EXHIBIT 99.1


                           J. ALEXANDER'S CORPORATION
                        RESTATED AUDIT COMMITTEE CHARTER


ORGANIZATION

This charter governs the operations of the audit committee (the "committee") of
J. Alexander's Corporation (the "Company"). The committee shall review and
reassess the charter at least annually and obtain the approval of the board of
directors for any changes. The committee shall be appointed by the board of
directors (the "Board") and shall be comprised of at least three directors, and
the committee's members will meet the independence, experience and other
requirements of the American Stock Exchange ("AMEX"), Section 10A(m)(3) of the
Securities Exchange Act of 1934 (the "Exchange Act") and rules and regulations
of the Securities and Exchange Commission ("SEC Rules").

The Board will appoint annually the members of the committee and shall seek the
Board's determination as to whether the committee has an "audit committee
financial expert" as defined by SEC Rules and whether such expert is
"independent" from management as defined in Schedule 14A of the SEC Rules. Each
member shall be able to read and understand fundamental financial statements,
including the Company's balance sheet, income statement and cash flow statement.
Additionally, at least one member must have accounting or related financial
management expertise as determined by the Board in its business judgment.

MEETINGS AND PROCEDURES

The committee shall meet as often as it determines, but not less frequently than
quarterly. The committee may request any officer or employee of the Company or
the Company's outside counsel or independent auditor, or any other persons whose
presence the committee believes to be necessary or appropriate, to attend a
meeting of the committee or to meet with any members of, or advisors to, the
committee.

The committee may retain any independent counsel, experts or advisors
(accounting, financial or otherwise) that the committee believes to be necessary
or appropriate. The committee may also utilize the services of the Company's
regular counsel or other advisors to the Company. The Company shall provide for
appropriate funding, as determined by the committee, for payment of compensation
to the independent auditor for the purpose of rendering or issuing an audit
report, or performing other audit, review or attest services for the Company;
compensation to any advisors employed by the committee; and ordinary
administrative expenses of the committee that are necessary or appropriate in
carrying out its duties.






In discharging its duties and responsibilities, the committee is authorized to
investigate any matter within the scope of its duties and responsibilities or as
otherwise delegated by the Board, with full access to all books, records and
personnel of the Company.

STATEMENT OF POLICY

The audit committee shall provide assistance to the board of directors in
fulfilling their oversight responsibility to the shareholders, potential
shareholders, the investment community, and others relating to the Company's
financial statements and the financial reporting process, the systems of
internal accounting and financial controls, the annual independent audit of the
Company's financial statements, and the legal compliance and ethics programs as
established by management and the board. In so doing, it is the responsibility
of the committee to maintain free and open communication between the committee,
its independent auditor, and management of the Company.

RESPONSIBILITIES AND PROCESSES

The primary responsibility of the committee is to oversee the financial
reporting process of the Company and the audits of the financial statements of
the Company. Management is responsible for preparing the Company's financial
statements, and the independent auditor is responsible for auditing those
financial statements. The committee recognizes that the Company's financial
management, as well as the independent auditor, have more knowledge and more
detailed information regarding the Company and its financial reports than do
committee members; consequently, in carrying out its duties and
responsibilities, the committee, including any person designated as the audit
committee financial expert, is not providing any expert or special assurance as
to accuracy or completeness of the Company's financial statements or any
professional certification as to the independent auditor's work, and is not
conducting an audit or investigation of the financial statements nor determining
that the financial statements are true and complete or have been prepared in
accordance with generally accepted accounting principles ("GAAP") and SEC Rules.
Furthermore, the committee in carrying out its responsibilities believes its
policies and procedures should remain flexible, in order to best react to
changing conditions and circumstances. The committee should take the appropriate
actions to set the overall corporate "tone" for quality financial reporting,
sound business risk practices, and ethical behavior. In addition, the committee
shall make regular reports to the Board and shall prepare the report required by
the SEC Rules to be included in the Company's annual proxy statement.

The following shall be the principal recurring processes of the committee in
carrying out its oversight responsibilities. The processes are set forth as a
guide with the understanding that the committee may supplement them as
appropriate.

o    The committee shall have the sole authority to appoint or replace the
     independent auditor. The committee shall be directly responsible for the
     compensation and oversight of the work of the independent auditor
     (including resolution of





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     disagreements between management and the independent auditor regarding
     financial reporting) for the purpose of preparing or issuing an audit
     report or related work or performing other audit, review or attest services
     for the Company. The independent auditor shall report directly to the
     committee.

o    The committee shall pre-approve all auditing services and permitted
     non-audit services (including the fees and terms thereof) to be performed
     for the Company by its independent auditor, subject to the de minimus
     exceptions for non-audit services in accordance with Section 10A(i)(1)(B)
     of the Exchange Act which are approved by the committee prior to the
     completion of the audit. Approval by the committee of a non-audit service
     shall be disclosed in the reports filed by the Company with the SEC or
     otherwise as required by law and SEC Rules. Committee pre-approval of audit
     and non-audit services will not be required if the engagement for the
     services is entered into pursuant to pre-approval policies and procedures
     established by the committee regarding the Company's engagement of the
     independent auditor, provided the policies and procedures are detailed as
     to the particular services, the committee is informed of each service
     provided and such policies and procedures do not include delegation of the
     committee's responsibilities under the Exchange Act to the Company's
     management. The committee may delegate to one or more designated committee
     members the authority to grant pre-approvals of audit and permitted
     non-audit services, provided that any decisions to pre-approve shall be
     presented to the full committee at its next scheduled meeting.

o    The committee shall discuss with the independent auditor the overall scope
     and plans for its audits, including the adequacy of staffing and
     compensation. Also, the committee shall discuss with management and the
     independent auditor the adequacy and effectiveness of the accounting and
     financial controls and the Company's major financial risk exposures
     (including the Company's system to monitor and manage such exposures), and
     its policies with respect to risk assessment and risk management, including
     business risk, and legal and ethical compliance programs. Further, the
     committee shall meet with the independent auditor, with and without
     management present, to discuss the results of its examinations.

o    The committee shall review and discuss with management and the independent
     auditor the annual audited and quarterly unaudited financial statements,
     and the Company's disclosures under "Management's Discussion and Analysis
     of Financial Condition and Results of Operation" provided on Form 10-Q and
     Form 10-K. The review and discussion of the financial statements and the
     matters covered in the independent auditor's report, if applicable, shall
     occur prior to the public release of such financial statements and the
     review and discussion of the related disclosure, including the
     "Management's Discussion and Analysis of Financial Condition and Results of
     Operation", shall occur prior to the filing of the Form 10-Q or Form 10-K.
     The committee shall review and discuss with management and the independent
     auditor material related party transactions as defined in the Statement of
     Financial Accounting Standards No. 57 and other accounting and regulatory
     pronouncements.




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     The committee also shall review and discuss with the independent auditor
     the matters required to be discussed by Statement of Auditing Standards No.
     61, as may be modified or supplemented. Based on such review and
     discussion, and based on the disclosures received from, and discussions
     with, the independent auditor regarding its independence as provided for
     below, the committee shall consider whether to recommend to the Board that
     the audited financial statements be included in the Company's Annual Report
     on Form 10-K.

o    The committee shall review and discuss with the independent auditor prior
     to the filing of the Annual Report on Form 10-K the report that such
     auditor is required to make to the committee regarding: (A) all accounting
     policies and practices to be used that the independent auditor identifies
     as critical; (B) all alternative treatments within GAAP for policies and
     practices related to material items that have been discussed among
     management and the independent auditor, including the ramifications of the
     use of such alternative disclosures and treatments, and the treatment
     preferred by the independent auditor; and (C) all other material written
     communications between the independent auditor and management of the
     Company, such as any management letter, management representation letter,
     reports on observations and recommendations on internal controls,
     independent auditor's engagement letter, independent auditor's independence
     letter and schedule of unadjusted audit differences, if any.

o    The committee shall discuss with management and the independent auditor:
     (A) major issues regarding accounting principles and financial statement
     presentations, including any significant changes in the Company's selection
     or application of accounting principles, any major issues as to the
     adequacy of the Company's internal controls and any special steps adopted
     in light of material control deficiencies; and (B) analyses prepared by
     management and/or the independent auditor setting forth significant
     financial reporting issues and judgments made in connection with the
     preparation of the Company's financial statements. The committee shall
     discuss with management and the independent auditor the effect of
     regulatory and accounting initiatives, as well as off-balance sheet
     structures, on the Company's financial statements.

o    The committee shall discuss earnings press releases, including the use of
     "pro forma" or "adjusted" non-GAAP information. The committee shall also
     discuss generally the financial information and earnings guidance which has
     been or will be provided to analysts and rating agencies.

o    The committee shall regularly review with the independent auditor any
     difficulties the independent auditor encountered during the course of the
     audit work, including any restrictions on the scope of activities or access
     to requested information or any significant disagreements with management
     and management's responses to such matters. In this connection, among the
     items that the committee may review with the independent auditor are: (A)
     any unadjusted audit differences; (B) any communications between the audit
     team and the independent auditor's national






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     office respecting auditing or accounting issues presented by the
     engagement; and (C) any "management" or "internal control" letter issued or
     proposed to be issued by the independent auditor to the Company.

o    The committee shall:

     -    evaluate the independent auditor's qualifications, performance and
          independence, including the review and evaluation of the lead partner
          of the audit engagement team, taking into account the opinions of
          management and present its conclusions to the Board;

     -    ensure the rotation of the lead audit partner of the independent
          auditor and audit engagement team partners as required by SEC Rules
          and consider whether there should be regular rotation of the audit
          firm itself;

     -    receive from the independent auditor annually a formal written
          statement delineating all relationships between the independent
          auditor and the Company consistent with Independence Standards Board
          Standard No. 1, as may be modified or supplemented by such other
          standards as may be set by law or regulation or the AMEX Company Guide
          or the Public Company Accounting Oversight Board;

     -    discuss with the independent auditor in an active dialogue any such
          disclosed relationships or services and their impact on the
          independent auditor's objectivity and independence and present to the
          Board its conclusion with respect to the independence of the
          independent auditor;

     -    obtain and review, at least annually, a report by the independent
          auditor describing the auditing firm's internal quality control
          procedures and any material issues raised by its most recent internal
          quality control review or peer review, or by any inquiry or
          investigation by governmental or professional authority, within the
          preceding five years, respecting one or more independent audits
          carried out by the auditing firm and any steps taken to deal with any
          such issues; and

     -    establish hiring policies regarding employees and former employees of
          the Company's independent auditor.

o    The committee shall establish procedures for the receipt, retention and
     treatment of complaints regarding accounting, internal accounting controls,
     or auditing matters and for the confidential, anonymous submission by
     employees of concerns regarding questionable accounting or auditing
     matters.

o    The committee shall receive reports from the principal executive or
     financial officers of the Company regarding their evaluation of the
     effectiveness of the Company's disclosure controls and procedures and the
     Company's internal control over financial





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     reporting; regarding all significant deficiencies in the design or
     operation of internal control over financial reporting which could
     adversely affect the Company's ability to record, process, summarize or
     report financial data and whether they have identified for the independent
     auditor any material weakness in internal controls; regarding any fraud,
     whether or not material, that involves management or other employees who
     have a significant role in the Company's internal control over financial
     reporting; and regarding whether there were significant changes in internal
     control over financial reporting or in other factors that could
     significantly affect internal control over financial reporting subsequent
     to the date of their evaluation, including corrective actions with regard
     to significant deficiencies or material weaknesses.



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