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): October 6, 2008

RUTH’S HOSPITALITY GROUP, INC.

(Exact name of Registrant as specified in its charter)

Delaware	000-51485	72-1060618
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

500 International Parkway, Suite 100, Heathrow, Florida 32746

(Address of Principal executive offices, including Zip Code)

(407) 333-7440

(Registrant’s telephone number, including area code)

(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 Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Ruth’s Hospitality Group, Inc. (the “Company”) issued a press release on October 6, 2008 announcing that Geoffrey D. K. Stiles resigned today from his roles as the Company’s Executive Vice President and Chief Operating Officer and President of the Ruth’s Chris Steak House division, effective immediately. A copy of the press release is attached as Exhibit 99.1. Mr. Stiles’ responsibilities will be assumed by the Company’s President and Chief Executive Officer, Michael P. O’Donnell.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibit No.	Description
99.1	Exhibit 99.1 Press Release issued by Ruth’s Hospitality Group, Inc., dated October 6, 2008.

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.

	RUTH’S HOSPITALITY GROUP, INC.
	/s/    Thomas E. O’Keefe
Date: October 6, 2008	Name:	Thomas E. O’Keefe
	Title:	Executive Vice President - Chief Legal and Compliance Officer

2

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release issued by Ruth’s Hospitality Group, Inc., dated October 6, 2008

EX-99.1

Exhibit 99.1

Ruth’s Hospitality Group, Inc. Announces Resignation of Geoffrey D.K. Stiles

HEATHROW, Fla., October 6, 2008 (BUSINESS WIRE) — Ruth’s Hospitality Group, Inc. (Nasdaq: RUTH) today announced that Geoffrey D. K. Stiles has resigned his roles as the Company’s Executive Vice-President and Chief Operating Officer and President of the Ruth’s Chris Steak House division to pursue other opportunities. Stiles’ resignation is effective immediately. The Company also announced that Stiles’ responsibilities will be assumed by its President and Chief Executive Officer, Michael P. O’Donnell. Said O’Donnell, “I am pleased to be taking a more active role in the strategic direction of Ruth’s Chris Steak House brand as we continue in this difficult environment. I wish Geoff well in his future endeavors.”

About Ruth’s Hospitality Group, Inc.

Ruth’s Hospitality Group, Inc. (Nasdaq: RUTH) is a leading restaurant company focused exclusively on the upscale dining segment. The Company owns the Ruth’s Chris Steak House, Mitchell’s Fish Market, Mitchell’s Steakhouse and Cameron’s Steakhouse concepts. With more than 144 company- and franchisee-owned locations worldwide, Ruth’s Hospitality Group was founded in 1965 and is headquartered in Heathrow, Fla.

For further information about our restaurants, to make reservations, or to purchase gift cards, please visit: www.RuthsChris.com, www.MitchellsFishMarket.com, www.MitchellsSteakhouse.com and www.Camerons-Steakhouse.com. For more information about Ruth’s Hospitality Group, please visit www.rhgi.com.

Source: Ruth’s Hospitality Group, Inc.

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