8-K

                       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): June 5, 1997
                         (May 23, 1997)
    
    
                         HUDSON'S GRILL OF AMERICA, INC.
              (Exact name of Registrant as specified in its Charter)     
    
                                  California
                 (State or other jurisdiction of incorporation)
    
    
                                   0-13642
                        (Commission or File Number)
    
    
                                 95-3477313
                    (IRS Employer Identification Number)
    
    
              16970 Dallas Parkway, Suite 402, Dallas, Texas 75248
                  (Address of Principal Executive Offices)
    
    
              Registrant's telephone number, including area code:
                               (972) 931-9743
    
    
    
    
    
    Item 5.  Other Events.
    
    Hudson's Grill of America, Inc. (the "Company"), a California
corporation based in Dallas, Texas, announced that on May 23,
1997, it signed an agreement with Rauscher Pierce Refnes, Inc.
("RPR"), a stock brokerage firm with offices in Dallas, Texas, and
a member of the New York Stock Exchange, Inc., for various
services to be performed by RPR for the Company.  The purpose of
the agreement is for RPR to provide services regarding the raising
of capital for development of Company stores, acquisitions and
working capital, and for RPR to assist in the valuation, structure
and negotiation of any proposed acquisitions.

    The objective of the agreement is to raise up to $5,000,000 by
the private placement of common stock, preferred stock,
subordinated debt and/or equity based securities, and up to
$3,000,000 by the private placement of senior debt securities.  

    The initial term of the agreement is six months.  In
consideration for its efforts to help raise capital and provide
consulting services, the Company agreed to pay RPR a retainer of
$15,000 and to grant warrants to purchase 248,000 shares of the
Company's common stock at $.28 per share.  In addition, RPR will
earn commissions for the successful sale of the Company's
securities, which commissions are a combination of fees (depending
on the type of security sold) and additional warrants (at a rate
of 200,000 for each $1,000,000 worth of securities sold, with a
five year term, and exercisable at 120% of the price (or fair
market value) of the underlying securities sold by RPR).  Various
other fees are payable to RPR in the event it assists the Company
with any acquisition or if the Company decides to pursue the sale
of the Company.

    The Company also announced that at its annual shareholders
meeting held on May 27, 1997, the shareholders approved a change
in the Company's articles of incorporation to authorize the
issuance of up to 5,000,000 shares of preferred stock; elected Mr.
David Osborn and Mr. Thomas Sacco as directors; and appointed Hein
+ Associates as the Company's independent auditors.  The directors
elected Mr.Osborn as President, Mr. Sacco as Senior Vice
President, Ms. Mitzy Ferguson as Secretary, Ms. Jane Taylor as
Treasurer, and Ms. Barbara Amstutz of the Company.


   
    
    Item 7.  Exhibits.
    
         1. Press Release dated June 4, 1997, regarding the
agreement with RPR and the results of the annual shareholders
meeting.

    
    
    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.
    
    Date: June 5, 1997
    
                               HUDSON'S GRILL OF AMERICA, INC.     
                               Registrant
    
    
                                                                   
                               s/s David L. Osborn
                               David L. Osborn
    
    f\sec\970604.O01
    

EX-99

EXHIBIT A

Hudson's Grill of America, Inc.              For Immediate Release 
16970 Dallas Parkway                      Contact: Thomas A. Sacco 
Suite # 402                                Telephone: 972-931-9237 
Dallas, Texas 75248-1928            e-mail: sacco@hudsonsgrill.com 
   
    Hudson's Grill Announces an Agreement to Engage Rauscher
Peirce Refnes to Raise Capital for Hudson's Grill and for Rauscher
Peirce Refnes to Act as the Company's Adviser for Future
Acquisitions; Hudson's Grill Also Announces the Results of its
Annual Shareholder Meeting
    
    Thursday, June 5, 1997
    
    
    Dallas, TX -  Hudson's Grill of America, Inc., announced that
on May 23, 1997, it retained Rauscher Pierce Refnes, a member of
the New York Stock Exchange, to raise capital for Hudson's Grill.
The agreement calls for Rauscher Peirce Refnes to help Hudson's
raise capital by the private placement of stock and debt
securities.  Rauscher Peirce Refnes will also assist Hudson's in
the acquisition of restaurants by providing services concerning
valuation, structuring and negotiating potential acquisitions.  

    Hudson's will pay Rauscher Pierce Refnes $15,000 in fees and
grant warrants as a retainer, and has agreed to pay Rauscher
Peirce Refnes commissions for the successful completion of the
sale of securities or the purchase of an acquisition.  The
commissions will consist of additional cash and/or warrants.

    Mr. David Osborn, President of Hudson's Grill, was delighted
to sign the agreement with Rauscher Pierce Refnes.  "Rauscher
Pierce Refnes has been active as a broker in the Dallas area for a
long time and enjoys a good reputation.  We look forward to a long
term relationship with them."  "Rauscher Pierce Refnes has been
very successful in the Southwest", added Mr. Osborn, "and they
like the Hudson's Grill concept.  We are confident that they can
be a great help to us.  With funds raised by them we will be able
to develop more company restaurants, as well as pursue other
company objectives."

    Hudson's also announced that at its annual shareholders
meeting, the shareholders approved an amendment to the company's
charter that authorizes the issuance of preferred stock.  In
addition, the shareholders elected Mr. Osborn and Mr. Thomas Sacco
as directors; the directors subsequently elected Mr. Osborn as
President and Mr. Sacco as Senior Vice President of the company.
   
    Hudson's Grills are celebrating their 13th year of operation,
and the Company is publicly traded over the counter under the
NASDAQ symbol HDSG.