8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): May 6, 2005

RED ROBIN GOURMET BURGERS, INC.

(Exact name of registrant as specified in its charter)

Delaware	0-49916	84-1573084
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

6312 S. Fiddler’s Green Circle, Suite 200N Greenwood Village, CO	80111
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (303) 846-6000

Not Applicable

Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02 Departure Of Directors Or Principal Officers; Election Of Directors; Appointment Of Principal Officers

(b) On May 6, 2005, Red Robin Gourmet Burgers, Inc., (the “Company”) received a letter from Mr. Edward T. Harvey, indicating Mr. Harvey’s intent to resign from the Company’s Board of Directors effective at the meeting of the Board of Directors scheduled to be held in August 2005. Mr. Harvey currently serves as a member of the Audit Committee, the Compensation Committee and the Nominating and Governance Committee of the Company. A copy of a press release issued May 11, 2005 by the Company announcing Mr. Harvey’s intent to resign from the Board of Directors is attached as Exhibit 99.1 to this Report on Form 8-K and is incorporated into this Item 5.02 by reference.

Item 9.01 Financial Statements and Exhibits

(c) Exhibits

Exhibit Number	Description
99.1	Red Robin Gourmet Burgers, Inc., Press Release, dated May 11, 2005

SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	RED ROBIN GOURMET BURGERS, INC., a Delaware corporation
	By:	/s/ John W. Grant
Date: May 11, 2005		Vice President and General Counsel

EX-99.1

Exhibit 99.1

Red Robin Gourmet Burgers Announces Resignation of Edward T. Harvey from Board of Directors

Greenwood Village, CO – May 11, 2005 – Red Robin Gourmet Burgers, Inc. (Nasdaq: RRGB), a casual dining restaurant chain that serves an imaginative selection of high quality gourmet burgers to America’s families, particularly women, teens and tweens, today announced that Edward T. Harvey has indicated his intent to resign from the Company’s Board of Directors, effective at the meeting of the Company’s board of directors scheduled to be held in August 2005.

Mr. Harvey has been a member of Red Robin’s Board of Directors since May 2000. From April 1990 until his retirement in December 2003, Mr. Harvey was a partner with Quad-C Management, Inc., a private equity investment firm that was once a significant shareholder of Red Robin’s common stock.

Mike Snyder, Chairman of the Board, President and CEO, said, “Ed has been a loyal friend of Red Robin and valuable member of our board. We have appreciated his leadership, insight and advice. We wish him well in his future endeavors.”

About Red Robin Gourmet Burgers

Red Robin Gourmet Burgers (www.redrobin.com) is a casual dining restaurant chain that serves an imaginative selection of high quality gourmet burgers to America’s families, particularly women, teens and tweens. Red Robin serves gourmet burgers in a variety of recipes with bottomless fries, as well as many other items including salads, soups, appetizers, entrees, desserts, and its signature Mad Mixology^® specialty beverages. There are more than 265 Red Robin locations across the United States and Canada, including both company-owned locations and those operated under franchise or license agreements.

For further information contact:

Don Duffy

Integrated Corporate Relations

203-682-8200