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): July 21,
  1997 (February 1, 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) 931-9237
      
      
      
      
      
      Item 5.  Other Events.
      
      Hudson's Grill of America, Inc. (the "Company"), a California
  corporation based in Dallas, Texas, announced that at a Board of
  Directors meeting held on July 14, 1997, the Board voted to fill a
  vacancy on the Board.  The Board elected Robert W. Fischer, Esq.,
  the Company's outside legal counsel, as a new director.  Mr. 
  Fischer has been the Company's outside counsel since 1993.  He is
  a partner in the law firm of Fischer & Sanger and has represented,
  operated, and invested in numerous restaurant companies since
  1983.  Besides Hudson's, for example, he has been involved in the
  former 8.0. Bar, Inc., Nostromo, Inc., Tango Bar, Inc., and
  Memphis, Inc., which are restaurants and bars that have or are
  operating in or out of the Dallas, Texas, area.  Mr.  Fischer is
  also a C.P.A. and a shareholder of the Company.
  
       The Company announced that it was about to sign a franchise
  agreement for a franchise in Abingdon, Virginia, with a planned
  opening before Christmas 1997.  The Company's franchisee in
  Guatemala City, Guatemala, plans to open the Guatemala City
  Hudson's Grill in August 1997.
  
       The Company also announced that Mike Miller and the Company
  had mutually agreed to terminate the contract of sale for the
  Hudson's Grill in Westlake, California.  A subsidiary or affiliate
  of the Company will operate the restaurant until a new buyer is
  found.  The Company's franchise development and area
  representation agreements with Dr. S.L. Sethi and with Jotar,
  Inc., are being terminated because neither developer has built or
  is building the required number of franchised restaurants.
  
       In May 1997 the Hudson's Grill located on Burnet Road in
  Austin, Texas,  filed a petition for protection under chapter 11
  of the U.S. Bankruptcy Code.  The case was converted to a chapter
  7 liquidation in June.  The restaurant is now closed, and the
  Company has terminated the franchise.  Because of increased
  competition and less than expected sales, the Company's franchisee
  in Paramus, New Jersey, has decided to close the Hudson's Grill
  food court operation in the Garden State Mall.  This was a first
  time, experimental location inside a shopping mall.
  
       Beginning February 1, 1997, the Company and Dalms, Inc.,
  agreed to reduce the consulting fees charged by Dalms.   Dalms,
  Inc., provides Thomas A.  Sacco's consulting services to the
  Company.  Mr.  Sacco is a Senior Vice President of the Company and
  also is a director.  The consulting fees have been reduced to
  $90,000 per year, and the Company will not pay for any other
  expenses of Dalms, Inc., other than travel expenses related to the
  Company's business.
  
       
  
     
      
      Item 7.  Exhibits.
      
           1. Press Release dated July 21, 1997, regarding the
  election of a new director and the status of opening and closing
  various franchise locations.
  
      
      
      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: July 21, 1997
      
                                 HUDSON'S GRILL OF AMERICA, INC.     
                                 Registrant
      
      
                                                                     
                                 s/s David L. Osborn
                                 David L. Osborn
      
      f\sec\970715.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 the Election of a New Director and
  the Status of Various Openings and Closings of Restaurants
  
      Monday, July 21, 1997
      
      
      Dallas, TX -  Hudson's Grill of America, Inc., announced that
  on July 14, 1997, its directors elected Robert W.  Fischer to fill
  a vacancy on the Board of Directors.  Mr.  Fischer has been
  Hudson's Grill's outside legal counsel since 1993 and has been
  involved with restaurants in the Dallas, Texas area for over 14
  years.  He has represented restaurants and has also operated them
  during this period.  He is a partner in the law firm of Fischer &
  Sanger and is also a C.P.A.
  
      The Company also announced several closings and some
  prospective openings of restaurants.  Hudson's Grill anticipates
  that new restaurants will be opening in Guatemala City, Guatemala,
  in August 1997, and one will be opening in Abingdon, Virginia,
  before Christmas 1997.
  
      As of July 13, 1997, an affiliate of Hudson's Grill has taken
  over the Westlake, California Hudson's Grill, and will run it
  until a buyer can be found.  The location had been under a pending
  contract of sale, but the buyer and Hudson's Grill mutually agreed
  to terminate its sale.  The prospective buyer had been operating
  the restaurant pending its sale.
  
      Hudson's Grill terminated its Burnet Road franchisee in
  Austin, Texas; the franchisee had filed for bankruptcy protection
  in May, but then decided to convert the case to a chapter 7
  liquidation.  In addition, Hudson's Grill's franchisee closed its
  Hudson's Grill food court operation in the Garden State Mall in
  Paramus, New Jersey.  This was an experimental site; it was the
  first Hudson's Grill to be adapted for use in a food court
  location in a shopping mall.  Additionally, Hudson's Grill noted
  that its franchise development agreements with Dr. S.L. Sethi and
  with Jotar, Inc., have terminated because both developers had
  failed to build or have under construction the required number of
  restaurants.
  
      The Company also announced that it had reduced the amount it
  was paying for consulting services provided by Dalms, Inc., which
  is the consulting company that provides the services of Thomas A.
  Sacco, the Company's Senior Vice President and director.  The
  consulting agreement is now based at $90,000 per year with
  incentives based on the number of new Hudson's Grill franchises
  found by Dalms, Inc. 
  
      Hudson's Grills are celebrating their 13th year of operation,
  and the Company is publicly traded over the counter under the
  NASDAQ symbol HDSG.