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): April 27,
2000 (March 31, 2000)


    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 it would not
obtain audited financial statements because of a shortage of funds
and the impending spin off to shareholders of its subsidiary,
Hudson's Grill International, Inc. ("HGI")  The subsidiary is
currently undergoing an audit, which was required by comments by
the SEC to HGI's SB-1 registration statement that was filed in
January 2000.  Since HGI is also short on cash, it will no longer
loan money to the Company.  Thus, the Company will not be filing
its usual reports with the SEC.  The Company is making a request
to the SEC for a "no action" position because of its inability to
provide the financial reports required under the federal
securities acts.  Once HGI's registration statement is declared
effective, the Company will distribute HGI's shares to the
Company's shareholders.  The Company may then ask the market
makers of its stock to cease making a market in its stock because
to its inability to obtain audited statements.

     The Company also announced that its subsidiary, Hudson's
Grill of Richardson, Inc., closed the Hudson's Grill restaurant in
the Keystone Shopping Center near Richardson, Texas.  No buyer has
been found, and the landlord has terminated the lease.  As a
result, the Company probably will not be able to sell itself as a
corporate shell that will remain after the spin off of HGI.
Potential buyers and merger candidates were unable to negotiate
favorable terms with the Richardson landlord that would have
enabled an intended merger to proceed, and so the proposed merger
with Overland Beverage Distributing, Inc., announced in January
2000, has been scrapped, and other recent efforts have also
failed.

    Item 7.  Exhibits.

         1. Press Release dated April 27, 2000, regarding the
request for no action position and the closing of Hudson's Grill
in Richardson, Texas.

    

    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: April 27, 2000

                               HUDSON'S GRILL OF AMERICA, INC.
                               Registrant



                               s/s Robert W. Fischer
                               Robert W. Fischer

    f\sec\000407.O01

EX-99

Hudson's Grill of America, Inc.           For Immediate Release
16970 Dallas Parkway                    Contact: Robert Fischer
Suite # 402                             Telephone: 214-361-7301
Dallas, Texas 75248-1928       e-mail: getinfo@hudsonsgrill.com

          Hudson's Grill Will Request No Action Position
                             From SEC

Thursday, April 27, 2000

Dallas, TX -- Hudson's Grill of America, Inc., based in Dallas,
Texas, announced today that it will request a no action position
from the SEC based on its inability to pay for an audit.  The
request, if granted, will permit the company to file unaudited
statements prepared by in house accounting systems and to cease
compliance with certain SEC rules and regulations.  Hudson's Grill
International, Inc., a subsidiary of the company, on the other
hand, will continue with its plan to publicly register its stock
and distribute it to the shareholders of the company.

     The company also announced that another of its subsidiaries,
Hudson's Grill of Richardson, Inc., had closed down its restaurant
operations that were located in the North Dallas/Richardson area
of Dallas, Texas.  Also, because of the Richardson landlord's
unwillingness to work with potential merger candidates, the
company has been unable to sell its public shell and believes that
its chances to do so are now very small.

    Hudson's Grill of America is publicly traded over the counter
on the bulletin board under the NASD symbol HDSG.

    "Safe Harbor" Statement under the Private Securities
Litigation Reform Act of 1995.

    "This press release may contain forward looking statements
relating to future events or future financial performance that
involve risks and uncertainties. Such statements can be identified
by terminology such as "may," "will," "should," "expects,"
"plans," "anticipates," "believes," "estimates," "predicts,"
"potential" or "continue" or the negative of such terms or
comparable terms. These statement are only predictions and actual
results could differ materially from those anticipated in these
statements based upon a number of factors including those
identified in the Company's filings with the SEC.