8-K

UNITED STATES

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): 05/07/10

RUTH’S HOSPITALITY GROUP, INC.

(Exact name of registrant as specified in its charter)

Commission File Number: 000-51485

Delaware	72-1060618
(State or other jurisdiction of incorporation)	(IRS Employer Identification No.)

400 International Parkway

Heathrow, FL 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 2.02. Results of Operations and Financial Condition

On May 7, 2010, the Company issued a press release announcing revised earnings results for its fiscal first quarter ended March 28, 2010. A copy of the press release is being furnished as Exhibit 99.1. The information contained in this report on Form 8-K, including Exhibit 99.1, is being furnished for informational purposes only and shall not be deemed “filed” for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. Registration statements or other documents filed with the SEC shall not incorporate Exhibit 99.1 or any other information set forth in this report on Form 8-K by reference, except as otherwise expressly stated in such filing.

Item 9.01 Financial Statements and Exhibits

Exhibit 99.1 Press Release issued by Ruth’s Hospitality Group, Inc., dated May 7, 2010.

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.
Date: May 7, 2010	By:	/S/    BRIAN M. JUDGE
		Brian M. Judge
		Vice President and Controller

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release issued by Ruth’s Hospitality Group, Inc., dated May 7, 2010.

2

EX-99.1

Exhibit 99.1

	Contacts: Media Alecia Pulman (646) 277-1220 apulman@icrinc.com
For Immediate Release
	Investor Relations
	Tom Ryan (203) 682-8200
	tryan@icrinc.com
	Raphael Gross (203) 682-8200
	rgross@icrinc.com

Ruth’s Hospitality Group, Inc. Revises First Quarter 2010 Financial Results

HEATHROW, Fla.—(BUSINESS WIRE)—May 7, 2010—Ruth’s Hospitality Group, Inc. (NASDAQ: RUTH) today reported a revision to its unaudited financial results for the first quarter ended March 28, 2010. The Company updated its earnings release dated April 30, 2010 to include a pre-tax $0.6 million reduction to interest expense which increased net income available to preferred and common shareholders to $6.5 million for the period. This change is related to the treatment of deferred financing costs associated with the Company’s recent debt amendment.

The Company has filed its Form 10-Q with the Securities and Exchange Commission today.

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 150 Company- and franchisee-owned locations worldwide, Ruth’s Hospitality Group, Inc. 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, Inc., please visit www.rhgi.com.

RUTH’S HOSPITALITY GROUP, INC

Consolidated Statements of Income - Unaudited

(dollar amounts in thousands, except share and per share data)

	13 Weeks Ending
	March 29, 2009			March 28, 2010
Revenues:
Restaurant sales	$	91,419		$	91,166
Franchise income		2,704			2,929
Other operating income		605			614
Total revenues		94,728			94,709
Costs and expenses:
Food and beverage costs		27,528			26,749
Restaurant operating expenses		47,699			46,780
Marketing and advertising		2,818			2,524
General and administrative costs		5,536			5,566
Depreciation and amortization expenses		4,095			3,887
Pre-opening costs		16			4
Loss on impairment		136			—
Restructuring benefit		—			(562	)
Loss on the disposal of property and equipment, net		8			—
Operating income		6,892			9,761
Other income (expense):
Interest expense		(2,284	)		(1,330	)
Other		152			(100	)
Income from continuing operations before income tax		4,760			8,331
Income tax expense		962			1,407
Income from continuing operations		3,798			6,924
Discontinued operations, net of income tax benefit		53			165
Net income	$	3,745		$	6,759
Preferred stock dividends		—			308
Net income available to preferred and common shareholders	$	3,745		$	6,451
Basic earnings per share:
Continuing operations	$	0.16		$	0.20
Discontinued operations		—			—
Basic earnings per share	$	0.16		$	0.20
Diluted earnings per share:
Continuing operations	$	0.16		$	0.20
Discontinued operations		—			—
Diluted earnings per share	$	0.16		$	0.20
Shares used in computing net income per common share:
Basic		23,484,200			28,156,360
Diluted		23,558,433			32,502,898

RUTH’S HOSPITALITY GROUP, INC

Selected Balance Sheet Data - Unaudited

(dollar amounts in thousands)

	December 27, 2009	March 28, 2010
Cash and cash equivalents	1,681	4,289
Total assets	254,415	254,481
Long-term debt	125,500	74,000
Total shareholders’ equity	41,765	71,839