EXHIBIT 99.4

                            VICORP RESTAURANTS, INC.

                                OFFER TO EXCHANGE
                         10 1/2% SENIOR NOTES DUE 2011,
                        WHICH HAVE BEEN REGISTERED UNDER
                     THE SECURITIES ACT OF 1933, AS AMENDED,
                         FOR ALL ISSUED AND OUTSTANDING
                          10 1/2% SENIOR NOTES DUE 2011

To: Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees:

      VICORP Restaurants, Inc., a Delaware corporation ("VICORP Restaurants"),
is offering, subject to the terms and conditions set forth in its Prospectus,
dated            , 2004 (the "Prospectus"), relating to the offer (the "Exchange
Offer") of VICORP Restaurants to exchange an aggregate principal amount of up to
$126,530,000 of its 10 1/2% Senior Notes due 2011 (the "Exchange Notes"), which
have been registered under the Securities Act of 1933, as amended (the
"Securities Act"), for a like principal amount of its issued and outstanding 10
1/2% Senior Notes due 2011 (the "Original Notes"). The Original Notes were
issued on April 14, 2004 in an offering under Rule 144A of the Securities Act
that was not registered under the Securities Act. The Exchange Offer is being
extended to all holders of the Original Notes in order to satisfy certain
obligations of VICORP Restaurants contained in the Registration Rights
Agreement, dated as of April 14, 2004, by and among VICORP Restaurants, the
Guarantors (as such term is defined therein), J. P. Morgan Securities, Inc. and
CIBC World Markets Corp. The Exchange Notes are substantially identical to the
Original Notes, except that the transfer restrictions and registration rights
applicable to the Original Notes do not apply to the Exchange Notes.

      We are requesting that you contact your clients for whom you hold Original
Notes regarding the Exchange Offer. For your information and for forwarding to
your clients for whom you hold Original Notes registered in your name or in the
name of your nominee; or who hold Original Notes registered in their own names,
we are enclosing the following documents:

            1. Prospectus dated  _______________, 2004;

            2. The Letter of Transmittal for your use and for the information of
      your clients;

            3. A Notice of Guaranteed Delivery to be used to accept the Exchange
      Offer if: (a) certificates for the Original Notes are not immediately
      available, (b) time will not permit the certificates for the Original
      Notes or other required documents to reach the Exchange Agent before the
      expiration of the Exchange Offer or (c) the procedure for book-entry
      transfer cannot be completed prior to the expiration of the Exchange
      Offer;

            4. A form of letter that may be sent to your clients for whose
      account you hold Original Notes registered in your name or the name of
      your nominee, with space provided for obtaining the clients' instructions
      with respect to the Exchange Offer;

            5. Guidelines for Certification of Taxpayer Identification Number on
      Substitute Form W-9; and

            6. Return envelopes addressed to Wells Fargo Bank, National
      Association, the Exchange Agent for the Exchange Offer.

      Your prompt action is requested. The Exchange Offer will expire at 5:00
P.M., New York City time, on ___________, 2004, unless the Exchange Offer is
extended (as it may be extended, the "Expiration Date"). Original Notes tendered
pursuant to the Exchange Offer may be withdrawn at any time before the
Expiration Date.




      Unless a holder of Original Notes complies with the procedures described
in the Prospectus under the caption "The exchange offer - Guaranteed delivery
procedures," the holder must do one of the following on or prior to the
Expiration Date to participate in the Exchange Offer:

      o     tender the Original Notes by sending the certificates for the
            Original Notes, in proper form for transfer, a properly completed
            and duly executed Letter of Transmittal, with any required signature
            guarantees, and all other documents required by the Letter of
            Transmittal, to Wells Fargo Bank, National Association, as Exchange
            Agent, at one of the addresses listed in the Prospectus under the
            caption "Exchange Agent"; or

      o     tender the Original Notes by using the book-entry procedures
            described in the Prospectus under the caption "The exchange offer -
            Book-entry transfer" and transmitting a properly completed and duly
            executed Letter of Transmittal, with any required signature
            guarantees, or an agent's message instead of the Letter of
            Transmittal, to the Exchange Agent.

      In order for a book-entry transfer to constitute a valid tender of
Original Notes in the Exchange Offer, the Exchange Agent must receive a
confirmation of book-entry transfer (a "Book-Entry Confirmation") of the
Original Notes into the Exchange Agent's account at The Depository Trust Company
prior to the Expiration Date. The term "agent's message" means a message,
transmitted by The Depository Trust Company and received by the Exchange Agent
and forming a part of the Book-Entry Confirmation, which states that The
Depository Trust Company has received an express acknowledgment from the
tendering holder of Original Notes that the holder has received and has agreed
to be bound by the Letter of transmittal.

      If a registered holder of Original Notes wishes to tender the Original
Notes in the Exchange Offer, but (a) the certificates for the Original Notes are
not immediately available, (b) time will not permit the certificates for the
Original Notes or other required documents to reach the Exchange Agent before
the Expiration Date, or (c) the procedure for book-entry transfer cannot be
completed before the Expiration Date, a tender of Original Notes may be effected
by following the Guaranteed Delivery Procedures described in the Prospectus
under the caption "The exchange offer--Guaranteed delivery procedures."

      VICORP Restaurants will, upon request, reimburse brokers, dealers,
commercial banks, trust companies and other nominees for reasonable and
necessary costs and expenses incurred by them in forwarding the Prospectus and
the related documents to the beneficial owners of Original Notes held by them as
nominee or in a fiduciary capacity. VICORP Restaurants will pay or cause to be
paid all stock transfer taxes applicable to the exchange of Original Notes in
the Exchange Offer, except as set forth in Instruction 13 of the Letter of
Transmittal.

      Any inquiries you may have with respect to the Exchange Offer, or requests
for additional copies of the enclosed materials, should be directed to Wells
Fargo Bank, National Association, the Exchange Agent for the Exchange Offer, at
its address and telephone number set forth on the front of the Letter of
Transmittal.

                                                        Very truly yours,

                                                        VICORP RESTAURANTS, INC.

      NOTHING HEREIN OR IN THE ENCLOSED DOCUMENTS SHALL CONSTITUTE YOU OR ANY
PERSON AS AN AGENT OF VICORP RESTAURANTS, INC. OR THE EXCHANGE AGENT, OR
AUTHORIZE YOU OR ANY OTHER PERSON TO USE ANY DOCUMENT OR MAKE ANY STATEMENTS ON
BEHALF OF EITHER OF THEM WITH RESPECT TO THE EXCHANGE OFFER, EXCEPT FOR
STATEMENTS EXPRESSLY MADE IN THE PROSPECTUS OR THE LETTER OF TRANSMITTAL.

Enclosures


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