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):	July 31, 2007

THE MARCUS CORPORATION

(Exact name of registrant as specified in its charter)

Wisconsin	1-12604	39-1139844
(State or other	(Commission File	(IRS Employer
jurisdiction of	Number)	Identification No.)
incorporation)

100 East Wisconsin Avenue, Suite 1900, Milwaukee, Wisconsin 53202-4125

(Address of principal executive offices, including zip code)

(414) 905-1000

(Registrant’s telephone number, including area code)

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 2.02. Results of Operations and Financial Condition.

        On July 31, 2007, The Marcus Corporation issued a press release announcing its financial results for its fourth quarter and year ended May 31, 2007. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(a) Not applicable.

(b) Not applicable.

(c) Not applicable.

(d) Exhibits. The following exhibit is being furnished herewith:

(99.1) Press Release of The Marcus Corporation, dated July 31, 2007, regarding its financial results for its fourth quarter and year ended May 31, 2007.

-1-

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.

	THE MARCUS CORPORATION
Date:  July 31, 2007	By:  /s/ Douglas A. Neis
	Douglas A. Neis
	Chief Financial Officer and Treasurer

-2-

THE MARCUS CORPORATION

Exhibit Index to Current Report on Form 8-K

Exhibit
Number

(99.1) Press Release of The Marcus Corporation, dated July 31, 2007, regarding its financial results for its fourth quarter and year ended May 31, 2007.

-3-

EX-99.1

THE MARCUS CORPORATION REPORTS INCREASED FOURTH QUARTER
AND FISCAL 2007 RESULTS
Earnings from continuing operations up 51% for year; Both divisions contribute to improvement

Milwaukee, Wis., July 31, 2007…..The Marcus Corporation (NYSE: MCS) today reported increased revenues and earnings from continuing operations for the fourth quarter and fiscal year ended May 31, 2007.

Fourth Quarter Fiscal 2007 Highlights

• Total revenues for the fourth quarter of fiscal 2007 were $92,201,000, a 37.2% increase from revenues of $67,223,000 for the fourth quarter of the prior year.

• Earnings from continuing operations increased 162.3% to $5,702,000 or $0.19 per diluted common share, from earnings from continuing operations of $2,174,000 or $0.07 per diluted common share for the comparable prior period.

• Net earnings were $5,471,000 or $0.18 per diluted common share for the fourth quarter of fiscal 2007, an 81.5% increase from net earnings of $3,015,000 or $0.10 per diluted common share for the fourth quarter of the prior year.

• Operating income was $9,637,000 for the fourth quarter of fiscal 2007, a 35.4% increase from operating income of $7,117,000 for the comparable prior period. Operating income for the fourth quarter of fiscal 2007 includes approximately $3,500,000 in preopening expenses and start-up losses for recently opened hotels and theatres, and hotel renovations.

• Last year’s fourth quarter net earnings included $841,000 of earnings from discontinued operations, net of income taxes, consisting primarily of additional gains on the sale of the company’s discontinued limited-service lodging division. Results from the company’s former limited-service lodging division, Miramonte Resort and vacation ownership development have been classified as discontinued operations in accordance with current accounting pronouncements.

-more-

Page 2

Fiscal 2007 Highlights

• Total revenues were $327,631,000 for fiscal 2007, a 13.3% increase from revenues of $289,244,000 for fiscal 2006.

• Earnings from continuing operations were $33,927,000 or $1.10 per diluted common share for fiscal 2007, a 51.0% increase from earnings from continuing operations of $22,468,000 or $0.73 per diluted common share for fiscal 2006.

• Net earnings were $33,297,000 or $1.08 per diluted common share for fiscal 2007, a 17.8% increase from earnings of $28,271,000 or $0.91 per diluted common share for fiscal 2006.

• Operating income was $41,139,000 for fiscal 2007, a 4.0% increase from operating income of $39,540,000 for fiscal 2006. Operating income for fiscal 2007 includes approximately $7,800,000 in preopening expenses and start-up losses for recently opened hotels and theatres, and hotel renovations.

“We continued to build momentum in fiscal 2007, with both divisions making a solid contribution to our increased revenues and earnings from continuing operations,” said Stephen H. Marcus, chairman and chief executive officer of The Marcus Corporation.

Marcus noted that results for the fourth quarter and fiscal 2007 benefited from an additional week, which included the busy Memorial Day holiday weekend, and a lower effective income tax rate. Results for fiscal 2007 also included gains on the sale of properties including condominium units at the Platinum Hotel & Spa and a former theatre in Brookfield, Wis.

Marcus Theatres^®

“Marcus Theatres had a very strong fiscal 2007 fourth quarter, with a 36% increase in revenues and a 47% increase in operating income. This strong finish to the year was the result of an exceptional slate of movies, the additional week of operations and 122 additional screens acquired during the quarter,” said Marcus.

“The five top-performing movies for Marcus Theatres in fiscal 2007 were Pirates of the Caribbean: Dead Man’s Chest, Spider-Man 3, Night at the Museum, Shrek the Third and Cars. Two of these hits, Spider-Man 3 and Shrek the Third opened in the fourth quarter, along with the latest Pirates film, Pirates of the Caribbean: At World’s End,” said Marcus.

“In addition to the strong movie slate, Marcus Theatres’ results for the fourth quarter of fiscal 2007 also benefited from six weeks of revenues from the addition of 122 screens at 11 locations that we acquired on April 19 from

-more-

Page 3

Cinema Entertainment Corporation for $75.7 million. The integration of these theatres into our existing circuit went very smoothly and as anticipated, the new theatres were accretive to both revenues and earnings in the fourth quarter,” Marcus said.

He said a highlight of the quarter and the fiscal year was the May 2007 opening of the Marcus Majestic Cinema in Brookfield, Wis. The Majestic is a complete entertainment destination, with traditional movie screens including two signature UltraScreens^®, a pizza parlor, ice cream and coffee shop, and the AT&T Palladium offering hit movies, comedy shows and other live entertainment in a cabaret-style setting with tableside food and beverage service. “The Majestic puts us at the leading edge in developing the movie-theatre experience of the future. The performance of this one-of-a-kind new theatre has exceeded our expectations for the initial opening period,” said Marcus.

“At this point in the summer, our theatre box office at comparable theatres is about even with last year, except that last year included the Memorial Day weekend, which we don’t have this year. The newly acquired theatres continue to perform as expected. Early summer films such as Ocean’s 13, Knocked Up, Fantastic Four: Rise of the Silver Surfer, Live Free or Die Hard, Ratatouille and Transformers opened well and Harry Potter and the Order of the Phoenix and The Simpsons Movie had blockbuster openings in July. We are hopeful that the remaining films of the summer, including The Bourne Ultimatum and Rush Hour 3, will result in a strong ending to our first quarter of fiscal 2008,” Marcus added.

Marcus Hotels and Resorts

“In fiscal 2007, Marcus Hotels and Resorts added one new company-owned property and six new management contracts with a total of nearly 1,600 rooms. The new properties, along with the continued improvement in business travel, contributed to the division’s 38% increase in revenues in the fourth quarter and 20% increase for the year,” said Marcus. Revenue per available room, or RevPAR, for comparable company-owned properties increased 5.2% in fiscal 2007, due primarily to increases in the average daily rate.

The division’s fiscal 2007 operating income was reduced by approximately $7.0 million in start-up operating losses, including $4.5 million in preopening expenses, primarily related to the Skirvin Hilton in Oklahoma City, The Platinum condominium hotel project in Las Vegas and the rebranding of the InterContinental Milwaukee hotel. “While these expenses had a short-term impact on operating results, we believe these properties will contribute to our continued growth over the long term,” said Marcus.

-more-

Page 4

A new company-owned property added during the year is the exquisitely restored Skirvin Hilton in Oklahoma City, the company’s fifth historic hotel under management. Management contracts signed during the fiscal year include Brynwood Country Club in Milwaukee, Resort Suites in Scottsdale, Ariz. and the Sheraton Clayton Plaza hotel in St. Louis. The company has a minority equity interest in two additional new management contracts, for the Sheraton Madison Hotel in Madison, Wis. and the Westin Columbus, in Columbus, Ohio. In addition, Marcus Hotels and Resorts co-developed and currently owns 100% of the public space and is managing the Platinum Hotel & Spa in Las Vegas. An additional management contract for an under-construction Hilton hotel in Bloomington, Minn. was also signed during the fiscal year.

“We made excellent progress on our strategy to increase our number of rooms under management in fiscal 2007. With more than 5,000 rooms currently under management, we expect to reach our previously stated goal of 6,000 rooms within the next 12 to 18 months. Several of our new management contracts are with affiliates of leading real estate equity companies including Goldman Sachs, Chicago-based Waterton Commercial LLC and W.P. Carey & Co., LLC. We believe these strategic relationships have the potential to generate additional growth opportunities for us in the future,” said Marcus.

“The summer is off to a good start, with strong advanced bookings. This trend, along with the continued improvement in business travel, relatively low supply growth and a strong pipeline of potential opportunities, all contribute to the positive outlook for this business,” said Marcus.

Summary

“In fiscal 2007, we executed on our strategies to grow both of our core businesses. We delivered strong financial performance and continued to invest in maintaining and enhancing our existing assets. We also delivered on our commitment to build value for our shareholders. We increased the regular quarterly cash dividend by 13% and repurchased a total of 411,000 shares of our common stock under an existing board authorization. With this strong foundation, we believe we are well positioned to continue our growth in fiscal 2008 and beyond,” said Marcus.

Conference Call and Webcast

Marcus Corporation management will host a conference call today, July 31, 2007, at 3:00 p.m. Central/4:00 p.m. Eastern time to discuss the fourth quarter results. Interested parties can listen to the call live on the Internet through the investor relations section of the company’s Web site: www.marcuscorp.com, or by dialing 1-617-614-3945. Listeners should dial in to the call at least 5 — 10 minutes prior to the start of the call or should go to the Web site at least 15 minutes prior to the call to download and install any necessary audio software. The call will be available for

-more-

Page 5

telephone replay through Tuesday, August 7, 2007 by dialing 1-888-286-8010 and entering the passcode 17810144. The Webcast of the conference call will be archived on the company’s Web site until the next earnings release.

About The Marcus Corporation

Headquartered in Milwaukee, Wis., The Marcus Corporation is a leader in the lodging and entertainment industries. The Marcus Corporation’s movie theatre division, Marcus Theatres^®, currently owns or manages 608 screens at 50 locations in Wisconsin, Illinois, Minnesota, Ohio, North Dakota and Iowa, and one family entertainment center in Wisconsin. The company’s lodging division, Marcus Hotels and Resorts, owns or manages 20 hotels, resorts and other properties in 10 states, with one additional property under development. For more information, visit the company’s Web site at www.marcuscorp.com.

Certain matters discussed in this press release are “forward-looking statements” intended to qualify for the safe harbors from liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements may generally be identified as such because the context of such statements will include words such as we “believe,” “anticipate,” “expect” or words of similar import. Similarly, statements that describe our future plans, objectives or goals are also forward-looking statements. Such forward-looking statements are subject to certain risks and uncertainties that could cause results to differ materially from those expected, including, but not limited to, the following: (1) the availability, in terms of both quantity and audience appeal, of motion pictures for our theatre division, as well as other industry dynamics such as the maintenance of a suitable window between the date such motion pictures are released in theatres and the date they are released to other distribution channels; (2) the effects of increasing depreciation expenses and pre-opening and start-up costs due to the capital intensive nature of our businesses; (3) the effects of adverse economic conditions in our markets, particularly with respect to our hotels and resorts division; (4) the effects of adverse weather conditions, particularly during the winter in the Midwest and in our other markets; (5) the effects on our occupancy and room rates from the relative industry supply of available rooms at comparable lodging facilities in our markets; (6) the effects of competitive conditions in our markets; (7) our ability to identify properties to acquire, develop and/or manage and continuing availability of funds for such development; (8) the adverse impact on business and consumer spending on travel, leisure and entertainment resulting from terrorist attacks in the United States, the United States’ responses thereto and subsequent hostilities; and (9) the successful integration of the Cinema Entertainment Corporation theatres into our theatre circuit. Shareholders, potential investors and other readers are urged to consider these factors carefully in evaluating the forward-looking statements and are cautioned not to place undue reliance on such forward-looking statements. The forward-looking statements made herein are made only as of the date of this press release and we undertake no obligation to publicly update such forward-looking statements to reflect subsequent events or circumstances.

-more-

Page 6

THE MARCUS CORPORATION
Consolidated Statements of Earnings (Unaudited)
(in thousands, except per share data)

	14 Weeks Ended May 31, 2007			13 Weeks Ended May 25, 2006			53 Weeks Ended May 31, 2007			52 Weeks Ended May 25, 2006
Revenues:
Rooms and telephone	$	23,887		$	19,110		$	88,369		$	75,871
Theatre admissions		27,037			20,195			98,184			93,429
Theatre concessions		13,497			10,204			48,879			45,496
Food and beverage		14,598			9,802			49,322			41,162
Other revenues		13,182			7,912			42,877			33,286
Total revenues		92,201			67,223			327,631			289,244
Costs and expenses:
Rooms and telephone		9,371			7,129			32,949			27,852
Theatre operations		23,480			16,315			81,085			73,527
Theatre concessions		2,995			2,189			10,853			9,672
Food and beverage		11,679			7,455			38,505			31,461
Advertising and marketing		5,425			4,070			19,608			16,446
Administrative		10,358			6,516			34,464			29,001
Depreciation and amortization		7,308			6,585			26,913			26,131
Rent		940			899			3,413			3,630
Property taxes		2,127			2,641			9,473			10,395
Preopening expenses		2,077			399			5,293			805
Other operating expenses		6,804			5,908			23,936			20,784
Total costs and expenses		82,564			60,106			286,492			249,704
Operating income		9,637			7,117			41,139			39,540
Other income (expense):
Investment income		926			1,031			3,110			7,863
Interest expense		(4,085	)		(3,389	)		(13,921	)		(14,397	)
Gain (loss) on disposition of property,
equipment and other assets		453			(1,582	)		14,541			1,749
Equity earnings (losses) from
unconsolidated joint ventures		9			(742	)		(1,366	)		(1,868	)
		(2,697	)		(4,682	)		2,364			(6,653	)
Earnings from continuing operations
before income taxes		6,940			2,435			43,503			32,887
Income taxes		1,238			261			9,576			10,419
Earnings from continuing operations		5,702			2,174			33,927			22,468
Discontinued operations:
Loss from discontinued operations,
net of income taxes		(110	)		(846	)		(515	)		(1,905	)
Gain (loss) on sale of discontinued
operations, net of income taxes		(121	)		1,687			(115	)		7,708
		(231	)		841			(630	)		5,803
Net earnings	$	5,471		$	3,015		$	33,297		$	28,271
Earnings per common share - diluted:
Continuing operations	$	0.19		$	0.07		$	1.10		$	0.73
Discontinued operations		(0.01	)		0.03			(0.02	)		0.18
Net earnings per common share	$	0.18		$	0.10		$	1.08		$	0.91
Weighted average shares outstanding -
diluted:		30,791			31,077			30,807			30,939

-more-

Page 7

THE MARCUS CORPORATION
Condensed Consolidated Balance Sheets
(in thousands)

	(Unaudited) May 31, 2007		(Audited) May 25, 2006
Assets:
Cash and cash equivalents	$	12,018	$	34,528
Cash held by intermediaries		5,749		1,752
Accounts and notes receivable		19,956		17,691
Refundable income taxes		5,604		216
Deferred income taxes		7,714		5,898
Condominium units held for sale		7,320		--
Other current assets		6,340		11,273
Assets of discontinued operations		975		7,545
Property and equipment - net		559,785		450,529
Other assets		79,245		57,802
Total Assets	$	704,706	$	587,234
Liabilities and Shareholders’ Equity:
Accounts and notes payable	$	24,481	$	19,899
Taxes other than income taxes		11,215		11,064
Other current liabilities		31,466		22,581
Current maturities of long-term debt		57,250		53,402
Liabilities of discontinued operations		2,731		1,998
Long-term debt		199,425		123,110
Deferred income taxes		35,699		27,946
Deferred compensation and other		22,930		25,911
Shareholders' equity		319,509		301,323
Total Liabilities and Shareholders’ Equity	$	704,706	$	587,234

THE MARCUS CORPORATION
Business Segment Information (Unaudited)
(in thousands)

	Theatres		Hotels/ Resorts		Corporate Items			Continuing Operations Total		Discontinued Operations			Total
14 Weeks Ended May 31, 2007
Revenues	$	43,908	$	47,965	$	328		$	92,201	$	125		$	92,326
Operating income (loss)		9,272		2,876		(2,511	)		9,637		(239	)		9,398
Depreciation and amortization		3,111		4,032		165			7,308		--			7,308
13 Weeks Ended May 25, 2006
Revenues	$	32,181	$	34,707	$	335		$	67,223	$	526		$	67,749
Operating income (loss)		6,300		3,101		(2,284	)		7,117		(1,187	)		5,930
Depreciation and amortization		3,018		3,285		282			6,585		18			6,603
53 Weeks Ended May 31, 2007
Revenues	$	156,451	$	169,942	$	1,238		$	327,631	$	4,060		$	331,691
Operating income (loss)		34,561		15,792		(9,214	)		41,139		(224	)		40,915
Depreciation and amortization		11,826		14,336		751			26,913		12			26,925
52 Weeks Ended May 25, 2006
Revenues	$	145,990	$	141,917	$	1,337		$	289,244	$	5,358		$	294,602
Operating income (loss)		32,481		15,613		(8,554	)		39,540		(2,859	)		36,681
Depreciation and amortization		12,372		12,632		1,127			26,131		143			26,274

Corporate items include amounts not allocable to the business segments. Corporate revenues consist principally of rent and the corporate operating loss includes general corporate expenses. Corporate information technology costs and accounting shared services costs are allocated to the business segments based upon several factors, including actual usage and segment revenues.

#  #  #