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): June 7, 2006

                             TRIARC COMPANIES, INC.
                --------------------------------------------------
              (Exact name of registrant as specified in its charter)


   DELAWARE                       1-2207                    38-0471180
   -----------------              --------------            --------------
   (State or Other               (Commission                (I.R.S. Employer
   Jurisdiction of               File Number)               Identification No.)
   Incorporation)

   280 Park Avenue
   New York, NY                                             10017
   ----------------------------------------------------------------------------
   (Address of principal executive offices)                 (Zip Code)

   Registrant's telephone number, including area code:   (212) 451-3000

                                  N/A
   ----------------------------------------------------------------------------
   (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 1.01.   Entry into a Material Definitive Agreement.

     On June 7, 2006, the  stockholders  of Triarc  Companies,  Inc.  ("Triarc")
approved an amendment (the  "Amendment")  to Triarc's  Amended and Restated 2002
Equity  Participation  Plan (the "Plan").  The  Amendment  reduced the number of
shares of Triarc's  Class A Common Stock that are  available for grant under the
Plan by 3,000,000 and increased the number of shares of Triarc's  Class B Common
Stock, Series 1 that are available for grant under the Plan by the same amount.

     A copy of the  Amendment  is being  filed as Exhibit  10.1 to this  Current
Report on Form 8-K.

Item 9.01.   Financial Statements and Exhibits.

(d)          Exhibits

10.1 -       Amendment No. 1 to Triarc Companies, Inc. Amended and Restated
             2002 Equity Participation Plan.

99.1 -       Press release of Triarc Companies, Inc. dated June 7, 2006.


                                   SIGNATURES

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


                                      TRIARC COMPANIES, INC.



                                      By: /s/STUART ROSEN
                                          -------------------
                                          Stuart I. Rosen
                                          Senior Vice President
                                             and Secretary

Dated: June 7, 2006





                               EXHIBIT INDEX

Exhibit
No.               Description
- -------           -----------

10.1    Amendment No. 1 to Triarc Companies, Inc. Amended and Restated 2002
           Equity Participation Plan.

99.1    Press release of Triarc Companies, Inc. dated June 7, 2006.

EX-10.1

                                                                   Exhibit 10.1



                     AMENDMENT NO.1 TO TRIARC COMPANIES, INC.
               AMENDED AND RESTATED 2002 EQUITY PARTICIPATION PLAN

     The Triarc Companies,  Inc. Amended and Restated 2002 Equity  Participation
Plan (the "Plan") is hereby amended as follows,  to be effective as of April 13,
2006,  subject to approval of this  Amendment No. 1 by the holders of a majority
of the votes cast on a  proposal  to approve  this  Amendment  No. 1 at the next
Annual Meeting of Stockholders of Triarc Companies, Inc., currently scheduled to
be held on June 7, 2006,  provided  that the total  votes  cast on the  proposal
represent  over  50% in  interest  of all  securities  entitled  to  vote on the
proposal:

     1. The first  paragraph  of Section 3 of the Plan is hereby  deleted in its
entirety and the following is substituted in lieu thereof:

          "3. Shares Subject to the Plan. The Shares to be transferred
     or sold pursuant to the grant of Restricted Shares, settlement of
     Restricted Share Units or the exercise of Options or SARs granted
     under the Plan or  pursuant  to the  election  by a  Director  to
     receive  all or a portion of their  annual  retainer  fees and/or
     board of directors or committee  meeting  attendance fees, if any
     ("Fees"), in Shares shall be authorized Shares, and may be issued
     Shares  reacquired by the Company and held in its treasury or may
     be authorized but unissued  Shares.  Subject to the provisions of
     Section  23 hereof  (relating  to  adjustments  in the number and
     classes or series of Capital  Stock to be  delivered  pursuant to
     the Plan),  the maximum  aggregate number of Shares to be granted
     as Restricted  Shares, in respect of which Restricted Share Units
     may be granted,  or to be delivered on the exercise of Options or
     SARs or upon a  Director's  election  to  receive  Fees in Shares
     shall be  15,000,000,  2,000,000  of which shall be shares of the
     Company's  Class A Common  Stock,  par value $0.10 per share (the
     "Class A Common Stock"),  and 13,000,000 of which shall be shares
     of the Company's Class B Common Stock,  Series 1, par value $0.10
     per share (the  "Class B Common  Stock"  and,  together  with the
     Class A Common Stock, the "Common Stock")."

     2. Except for the foregoing  amendment set forth in paragraph 1 above,  all
of the terms and conditions of the Plan shall remain in full force and effect.

EX-99.1

                                                                   Exhibit 99.1



                          Triarc Companies, Inc.
                             280 Park Avenue
                            New York, NY 10017


                                                          For Immediate Release


CONTACT:  Anne A. Tarbell
          (212) 451-3030
          www.triarc.com

                    TRIARC HOLDS 2006 ANNUAL MEETING

New York, NY, June 7, 2006 - Triarc Companies, Inc. (NYSE: TRY; TRY.B) announced
today that at the Company's  annual meeting,  stockholders  re-elected  Triarc's
twelve  (12)  directors,  approved an  amendment  to the  Company's  Amended and
Restated 2002 Equity Participation Plan and ratified the appointment of Deloitte
& Touche LLP as the Company's independent registered public accountants.

     The following  twelve  directors were  re-elected:  Nelson Peltz,  Triarc's
chairman and chief executive officer; Peter W. May, Triarc's president and chief
operating officer;  Hugh L. Carey,  former governor of the State of New York and
member of Congress,  and currently a partner of Harris Beach LLP;  Clive Chajet,
chairman  of  Chajet  Consultancy,  L.L.C.;  Edward  P.  Garden,  Triarc's  vice
chairman;  Joseph A. Levato, former executive vice president and chief financial
officer of Triarc;  Gregory H. Sachs,  chairman and chief  executive  officer of
Deerfield  &  Company  LLC;  David E.  Schwab  II, a senior  counsel  of  Cowan,
Liebowitz  & Latman,  P.C.;  Raymond S.  Troubh,  a financial  consultant  and a
director of various  public  companies;  Gerald Tsai,  Jr., a private  investor;
Russell V. Umphenour,  Jr., former chief executive officer of the RTM Restaurant
Group; and Jack L. Wasserman, attorney-at-law.

     Triarc is a holding company and, through its  subsidiaries,  the franchisor
of the Arby's(R)  restaurant system,  which is comprised of approximately  3,500
restaurants.  Of these  restaurants,  more than 1,000 are owned and  operated by
subsidiaries of Triarc.  Triarc also owns an approximate 64% capital interest, a
profits interest of at least 52% and  approximately  94% of the voting interests
in Deerfield & Company LLC, a Chicago-based alternative asset manager offering a
diverse range of fixed income and  credit-related  strategies  to  institutional
investors with approximately $12.4 billion under management as of April 2, 2006.

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