CORRESP 13 filename13.htm SEC Response Letter

April 24, 2012

Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

 

Attention: J. Nolan McWilliams
   Loan Lauren P. Nguyen

 

Re: Fiesta Restaurant Group, Inc.

Registration Statement on Form 10

File No. 001-35373                          

Ladies and Gentlemen:

Fiesta Restaurant Group, Inc. (the “Company”) hereby requests that its Registration Statement on Form 10 (File No. 001-35373) filed with the Securities and Exchange Commission (the “Commission”) be declared effective by the Commission on or prior to April 25, 2012.

The Company acknowledges that should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing. The Company acknowledges that the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing, and the Company represents that it will not assert the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

 

Very truly yours,

FIESTA RESTAURANT GROUP, INC.

/s/ Joseph A. Zirkman                                

Joseph A. Zirkman

Vice President, General Counsel and Secretary