Murrill has been named
Chairman of the Board. A committee of the Board, chaired by Dr. Murrill,
will begin a search for a new Chief Executive Officer. In the interim,
the Board has appointed a Management Committee to assume the responsibilities
of the office of the chief executive officer. The members of the Management
Committee are Malcolm T. Stein, who is chairman of the committee, Ronald A.
LaBorde and James E. Durham.

Executive officers are elected annually by the Board of Directors and hold
office until a successor is duly elected. The names and positions of
executive officers of the Registrant, together with a brief description of the
business experience of each such person during the past five years, is set
forth below.

W. Scott Bozzell, Vice President and Assistant Controller, age 31, has held
that position since May 1992. He joined the Company in December 1988 as
Assistant Controller.

James E. Durham Jr., age 60, became Region Manager in 1981 and was elected
Senior Executive Vice President in August 1988. Mr. Durham is a member of the
Management Committee.

Frederick E. Fuchs Jr., Executive Vice President and Director of Real Estate,
age 47, has held that position since June 1986.

Jere W. Goldsmith Jr., Executive Vice President and Region Manager, age 48,
has held that position since February 1992. From May 1987 to February 1992 he
was Executive Vice President and Director of Training.

Ronald A. LaBorde, age 38, Treasurer, Chief Financial Officer, and Executive
Vice President, has held such positions since January 1992. Prior to that he
was Executive Vice President, Secretary, and Controller. Mr. LaBorde is a
member of the Management Committee.

D. Thomas Landry, Executive Vice President and Director of Maintenance,
Construction, Design, and Equipment Manufacturing, age 42, has held that
position since May 1992. From July 1990 to May 1992 he was Vice President and
Director of Maintenance. Before joining the Company in January 1989, Mr.
Landry was a senior project manager with a mechanical contractor.

Robert P. Listen, Executive Vice President and Director of Technical Services,
age 46, has held that position since December 1992. From July 1987 to
November 1992 he was Executive Vice President and a district manager

Mark L. Mestayer, Executive Vice President, Secretary, and Controller, age 36,
has held such positions since May 1992. From January 1992 to May 1992, he was
Vice President and Controller. Prior to that, he was Vice President and
Controller, Ralph & Kacoo's, since joining the Company in December 1988.

Joseph S. Polito, Executive Vice President and Director of Training, age 52,
has held that position since November 1992. From 1987 to October 1992, he was
Executive Vice President and a district manager.

6

Patrick R. Prudhomme, Executive Vice President and Region Manager, age 44, has
held that position since February 1992. From January 1989 to February 1992 he
was Vice President and a district manager, Ralph & Kacoo's. Prior to that he
was Vice President and a unit manager.

C. Warriner Siddle, Executive Vice President and Region Manager, age 43, has
held that position since February 1992. From October 1984 to February 1992 he
was Executive Vice President and a district manager.

Malcolm T. Stein Jr., President and Chief Operating Officer, age 61, has held
such positions since May 1993. From February 1992 to May 1993 he was Senior
Executive Vice President and Chief Operating Officer. From December 1988 to
February 1992 he was the General Manager of the Ralph & Kacoo's restaurant
division. Mr. Stein had been a Region Manager of cafeteria operations since
1979. Mr. Stein is a member of the Management Committee.

Donovan B. Touchet, Executive Vice President and Director of Data Processing,
age 45, has held that position since June 1988.

Brian G. Von Gruben, Executive Vice President and Director of Administration,
age 46, has held that position since May 1987.

PART II

Item 5. Market for the Registrant's Common Stock and Related Security Holder
Matters

Information regarding Common Stock market prices and dividends, on the inside
front cover of the Annual Shareholders Report for the year ended June 30,
1994, is incorporated herein by reference.

Item 6. Selected Financial Data

"Selected Financial Data", on the inside front cover of the Annual
Shareholders Report for the year ended June 30, 1994, is incorporated herein
by reference.

Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of
Operations, on pages 10 and 11 of the Annual Shareholders Report for the year
ended June 30, 1994, is incorporated herein by reference.

Item 8. Financial Statements and Supplementary Data

The following consolidated financial statements and supplementary data,
included on pages 12 through 20 of the Annual Shareholders Report for the year
ended June 30, 1994, are incorporated herein by reference.

Consolidated balance sheets--June 30, 1994 and 1993
Consolidated statements of income--years ended June 30, 1994, 1993 and 1992
Consolidated statements of changes in shareholders' equity--years ended
June 30, 1994, 1993 and 1992
Consolidated statements of cash flows--years ended June 30, 1994, 1993 and
1992
Notes to consolidated financial statements--June 30, 1994, 1993 and 1992

Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure

None.

PART III

In accordance with General Instruction G (3) to Form 10-K, Items 10, 11, 12,
and 13 have been omitted since the Company will file with the Commission a
definitive proxy statement complying with Regulation 14A involving the

7

election of directors not later than 120 days after the close of its fiscal
year. The Company incorporates by reference the information in response to
such items set forth in its definitive proxy statement.


PART IV

Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K

(a) (1) Financial Statements--The following are incorporated herein by
reference in this Annual Report on Form 10-K from the indicated
pages of the Registrant's Annual Shareholders Report for the year
ended June 30, 1994:

Annual
Shareholders
Description Report Page
____________________ ___________________

Consolidated balance sheets--June 30, 1994 and 1993 12
Consolidated statements of income--years ended
June 30, 1994, 1993 and 1992 13
Consolidated statements of changes in shareholders'
equity--years ended June 30, 1994, 1993 and 1992 13
Consolidated statements of cash flows--years ended
June 30, 1994, 1993 and 1992 14
Notes to consolidated financial statements--
June 30, 1994, 1993 and 1992 15 - 19
Report of independent auditors 20


(2) Schedules--The following consolidated schedules and information are
included in this annual report on Form 10-K on the pages indicated.
All other schedules for which provision is made in the applicable
accounting regulation of the Securities and Exchange Commission are
not required under the related instructions or are inapplicable,
and therefore have been omitted.

Annual Report
on Form 10-K
Description Page
__________________________ _________________

Schedule V--Property, plant and equipment 10
Schedule VI--Accumulated depreciation, depletion
and amortization of property, plant and equipment 11
Schedule VIII--Valuation and qualifying accounts 12
Schedule IX--Short-term borrowings 13
Schedule X--Supplementary income statement information 14


(3) Listing of Exhibits -- See sub-section (c) below.

(b) No reports on Form 8-K were filed during the last quarter of the year
covered by this report.

(c) Exhibits:

(3) (a) Articles of Incorporation, incorporated by reference to Exhibit
3.1 to Registrant's Form S-1, Registration No. 2-63249 filed
December 19,1978 (the "Form S-1"); amendment to Articles of
Incorporation, incorporated by reference to Exhibit 3 to
Registrant's Form 10-K, File No. 0-9037, filed September 14,
1987; amendment to Articles of Incorporation, incorporated by
reference to Exhibit 3 to Registrant's Form 10-K, File No.
0-9037, filed September 27, 1988; and amendment to Articles of
Incorporation incorporated by reference to Exhibit 3(a) to
Registrant's Form 10-K, as amended, File No. 0-9037, filed
September 28, 1989.

(b) Bylaws of the Company incorporated by reference to Exhibit 3(a)
to Registrant's Form 10-K, as amended, File No. 0-9037, filed
September 14, 1993.

(4) (a) Piccadilly Cafeterias, Inc. Stockholders Rights Agreement,
incorporated by reference to Exhibit 4 to the Form 8-K, File
No. 0-9037, filed August 22, 1988.
8

(b) Note Agreement dated as of January 31, 1989, relating to
$30,000,000 principal amount of 10.15% Senior Notes due
January 31, 1999, incorporated by reference to Exhibit 4 of
the Form 10-Q, File No. 0-9037, filed February 11, 1989.

(10)(a) Piccadilly Cafeterias, Inc., Pension Plan, as amended, dated
May 3, 1993 incorporated by reference to Exhibit 10(a) to
Registrant's Form 10-K, as amended, File No. 0-9037, filed
September 14, 1993.

(b) Piccadilly Cafeteria, Inc. Employee Stock Purchase Plan,
incorporated by reference to Exhibit A to Registrant's Form
S-8, Registration No. 33-17737, filed October 7, 1989 and
amendment to Employee Stock Purchase Plan, incorporated by
reference to Exhibit 10(b) to Registrant's Form 10-K, as
amended, File No. 0-9037, filed September 27, 1991.

(c) Piccadilly Cafeterias, Inc. 1988 Stock Option Plan,
incorporated by reference to Exhibit 4.1 to Registrant's Form
S-8, Registration No. 33-27793, filed March 29, 1989; and
amendment to 1988 Stock Option Plan dated August 2, 1993
incorporated by reference to Exhibit 10(c) to Registrant's
Form10-K, as amended, File No. 0-9037, filed September 14,
1993.

(13)(a) The inside front cover of the Registrant's Annual Shareholders
Report for the year ended June 30,1994, containing "Selected
Financial Data", is on page 16.

(b) The inside front cover of the Registrant's Annual Shareholders
Report for the year ended June 30, 1994, containing "Stock
Information", is on page 17 .

(c) Pages 10 and 11 of the Registrant's Annual Shareholders Report
for the year ended June 30, 1994, containing Management's
Discussion and Analysis of Financial Condition and Results of
Operations, are on pages 18 through 20.

(d) Pages 12 through 19 of the Registrant's Annual Shareholders
Report for the year ended June 30, 1994, containing the
Consolidated Financial Statements and the Notes to the
Consolidated Financial Statements, are on pages 21 through 29.

(e) Page 20 of the Registrant's Annual Shareholders Report for the
year ended June 30, 1994, containing the Report of Independent
Auditors, is on page 30.

(21) List of subsidiaries is on page 31.

(23) Consent of independent auditors is on page 32.

(27) Financial Data Schedules required in filings on EDGAR are on
page 33.

(d) See response to Item 14(a)(2) of this report.

9

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.

PICCADILLY CAFETERIAS, INC.
_______________________________
(Registrant)


By: /s/Ronald A. LaBorde
____________________
Ronald A. LaBorde
Executive Vice President

Date: September 27, 1994
____________________

Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.



/s/ Paul W. Murrill 9/27/94 /s/ James E. Durham, Jr. 9/27/94
________________________ ________ _________________________ _________
Dr. Paul W. Murrill, Date James E. Durham, Jr., Date
Chairman and Director Senior Vice President and
Director*


/s/ O.Q. Quick 9/27/94 /s/ Julia H. R. Hamilton 9/27/94
_______________________ _________ _________________________ ________
O.Q. Quick, Director Date Julia H. R. Hamilton, Date
Director

/s/ Malcolm T. Stein, Jr. 9/27/94 /s/ Mark L. Mestayer 9/27/94
_________________________ _________ __________________________ ________
Malcolm T. Stein, Jr., Date Mark L. Mestayer, Executive Date
President, Chief Operating Vice President, Secretary,
Officer and Director* and Controller (Principal
Accounting Officer)


/s/ Ronald A. LaBorde 9/27/94
_________________________ _________
Ronald A. LaBorde, Date
Executive Vice President,
Chief Financial Officer
(Principal Financial Officer),
and Director*


* Member of the Management Committee.


10


SCHEDULE V - PROPERTY, PLANT AND EQUIPMENT

_______________________________________________________________________________________________________________
COL. A COL. B COL. C COL. D COL. E COL. F
_______________________________________________________________________________________________________________

Balance Other Changes
at Beginning Additions Add (Deduct) Balance at
Classification of Period at Cost Retirements Describe End of Period
_______________________________________________________________________________________________________________

Year ended June 30, 1994:

Land $ 13,515,362 $ 4,504,443 $ 50,000 $ $ 17,969,805
Buildings and leasehold
improvements 92,912,145 8,776,196 1,858,770 99,829,571
Furniture and fixtures 81,587,949 9,399,687 3,543,515 87,444,121
Machinery and equipment 15,445,583 1,986,764 2,401,295 15,031,052
Construction in progress 1,688,952 25,744,233 - (18,516,652) 8,916,533
_______________ ______________ _____________ ________________ ________________
$ 205,149,991 $ 50,411,323 $ 7,853,580 $(18,516,652) $229,191,082
=============== ============== ============= ================ ================
Year ended June 30, 1993:
Land $ 11,445,043 $ 2,130,319 $ 60,000 $ $ 13,515,362
Buildings and leasehold
improvements 102,006,318 2,782,371 11,876,544 92,912,145
Furniture and fixtures 84,576,886 2,596,190 5,585,127 81,587,949
Machinery and equipment 15,269,338 1,201,190 1,024,945 15,445,583
Construction in progress 481,545 3,932,685 - ( 2,725,278) 1,688,952
_______________ ______________ ______________ ________________ _______________
$ 213,779,130 $12,642,755 $ 18,546,616 $( 2,725,278) $ 205,149,991
=============== ============== ============== ================ ===============
Year ended June 30, 1992:
Land $ 11,448,840 $ - $ 3,797 $ $ 11,445,043
Buildings and leasehold
improvements 102,083,336 4,196,929 4,273,947 102,006,318
Furniture and fixtures 84,055,153 4,060,735 3,539,002 84,576,886
Machinery and equipment 13,746,732 2,432,945 910,339 15,269,338
Construction in progress 1,430,154 3,462,861 - ( 4,411,470) 481,545
________________ ______________ ______________ _________________ _______________
$ 212,764,215 $14,153,470 $ 8,727,085 $( 4,411,470) $ 213,779,130
================ ============== ============== ================= ===============
Amounts represent items transferred to other fixed asset categories and are included in the amounts in Column C.


11




SCHEDULE VI - ACCUMULATED DEPRECIATION, DEPLETION AND AMORTIZATION
OF PROPERTY, PLANT AND EQUIPMENT

_______________________________________________________________________________________________________________
COL. A COL. B COL. C COL. D COL. E COL. F
_______________________________________________________________________________________________________________

Balance Other Changes
at Beginning Additions Add (Deduct) Balance at
Classification of Period at Cost Retirements Describe End of Period
_______________________________________________________________________________________________________________


Year ended June 30, 1994:
Buildings and leasehold
improvements $29,593,622 $ 3,440,205 $1,065,155 $31,968,672
Furniture and fixtures 48,527,428 6,618,057 2,481,420 52,664,065
Machinery and equipment 9,799,938 1,661,810 1,633,145 9,828,603
______________ ______________ _____________ _______________
$87,920,988 $11,720,072 $5,179,720 $94,461,340
============== ============== ============= ===============
Year ended June 30, 1993:
Buildings and leasehold
improvements $27,991,286 $ 3,239,902 $1,745,373 $107,807 $29,593,622
Furniture and fixtures 44,111,905 7,155,676 3,144,579 404,426 48,527,428
Machinery and equipment 8,499,011 1,444,889 207,718 63,756 9,799,938
______________ ______________ ____________ ________________ ______________
$80,602,202 $11,840,467 $5,097,670 $575,989 $87,920,988
============== ============== ============ ================ ==============
Year ended June 30, 1992:
Buildings and leasehold
improvements $25,544,875 $ 3,440,392 $1,084,693 $ 90,712 $27,991,286
Furniture and fixtures 36,911,070 8,219,369 1,260,230 241,696 44,111,905
Machinery and equipment 7,833,797 1,636,020 1,013,317 42,511 8,499,011
_______________ ______________ ____________ ________________ ______________
$70,289,742 $13,295,781 $3,358,240 $ 374,919 $80,602,202
=============== ============== ============ ================ ==============

Additions to accumulated depreciation on reserved units which have been charged to the allowance for unit closings.


12



SCHEDULE VIII - VALUATION AND QUALIFYING ACCOUNTS


_____________________________________________________________________________________________________________
COL. A COL. B COL. C COL. D COL. E
_____________________________________________________________________________________________________________
Additions
_______________
(2)
(1) Charged to
Balance at Charged to Other
Beginning cost and Accounts- Deduction-- Balance at
Description of Period expenses Describe Describe End of Period
_____________________________________________________________________________________________________________

Reserves for Unit Closings:

Year ended June 30, 1993:
Property, plant & equipment
allowance $ 1,832,143 $ 475,484 $ 1,356,659
Current liability 499,647 149,165 350,482
Long-term liability 7,804,739 1,302,253 6,502,486
___________________ __________________ _____________
$ 10,136,529 $ 1,926,902 8,209,627
=================== ================== =============

Year ended June 30, 1992:

Property, plant & equipment
allowance $ 11,458,442 $9,626,299 $ 1,832,143
Current liability 2,028,664 1,529,017 499,647
Long-term liability 12,945,382 5,140,643 7,804,739
___________________ __________________ _____________
$26,432,488 $16,295,959 $10,136,529
=================== ================== =============

Deductions are for the write-off of certain property, plant and equipment relating to units closed and
for the payment of other obligations (primarily rent) for those units closed and for those units for which
a provision for unit closing was recorded during the year ended June 30, 1992 but were operating during
the year ended June 30, 1993.


13

SCHEDULE IX - SHORT-TERM BORROWINGS


_____________________________________________________________________________________________________
COL. A COL. B COL. C COL. D COL. E COL. F
____________________________________________________________________________________________________
Category of Weighted Maximum Average Weighted
Aggregate Balance Average Amount Amount Average
Short-term at Interest Outstanding Outstanding Interest Rate
Borrowing End of Year Rate During Year During Year During Year
___________________________________________________________________________________________________

Year ended
June 30, 1994 $ - - $ - $ - -

Year ended
June 30, 1993 $ - - $ - $ - -

Year ended
June 30, 1992
Bank $ - - $3,744,000 $1,088,000 6.0%
Bank $ - - $3,000,000 $1,809,000 6.7%


Computed by dividing the actual interest expense by average short-term
debt outstanding.
Unsecured line of credit.
Note(s) payable to bank(s).
Computed by dividing the total of daily outstanding principal balances by
number of days outstanding.
Computed by dividing the total of month-end outstanding principal balances by 12.


14


SCHEDULE X - SUPPLEMENTARY INCOME STATEMENT INFORMATION

______________________________________________________________________________
COL. A COL. B
______________________________________________________________________________
Item Charged to Costs and Expenses
______________________________________________________________________________

Year Ended June 30
__________________________________________
1994 1993 1992
___________ _____________ ____________
Maintenance and repairs $3,678,687 $3,303,169 $3,142,108
Advertising 1,208,431 973,512 3,502,779


Depreciation and amortization of intangible assets, taxes other than payroll
and income taxes, and royalties are not set forth inasmuch as such items do
not exceed 1% of total sales as shown in the accompanying statements of
income.

15

EXHIBIT INDEX

(3) (a) Articles of Incorporation, incorporated by reference to Exhibit 3.1 to
Registrant's Form S-1, Registration No. 2-63249 filed December 19,1978
(the "Form S-1"); amendment to Articles of Incorporation, incorporated
by reference to Exhibit 3 to Registrant's Form 10-K, File No. 0-9037,
filed September 14, 1987; amendment to Articles of Incorporation,
incorporated by reference to Exhibit 3 to Registrant's Form 10-K,
File No. 0-9037, filed September 27, 1988; and amendment to Articles
of Incorporation incorporated by reference to Exhibit 3(a) to
Registrant's Form 10-K, as amended, File No. 0-9037, filed
September 28, 1989.

(b) Bylaws of the Company incorporated by reference to Exhibit 3(a) to
Registrant's Form 10-K, as amended, File No. 0-9037, filed September
14, 1993.

(4) (a) Piccadilly Cafeterias, Inc. Stockholders Rights Agreement,incorporated
by reference to Exhibit 4 to the Form 8-K, File No. 0-9037, filed
August 22, 1988.

(b) Note Agreement dated as of January 31, 1989, relating to $30,000,000
principal amount of 10.15% Senior Notes due January 31, 1999,
incorporated by reference to Exhibit 4 of the Form 10-Q, File No.
0-9037, filed February 11, 1989.

(10)(a) Piccadilly Cafeterias, Inc., Pension Plan, as amended, dated May 3,
1993 incorporated by reference to Exhibit 10(a) to Registrant's Form
10-K, as amended, File No. 0-9037, filed September 14, 1993.

(b) Piccadilly Cafeteria, Inc. Employee Stock Purchase Plan, incorporated
by reference to Exhibit A to Registrant's Form S-8, Registration
No. 33-17737, filed October 7, 1989 and amendment to Employee Stock
Purchase Plan, incorporated by reference to Exhibit 10(b) to
Registrant's Form 10-K, as amended, File No. 0-9037, filed September
27, 1991.

(c) Piccadilly Cafeterias, Inc. 1988 Stock Option Plan, incorporated by
reference to Exhibit 4.1 to Registrant's Form S-8, Registration
No. 33-27793, filed March 29, 1989; and amendment to 1988 Stock
Option Plan dated August 2, 1993 incorporated by reference to
Exhibit 10(c) to Registrant's Form 10-K, as amended, File No. 0-9037,
filed September 14, 1993.

(13)(a) The inside front cover of the Registrant's Annual Shareholders Report
for the year ended June 30,1994, containing "Selected Financial Data",
is on page 16.

(b) The inside front cover of the Registrant's Annual Shareholders Report
for the year ended June 30, 1994, containing "Stock Information", is
on page 17 .

(c) Pages 10 and 11 of the Registrant's Annual Shareholders Report for the
year ended June 30, 1994, containing Management's Discussion and
Analysis of Financial Condition and Results of Operations, are on
pages 18 through 20.

(d) Pages 12 through 19 of the Registrant's Annual Shareholders Report
for the year ended June 30, 1994, containing the Consolidated
Financial Statements and the Notes to the Consolidated Financial
Statements, are on pages 21 through 29.

(e) Page 20 of the Registrant's Annual Shareholders Report for the year
ended June 30, 1994, containing the Report of Independent Auditors,
is on page 30.

(21) List of subsidiaries is on page 31.

(23) Consent of independent auditors is on page 32.

(27) Financial Data Schedules required in filings on EDGAR are on page 33.