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: January 15, 1999
                       (Date of earliest event reported)


                             NATHAN'S FAMOUS, INC.
             (Exact Name of Registrant as Specified in its Charter)





      Delaware                     1-3189                        11-3166443
(State of Incorporation)         (Commission                  (I.R.S. Employer
                                 File Number)                Identification No.)


1400 Old Country Road, Westbury, New York                          11590
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(Address of Principal Executive Offices)                         (Zip Code)


Registrant's telephone number including area code             (516) 338-8500
                                                               -------------



- --------------------------------------------------------------------------------
(Former name or former address, if changed since last report.)

ITEM 2.   Acquisition or Disposition of Assets
          ------------------------------------
 1. (a) On January 15, 1999, the Registrant,  Miami Subs Corporation ("MSC") and
Miami  Acquisition  Corp.  ("Acquisition"),  a  wholly-owned  subsidiary  of the
Registrant entered into an Agreement and Plan of Merger (the "Merger Agreement")
pursuant to which Acquisition will merge with and into MSC and MSC will become a
wholly-owned subsidiary of the Registrant (the "Merger").  Pursuant to the terms
of the Merger Agreement,  the shareholders of MSC will receive for each share of
Common Stock of MSC (a) a fraction of a share of common stock of Nathan's having
a market price of $2.068 per share at closing;  provided that Nathan's shall not
be required to issue more than one share of its common stock for each two shares
of common stock of MSC; and (b) warrants to acquire  Nathan's common stock at an
exercise  price of $6.00  per  share at the rate of one  warrant  for each  four
shares of Nathan's common stock received by MSC's shareholders in the Merger.

      (b) MSC's  facilities are used by it in the operation of its  restaurants,
and the Registrant  expects to continue such operations,  including under leases
thereof.

ITEM 7. Financial Statements, Pro Forma Financial
        Information and Exhibits
        -----------------------------------------  
      (a) Financial Statements of Business Acquired.  Since it is impractical to
provide the required  financial  statements at this time,  the Company will file
the required financial statements on Form 8-K/A as soon as practicable,  but not
later than sixty days after the required filing date of this report.

      (b) Pro forma  Financial  Information.  Any required  pro forma  financial
information  will  also be filed on Form  8-K/A  within  sixty  days  after  the
required filing date of this report.

      (c)  Exhibits.

     (1)  Agreement and Plan of Merger dated as of January 15, 1999 by and among
Nathan's  Famous,  Inc.,  Miami Subs  Corporation  and Miami  Acquisition  Corp.
(incorporated by reference to Registrant's Schedule 13D dated January 15, 1999).

                                    SIGNATURE
                                    ---------
  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 thereunto duly authorized.

                                   Nathan's Famous, Inc.



                                   By:  /s/ Wayne Norbitz
                                       --------------------------------- 
                                   Wayne Norbitz
                                   President and Chief Operating Officer

Date: January 29,1999